Principles of Corporate Finance Law

Corporate finance theory seeks to understand how incorporated firms address the financial constraints that affect their investment decisions. This is achieved by using varied financial instruments that give holders different claims on the firm's assets. Recent scholarship in this area explores precisely how legal mechanisms affect corporate finance and the development of financial markets. The legal environment is crucially important in explaining the choices that companies make about their capital structure. This book combines company law, capital market regulation and commercial law to give readers a detailed understanding of the legal and regulatory issues relating to corporate financial transactions. Informed by insights from the theoretical and empirical work of financial economists, the book examines, from a legal perspective, key elements of corporate financing structures and capital markets in the UK. The authors' practical experience of transactions and regulatory issues ensures that thorough scholarly inquiry and critical reflection are complemented by an assured understanding of the interface between legal principles and rules as they are documented and in their actual operation.

1. The Regulatory Framework ; 2. Use and Abuse of the Corporate Form ; 3. Capital Structure ; 4. Formation of Share Capital ; 5. Share Allotments ; 6. Rights Attaching to Shares ; 7. Maintenance of Capital ; 8. Distributions to Shareholders ; 9. Share-Buybacks and Redeemable Shares ; 10. Financial Assistance ; 11. Unsecured Debt ; 12. Secured Debt ; 13. Public Offers of Securities ; 14. International Equity Offerings ; 15. Bonds ; 16. Schemes of arrangement