International themes in business law

Law of the United Kingdom and Ireland > England and Wales > KD1629

Edition Details

Creators or Attribution (Responsibility): Mark Butler, Stephen T. Hardy
Language: English
Jurisdiction(s): California
Publication Information: London ; Thousand Oaks, Calif. : SAGE Publications, 2007
Material: Internet resource
Type: Book, Internet Resource
Series title: Sage library in business and management.
Permalink: https://books.lawi.org.uk/international-themes-in-business-law/ (Stable identifier)

Short Description

5 volumes : ILlustrations ; 25 cm.

Purpose and Intended Audience

Useful for students learning an area of law, International themes in business law is also useful for lawyers seeking to apply the law to issues arising in practice.

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Bibliographic information

Responsable Person: edited by Stephen Hardy and Mark Butler.
Publication Date: 2007/9999
Country/State: California
Number of Editions: 7 editions
First edition Date: 2007
Last edition Date: 2007
Languages: British English
Library of Congress Code: KD1629
Dewey Code: 346.07
ISBN: 9781412929004 1412929008
OCLC: 123390835

Publisher Description:

With contributions from the main stakeholders in the field, including company lawyers as well as leading scholars, this four volume collection of classic and contemporary articles maps out the key issues in Business Law.
International Themes in Business Law moves logically from the establishment of companies, the funding and management of companies, the operation of companies in the global context, and what happens when companies fail and how should they be reformed.
Contributors demonstrate not only the depth of the complicated regulation which surrounds modern companies today, but also the breadth of the legal issues to be applied and analyzed.

