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Items
Details
Author
Title
Modern Irish company law / Henry Ellis.
Published
Bristol : Jordans, 2001.
Call Number
KDK502 .E44 2001
ISBN
0853087059
Description
xcvi, 710 pages ; 25 cm
System Control No.
(OCoLC)48978387
Note
Includes index.
Record Appears in
Table of Contents
Preface
Table of Cases
Table of Statutes
Table of Foreign Statutes
Table of Statutory Instruments
Table of EU Legislation
Table of Other Materials
Table of Abbreviations
Introduction
Pt. I
The Contractual Relationships in Company Law
1
Ch. 1Company Law Origins and Overview
3
Ch. 2Company Law Objectives - Protection of Investors and Creditors
17
Pt. II
Fundamental Principles of Company Law
27
Ch. 3The Concept of Corporate Personality
29
Ch. 4Limited Liability and the Consequences of Incorporation
35
Ch. 5Ascribing Criminal Liability to Companies
45
Ch. 6Lifting the Veil of Incorporation which Protects Investors
55
Pt. III
Company Registration and Early Corporate Transactions
75
Ch. 7The Company Name
77
Ch. 8Choice of Company Type and Registration Procedures
87
Ch. 9Promoters and Pre-incorporation Contracts
99
Ch. 10Protection for Initial Investors in Public Companies
107
Ch. 11Commencement of Business by Public and non-Irish Companies
129
Pt. IVA
The Company's Constitutional Documentation and the Nature of Investors' Legal Interest in it
133
Ch. 12The Memorandum and the Articles of Association
135
Ch. 13The Nature of Investors' Legal Interests
143
Ch. 14Members' Express Contract Terms
151
Pt. IVB
The Articles of Association and Corporate Governance
161
Ch. 15Appointment of Directors and Company Meetings
163
Ch. 16Majority Control and the Protection of Minority Investors
185
Ch. 17Members' Remedies for Infringements of their Rights
199
Pt. IVC
The Articles of Association, Share Capital and Class Rights
205
Ch. 18Capital, Shares and 'Class Rights'
207
Ch. 19Protection of a Company's Capital Base for Creditors (and Investors)
219
Pt. IVD
Shareholders' Individual Rights and Responsibilities
239
Ch. 20The Member's Section 25 Contract
241
Ch. 21Dividends and Calls on Shares
257
Ch. 22Disclosure and Transfers of Shareholders' Interests
263
Pt. IVE
The Articles of Association and Company Management
281
Ch. 23The Role of the Directors as Managing Agents
283
Ch. 24Limitations on Directors' Powers of Management
291
Pt. VA
Directors' Common Law and Statutory Duties
299
Ch. 25Directors' Specific Fiduciary Duties
301
Ch. 26Directors' Duties of Care and Skill
311
Ch. 27Statutory Strengthening of Directors' Duties
321
Pt. VB
Legal Liabilities of Company Directors and Officers
337
Ch. 28Tortious Liability of Company Directors
339
Ch. 29Civil Remedies against Directors
355
Ch. 30Restriction and Disqualification of Directors
365
Ch. 31Criminal Liabilities of Directors and Officers
377
Pt. VI
Monitoring the Directors' Stewardship of the Company
385
Ch. 32Financial Records, Accounts and Reports
387
Ch. 33Registered Office, Statutory Registers, Books and the Annual Return
407
Ch. 34The Auditor's Role and Responsibility
417
Ch. 35Investigations into a Company's Affairs and Ownership
435
Pt. VIIA
Company Contracts and the Memorandum of Association
451
Ch. 36A Company's Contractual Capacity and the Ultra Vires Doctrine
453
Pt. VIIB
Company Contracts and the Articles of Association
467
Ch. 37Company Contracts and the Authority of its Human Agents
469
Ch. 38Trends in Judicial Protection for Creditors against Ultra Vires Actions by Directors
479
Pt. VIII
Creditors' Rights Against the Company and its Officers
491
Ch. 39Company Creditors and Charges
493
Ch. 40Ineffective Charges and Dispositions of Company Assets
503
Ch. 41Debentures, Registration and Priority of Charges
511
Ch. 42Creditors' Remedies against the Company - Consequences of Receivership
525
Ch. 43The Receiver's Rights and Duties - Premature Ending of his Powers
535
Ch. 44Unsatisfied Creditors' Remedies against the Insolvent Company's Members and Officers
543
Pt. IX
Protection Available to a Company Against its Creditors
547
Ch. 45Examinership and its Effects on Creditors' Rights
549
Ch. 46The Examiner's Report and the Future of the Company
565
Pt. XA
Financial Arrangements and Restructuring; Change(s) in Company Ownership
571
Ch. 47Financial Arrangements between the Company, its Creditors and Members
573
Ch. 48Company Takeovers and Mergers
581
Pt. XB
The Winding-Up of Companies
597
Ch. 49Initiation of Winding-up Procedure by Creditors, Members and Others
599
Ch. 50The Official Liquidator's Role
611
Ch. 51Members' Voluntary Liquidation Procedures
631
Ch. 52Creditors' Voluntary Winding-up Procedures
635
Pt. XI
Improving Company Law Compliance and Enforcement
639
Ch. 53Striking off, Dissolution and Restoration of Companies
641
Ch. 54Corporate Governance and the Company Law Review Group
647
Ch. 55The Director of Corporate Enforcement
655
Index
663