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Vol 21 No 10 Oct/Nov 2016

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European Company Law: Organization, Finance and Capital Markets 2nd ed

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ISBN13: 9781780683973
Published: January 2012
Publisher: Intersentia Publishers
Country of Publication: Belgium
Format: Paperback
Price: £176.00
Hardback edition out of print, ISBN13 9781780680194



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Over the last decade, the time period that is also covered by the two editions of this book, European company law has been re-written completely. Virtually no EU measure remained unchanged and most of them have undergone fundamental reform. This is astonishing since almost half of these measures only came into existence after the turn of the millennium.

In the last five years ‘modern’ European company law has been characterized by a strong foundation of accounting law, i.e. the basic information scheme in international models (IFRS), the practicability and reality of cross-border mobility in its different types, the considerable success – at last – of European company types, namely in the form of the European Company which has been adopted by many blue chip companies, and finally by governance, governance and governance. The latter also experiencing a remarkable renaissance of shareholders’ rights, namely voting right schemes. In times of crisis this is the equipment with which the challenges have to be met.

This book discusses the EC/EU law first including all instruments through which it is transposed into the national law systems. However, where no EC/EU law exists, a comparative law discussion and policy aspects, namely law and economics, fill the gaps. The whole organism of (limited liability) company law is thus covered.

In addition to organization, accounting, finance and the closely related capital market law European Company Law covers the cornerstones of EC/EU corporate tax and insolvency law. This broad scientific perspective of the ‘European’ in company law remains unique and is of greatest value for top-level practice and highly-ranked policy discussions.

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Subjects:
EU Law
Contents:
PART 1. FUNDAMENTALS AND OVERVIEW
SUBJECT MATTER, FUNCTIONS OF EUROPEAN COMPANY LAW AND METHODS
OVERVIEW OF THE MATERIAL AND ITS STRUCTURE

PART 2. FORMATION OF COMPANIES AND CURRENT OPERATION
GENERAL QUESTIONS
VALIDITY AND THIRD PARTY RELATIONSHIPS
STRUCTURE AND MEMBERS’
PARTICIPATION RIGHTS IN PUBLIC LIMITED COMPANIES (KEY COMPONENTS AND COMPARATIVE LAW)
PRESENTATION OF BUSINESS RESULTS

PART 3. FINANCING ON CAPITAL MARKETS
GENERAL QUESTIONS
LAW ON PRIMARY MARKETS (ISSUING AND LISTING SHARES AND BONDS)
LAW ON SECONDARY MARKETS (TRADING SHARES AND BONDS)
TAX TREATMENT

PART 4. CROSS-BORDER ESTABLISHMENT AND STRUCTURAL CHANGES
GENERAL QUESTIONS
SECONDARY ESTABLISHMENT AND TRANSFER OF SEAT
MERGER AND DIVISION OF PUBLIC LIMITED COMPANIES
TAKEOVER OF PUBLIC LIMITED COMPANIES AND GROUPS OF COMPANIES
TAX TREATMENT
PART 5. SUPRANATIONAL TYPES OF COMPANY

PART 6. WINDING-UP AND INSOLVENCY

PART 7. SUMMARY AND CONCLUSIONS