Jauncey, Clyde, Hutton and Hobhouse concurred. The most important feature of the case was that Mr Phillips had never actually agreed to transfer Mr O'Neill the shares of the company, so it could not be unfair that he had decided not to, because he had never decided to actually do so. Lord Hoffmann also recanted on his previous use of the terminology of "legitimate expectations". "I meant that it could exist only when equitable principles... would make it unfair for a party to exercise rights under the articles." As to capacity, although irrelevant after deciding that there had been no agreement, disagreeing with the first instance judge, Lord Hoffmann pointed out that O'Neill may have had a claim in his capacity of shareholder (rather than just an employee) because he had invested his money and his time into the company. See also UK company law Notes External links Full text of judgment from the Parliamentary Publications website. United Kingdom company case law 1999 in British law 1999 in case law House of Lords cases