2. The framework of company law

2021 ◽  
pp. 20-34
Author(s):  
Brenda Hannigan
Keyword(s):  
Corporate Governance ◽  
Case Law ◽  
Company Law ◽  
Freedom Of Establishment ◽  
European Company ◽  
Corporate Reporting ◽  
The Uk ◽  
The Impact

This chapter outlines the statutory framework of company law and the reforms put forward by the Company Law Review which were implemented by the Companies Act 2006 (CA 2006). Registered companies in the UK are governed by the CA 2006 and its predecessors. The remainder of the chapter covers the European framework of company law considering the harmonisation programme, simplification measures, and the modernisation Directives. The chapter outlines the impact of EU initiatives in areas such as corporate reporting, corporate governance, restructuring, and mobility. Freedom of establishment for companies is discussed with the relevant ECJ case law. A brief discussion of the European Company is included.

Company Law Concentrate

2018 ◽  
Author(s):  
Lee Roach
Keyword(s):  
Corporate Governance ◽  
Case Law ◽  
Company Law ◽  
Capital Maintenance ◽  
Essential Information ◽  
Company Directors ◽  
Royal Dutch Shell ◽  
Business Structures ◽  
The Uk ◽  
Corporate Rescue

Each Concentrate revision guide is packed with essential information, key cases, revision tips, exam Q&As, and more. Concentrates show you what to expect in a law exam, what examiners are looking for, and how to achieve extra marks. Company Law Concentrate helps readers to consolidate knowledge in this area of law. This fifth edition includes coverage of the government’s corporate governance review, proposed updates to the UK Corporate Governance Code and the UK Stewardship Code, developments regarding unlisted companies and corporate governance, and notable case law developments, such as His Royal Highness Okpabi v Royal Dutch Shell plc [2018] and Re Sherlock Holmes International Society Ltd [2016]. Chapters examine business structures, incorporation, the constitution of the company, directors, members, corporate governance, capital and capital maintenance issues, members’ remedies, and corporate rescue and liquidation.

2. Who makes company law and what is it for?

2018 ◽  
Author(s):  
Derek French
Keyword(s):  
Corporate Governance ◽  
Case Law ◽  
Company Law ◽  
Business Enterprise ◽  
Public Interests ◽  
Corporate Governance Code ◽  
Mandatory Rules ◽  
The Uk

This chapter discusses the sources and purposes of company law. Legislation is the most important source of company law. There is EU as well as UK legislation, but this is subject to Brexit. Litigation concerning companies has generated a vast quantity of case law. There are other rules such as the UK Corporate Governance Code and there are practitioner texts and academic articles and books in abundance. There is a discussion of the purpose of company law which notes that its most significant purpose must be to facilitate business, but there is argument over whether mandatory rules of company law are the best way to encourage business enterprise. This leads to the discussion of whether companies should only serve the interests of their members (the shareholder-centred view of the company) or whether wider public interests must be considered.

2. Who makes company law and what is it for?

2021 ◽  
pp. 10-32
Author(s):  
Derek French
Keyword(s):  
Corporate Governance ◽  
Case Law ◽  
Company Law ◽  
Business Enterprise ◽  
Public Interests ◽  
Eu Legislation ◽  
Corporate Governance Code ◽  
Mandatory Rules ◽  
The Uk

This chapter discusses the sources and purposes of company law. Legislation is the most important source of company law. The effect of EU legislation on UK law is explained, including retained EU Regulations which continue in force despite Brexit. Litigation concerning companies has generated a vast quantity of case law. There are other rules such as the UK Corporate Governance Code and there are practitioner texts and academic articles and books in abundance. There is a discussion of the purpose of company law which notes that its most significant purpose must be to facilitate business, but there is argument over whether mandatory rules of company law are the best way to encourage business enterprise. This leads to the discussion of whether companies should only serve the interests of their members (the shareholder-centred view of the company) or whether wider public interests must be considered.

Company Law Concentrate

2020 ◽  
Author(s):  
Lee Roach
Keyword(s):  
Corporate Governance ◽  
Case Law ◽  
Company Law ◽  
Capital Maintenance ◽  
Essential Information ◽  
Sixth Edition ◽  
Company Directors ◽  
Business Structures ◽  
The Uk ◽  
Corporate Rescue

Each Concentrate revision guide is packed with essential information, key cases, revision tips, exam Q&As, and more. Concentrates show you what to expect in a law exam, what examiners are looking for, and how to achieve extra marks. Company Law Concentrate helps readers to consolidate knowledge in this area of law. This sixth edition has been fully updated and includes coverage of the 2018 UK Corporate Governance Code, the Wates Corporate Governance Principles, the UK Stewardship Code 2020, the Companies (Miscellaneous Reporting) Regulations 2018, and the reforms proposed following the consultation on insolvency and corporate governance. Case law updates include BAT Industries plc v Sequana SA [2019], Burnden Holdings (UK) Ltd v Fielding [2019], Popely v Popely [2019], and Vedanta Resources plc v Lungowe [2019]. Chapters examine business structures, incorporation, the constitution of the company, directors, members, corporate governance, capital and capital maintenance issues, members’ remedies, and corporate rescue and liquidation.

scholarly journals Dangerous frontiers in corporate governance

2014 ◽  
Vol 20 (3) ◽  
pp. 268-286 ◽  
Author(s):  
Thomas Clarke
Keyword(s):  
Corporate Governance ◽  
Global Financial Crisis ◽  
Shareholder Value ◽  
Value Orientations ◽  
Company Law ◽  
The Board Of Directors ◽  
The Global Financial Crisis ◽  
The Uk ◽  
Short Termism ◽  
The Impact

