Company Law

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

By Professor Paul Davies
Sweet & Maxwell U.K._ May 2008

Specifications

ISBN-13
9780421949003
Publisher
Sweet & Maxwell U.K._
Publication
May 2008
Format
Paperback
Jurisdiction
U.K. ? Countri(es) for reference only

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

Table of Contents

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

Reviews

"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

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