Gower & Davies: The Principles of Modern Company Law, 8th Edition

Author: Professor Paul Davies
Publisher: Sweet & Maxwell U.K._
ISBN: 9780421949003
Published In: May 2008
Format: Paperback
Jurisdiction: U.K. ? Disclaimer:
Countri(es) stated herein are used as reference only

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Description
Contents
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Details

As the leading text available on company law, Gower and Davies is an interesting, thought-provoking and above all, understandable exposition of both the law and practice. The work:

Covers all key areas of company law by way of a detailed, in-depth analysis
Incorporates and discusses the fundamental changes brought about by the Companies Act 2006
Deals with the transposition of the EU Directives adopted under the Financial Services Action Plan
Discusses key case law such as Bhullar v Bhullar on corporate opportunity, Item Software v Fassihi on conflict of duty, Re Spectrum Plus on charges over book debts, Clark v Cutland on unfair prejudice, and Chaston v SWP Group on financial assistance
Provides students with the clarity they need on what is an increasingly complex subject and is a key reference guide for practitioners

Introductory

Types and functions of companies
Advantages and disadvantages of incorporation
Sources of company law and the company's constitution
Formation procedures
Promoters
Overseas companies, community law and jurisdictional migration

Separate legal personality and limited liability

Corporate actions
Limited liability and lifting the veil at common law
Statutory exceptions to limited liability
Disqualification of directors
Legal capital and minimum capital
Dividends and distributions
Capital maintenance

Corporate governance: the board and shareholders

The board
Shareholder decision-making
Directors' duties
The derivative claim and personal actions against directors
Breach of corporate duties: administrative remedies

Corporate governance - majority and minority shareholders

Controlling members' voting
Unfair prejudice

Accounts and audit

Annual accounts and reports
Audits and auditors

Equity finance

The nature and classification of shares
Share issues: general rules
Public offers of shares
Continuing obligations and disclosure of information to the market
Transfers of shares
Takeovers
Arrangements and reconstructions

Debt finance

Debentures
Company charges

"A highly respected and academically stimulating book... very readable and easy to get into... a must purchase for anybody interested in company Law!" Student Law Journal