AbstractThe historical evolution of corporate governance is considered, highlighting the different eras of governance, the dominant theoretical and practical paradigms, the reformulation of paradigms and counter paradigms. Two alternative and sharply contrasting theorizations, one collective and collaborative (the work of Berle and Means), the other individualistic and contractual (agency theory and shareholder value) are focused upon. The explanatory potential of Blair and Stout's team production theory is elaborated, and its conception of the complexity of business enterprise, with a mediating hierarch (the board of directors) securing a balance between the interests of different stakeholders. The potential for reform of corporate purpose, corporate governance and directors’ duties is examined with reference to the UK Modern Company Law Review. The impact of the intensification of the financialization of corporations is analysed, with the increased emphasis upon short-termism. The origins of the global financial crisis in shareholder value orientations and the continuing reverberations of the crisis are explored. Finally, the imperative of the advance of sustainable enterprise is argued, and the critical changes necessitated in corporate purpose and directors’ duties.

2. Who makes company law and what is it for?

2019 ◽  
pp. 10-36
Author(s):  
Derek French
Keyword(s):  
Corporate Governance ◽  
Case Law ◽  
Company Law ◽  
Business Enterprise ◽  
Public Interests ◽  
Corporate Governance Code ◽  
Mandatory Rules ◽  
The Uk

This chapter discusses the sources and purposes of company law. Legislation is the most important source of company law. There is EU as well as UK legislation, but this is subject to Brexit. Litigation concerning companies has generated a vast quantity of case law. There are other rules such as the UK Corporate Governance Code and there are practitioner texts and academic articles and books in abundance. There is a discussion of the purpose of company law which notes that its most significant purpose must be to facilitate business, but there is argument over whether mandatory rules of company law are the best way to encourage business enterprise. This leads to the discussion of whether companies should only serve the interests of their members (the shareholder-centred view of the company) or whether wider public interests must be considered.

Company Law

2016 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Corporate Governance ◽  
Action Plan ◽  
Regulatory Reform ◽  
Case Law ◽  
Company Law ◽  
European Company ◽  
European Company Law ◽  
The Subject ◽  
The Eu ◽  
Complex Subject

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. Company Law provides an account of the key principles of this area of law. It aims to demystify this complex subject. Chapter introductions provide summaries of various aspects of company law and further reading provide the tools for further research and study. This volume includes coverage of new case law such as Prest v Petrodel Resources Ltd (2013); Chandler v Cape plc (2012); VTB Capital plc v Nutritek Int Corp (2013); Vivendi SA v Richards; Weavering Capital v Dabhia; Sharma v Sharma; and FHR European Ventures LLP v Mankarious. On corporate governance the new edition discusses the implementation of mandatory ‘Say on Pay’ measures in the Enterprise and Regulatory Reform Act 2013, the implementation of the Kay Review recommendations, and the new format Directors’ Report (2013). Also covered are the EU action plan on European company law and corporate governance (2012) and the EU consultation on the future of European company law (2012), as well as the Law Commission’s consultation of the fiduciary duties of investment intermediaries (2014), and the revised system of registration of company charges.

Company Law

2020 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Corporate Governance ◽  
Case Law ◽  
Company Law ◽  
Private Companies ◽  
Corporate Governance Code ◽  
The Core ◽  
The Subject ◽  
The Uk ◽  
Complex Subject

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. Company Law provides an account of the key principles of this area of law. It aims to demystify this complex subject. Chapter introductions provide summaries of various aspects of company law and further reading provide the tools for further research and study. This volume includes coverage of new case law such as Rossendale BC v Hurstwood Properties (A) Ltd [2019] EWCA Civ 364; BTI 2014 LLC v Sequana SA [2019] EWCA Civ 112; Global Corporate Ltd v Hale [2018] EWCA Civ 2618; Parr v Keystone Healthcare Ltd [2019] EWCA Civ 1246; Sevilleja Garcia v Marex Financial Ltd [2018] EWCA Civ 1468; and Re Sprintroom Ltd; Prescott v Potamianos [2019] EWCA Civ 932. On corporate governance the latest developments surrounding the UK Corporate Governance Code and Stewardship Developments 2020 together with Wates Corporate Governance Principles for Large Private Companies are discussed.

Company Law

2018 ◽  
Author(s):  
Alan Dignam ◽  
John Lowry
Keyword(s):  
Corporate Governance ◽  
Action Plan ◽  
Regulatory Reform ◽  
Case Law ◽  
Company Law ◽  
European Company ◽  
European Company Law ◽  
The Subject ◽  
The Eu ◽  
Complex Subject

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. Company Law provides an account of the key principles of this area of law. It aims to demystify this complex subject. Chapter introductions provide summaries of various aspects of company law and further reading provide the tools for further research and study. This volume includes coverage of new case law such as Prest v Petrodel Resources Ltd (2013); Chandler v Cape plc (2012); VTB Capital plc v Nutritek Int Corp (2013); Vivendi SA v Richards (2013); Weavering Capital v Dabhia (2013); Sharma v Sharma (2013); and FHR European Ventures LLP v Mankarious (2013). On corporate governance the new edition discusses the implementation of mandatory ‘Say on Pay’ measures in the Enterprise and Regulatory Reform Act 2013, the implementation of the Kay Review recommendations, and the new format Directors’ Report (2013). Also covered are the EU action plan on European company law and corporate governance (2012) and the EU consultation on the future of European company law (2012), as well as the Law Commission’s consultation of the fiduciary duties of investment intermediaries (2014), and the revised system of registration of company charges.

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