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Gower: Principles of Modern Company Law

Gower: Principles of Modern Company Law
11th Edition
Practice Area:  Academic Law, Company Law
ISBN:  9780414088115
Published by:  Sweet & Maxwell
Publication Date:  25 Jun 2021
Subscription Information:  Non-Subscribable Product
Format:  Paperback
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Gower's Principles of Modern Company Law presents the leading text available on company law, providing clarity while covering all key areas by way of a detailed, in-depth analysis. Students, as well as those involved in company law on a day-to-day basis, can turn to Gower secure in the knowledge that it will be an interesting, thought provoking and, above all, understandable exposition of both law and practice.

Gower's Principles of Modern Company Law:
  • Covers all key areas of company law by way of a detailed, in-depth analysis in one comprehensive and lucid book 
  • Delivers the comprehensive guidance readers need in order to understand this complex area of law 
  • Provides a reliable and up-to-date resource which shows how the law has recently been interpreted 
  • Accessible to students and furnishes company law professionals with a reliable reference guide

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Part 1 – Introductory
1. Types and Functions of Companies
2. Advantages and Disadvantages of Incorporation
3. Sources of Company Law
4. Formation Procedures
5. Corporate Mobility
6. The Nature and Classification of Shares

Part 2 – Separate Legal Personality in Action
7. The Limits of Separate Legal Personality and Limited Liability
8. Corporate Actions

Part 3 – Regulating Boards and Individual Directors
9. The Board and its Directors
10. Directors’ Duties

Part 4 – Shareholders
11. The Constitutional Role of Shareholders
12. Shareholder Decision-Making
13. Controlling Members’ Voting
14. Personal Claims and Unfair Prejudice
15. Corporate Litigation and the Derivative Action

Part 5 – Creditors
16. Legal Capital, Minimum Capital and Verification
17. Capital Maintenance
18. Distributions and Transfers at an Undervalue
19. Undermining Creditors’ Claims

Part 6 – Public Enforcement
20. Disqualification of Directors
21. Breach of Corporate Duties: Administrative Remedies

Part 7 – Accounts and Audit
22. Accounts and Reports
23. Audits and Auditors

Part 8 – Equity Finance
24. Share Issues: General Rule
25. Public Offers of Shares
26. Transfers of Shares
27. Continuing Obligations and Disclosure of Information to the Market
28. Takeovers
29. Arrangements, Reconstructions and Mergers
30. Market Abuse

Part 9 – Debt Finance
31. Debts and Debt Securities
32. Company Charges

Part 10 – Winding Up and its Consequences
33. Managing Distressed or Defunct Companies


Paul L Davies QC (Hon), FBA, Allen & Overy Professor of Corporate Law Emeritus, Senior Research Fellow, Commercial Law Centre, Harris Manchester College, University of Oxford

Sarah Worthington, DBE, QC (Hon), FBA, Downing Professor of the Laws of England, University of Cambridge

Christopher Hare, Travers Smith Associate Professor of Corporate and Commercial Law, University of Oxford; Tutorial Fellow, Somerville College


"The text is both reflective and questioning. The scope and depth of the scholarship is awe inspiring." Legal Week

"A highly respected and academically stimulating book... very readable and easy to get into... a must purchase for anybody interested in company law!" Student Law Journal
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