Main Contents

Volume One. Corporate Personality, Incorporation, Registration, Memo and Articles
Ascription of Legal Responsibility to Groups in Complex Patterns of Economic Integration / Hugh Collins
Corporate Liability: Smoke and Mirrors / Neil Hawke and Pamela Hargreaves
From Peeping behind the Corporate Veil to Ignoring it Completely / S Ottolenghi
Lifting the Corporate Veil in the Pursuit of Justice / Peter Ziegler and Lynn Gallagher
Lifting the Corporate Veil (Case Comment) / John P Lowry
Metaphysics and the Corporate Veil / Christopher Ruane
Pre-Incorporation Contracts and the Problem of Corporate Fundamentalism: Are Promoters Proverbially Profuse? / Joseph Savirimuthu
Salomon under Attack / Claire Howell
Section 459. On Parent and Subsidiary Companies(Jonathan Mukwiri)
The European Company, the Successful Conclusion of Protracted Negotiations / Frank Wooldridge
The Incorporation Theory / the United Kingdom
Dan Prentice
The Limited Liability Act of 1855 / Louis De Koker
The Limited Liability Partnership: Pick and Mix or Mix-up? / Judith Freedman and Vanessa Finch
The Veil of Incorporation: Fiction or Facade? / Georgina Andrews
A Temple Built on Faulty Foundations: Piercing the Corporate Veil and the Legacy of Salomon v Salomon / Marc Moore
Lifting the Veil of Incorporation: Png Creasey v Breachwood Motors: A Right Decision with Wrong Reasons / Cheong Ann
Corporate Personality and the Assumption of Responsibility / John H Armour
To Pierce or Not to Pierce the Corporate Veil: Why Substantive Consolidation Is Not an Issue under English Law / Simon Bowmer
The Constitution of the Company: Mandatory Statutory Provisions versus Private Agreements / Clare M S McGlynn
Competing Interests and Conflicting Principles: An Examination of the Power of Alteration of Articles of Association / F G Rixon
The Relative Nature of a Shareholder’s Right to Enforce the Company Contract / Robert R Drury
The Controversy on the Section 20 Contract Revisited / G D Goldberg
The Section 20 Contract / Gregory
The European Company on the Level Playing Field of the Community / Sabine Ebert
The European Company: Essential Tool or Eviscerated Dream? / Vanessa Edwards
The SECompany: A New Common European Company from 8 October 2004 / Erik Werlauff Volume Two. Limited Liability Partnership
Part nership. Law in the Twenty-First Century(Elspeth Deards)
What’s on Offer? A Consideration of the Legal Forms Available for Use by Small and Medium-Sized Enterprises in the United Kingdom / Michael Lower
Part nership. Law Review: The Joint Consultation Papers and the Limited Liability Partnership Act in Brief Historical and Comparative Perspective(J J Henning )
Company Law and the Myth of Shareholder Ownership / Paddy Ireland
Contracting out of Company Law: Section 459 of the Companies Act 1985 and the Role of the Courts / Christopher A Riley
Derivative Actions by Beneficial Shareholders / Jennifer Payne
Limitations on a Shareholders Right to Vote: Effective Ratification Revisited / Brenda Hannigan
Limited Liability: Large Company Theory and Small Firms / Judith Freedman
Management Deficiencies and Judicial Intervention: A Comparative Analysis / Ruth Redmond-Cooper
Section 459. Of the Companies Act 1985: A Code of Conduct for the Quasi-Partnership?(Brenda Hannigan)
Share Capital and Creditor Protection: Efficient Rules for a Modern Company Law / John Armour
Shareholder Actions: The Rule in Foss v Harbottle / D D Prentice
Shareholder Primacy and the Distribution of Wealth / Paddy Ireland
Shareholder Remedies: Corporate Wrongs and the Derivative Action / Pauline Roberts and Jill Poole
The Courts and Capital Reductions / David Milman
The Problem of the Preference Share / Murray A Pickering
Company Law: Class Rights / Kenneth Polack
Company Law: Beneficial Interests in Shares / Sealy
The No-Reflective Loss Principle / Jonathan Mukwiri
The Pursuit of Effective Minority Shareholder Protection: Section 459 of the Companies Act 1985 / John Lowry
The Theory of the Firm / D D Prentice
Voting Agreements and Corporate Statutory Powers / Giora Shapira
Easier Exercise of Shareholder Rights Proposed Shareholders’ Pre-Emptive Rights / Iain MacNeil
Four Models of Minority Shareholder Protection in Takeovers / Joseph Lee
