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Vol 21 No 11 Nov/Dec 2016

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Company Meetings and Resolutions: Law, Practice, and Procedure 2nd ed


ISBN13: 9780199665129
Previous Edition ISBN: 9780199214549
Published: February 2013
Publisher: Oxford University Press
Country of Publication: UK
Format: Hardback
Price: £175.00



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This new edition is the only work solely dedicated to the law of company meetings of solvent public and private companies. The new edition is written by an author team of great authority who have specialized in Company Law throughout their careers. The second edition brings the analysis of the law on company meetings and resolutions up to date following the coming into force of all provisions under the Companies Act 2006 (CA 06). This includes in particular the amendments made to existing legislation by the Companies (Shareholders Rights) Regulations 2009 concerning the expanded rights of shareholders in relation to meetings of traded companies. Since the publication of the first edition there have been seventeen new legislative provisions inserted into CA 06, Pt 13 which are now analysed in the text. In addition, a new chapter has been included to provide analysis and interpretation on the final version of the 2006 Model Articles. Although the work is mainly organized by topic (e.g. written resolutions of private companies, notice of meetings, circulas, quorum, proxies, and corporate representatives, the role of the chairman, minutes), a section-by-section commentary is included together with the text of CA 06, Pt 13, the part of the CA 06 which relates specifically to the law of company meetings and resolutions. The inclusion of this section provides readers with very detailed interpretation of the meaning of the legislation making the book a comprehensive and invaluable reference source. This book is the leading authority on the law of company meetings and resolutions and all practitioners advising on this topic will find this an invaluable tool for desk research as well as a handy companion at company meetings.

Subjects:
Company Law
Contents:
PART I - MEETINGS OF MEMBERS
1. The Concept of a Meeting and Quorum
2. Notice of Meetings of Members
3. Circulars to Members and Members' Statements
4. The Annual General Meeting
5. Meetings Requested by Members
6. Meeting of Members Ordered by the Court
7. The Role of the Chairman
8. Proxies and Corporate Representatives
9. Voting
10. Exercise of Members' Rights
11. Resolutions and Amendments
12. Adjournment
13. Class Meetings and Class Consents
14. Meetings for the Purpose of Schemes of Arrangement
15. Written Resolutions of Private Companies
16. Minutes of General Meetings and Decisions of Members
17. The Company Communication Provisions including Electronic Communications

PART II - MEETINGS OF DIRECTORS
18. Introduction to Directors' Meetings and Directors' Duties
19. Notice, Agenda, and Quorum for Meetings of Directors
20. The Role of the Chairman at the Meetings of Directors
21. Minutes of Meetings of Directors

PART III - COMMENTARY ON THE PROVISIONS OF THE COMPANIES ACT 2006, PART 13, SECTIONS 281 TO 361
22. Commentary on the Provisions of the Companies Act 2006, Part 13, Sections 281 to 361

PART IV - ANNOTATION OF 1985 TABLE A REGULATIONS RELATING TO MEETINGS OF MEMBERS AND PROCEEDINGS OF DIRECTORS
23. Annotation of 1985 Table A Regulations relating to Meetings of Members and Proceedings of Directors
24. Text of and Commentary on New Model Articles for Public and Private Companies