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Vol 22 No 3 March/April 2017

Book of the Month

Cover of Company Directors: Duties, Liabilities and Remedies

Company Directors: Duties, Liabilities and Remedies

Edited by: Simon Mortimore
Price: £225.00

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UK Public Holiday May 2017

Wildy's will be closed on Monday 1st May and will re-open on Tuesday 2nd May.

Online book orders received during the time we are closed will be processed as soon as possible once we re-open on Tuesday.

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This book is now Out of Print.
A new edition was published, see:
Hollington on Shareholders' Rights 7th ed isbn 9780414027428

Shareholders' Rights 6th edition with 1st Supplement


ISBN13: 9780414023505
New Edition ISBN: 9780414027428
Previous Edition ISBN: 9780414043206
Published: October 2012
Publisher: Sweet & Maxwell Ltd
Country of Publication: UK
Format: Hardback
Price: Out of print



The 6th edition of Shareholders’ Rights offers an in-depth explanation to the principles surrounding the roles of shareholders and the company law that applies to them.

The roles of minority and majority shareholders are analysed showing you where the power lies so that you can better advise companies and individuals.

Principles of partnership law, such as good faith are covered in detail. You’ll also find in-depth analysis on articles of association, shareholders’ agreements and the fiduciary duties of directors.

Shareholders Rights provides you with the unfair prejudice remedies that may be available to your clients. The principles are explained and there’s expert guidance on the correct procedure to follow to help your clients get the best possible outcome.

  • The 1st Supplement was published in October 2012
  • The Main Work was published in December 2010
New in the 6th edition
Since the last edition, the Companies Act 2006 has come fully into force and revolutionised the law of minority shareholders’ rights. In particular, it discusses the recent changes to the law on directors’ duties and the enforcement of derivative claims. This edition focuses both on the new law and incorporates the old law where it remains relevant. As a result of these changes, the book has been updated to reflect current law.

Tools to help you with drafting
To save you time with drafting, the book includes precedents that you can use for guidance. Drafting templates include a Tomlin order and a ‘Wallersteiner’ costs indemnity order.

Key changes to this new edition include:

  • Significant updating to the chapter on directors' duties to take full account of the codification of existing law under the provisions of ss. 170-181 of CA06
  • An extensive update to the derivative claims chapter to provide a comprehensive treatment of the impact and implications of ss.260-269 of CA06 which placed the common law derivative claim on a new statutory footing.

Subjects:
Company Law
Contents:
Introduction
Broad Principles
The Bargain between Shareholders
Directors' Duties
Majority Rule and Equitable Constraints
The derivative claim: the rule in Foss v Harbottle and the exception thereto
The Unfair Prejudice Remedy: Principles
Unfair Prejudice 2: Remedies
Unfair Prejudice 3: Practice and Procedure
Winding-up on the Just and Equitable Ground
Personal Rights of Shareholders
Foreign Element
Miscellaneous Rights
Limited Liability Partnerships
Appendix 1 Draft Regulation 119
Appendix 2 - precedents -