Company Law, 2nd Edition

The second edition of Company Law brings clarity and sophisticated analysis to a company law landscape much altered by the groundbreaking Companies Act 2006. Hannigan captures the dynamism of company law, places the material in context and guides students through all the major topics studied at undergraduate level.

The book is divided into five distinct sections covering corporate structure (including legal personality and constitutional issues), corporate governance (including directors' duties and liabilities), shareholders' rights and remedies (including powers of decision-making and shareholder engagement), corporate finance (including share and loan capital), and corporate rescue and restructuring (including liabilites arising on insolvency).

New to this edition

• Sophisticated and in-depth coverage of all the core topics studied on company law courses, this work has been totally rewritten and updated to reflect all domestic and European legislative developments and case law
• Full and coherent coverage of the Companies Act 2006 which comes fully into force on 1 October 2009
• Succinct and clear account of the constitutional position reflecting new elements such as the absence of objects, entrenched articles and the new model articles
• In-depth analysis of the crucially important area of directors' duites, now restated and fundamentally altered in many respects by the Companies Act 2006
• Detailed review of the key issues in shareholder remedies including a thorough consideration of the new derivative claim and its relationship with the famous rule in Foss v Harbottle
• Consideration is given throughout to the role of the shareholder - looking at shareholder rights, shareholders' role in decision-making and shareholder engagement whether by the indirect investor or the institutional investor, again all much altered by the Companies Act 2006
• Accessible account of corporate finance with coverage of share capital placed in the context of European issues surrounding the Second Directive and the changes for private companies effected by the Companies Act 2006. Detailed coverage of the role of fixed and floating charges post the House of Lords decision in Spectrum Plus
• Restructuring is considered in detail looking at the respective roles of administration and liquidation in a rescue culture
• The European dimension is considered throughout the text with discussion of matters such as the Shareholder Rights Directive; the Accounting and Audit Directives; the proposal for a European Private Company Statute as well as the ECJ caselaw on corporate mobility