Company Directors' Liability and Creditor Protection PDF Download
Are you looking for read ebook online? Search for your book and save it on your Kindle device, PC, phones or tablets. Download Company Directors' Liability and Creditor Protection PDF full book. Access full book title Company Directors' Liability and Creditor Protection by Andrew Keay. Download full books in PDF and EPUB format.
Author: Andrew Keay
Publisher: Taylor & Francis
ISBN: 0429561202
Category : Law
Languages : en
Pages : 398
Get Book Here
Book Description
The book provides an analytical exposition of the law concerning directors’ liability for the losses sustained by their companies’ creditors, when the directors’ companies are in financial distress or become insolvent. It is a detailed one-stop resource for obtaining a good understanding of the law which has developed from legislation and case law. In particular, there is a detailed consideration of what needs to be proved, what defences there are, and what might be the issues of concern for all parties. A doctrinal method is adopted and there is extensive analysis of the relevant legislation and case law. Rather than merely referring to cases to support propositions, the discussion considers many of the cases in context and in depth and their relevance to the aim of the book. The book also endeavours to provide views, in a practical way, on aspects of the law and it identifies problems and how they may be addressed. Of interest to legal practitioners and insolvency practitioners alike, in addition the book will be useful to directors, government officials and academics.
Author: Andrew Keay
Publisher: Taylor & Francis
ISBN: 0429561202
Category : Law
Languages : en
Pages : 398
Get Book Here
Book Description
The book provides an analytical exposition of the law concerning directors’ liability for the losses sustained by their companies’ creditors, when the directors’ companies are in financial distress or become insolvent. It is a detailed one-stop resource for obtaining a good understanding of the law which has developed from legislation and case law. In particular, there is a detailed consideration of what needs to be proved, what defences there are, and what might be the issues of concern for all parties. A doctrinal method is adopted and there is extensive analysis of the relevant legislation and case law. Rather than merely referring to cases to support propositions, the discussion considers many of the cases in context and in depth and their relevance to the aim of the book. The book also endeavours to provide views, in a practical way, on aspects of the law and it identifies problems and how they may be addressed. Of interest to legal practitioners and insolvency practitioners alike, in addition the book will be useful to directors, government officials and academics.
Author: Thomas Bachner
Publisher: Cambridge University Press
ISBN: 0521895383
Category : Business & Economics
Languages : en
Pages : 353
Get Book Here
Book Description
Investigates mechanisms in English and German law that protect creditors against the abuse of limited liability by directors and shareholders.
Author: Andrew Keay
Publisher: Routledge
ISBN: 1135390339
Category : Law
Languages : en
Pages : 726
Get Book Here
Book Description
This timely work is the first to comprehensively examine directors' responsibilities to creditors in times of financial strife, as well as addressing when these responsibilities arise, and what directors should have to do to ensure that they comply with their obligations. Keay explores the relevant issues from doctrinal, normative and comparative perspectives and addresses the question as to when directors are liable for wrongful trading, fraudulent trading or breach of their duties to creditors and whether directors should be held responsible for the before mentioned. Besides the relevant UK legislation and case law, legislation and case law from Australia, Canada, Ireland and the United States are examined and compared and reforms which take into account the aims and rationale of the relevant legislation as well as creditors' interests are proposed and assessed. Importantly, new approaches for courts which would make the nature of the responsibility and its timing more precise are suggested. Company directors have certain responsibilities to creditors of their companies. In particular, they should avoid fraudulent and wrongful trading and consider, as part of their duties, the interests of creditors when their companies might be, or are, in financial difficulty. The work is precipitated by the lack of coherence in the consideration of wrongful trading and the recent delivery of important cases on fraudulent trading. Also, this timely work is the first to comprehensively examine directors' responsibilities to creditors in times of financial strife, as well as addressing when these responsibilities arise, and what directors should have to do to ensure that they comply with their obligations. Keay explores the relevant issues from doctrinal, normative and comparative perspectives and seeks to address the question as to when directors are liable for wrongful trading, fraudulent trading or breach of their duties to creditors and whether directors should be held responsible for wrongful trading and failing to consider the interests of creditors. Besides the relevant UK legislation and case law, legislation and case law from Australia, Canada, Ireland and the United States are examined and compared, and reforms which take into account the aims and rationale of the relevant legislation as well as creditors' interests are proposed and assessed. Importantly, new approaches for courts which would make the nature of the responsibility and its timing more precise are suggested.
