Law Company Law

Reece Thomas & Ryan: The Law and Practice of Shareholders' Agreements, 3rd Edition

Edited by Katherine Reece Thomas · Chris Ryan
LexisNexis U.K. October 2009

Specifications

ISBN-13
9781405744508
Publisher
LexisNexis U.K.
Publication
October 2009
Format
Paperback + CD-ROM
Jurisdiction
U.K. ? Countri(es) for reference only

Details

Now in its third edition, this popular, fully-updated title explains the law on shareholders' agreements in a clear and comprehensible style. It guides the reader through a typical transaction, highlighting the commercial issues facing the client and ultimately the solicitor as draftsman. It examines how a shareholders' agreement can be unravelled in the event of insolvency or other reason for termination. The CD-ROM includes all the precedents, which have been developed and updated. It is therefore the most up-to-date book available on the subject.
 
New to this edition:

Reforms made by the Companies Act 2006 following full implementation to a range of relevant topics including meetings, shareholder remedies, Model Articles of Association, directors' duties and electronic communications. 
Changes in insolvency law and practice affecting shareholders' agreements - especially of note with the tightening of credit conditions, escalation of costs and more businesses fearing insolvency. 
Other important areas such us proxies, tax issues relating to the Finance Act 2006, recent case law (e.g. Gamlestaden v Baltic and Bookmakers Afternoon v Amalgamated Racing and Re Neath Rugby Club). 
New precedents relating to quasi-partnership companies.
 

Table of Contents

Intro/overview of CA 2006; 
1. Shareholders' agreements and company law; 
2. Types of shareholders' agreements; 
3. The formation of shareholders' agreements: legal issues; 
4. The company and the shareholders' agreement: legal issues; 
5. Minority protection; 
6. Enforcement and termination of shareholders' agreements: the law; 
7. Competition issues; 
8. Joint ventures: practice; 
9. Venture capital: practice; 
10. Quasi-partnership agreements: practice;

Precedent 1 - Joint venture agreement 
Precedent 2 - Articles of association for use with joint venture agreement; 
Precedent 3 - Option agreement; 
Precedent 4 - Investment agreement; 
Precedent 5 - Articles of association for use with investment agreement; 
Precedent 6 - Shareholders' agreement for quasi-partnership company; 
Precedent 7 - Articles of Association for quasi-partnership company

 

About the Author

By Katherine Reece Thomas, Lecturer, City University; and Professor Chris Ryan, City University Consultant Editor: David Baylis, Norton Rose

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