The Role of the Judge in Enforcing Shareholder Rights / Colin Baxter Volume Three. Insider Dealing, Directors and Their Duties, Corporate Governance
Insider Dealing: The New Law: Part Five of the Criminal Justice Act 1993 / Keith Wotherspoon
Insider-Dealing Regulation in the United Kingdom and Germany: Comparing Regulatory Policy on the Implementation of Key Aspects of the EC / David Stewart Fairbairn
Insider Trading Regulation: A Developing State’s Perspective / Kimberly Anne McCoy and Philip Summe
The European Community’s Directive on Insider Trading: From Company Law to Securities Markets Regulation / P L Davies
The House of Lords Rules on Insider Trading / Takis Tridimas
Directors and Officers’ Remuneration: The Role of the Law / Ian M Ramsay
Directors’ Duties to Creditors: Contractarian Concerns Relating to Efficiency and Over-Protection of Creditors / Andrew Keay
Directors’ ‘Tortious’ Liability: Contract, Tort or Company Law? / Ross Grantham and Charles Rickett
Directors’ Tortious Liability: Standard Chartered Bank and Restoration of Sanity / Chris Noonan and Susan Watson
Fiduciary Duties of Shareholders and Directors / Robert Flannigan
Non-Executive Directors: Self-Regulation or Codification / Saleem Sheikh
The Content of the Director’s Duty of Loyalty / Ross Grantham
The Continuing Value of Relief for Directors’ Breach of Duty / Rod Edmunds and John Lowry
The Duty of Directors to Take Account of Creditors’ Interests: Has It Any Role to Play? / Andrew Keay
The Law on Corporate Opportunities in the Court of Appeal: Re Bhullar Bros Ltd / Hans C Hirt
Board Performance and Cadbury on Corporate Governance / Vanessa Finch
Continuing Obligations of Listed Public Companies: A Critical Analysis / Olu Omoyele
Corporate Governance: Rationalizing Stakeholder Doctrine in Corporate Accountability / Mohammed B Hemraj
Holding Multinationals to Account: Recent Developments in English Litigation and the Company Law Review / P T Muchlinski
‘How Can You Be Sure of Shell’? Is Corporate Governance Better Served by Unitary or Two-Tier Boards? / Peter Burbidge
Secretary of State v Swan and North / Claire Howell
Self-Regulation and Financial Aspects of Corporate Governance / John Holland
The Private Shareholder, Corporate Governance and the Role of the Annual Report / Roy A Chandler and Susan A Bartlett
Separation of Ownership and Control / Fama and Jensen
Pay Studies / H L Tosi et al
Corporate Governance: A Defence of the Status Quo / Alcock Volume Four. International Trade, Conflicts of Laws, Insolvency and Liquidation
Choice of Jurisdiction in European Corporate Law / Perspectives of European Corporate Governance
Tobias H Troger
Conflicts of Jurisdiction and Conflicts of Law in Company Law Matters within the EU ‘Market for Corporate Models’: Brussels I and Rome I after Centros / Massimo V Benedettelli
Corporations in International Litigation: Problems of Jurisdiction and the United Kingdom Asbestos Case / P Muchlinski
Freedom of Establishment, International Company Law and the Comparison of European Company Law Systems after the ECJ’s Decision in Inspire Art Ltd / Hans C Hirt
International Corporate Regulation: Listing Rules and Overseas Companies / Iain MacNeil and Alex Lau
Migrating Companies / Robert R Drury
Member States / Eva Micheler
The European Conflict-of-Corporate-Laws Revolution: Uberseering, Inspire Art and beyond / Werner F Ebke
The Impact of the Centros Case on Europe’s Company Laws / Eva Micheler
The Law Applicable to Groups of Companies Involving European Companies / Sabine Ebert
The Law Determining Directors’ Duties / Ben Jones
Creditor’s Interests and Director’s Duties / D D Prentice
Doctoring in the Shadows of Insolvency / Vanessa Finch
Insolvency and the Survival of Contracts / Meng Seng Wee
Recharacterization after Enron / Alan Berg
Rethinking Receivership / John Armour and Sandra Frisby
The Law Commission Consultative Report on Company Security Interests: An Irreverent Riposte / Gerard McCormack
The Law Commission’s Consultation Paper Number 164: Some Reflections Regarding the Exclusion of Securities / Erica Johansson
The Recasting of Insolvency Law / Vanessa Finch
Wrongful Trading: Predicting Insolvency / Andrew Hicks and T E Cooke
Company Law Reform: Part One / Saleem Sheikh
Company Law Reform: Part Two / Saleem Sheikh
Modernizing Company Law: The Government’s White Paper / Robert Goddard.