Author: Douglas Fee
Publisher:
ISBN:
Category : Agriculture, Cooperative
Languages : en
Pages : 52
Get Book Here
Book Description
Author: Paul Davies
Publisher: OUP Oxford
ISBN: 0191021520
Category : Law
Languages : en
Pages : 345
Get Book Here
Book Description
Written by one of the foremost experts in the area, Paul Davies' Introduction to Company Law provides a comprehensive conceptual introduction, giving readers a clear framework with which to navigate the intricacies of company law. The five core features of company law - separate legal personality, limited liability, centralized management, shareholder control, and transferability of shares - are clearly laid out and examined, then these features are used to provide an organisation structure for the conduct of business. It also discusses legal strategies that can be used to deal with arising problems, the regulation of relationships between the parties, and the trade-offs that have been made in British company law to address some of the conflicting issues that have arisen. Fully revised to take into account the Companies Act 2006, and including a new chapter on international law which considers the role of European Community Law, this new edition in the renowned Clarendon Law Series offers a concise and stimulating introduction to company law.
Author: Marcus Lutter
Publisher: Walter de Gruyter
ISBN: 9783899493399
Category : Business & Economics
Languages : en
Pages : 716
Get Book Here
Book Description
Europe has known very different systems of company laws for a long time. These differences do not only pertain to the board structures of public companies, where single-tier and two-tier structures can be distinguished, they also pertain to the principles of fixed legal capital. Fixed legal capital is not a traditional ingredient of English and Irish company law and had to be incorpo-rated into these legal systems (only) for public limited companies according to the Second European Company Law Directive of 1976. Both jurisdictions have never really embraced these rules. Against this background, the British Accounting Standards Board (ASB) and the Company Law Centre at the British Institute of International and Comparative Law (BIICL) have initiated and supported a study of the benefits of this legal system by a group of experts led by Jonathan Rickford. The report of this group has been published in 2004. Its result was that legal capital was costly and superfluous; hence, the Second Directive should be repealed. The British government has adopted this view and wants the European Commission to act accordingly. Against this background a group of German and European company law experts, academics as well as practitioners, have come together to scrutinise sense and benefits of fixed legal capital and all its specific elements guided by the following questions: What is the relevant legal concept supposed to achieve? What does it achieve in reality? What criticisms are there? Which proposals or alternatives are available? From the outset the group of experts has endeavoured to cooperate with foreign colleagues, which resulted in very fruitful and pleasant exchanges. This volume contains, besides an executive summary of the results, 16 essays on specific aspects of legal capital in Germany covering also neighbouring fields of law (e.g. accounting, insolvency);7 reports on fixed legal capital in other jurisdictions (France, Great Britain, Italy, the Netherlands, Poland, Spain and the U.S.A.) addressing the same questions as the essays on German law. The British initiative disapproves of the Second Directive. The Directive does only deal with public limited companies in Europe, which is reflected in the analysis presented here. It is only concerned with the fixed legal capital of public limited companies, not with capital issues of private companies. The study has arrived at a result that differs completely from that of the Rickford group. It verifies the usefulness of the concept of fixed legal capital and wishes to convince the European Commission of the benefits of the Second Company Law Directive.
Author: Germany
Publisher: Springer
ISBN:
Category : Law
Languages : en
Pages : 332
Get Book Here
Book Description
This book contains an English translation of the German Stock Corporation Law. The English and German texts are synoptically arranged. The introduction provides a concise overview of the main elements of the law and facilitates an understanding of the complex statutory provisions for the English-speaking reader. The main characteristics of both types of stock corporations in Germany, the AG and the KGaA, are described and explained. Several legal aspects of stock corporations, such as their formation and management, shareholders, minority rights, capital, integration, and mergers are covered in this book. The index is also arranged in bi-lingual form. This book reflects the prevailing state of legislation and will prove valuable to foreign lawyers and business people dealing with stock corporations.
