Subjects:

Company Law

Contents:

1. The Core Features of Company Law

2. Corporate Personality

3. Limited Liability: Rationale and Creditor Self-Help

4. Limited Liability: The Limits of Creditor Self-Help

5. Centralized Management I: Empowering Shareholders in Widely Held Companies

6. Centralized Management II: Constraining the Board

7. Centralized Management III: Setting the Board's Incentives

8. Majority and Minority Shareholders

9. Shareholder Control

10. Small Companies and Small Businesses

This addition to the renowned Clarendon Law Series offers a concise and stimulating introduction to company law. Professor Davies sets out the five key functions of company law: the creation of separate legal personality for the company; the conferment of limited liability on the company's shareholders; the provision of centralised management; the allocation of control rights over the company; and the creation of transferable shares. However, the purpose of company law is not simply to implement these policies as they all have costs as well as benefits.

The role of the law is therefore to maximise the benefits whilst minimising the costs. The author examines these crucial policy choices within the context of the central relationships with which company law deals (or ought to deal). These are the relations between senior management and the shareholders; those between majority and minority shareholders; and those between company controllers (whether managers or shareholders) and non-shareholder stakeholders in the company. This new and comprehensive introductory volume is an essential resource for all those studying company law.