Company Law

- history of separate corporate personality - principles of separate legal personality - consequences of separate legal personality - summaries of Salomon v Salomon, Lee v Lee's Air Farming, Macaura v Northern Assurance, Prest v Petrodel,

summary of the board organ of the company including and mechanism of the board meeting including: - relationship between directors and shareholders - different types of directors - mechanism on the appointment of directors - director's service contracts - remuneration - termination of appointment - resignation - vacation - removal - voting - notice - quorum - related articles on nominee directors and duty to act in good faith

summary on the voting mechanism at the general meeting, legal nature of shares and shareholder duties and powers

summary on director's liability on company's insolvency including: - misfeasance - fraudulent trading - wrongful trading - transactions at an undervalue - transactions defrauding creditors - preferences - avoidance of floating charges

- case extract on Salomon v Salomon (general rule on separate corporate personality): high court judgement, CA judgment, HL judgment - case extract on Prest v Petrodel (piercing the corporate veil): difference between concealment and evasion principles - VTB v Nutritek case extract - piercing on ground of sham/facade - piercing on ground of agency - piercing in the interests of justice - piercing in group companies - piercing in duty of care scenarios

MCQ's

Essay question was: In what circumstances are the courts willing to pierce or lift the corporate veil and do these circumstances remain effective and relevant to date? I have received 76% for this submission, I hope it helps you in your essay writing.

Full Summary of Company Law Module 1. Agency and authority (p1) 2. Directors and Duties (p4) 3. Shareholders (p9) 4. Minority Shareholder Remedies (p13) 5. Equity Finance (p19) 6. Debt Finance (p24) 7. Corporate Insolvency (28)

Issuing new shares Doctrine of Capital Maintenance Financial assistance