Author: Eilís Ferran
Publisher: Oxford University Press
ISBN: 0192634682
Category : Law
Languages : en
Pages : 705
Get Book Here
Book Description
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 seek to give holders different claims on the firm's assets. Recent scholarship in this area has highlighted the critical importance of the legal environment in explaining the choices that companies make about their capital structure. This book combines company law, capital markets law, and aspects of commercial and insolvency law to give readers a detailed understanding of the legal and regulatory issues relating to corporate finance. Informed by insights from theoretical and empirical work, the book examines from a legal perspective the 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. Key developments covered in this third edition include the post-Brexit adaptation of UK company law and capital market regulation, important new cases on parent company liability in tort, creditor-facing duties of directors, issuer and director liability for misleading statements to the market, alternatives to public market financing, and recent changes in the practice of debt finance.
Author: Marcus Lutter
Publisher: Walter de Gruyter
ISBN: 311092658X
Category : Law
Languages : en
Pages : 713
Get Book Here
Book Description
Europe has known very different systems of company laws for a long time. These differences do not only pertain to the board structures of public companies, where single-tier and two-tier structures can be distinguished, they also pertain to the principles of fixed legal capital. Fixed legal capital is not a traditional ingredient of English and Irish company law and had to be incorpo-rated into these legal systems (only) for public limited companies according to the Second European Company Law Directive of 1976. Both jurisdictions have never really embraced these rules. Against this background, the British Accounting Standards Board (ASB) and the Company Law Centre at the British Institute of International and Comparative Law (BIICL) have initiated and supported a study of the benefits of this legal system by a group of experts led by Jonathan Rickford. The report of this group has been published in 2004. Its result was that legal capital was costly and superfluous; hence, the Second Directive should be repealed. The British government has adopted this view and wants the European Commission to act accordingly. Against this background a group of German and European company law experts, academics as well as practitioners, have come together to scrutinise sense and benefits of fixed legal capital and all its specific elements guided by the following questions: What is the relevant legal concept supposed to achieve? What does it achieve in reality? What criticisms are there? Which proposals or alternatives are available? From the outset the group of experts has endeavoured to cooperate with foreign colleagues, which resulted in very fruitful and pleasant exchanges. This volume contains, besides an executive summary of the results, 16 essays on specific aspects of legal capital in Germany covering also neighbouring fields of law (e.g. accounting, insolvency); 7 reports on fixed legal capital in other jurisdictions (France, Great Britain, Italy, the Netherlands, Poland, Spain and the U.S.A.) addressing the same questions as the essays on German law. The British initiative disapproves of the Second Directive. The Directive does only deal with public limited companies in Europe, which is reflected in the analysis presented here. It is only concerned with the fixed legal capital of public limited companies, not with capital issues of private companies. The study has arrived at a result that differs completely from that of the Rickford group. It verifies the usefulness of the concept of fixed legal capital and wishes to convince the European Commission of the benefits of the Second Company Law Directive.
Author: Jean Jacques du Plessis
Publisher: Routledge
ISBN: 1351795988
Category : Business & Economics
Languages : en
Pages : 244
Get Book Here
Book Description
This book provides a clear overview of the legal rules relating to directors’ disqualification in Australia, Germany, South Africa, the UK and the US, and to highlight the differences in the disqualification regimes of these jurisdictions. The book seeks to determine whether disqualification on application should be developed further as a corporate law and corporate governance tool to ensure that individuals who have a proven record of posing a particular risk to the business community, shareholders and creditors, are indeed disqualified from being directors. The book is unique as it provides a single source where the disqualification regimes of all these jurisdictions are explored and compared. The book will appeal to scholars of corporate law, regulators and policy-makers. The book will also be of particular interest to senior managers and directors to determine precisely what the laws regarding disqualification of company directors are, and what type of behaviour might expose them to potential disqualification.
