Extensively expanded from its previous edition, this comprehensive handbook provides a detailed but clear and coherent analysis of corporate law, in the context of private and public companies.

This third edition pays particular attention to:

• key case law developments in relation to corporate personality and the corporate veil
• the criminal liability of corporations including a new section on the Bribery Act 2010
• key case law developments in respect of directors' duties, derivative claims and minority actions
• share dealings, takeovers, prospectus issues and insider dealing/market abuse in public companies
• insolvency issues
• general case law and statutory developments.

New chapters have been added including: directors' liability, acquiring and dealing with shares in a public company, corporate governance and insolvency procedures.

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Contents

1. 1. The registered company
2. 2. The formation and registration of a corporate entity
3. 3. Types and classification of companies
4. 4. The legal consequences of incorporation
5. 5. The personal liability of a director – statutory provisions disturbing the corporate veil
6. 6. A company’s constitution
7. 7. The legal nature and characteristics of holding shares in a limited company
8. 8. The types and classes of shares
9. 9. Acquiring and dealing with the shares of a public company
10. 10. Share capital and capital maintenance
11. 11. Loan capital and the registration of charges
12. 12. Accounts and reporting structures
13. 13. Taxation of companies
14. 14. Directors and the management of a company
15. 15. Directors’ duties
16. 16. Directors' authority and the validity of corporate transactions
17. 17. The disqualification of company directors
18. 18. The company in general meeting
19. 19. The protection of minority shareholders
20. 20. The criminal liability of a company
21. 21. Corporate governance issues
22. 22. Corporate insolvency procedures.

About the Author

Stephen Griffin is a professor of law at the University of Wolverhampton. A specialist in corporate law, he has written numerous articles and books in his field. His work has been cited by the courts and in official publications. The chapters on accounting and taxation are written by David Southern, a barrister at Temple Tax Chambers. He specialises in corporate finance and has extensive experience of VAT and financial services. The chapter on insolvency procedures has been written by Dr. Peter Walton, a specialist in insolvency law, and a reader in law at the University of Wolverhampton.