7. Share capital

Company Law ◽  
2020 ◽  
pp. 115-143
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Company Law ◽  
Financial Assistance ◽  
Public Companies ◽  
Share Capital ◽  
The Core ◽  
Public Company ◽  
Private And Public ◽  
The Subject ◽  
A Company

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter examines how company law governs maintenance of a company’s share capital, with emphasis on the distinction between private and public companies. It also discusses various ways in which shareholders might legally receive funds (‘distributions’) from the company, including issuance of shares and payment of shares in kind (that is, goods, property, or services rather than in cash). The relevance of the nominal value of shares issued to shareholders, the issue of paying dividends to shareholders, and disguised return of capital to shareholders are considered as well. The chapter also examines two other means of returning funds to shareholders, reduction of share capital and redemption or purchase by a company of its own shares, before concluding with an assessment of the prohibition and the exceptions concerning the issue of financial assistance for the acquisition of shares in a public company.

7. Share capital

2018 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Company Law ◽  
Financial Assistance ◽  
Public Companies ◽  
Share Capital ◽  
The Core ◽  
Public Company ◽  
Private And Public ◽  
The Subject ◽  
A Company

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter examines how company law governs maintenance of a company’s share capital, with emphasis on the distinction between private and public companies. It also discusses various ways in which shareholders might legally receive funds (‘distributions’) from the company, including issuance of shares and payment of shares in kind (that is, goods, property, or services rather than in cash). The relevance of the nominal value of shares issued to shareholders, the issue of paying dividends to shareholders, and disguised return of capital to shareholders are considered as well. The chapter also examines two other means of returning funds to shareholders, reduction of share capital and redemption or purchase by a company of its own shares, before concluding with an assessment of the prohibition and the exceptions concerning the issue of financial assistance for the acquisition of shares in a public company.

7. Share capital

2016 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Company Law ◽  
Financial Assistance ◽  
Public Companies ◽  
Share Capital ◽  
The Core ◽  
Public Company ◽  
Private And Public ◽  
The Subject ◽  
A Company

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter examines how company law governs maintenance of a company’s share capital, with emphasis on the distinction between private and public companies. It also discusses various ways in which shareholders might legally receive funds (‘distributions’) from the company, including issuance of shares and payment of shares in kind (that is, goods, property, or services rather than in cash). The relevance of the nominal value of shares issued to shareholders, the issue of paying dividends to shareholders, and disguised return of capital to shareholders are considered as well. The chapter also examines two other means of returning funds to shareholders, reduction of share capital and redemption or purchase by a company of its own shares, before concluding with an assessment of the prohibition and the exceptions concerning the issue of financial assistance for the acquisition of shares in a public company.

1. Introduction to company law

2018 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Company Law ◽  
Comparative Perspective ◽  
Organisational Structure ◽  
Private Companies ◽  
Public Companies ◽  
Business Organisation ◽  
The Core ◽  
The Subject ◽  
A Company

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter presents an overview of company law, first by considering the company’s place within the various forms of business organisation. To get some comparative perspective on the relative merits of each type of organisation, three criteria for judging them are discussed: whether the form of business organisation facilitates investment in the business, mitigates or minimises the risk involved in the business venture, and whether it provides a clear organisational structure. Using these criteria, three forms of business organisation are analysed: the sole trader, a partnership, or a registered company. The chapter also explains the importance of the memorandum as part of the company’s constitution, as well as the distinction between private companies and public companies. Finally, it outlines the benefits of forming a company as opposed to the sole trader or a partnership.

1. Introduction to company law

Company Law ◽  
2020 ◽  
pp. 3-13
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Company Law ◽  
Comparative Perspective ◽  
Organisational Structure ◽  
Private Companies ◽  
Public Companies ◽  
Business Organisation ◽  
The Core ◽  
The Subject ◽  
A Company

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter presents an overview of company law, first by considering the company’s place within the various forms of business organisation. To get some comparative perspective on the relative merits of each type of organisation, three criteria for judging them are discussed: whether the form of business organisation facilitates investment in the business, mitigates or minimises the risk involved in the business venture, and whether it provides a clear organisational structure. Using these criteria, three forms of business organisation are analysed: the sole trader, a partnership, or a registered company. The chapter also explains the importance of the memorandum as part of the company’s constitution, as well as the distinction between private companies and public companies. Finally, it outlines the benefits of forming a company as opposed to the sole trader or a partnership.

