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Company Law

Fifth Edition

Brenda Hannigan

September 2018

ISBN: 9780198787709

832 pages
Paperback
246x171mm

Price: £36.99

Comprehensive coverage of the principles and doctrine of company law, with in-depth exploration of key primary sources

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Description

Company Law provides adept, comprehensive coverage of the law for the student reader. Hannigan captures the dynamism of the subject, engaging with corporate structures, governance, finance, and liquidation.


  • Clearly written and structured in a way which makes it eminently readable and comprehensible to students
  • Attention is paid across all topics to the European dimension of company law providing valuable context for the student reader
  • Includes a detailed review of the key issues in shareholder remedies including the derivative claim and its relationship with the famous rule in Foss v Harbottle

About the Author(s)

Brenda Hannigan, Head of Southampton Law School and Professor of Corporate Law, University of Southampton

Brenda Hannigan is the Head of Southampton Law School and Professor of Corporate Law. Her principal research interests lie in company and insolvency law, particularly in the areas of directors' duties and shareholder remedies, corporate governance, board roles and responsibilities, and shareholder engagement.

Table of Contents

    PART I The Corporate Structure
    1: Formation, classification and registration of companies
    2: The framework of company law
    3: Corporate personality
    4: Rules of attribution - corporate acts and liabilities
    5: The company constitution
    PART II Corporate Governance - Directors' Roles and Responsibilities
    6: Corporate governance - board structure and shareholder engagement
    7: Board composition - appointment and removal of directors
    8: A statutory statement of directors' duties
    9: Duty to act within constitution and powers
    10: Duty to promote the success of the company
    11: Duty of care, skill and independent judgement
    12: Duty to avoid a conflict of interest
    13: Specific conflicts - CA 2006, Part 10, Ch 4
    14: Directors' liabilities for breach of duty
    15: Directors' liabilities and vulnerable transactions on insolvency
    PART III Corporate Governance - Shareholders' Rights and Remedies
    16: Membership and the incidents of membership
    17: Decision-making and company meetings
    18: Informed shareholders and stakeholders-disclosure and the limited company
    19: The unfairly prejudicial remedy and the minority shareholder
    20: The derivative claim and the rule in Ross v Harbottle
    PART IV Corporate Finance - Share and Loan Capital
    21: Share capital - capital raising and payment
    22: The doctrine of capital maintenance
    23: Loan capital - secured creditors and company charges
    PART V Corporate Liquidation, Takeovers and Schemes of Arrangement
    24: Liquidation and dissolution - winding up the insolvent company