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Gore-Browne on Companies is the definitive authority on company law. From constitution through to liquidation, it provides comprehensive answers to questions about directors' duties, share capital, mergers, insolvency and much more. In addition there is a regular bulletin tracking all the latest cases with related transcript, consolidated company law database and destination tables. Since 1873, Gore-Browne on Companies has kept solicitors and barristers at the cutting edge of company law and practice.
For an example of how Gore-Browne on Companies can provide clear, comprehensive and authoritative commentary on a specific issue that a corporate practitioner may face (what does it mean when the articles of association state that a dividend be distributed to shareholders ‘in proportion to their shares’), read more...
Gore-Browne on Companies is a trusted resource and a complete reference service. Key features are as follows:
- A clear, logical structure which guarantees ease of use, enabling you to find essential information quickly.
- Regular updates which assist your awareness of new case-law, practice developments and changes in legislation, including Bulletin updates incorporated into the relevant sections of the text*.
- Gore-Browne Special Release includes a series of articles and a compendium of the year's case digests.
- Regular Bulletins provide an update on the latest company law developments, digests of important cases and key statutory instruments.
- Case transcripts - so you can check the original source.*
It is relied upon by thousands of lawyers across the legal profession:
- Solicitors practising company and commercial law
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- In-house lawyers
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Editors and Contributors
Editor In Chief: The Rt Hon the Lord Millett, A Lord of Appeal in Ordinary.
Consultant Editor: Michael Todd QC, Erskine Chambers, London.
General Editor: Alistair Alcock MA, FCSI, Barrister, Professor and Vice-Chancellor, University of Buckingham.
Advisory Board: Peter Arden QC, Erskine Chambers, London; Richard Calnan, Partner, Norton Rose Fulbright; Paul Crook, Global Head of Corporate Know-How and Training, Allen & Overy LLP; Stephen Mathews, Partner, Allen & Overy LLP; Carol Shutkever, Partner, Herbert Smith Freehills LLP, London; Andrew Stafford QC, Kobre & Kim LLP, London.
Commonwealth Editor: Andrew Keay LLB; M Div; LLM; PhD, Barrister, Kings Chambers, Manchester, Leeds and Birmingham, and Professor of Corporate and Commercial Law, Centre for Business Law and Practice, School of Law, University of Leeds.
Scottish Editor: David A Bennett MA, LLB, WS, Solicitor.
Editor Emeritus: A J Boyle LLM, SJD, Barrister of Gray's Inn, Emeritus Professor of Law, University of London, Honorary Fellow of the Society of Advanced Legal Studies.
Contributors: Catherine Addy QC MA, LLM (Cantab), Barrister, Maitland Chambers; Deirdre Ahern PhD, LLB, LLM, Solicitor, Associate Professor, Fellow Trinity College Dublin, School of Law, Trinity College, Dublin; Alistair Alcock MA, FCSI, Barrister, Professor and Acting Vice-Chancellor, University of Buckingham; David Allison QC MA (Cantab), Barrister, South Square; Kate Ball-Dodd LLB (Hons), Partner, Corporate & Securities, Mayer Brown International LLP, London; Nigel Banerjee LLB, Visiting Lecturer, The Dickson Poon School of Law, King’s College London; Julia Beer MA, Barrister, Selborne Chambers; Camilla Bingham QC BA (Oxon), Barrister, One Essex Court, Temple; John R Birds LLM, Emeritus Professor in the School of Law, University of Manchester, Honorary Professor in the School of Law, University of Sheffield; Andrew Bretherton BA, MA (Oxon), Partner, Freeths; Chris Brockman LLB, Barrister, Guildhall Chambers, Bristol; Jeffrey Cox FCA, BSc (Hons), Technical Senior Manager, Crowe Clark Whitehill LLP; Louis Doyle LLB, LLM, Barrister, Kings Chambers, Manchester, Leeds and Birmingham, 9 Stone Buildings, Lincoln's Inn; Robert Flanigan JD, Member of the New York Bar, Avocat à la Cour, Partner, Finance, Mayer Brown International LLP, London; Geoffrey Fuller MA (Oxon), Partner, Allen & Overy LLP; Carsten Gerner-Beuerle Assessor iur, LLM, MSc, PhD, Associate Professor of Law, London School of Economics and Political Science; Marcus Haywood BA (Oxon), Barrister, South Square; Tina Kyriakides MA (Cantab), Barrister, Radcliffe Chambers, Lincoln's Inn; Gemma Long, Of Counsel, Norton Rose Fulbright; Gerard McCormack BCL, LLM, PhD, Barrister (Ireland), Professor of International Business Law and Director of the Centre for Business Law and Practice, University of Leeds; Eva Micheler, Reader in Law, Department of Law, London School of Economics; Susan Morgan BA (Hons), MSc, FIPA, FABRP, Director, Enigma Resource Group; Kathleen O'Reilly, Member of the Company Law Committee of the Law Society (England and Wales) and Lecturer in Legal Practice, University of South Wales; Rebecca Page MA (Cantab), Barrister, Maitland Chambers; Matthew Parfitt MA (Oxon), Barrister, Erskine Chambers; Tim Prudhoe, Barrister, Kobre & Kim LLP; Stefan Ramel LLB, LLM (Cantab), Barrister, Guildhall Chambers, Bristol; David Southern QC MA, DPhil, MPhil, Barrister ATII, Temple Tax Chambers; Visiting Professional Fellow, Centre for Commercial Law Studies, Queen Mary, University of London; James Stonebridge, Partner, Norton Rose Fulbright; Arielle Tatur (nee Goodley), Associate, MENA Dispute Resolution Practice, Freshfields Bruckhaus Deringer, Dubai; Hannah Thornley MA (Cantab), BCLA (Oxon), Barrister, South Square; Peter Tyers-Smith, Barrister, Harneys; Paul Vine LLB, MBA, Partner, Norton Rose Fulbright; Rafal Zakrzewski BA, LLB (UQ), DPhil (Oxon), Solicitor, Counsel, Clifford Chance, Affiliated Lecturer, University of Cambridge.