1. Introduction to company law

2016 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Company Law ◽  
Comparative Perspective ◽  
Organisational Structure ◽  
Private Companies ◽  
Public Companies ◽  
Business Organisation ◽  
The Core ◽  
The Subject ◽  
A Company

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter presents an overview of company law, first by considering the company’s place within the various forms of business organisation. To get some comparative perspective on the relative merits of each type of organisation, three criteria for judging them are discussed: whether the form of business organisation facilitates investment in the business, mitigates or minimises the risk involved in the business venture, and whether it provides a clear organisational structure. Using these criteria, three forms of business organisation are analysed: the sole trader, a partnership, or a registered company. The chapter also explains the importance of the memorandum as part of the company’s constitution, as well as the distinction between private companies and public companies. Finally, it outlines the benefits of forming a company as opposed to the sole trader or a partnership.

9. Classes of shares and variation of class rights

2016 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
European Union ◽  
General Nature ◽  
Share Capital ◽  
The Core ◽  
Legal Nature ◽  
Different Types ◽  
The Subject ◽  
Class Rights ◽  
A Company ◽  
A Share

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter focuses on the rights and liabilities of a shareholder which are the incident of the general nature of a share, as well as his particular rights and liabilities by virtue of owning a particular type or class of share. It first considers the legal nature of a shareholding and the different types of share capital and typical class rights of a shareholder, as well as the statutory procedure required of a company before it can effect a variation of shareholders’ class rights. Examples of classes of shares are then given, and preferential rights attached to preference shares are discussed. The chapter concludes by looking at European Union initiatives on shareholders’ rights.

9. Classes of shares and variation of class rights

Company Law ◽  
2020 ◽  
pp. 164-176
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
European Union ◽  
General Nature ◽  
Share Capital ◽  
The Core ◽  
Legal Nature ◽  
Different Types ◽  
The Subject ◽  
Class Rights ◽  
A Company ◽  
A Share

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter focuses on the rights and liabilities of a shareholder which are the incident of the general nature of a share, as well as his particular rights and liabilities by virtue of owning a particular type or class of share. It first considers the legal nature of a shareholding and the different types of share capital and typical class rights of a shareholder, as well as the statutory procedure required of a company before it can effect a variation of shareholders’ class rights. Examples of classes of shares are then given, and preferential rights attached to preference shares are discussed. The chapter concludes by looking at European Union initiatives on shareholders’ rights.

17. The maintenance of capital

Company Law ◽  
2019 ◽  
pp. 462-497
Author(s):  
Lee Roach
Keyword(s):  
Financial Assistance ◽  
The Other ◽  
Capital Maintenance ◽  
Private Company ◽  
Public Companies ◽  
Share Capital ◽  
Other Hand ◽  
Limited Company ◽  
Stage Process ◽  
A Company

This chapter addresses what is known as the capital maintenance doctrine — a series of rules designed to protect the company's creditors by ensuring that capital is maintained and not returned to the company's members. Any limited company can reduce its share capital by passing a special resolution followed by court confirmation. A private company can reduce its share capital by passing a special resolution supported by a solvency statement. On the other hand, public companies are generally prohibited from providing financial assistance to others to acquire their shares. Meanwhile, a company can generally only pay a dividend out of distributable profits. The typical three-stage process for paying dividends is the directors recommend an amount to be distributed by way of dividend; the company declares the dividend by passing an ordinary resolution; and the dividend is paid out.

9. Classes of shares and variation of class rights

2018 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
European Union ◽  
General Nature ◽  
Share Capital ◽  
The Core ◽  
Legal Nature ◽  
Different Types ◽  
The Subject ◽  
Class Rights ◽  
A Company ◽  
A Share

Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter focuses on the rights and liabilities of a shareholder which are the incident of the general nature of a share, as well as his particular rights and liabilities by virtue of owning a particular type or class of share. It first considers the legal nature of a shareholding and the different types of share capital and typical class rights of a shareholder, as well as the statutory procedure required of a company before it can effect a variation of shareholders’ class rights. Examples of classes of shares are then given, and preferential rights attached to preference shares are discussed. The chapter concludes by looking at European Union initiatives on shareholders’ rights.

3. Registration

2021 ◽  
pp. 35-64
Author(s):  
Derek French
Keyword(s):  
Limited Liability ◽  
Public Disclosure ◽  
Public Companies ◽  
Registration Process ◽  
Registration Procedure ◽  
Registered Office ◽  
Private And Public ◽  
A Company ◽  
Corporate Personality

This chapter discusses the process of registration for the incorporation of companies under the Companies Act 2006. It considers the distinction between private and public companies, the meaning of limited liability and the significant characteristics of the company created by the registration procedure at Companies House, such as a company’s separate corporate personality (which is highly artificial), its members, shareholding, directors, secretary, name, constitution and its registered office and domicile. To deter misuse of companies, the registration process involves disclosing much information about a company which is then available for public inspection. This process of public disclosure continues throughout a company’s existence.

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