Company Meetings and Resolutions
Law, Practice, and Procedure
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Product details:
- Edition number 3
- Publisher OUP Oxford
- Date of Publication 11 February 2020
- ISBN 9780198832744
- Binding Hardback
- No. of pages656 pages
- Size 244x175x41 mm
- Weight 1288 g
- Language English 0
Categories
Short description:
The third edition of the leading authority on the law of company meetings provides a detailed and thorough analysis of the relevant legislation and case law. The work is now available in hardback and as a digital pack which includes a digital version suitable for PC, Mac, Android, iPad or iPhone to ensure that you have access wherever you are.
MoreLong description:
This new edition is the only work solely dedicated to the law of company meetings of solvent public and private companies that are registered and incorporated under the Companies Act 2006 and its predecessors. As before, the new edition is written by an author team of great authority who have specialized in company law throughout their careers.
The third edition addresses the use of technology in company meetings, and in particular, considers whether it is lawful for a company registered under the Companies Act 2006 to hold a meeting of shareholders by electronic means only. The practical, as well as the legal issues are considered with regard to this issue.
The changes brought in by the UK Corporate Governance Code 2018, with regard to the role of the Chair and the board at meetings of listed companies, is covered along with other developments relating to the duties and activities of the Chair such as in Re Dee Valley Group plc 2017. Other important new case law is also covered such as Sharp v Blank 2015 concerning the duty of directors to provide sufficient information to shareholders to enable them to make informed decisions. Amendments made by the Regulatory Reform Act 2013 to the Companies Act 2006 regarding approval by shareholders of director remuneration policy are duly considered.
The Rt. Hon Lord Justice David Richards has written a foreword to the third edition,
This book is the leading authority on the law of company meetings and resolutions and all practitioners advising on this subject will find this an invaluable tool for desk research as well as a handy companion at company meetings.
...the book provide important insights into both the solution of practical problems arising and the areas that are left to the shareholders and directors to agree in their corporate contract.
Table of Contents:
1A MEETINGS OF MEMBERS
The Concept of a Meeting and Quorum
Notice of Meetings of Members
Circulars to Members and Members' Statements
The Annual General Meeting
Meetings Requested by Members
Meetings of Members Ordered by the Court
The Role of the Chairman
Proxies and Corporate Representatives
Voting
Exercise of Members' Rights
Resolutions and Amendments
Adjournment
Class Meetings and Class Consents
Meetings for the Purposes of Schemes of Arrangement
1B WRITTEN RESOLUTIONS AND THE DUOMATIC PRINCIPLE
Written Resolutions of Private Companies
Informal Decisions and the Duomatic Principle
1C MINUTES
Minutes of General Meetings and Decisions of Members
1D COMPANY COMMUNICATIONS
The Company Communications Provisions, Including Electronic Communications
2 MEETINGS OF DIRECTORS
Introduction to Directors' Meetings, Written Resolutions and Directors' Duties
Notice, Agenda and Quorum for Meetings of Directors
The Role of the Chairman at Meetings of Directors
Minutes of Meetings of Directors
3 COMMENTARY ON THE PROVISIONS OF THE COMPANIES ACT 2006, PART 13, SECTIONS 281 TO 361
Commentary on the Provisions of the Companies Act 2006, Part 13, Sections 281 to 361
4 ANNOTATION OF 1985 TABLE A REGULATIONS RELATING TO MEETINGS AND DECISIONS OF MEMBERS AND PROCEEDINGS AND DECISIONS OF DIRECTORS
Annotation of 1985 Table A Regulations Relating to Meetings and Decisions of Members and Proceedings and Decisions of Directors
5 COMMENTARY ON THE COMPANIES ACT 2006 MODEL ARTICLES RELATING TO MEETINGS AND DECISIONS OF MEMBERS AND PROCEEDINGS AND DECISIONS OF DIRECTORS
Commentary on the Companies Act 2006 Model Articles