Summary Note

VOLUME ONE: CORPORATE PERSONALITY, INCORPORATION, REGISTRATION, MEMO AND ARTICLES
Corporate Personality and Incorporation
Ascription of Legal Responsibility to Groups in Complex Patterns of Economic Integration – Hugh Collins
Corporate Liability – Neil Hawke and Pamela Hargreaves
Smoke and Mirrors
From Peeping behind the Corporate Veil to Ignoring it Completely – S Ottolenghi
Lifting the Corporate Veil in the Pursuit of Justice – Peter Ziegler and Lynn Gallagher
Lifting the Corporate Veil (Case Comment) – John P Lowry
Metaphysics and the Corporate Veil – Christopher Ruane
Pre-Incorporation Contracts and the Problem of Corporate Fundamentalism – Joseph Savirimuthu
Are Promoters Proverbially Profuse?
Salomon under Attack – Claire Howell
Section 459 on Parent and Subsidiary Companies – Jonathan Mukwiri
The European Company, the Successful Conclusion of Protracted Negotiations – Frank Wooldridge
The Incorporation Theory – the United Kingdom – Dan Prentice
The Limited Liability Act of 1855 – Louis De Koker
The Limited Liability Partnership – Judith Freedman and Vanessa Finch
Pick and Mix or Mix-up?
The Veil of Incorporation – Fiction or Facade? – Georgina Andrews
‘A Temple Built on Faulty Foundations’ – Marc Moore
Piercing the Corporate Veil and the Legacy of Salomon v Salomon
Lifting the Veil of Incorporation – Cheong Ann Png
Creasey v Breachwood Motors – A Right Decision with Wrong Reasons
Corporate Personality and the Assumption of Responsibility – John H Armour
To Pierce or Not to Pierce the Corporate Veil – Why Substantive Consolidation Is Not an Issue under English Law – Simon Bowmer
Registration and the Memo and Articles
The Constitution of the Company – Clare M S McGlynn
Mandatory Statutory Provisions versus Private Agreements
Competing Interests and Conflicting Principles – F G Rixon
An Examination of the Power of Alteration of Articles of Association
The Relative Nature of a Shareholder’s Right to Enforce the Company Contract – Robert R Drury
The Controversy on the Section 20 Contract Revisited – G D Goldberg
The Section 20 Contract – Gregory
The European Company on the Level Playing Field of the Community – Sabine Ebert
The European Company – Essential Tool or Eviscerated Dream? – Vanessa Edwards
The SE Company – A New Common European Company from 8 October 2004 – Erik Werlauff
VOLUME TWO: LIMITED LIABILITY PARTNERSHIP
Partnership Law in the Twenty-First Century – Elspeth Deards
What’s on Offer? A Consideration of the Legal Forms Available for Use by Small and Medium-Sized Enterprises in the United Kingdom – Michael Lower
Partnership Law Review – J J Henning
The Joint Consultation Papers and the Limited Liability Partnership Act in Brief Historical and Comparative Perspective
Shares and Ownership, Shareholders
Company Law and the Myth of Shareholder Ownership – Paddy Ireland
Contracting out of Company Law – Christopher A Riley
Section 459 of the Companies Act 1985 and the Role of the Courts
Derivative Actions by Beneficial Shareholders – Jennifer Payne
Limitations on a Shareholders Right to Vote – Brenda Hannigan
Effective Ratification Revisited
Limited Liability – Judith Freedman
Large Company Theory and Small Firms
Management Deficiencies and Judicial Intervention – Ruth Redmond-Cooper
A Comparative Analysis
Section 459 of the Companies Act 1985 – A Code of Conduct for the Quasi-Partnership? – Brenda Hannigan
Share Capital and Creditor Protection – John Armour
Efficient Rules for a Modern Company Law
Shareholder Actions – D D Prentice
The Rule in Foss v Harbottle
Shareholder Primacy and the Distribution of Wealth – Paddy Ireland
Shareholder Remedies – Corporate Wrongs and the Derivative Action – Pauline Roberts and Jill Poole
The Courts and Capital Reductions – David Milman
The Problem of the Preference Share – Murray A Pickering
Company Law – Class Rights – Kenneth Polack
Company Law – Beneficial Interests in Shares – Sealy
The No-Reflective Loss Principle – Jonathan Mukwiri
The Pursuit of Effective Minority Shareholder Protection – John Lowry
Section 459 of the Companies Act 1985
The Theory of the Firm – D D Prentice
Minority Shareholder Oppression – Sections 459-461 of the Companies Act 1985
Voting Agreements and Corporate Statutory Powers – Giora Shapira
Easier Exercise of Shareholder Rights Proposed
Shareholders’ Pre-Emptive Rights – Iain MacNeil
Four Models of Minority Shareholder Protection in Takeovers – Joseph Lee
The Role of the Judge in Enforcing Shareholder Rights – Colin Baxter
VOLUME THREE: INSIDER DEALING, DIRECTORS AND THEIR DUTIES, CORPORATE GOVERNANCE
Insider Dealing
