Company law I 2008 2009 semester one lecture outline I an overview of our company Law Course



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COMPANY LAW I 2008 - 2009
SEMESTER ONE - LECTURE OUTLINE I
An overview of OUR Company Law Course
Semester One:


Semester Two

  • Agency and Company Capacity: Who can bind the Company to a Contract, or make it liable in Tort or Criminal Law?

  • Capital – shares, loans, and markets in shares.

  • Take-overs and Mergers of PLC’s

  • Insolvency and Dissolution of Companies: especially liability of directors.


Choice of Business Structure


Aim:

  • To set the context and help you to understand the key features of the main structures and issues in choosing between business structures.


Reading:


  • Davies and Gower, Chapters 1 & 2

  • Hicks and Goo 6th edition pp 33-77 gives an idea of the development of a business – especially the story on pages 33-40. Pages 41-77 provide the relevant documents for the company in the story. Pages 91-94 outline some of the choices for those setting up a small business.

See


  • G. Morse, Partnership Law (Blackstone) 6th Edition (2006) chapters 1 and 9 for a little more detail on partnerships.

  • Blackett Ord Partnership, Butterworths, 2002 Chapter 1 pp 1-5; Chap 2 pp 10-34 & Chapter 10, 11, 16, 20 & 21 is good for reference or if you are particularly interested in going more deeply into partnership law.


NOTE: Companies Act 2006 changes the documentation of company constitutions. It makes the Memorandum of Association a document with few details in it which is lodged when the company is registered. The ONLY ongoing constitutional document of companies is now the articles of association. Companies registered under the 2006 Act will use this new system. Existing companies will keep their present documents and need not re-register. However, all provisions of their Memorandum of Association which would not be in the “new style” memorandum of association will be deemed to be provisions of their articles from the time at which the new system comes into effect. See: Companies Act 2006 sections 8 and 28.




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