Bulletin: Fiona Macmillan BA, LLB (UNSW), LLM (Lond), Solicitor (NSW), FRSA
Table of contents
Update 136 September 2017
Issue 136 includes amendments to 10 chapters, namely Chapter 10A (Register of Members); 11A (Written Resolutions of Private Companies); 12B (Conduct of Meetings); 19 (Unfair Prejudice); 20 (Investigations); 20A (Disqualification); 40 (Obtaining an Equity Listing); 41 (Continuing Obligations); 46 (Reconstruction and Amalgamation); and 54A (Floating Charges and Receivers in Scotland). Chapter 54A has been amended for Scottish developments only.
Gore-Browne is delighted to welcome new contributors Simon Johnson, Enterprise Chambers, and Tony Beswetherick, 20 Essex Street Chambers, as the new contributors for Chapter 46.
Professor John Birds, Emeritus Professor at the Universities of Manchester, Sheffield and Exeter, has reviewed Chapters 10A, 11A and 12B and incorporated new cases. Chapter 10A includes the new case of Kings Court Trust Ltd v Lancashire Cleaning Services  EWHC 1094 (Ch) concerning the appointment of a director by a member.
Chapters 11A and 12B each discusses Puzitskaya v St Paul’s Mews (Islington) Ltd  EWHC 905 (Ch) and the issues concerning statutory written resolutions and one vote per member respectively.
Chapter 19 has been updated comprehensively by Julia Beer, Selborne Chambers. Employment is examined with various discussions concerning, among others, breach of the employment service agreement forming part of unfair prejudice by reference to the case of Wootliff v Rushton-Turner  EWHC 2802 (Ch). The 2017 case of Pinfold v Ansell  EWHC 889 (Ch) is also reviewed concerning equitable considerations. There is also further analysis of the remedies available to the court, procedure and arbitration.
Chapter 20 has only necessitated minor updating by Camilla Bingham QC, One Essex Court. The case of Gold Nuts Ltd v Revenue & Custom Commissioners  UKFTT 82 (TC) is commented on as it relates to self-incrimination. Chapter 20A has minor updating only.
Chapter 40 has been updated throughout by Kate Ball-Dodd and Robert Flanigan, Partners at Mayer Brown International. The chapter has been brought comprehensively up to date and, among other things, the FCA Review and NEX Exchange Market are discussed.
Chapter 41 has been reviewed by General Editor, Emeritus Professor Alistair Alcock, and incorporates detailed updating, which includes changes to the various rules, aggregated interests, corporate governance and new sections on institution of shareholders, associations and controlled companies.
Chapter 46 has been reworked by Simon Johnson and Tony Beswetherick and looks at schemes, mergers and divisions of public limited companies, transfer of company’s assets, and takeovers.
David Bennett, the Scotland Editor to Gore-Browne, has added the latest Scottish developments to Chapter 54A.
Explanation of the work
Table of abbreviations
Table of derivations for EEC Treaty Articles
COMPANIES ACT 2006 LEGISLATION TRACKER
COMPANIES ACT 2006 DESTINATION TABLES
BULLETIN - Gore-Browne Bulletin
Table of Cases
Table of Statutes
Table of Statutory Instruments
Table of Insolvency Rules
Table of Scottish Insolvency Rules
Table of EC Legislation
PART I - COMPANIES AND OTHER ASSOCIATIONS
PART II - CONSTITUTION AND PERSONALITY
PART III - MEMBERS
PART IV - DIRECTORS AND MANAGEMENT
PART V - ENFORCEMENT OF DUTIES
PART VI - SHARE CAPITAL
PART VII - LOANS
PART VIII - GENERAL DISCLOSURE REQUIREMENTS
PART IX - QUOTED COMPANIES
PART X - TAKEOVERS AND MERGERS
PART XI - TAXATION
PART XII - FINANCIAL DIFFICULTIES
PART XIII - LIQUIDATION
PART XIV - CONFLICT OF LAWS
Request for missing pages
Change of address
Checklist of pages
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