Subjects:

Company Law

Contents:

Preface

v Table of statutes

xxxvii Table of statutory instruments

li Table of cases

lvI. Introduction to registered companies

1 Formation, classification and registration of companies

2 The framework of company law II. Corporate entity and constitution

3 Corporate personality

4 The memorandum of association

5 The articles of association III. Corporate governance - directors' roles and responsibilities

6 Company officers

7 The division of power within a company

8 Directors' duties - introduction

9 The duty of loyalty, Part I: Acting bona fide and for a proper purpose

10 The duty of loyalty, Part II: The no-conflict, no-profit principles

11 The duty of care and skill

12 Disqualification of directors IV. Corporate governance - shareholders' rights and remedies

13 Legal incidents of membership

14 Classes of shares and class rights

15 Shareholders' statutory remedies

16 Shareholders' remedies at common law V. Transparency and accountability - Company meetings

accounts and investigations

17 Company meetings

18 Financial disclosures by companies - accounting and audit requirements

19 Company investigations VI. Corporate finance - share and loan capital

20 Share capital

21 Capital maintenance

22 Raising capital from the public

23 Loan capital - company charges VII. Corporate insolvency and rescue

24 Company voluntary arrangements

25 Receivers and administrative receivers

26 Administration

27 Winding up

28 Directors' liabilities and vulnerable transactions on insolvency VIII. Corporate reorganisation - takeovers and reconstructions

29 Corporate takeovers and reconstructions

Index

Hannigan Company Law is addressed to students and covers the main components of any undergraduate syllabus on Company Law.The book is divided into seven major sections: The Corporate Entity and Constitution Corporate Governance - Directors' roles and responsibilities Corporate Governance - Shareholders' rights and remedies Transparency and Accountability - Company meetings; accounts and investigations Corporate Finance - Capital maintenance rules and company charges Corporate Insolvency and Rescue Corporate Restructuring and Takeovers.

The text is fully up to date reflecting numerous recent developments in this fast-moving subject including: the proposal for a post-Enron Bill in 2003-04; and the European Commission's Action Plan for Company Law published in May 2003 developments in directors' duties - reflecting key cases such as JJ Harrison (Properties) Ltd v Harrison; CMS Dolphin Ltd v Simonet; Bhullar v Bhullar and Re Barings plc (No 5)the impact on the unfairly prejudicial remedy of the House ofLords decision in O'Neill v Phillips recent corporate governance initiatives, such as the Higgs Report on non-executive directors the dramatic changes in insolvency procedures effected by