Subjects:

Company Law

Contents:

Vol 1: Registration and re-registration of companies: general

registration of companies

memorandum of association

articles of association

re-registration of companies

precedents. Capital: alterations to capital

application and allotment

statutory restrictions on allotment

payment for shares

calls and instalments on shares

warrants and subscription rights

capitalization issues

precedents. Public issues: advisors on an issues

the Stock Exchange unlisted securities market

the Stock Exchange alternative investment market

the Stock Exchange as a secondary market

programme for a public issue of listed securities

precedents. Register of members: share certificates

bearer share warrants

designated accounts and joint accounts

share transfers

stock exchange transactions

forged transfers

transmission and registration of documents generally

English companies and documents

Scottish companies and documents

precedents. Dividends. Debentures and loan stock. Redemption and repurchase of shares and loan stock: redeeemable shares

reemption of loan stocks and debentures

purchase of own shares

precedents. Vol 2: Directors: appointment, retirement and removal formalities and remuneration

duties and powers

transactions with directors and other interests of directors

insider dealing

precedents. Secretary: appointment and authority

statutory registers

annual return and other forms

responsibilities regarding meetings and minute books

seal and authentication of documents

retention of records and microfilming

precedents. Auditors. Accounts, reports and circulars: preparing, laying and delivering accounts

content of accounts

accounting exemptions

directors' and auditors' reports

disclosure rules for transactions with directors

accounts for oversea, listed and unregistered companies

circulars and other notifications

precedents. Meetings: meetings of directors and committees

general meetings

duties of secretary relating to annual general meetings

miscellaneous matters

voting, proxies and polls elective regime

precedents. Take-overs and mergers. Receivers: administration order

receiverships

company voluntary arrangements

precedents. Winding-up. Secretarial practice notes.

Offers information to enable the secretary to undertake their job more efficiently. The manual provides advice on the practical implications of recent and forthcoming legislative and administrative changes, and aims to ensure that companies comply with the ever-changing requirements of company law.