Pettet, Lowry & Reisberg's Company Law (5^th Ed.)
Company Law & Corporate Finance
Longman Law Series

Written by leading academics in the area, Pettet, Lowry & Reisberg's Company Law offers comprehensive coverage of all major company law and financial regulation topics. It also introduces you to the theories, policies and wider socio-economic and political influences that underpin the legal principles, making it an essential guide to company law for all undergraduate and postgraduate students.

This fifth edition has been thoroughly updated to cover all significant legal developments in company law, including:

·    Discussion of the statutory objectives of the Financial Services Act 2012, the Banking Reform Act 2013 and the Bank of England and Financial Services Act 2016

·    Consideration of the new Directive on Markets in Financial Instruments (MiFIDII) and the new Regulation on Markets in Financial Instruments (MiFIR)

·    Chapter 9 is a new addition to the book, which explores the specific duties that directors are subject to in more detail

·    Several major consultations relating to corporate governance that were published in the UK in 2015-2017; the current version of the UK Corporate Governance Code; and an illuminating discussion of the new proposed revised Code

·    Discussion of new double derivative action cases, as well as new derivative suit cases in other jurisdictions

·    An in-depth analysis of the new regulatory framework of Credit Rating Agencies, focused on enhancing competition in the credit rating market and rules aimed at reducing over-reliance on credit ratings

·    Important new case law on FSMA 2000 and the recent decision of the Supreme Court in Asset Land

·    Analysis of the Prospectus Regulation 2017 and the very recent review of the UK listing regime

·    An extensive review of the new EU Market Abuse Regulation (MAR) and a number of new insider dealing cases

·    The recent important changes that have been made to enhance the company insolvency regime, supported by a robust but fair disqualification procedure. In particular, changes introduced by the Small Business, Enterprise and Employment Act 2015, the recommendations of the Graham Report and the Insolvency (England and Wales) Rules 2016

Preface to the fifth edition xix
Preface to the first edition xxi
Foreword to the fourth edition xxiii
Table of cases xxiv
Table of statutes xxix
Table of statutory instruments liv
Table of European legislation lviii

1 Treaties and conventions lviii
2 Secondary legislation lviii
Part I Foundation and theory 1
1 The nature of company law 3
2 Corporate entity, limited liability and incorporation 34
3 Legal theory and company law 64
Part II The constitution of the company 95
4 Entrenchment of rights 97
5 Organisation of functions and corporate powers 121
6 Relations with third parties: agency and constitutional limitations 136

Part III Corporate governance 147
7 The governance problem and the mechanisms of meetings 149
8 Duties of directors: general duties 166
9 Duties of directors: specific duties and controls 199
10 Role of self-regulation 220

11 Shareholder litigation: the derivative claim 258
12 Shareholder litigation: winding up on just and equitable grounds and the unfair prejudice remedy 309

Part IV Corporate finance law 339
13 Techniques of corporate finance 341
14 Raising and maintenance of capital 364
15 Financial assistance for the acquisition of shares 388

Part V Securities regulation 411
16 Theory and regulation of the capital markets law 413
17 Credit rating agencies and their role in capital markets 447

18 The regulatory machinery of the Financial Services and Markets Act 2000 (FSMA 2000) 487

19 The regulation of public offerings of shares 514
20 The regulation of insider dealing and market abuse 550

21 The regulation of takeovers 577
Part VI Insolvency and liquidation 597

22 Insolvency and liquidation procedures 599

23 Disqualification of directors 615

Index 629

Arad Reisberg is Professor of Corporate Law and Finance and Head of Brunel Law School.
Anna Donovan is Vice Dean (Innovation) and Lecturer in Law at UCL.

• Clear and engaging analysis of the core principles of company law necessary for your course
• In-depth examination of the key theoretical concepts, socio-economic, and political influences which underpin the legal principles of company law, enabling you to critique and evaluate the existing law
• Valuable further reading references to academic material, providing you with an ideal starting point from which to embark on further independent study.