Company Law

Company Law brings clarity and sophisticated analysis to the ever-changing landscape of company law. Brenda Hannigan captures the dynamism of the subject, places the material in context, highlights its relevance and topicality, and guides students through all the major areas studied at undergraduate level.

The book is divided into five distinct sections covering corporate structure (including legal personality and constitutional issues), corporate governance (including directors' duties and liabilities), shareholders' rights and remedies (including powers of decision-making and shareholder engagement), corporate finance (including share and loan capital), and corporate rescue and restructuring (including liabilities arising on insolvency).

The author's accessible writing style and comprehensive approach to the subject makes this an ideal textbook for students of company law.

Digital formats and resources

The sixth edition is available for students and institutions to purchase in a variety of formats, and is supported by online resources.

The e-book offers a mobile experience and convenient access along with functionality tools, navigation features and links that offer extra learning support: www.oxfordtextbooks.co.uk/ebooks

Brenda Hannigan, Professor of Corporate Law, University of Southampton

Brenda Hannigan is Professor of Corporate Law. Her principal research interests lie in company and insolvency law, particularly in the areas of directors' duties and shareholder remedies, corporate governance, board roles and responsibilities, corporate purpose and shareholder engagement.

PART I The Corporate Structure
1. Formation, classification and registration of companies
2. The framework of company law
3. Corporate personality
4. The company constitution
PART II Corporate Governance - Directors' Roles and Responsibilities
5. Corporate governance - board structure and shareholder engagement
6. Board composition - appointment and removal of directors
7. A statutory statement of directors' duties
8. Duty to act within constitution and powers
9. Duty to promote the success of the company
10. Duty of care, skill and independent judgement
11. Duty to avoid a conflict of interest
12. Specific conflicts - CA 2006, Part 10, Ch 4
13. Directors' liabilities for breach of duty
PART III - Corporate Governance - Shareholders' Rights and Remedies
14. Membership and the incidents of membership
15. Decision-making and company meetings
16. Informed shareholders and stakeholders - disclosure and the limited company
17. The unfairly prejudicial remedy and the minority shareholder
18. The derivative claim and the rule in Foss v Harbottle
PART IV Corporate Finance - Share and Loan Capital
19. Share capital - capital raising and payment
20. The doctrine of capital maintenance
21. Loan capital - secured creditors and company charges
PART V - Corporate Rescue and Restructuring
22. Company voluntary arrangements
23. Corporate rescue - administration
24. Liquidation and dissolution - winding up the insolvent company
25. Directors' liabilities and vulnerable transactions on insolvency
26. Corporate takeovers and reconstruction