Shareholder Actions

ISBN-13: 9781847667106 / Angielski / Twarda / 2013 / 466 str.

Andrew Charman;Johan Du Toit;Eile Gibson

Opis

Minority shareholders are shareholders who have minority stakes in a company that is controlled by a majority shareholder. Shareholder Actions (previously titled Minority Shareholders' Claims) examines and interprets the law surrounding minority shareholders' rights in the UK. Contents includes: UK companies, their history, and constituent role players * directors and their basic functions and duties * shareholders * personal claims, i.e. voting rights/rights at meetings * members' register * the rule in Foss v Harbottle - who rules? * demarcation of functions of directors with functions of shareholders in general meeting * within body of shareholders the majority rules * origin and development in UK common law * Companies Act 1945 and Companies Act 1985 * Companies Act 2006 with its peculiar provisions * the law and practice of the derivative claim: ss.265-9 Companies Act 2006 * no reflective loss * unfair prejudice: s.994 Companies Act 2006 * just and equitable winding up * the minority shareholder in listed company * buy-out * the FSA regulations * Listings Rules Instrument 2005 * Disclosure Rules and Transparency Rules * shareholder activism * tax issues.

Spis treści

Chapter 1 Companies’ Separate Legal Personality; Chapter 2 Directors and their Duties; Chapter 3 Shareholders’ Relationships; Chapter 4 The Liability of Directors and Advisers of the Company Directly to Shareholders; Chapter 5 Who is in Control? The Rule in Foss v Harbottle; Chapter 6 Derivative Claims; Chapter 7 Personal Claims; Chapter 8 Non-Recoverability of Reflective Loss; Chapter 9 Unfair Prejudice: Section; Chapter 10 Unfair Prejudice: Section; Chapter 11 Just and Equitable Winding Up; Chapter 12 Inter-relationship of Remedies; Chapter 13 Taxation Issues; Chapter 14 Shareholder Claims in Australia; Chapter 15 Canada – Comparisons.