Principles of Modern Company Law (South Asian Edition)

Gower and Davies is the clearest and most reliable text available to cover the increasingly complex subject of company law. Students, as well as those involved in company law on a day-to-day basis, can turn to Gower and Davies secure in the knowledge that it will be an interesting, thought provoking and above all understandable exposition of both law and practice.

Gower deals in a clear and in-depth fashion, concentrated on offering a readable approach to core areas. Where case law rules the day, the treatment is clear and lucid, and while thorough avoids over-academic presentation.

• Presents the leading text available on company law, providing clarity on what is an increasingly complex subject
• Covers all key areas of company law by way of a detailed, in-depth analysis
• Incorporates and discusses the changes brought about by the Companies Act 2006

Part One - Introductory
1. Types and functions of Companie
2. Advantages and Disadvantages of Incorporation
3. Sources of Company Law and the Company’s Constitution
4. Formation Procedures
5. Promoters
6. Overseas Companies, Community Law and Jurisdictional Migration

Part Two – Separate Legal Personality and Limited Liability
7. Corporate Actions
8. Limited Liability and Lifting the Veil at Common Law
9. Statutory Exceptions to Limited Liability
10. Disqualification of Directors
11. Legal Capital and Minimal Capital
12. Dividends and Distributions
13. Capital Maintenance

Part Three – Corporate Governance: The Board and Shareholders
14. The Board
15. Shareholder Decision Making
16. Directors’ Duties
17. The Derivative Claim and Personal Actions Against Directors
18. Breach of Corporate Duties: Administrative Remedies

Part Four – Corporate Governance – Majority and Minority Shareholders
19. Controlling Members’ Voting
20. Unfair Prejudice

Part Five – Public Information about the Company
21. Annual Accounts and Reports
22. Audits and Auditors

Part Six – Equity Finance
23. The Nature and Classification of Shares
24. Share Issues: General Rules
25. Public Offers of Shares
26. Continuing Obligations and Disclosure of Information to the Market
27. Transfers of Shares
28. Takeovers
29. Arrangements and Reconstructions

Part Seven – Debt Finance
30. Debentures
31. Company Charges

Appendices