Insider Dealing – The New Law – Keith Wotherspoon
Part Five of the Criminal Justice Act 1993
Insider-Dealing Regulation in the United Kingdom and Germany – David Stewart Fairbairn
Comparing Regulatory Policy on the Implementation of Key Aspects of the EC Insider Dealing Directive
Insider Trading Regulation – Kimberly Anne McCoy and Philip Summe
A Developing State’s Perspective
The European Community’s Directive on Insider Trading – P L Davies
From Company Law to Securities Markets Regulation
The House of Lords Rules on Insider Trading – Takis Tridimas
Directors and Their Duties
Directors and Officers’ Remuneration – Ian M Ramsay
The Role of the Law
Directors’ Duties to Creditors – Andrew Keay
Contractarian Concerns Relating to Efficiency and Over-Protection of Creditors
Directors’ ‘Tortious’ Liability – Ross Grantham and Charles Rickett
Contract, Tort or Company Law?
Directors’ Tortious Liability – Standard Chartered Bank and Restoration of Sanity – Chris Noonan and Susan Watson
Fiduciary Duties of Shareholders and Directors – Robert Flannigan
Non-Executive Directors – Saleem Sheikh
Self-Regulation or Codification
The Content of the Director’s Duty of Loyalty – Ross Grantham
The Continuing Value of Relief for Directors’ Breach of Duty – Rod Edmunds and John Lowry
The Duty of Directors to Take Account of Creditors’ Interests – Andrew Keay
Has It Any Role to Play?
The Law on Corporate Opportunities in the Court of Appeal – Hans C Hirt
Re Bhullar Bros Ltd
Corporate Governance
Board Performance and Cadbury on Corporate Governance – Vanessa Finch
Continuing Obligations of Listed Public Companies – Olu Omoyele
A Critical Analysis
Corporate Governance – Mohammed B Hemraj
Rationalizing Stakeholder Doctrine in Corporate Accountability
Holding Multinationals to Account – P T Muchlinski
Recent Developments in English Litigation and the Company Law Review
‘How Can You Be Sure of Shell’? Is Corporate Governance Better Served by Unitary or Two-Tier Boards? – Peter Burbidge
Secretary of State v Swan and North – Claire Howell
Self-Regulation and Financial Aspects of Corporate Governance – John Holland
The Private Shareholder, Corporate Governance and the Role of the Annual Report – Roy A Chandler and Susan A Bartlett
Separation of Ownership and Control – Fama and Jensen
How Much Does Performance Matter? A Meta-Analysis of CEO Pay Studies – H L Tosi et al
Corporate Governance – Alcock
A Defence of the Status Quo
VOLUME FOUR: INTERNATIONAL TRADE, CONFLICTS OF LAWS, INSOLVENCY AND LIQUIDATION
International Trade and Conflict of Laws
Choice of Jurisdiction in European Corporate Law – Perspectives of European Corporate Governance – Tobias H Troger
Conflicts of Jurisdiction and Conflicts of Law in Company Law Matters within the EU ‘Market for Corporate Models’ – Massimo V Benedettelli
Brussels I and Rome I after Centros
Corporations in International Litigation – P Muchlinski
Problems of Jurisdiction and the United Kingdom Asbestos Case
Freedom of Establishment, International Company Law and the Comparison of European Company Law Systems after the ECJ’s Decision in Inspire Art Ltd – Hans C Hirt
International Corporate Regulation – Iain MacNeil and Alex Lau
Listing Rules and Overseas Companies
Migrating Companies – Robert R Drury
Recognition of Companies Incorporated in Other EU Member States – Eva Micheler
The European Conflict-of-Corporate-Laws Revolution – Werner F Ebke
Uberseering, Inspire Art and beyond
The Impact of the Centros Case on Europe’s Company Laws – Eva Micheler
The Law Applicable to Groups of Companies Involving European Companies – Sabine Ebert
The Law Determining Directors’ Duties – Ben Jones
Insolvency and Liquidation
Creditor’s Interests and Director’s Duties – D D Prentice
Doctoring in the Shadows of Insolvency – Vanessa Finch
Insolvency and the Survival of Contracts – Meng Seng Wee
Recharacterization after Enron – Alan Berg
Rethinking Receivership – John Armour and Sandra Frisby
The Law Commission Consultative Report on Company Security Interests – Gerard McCormack
An Irreverent Riposte
The Law Commission’s Consultation Paper Number 164 – Erica Johansson
Some Reflections Regarding the Exclusion of Securities
The Recasting of Insolvency Law – Vanessa Finch
Wrongful Trading – Predicting Insolvency – Andrew Hicks and T E Cooke
Reform
Company Law Reform – Saleem Sheikh
Part One
Company Law Reform – Saleem Sheikh
Part Two
Modernizing Company Law – Robert Goddard
The Government’s White Paper

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International themes in business law

International themes in business law