By Brian Hutchinson

Published: 10/2024
Format Hardback
Edition 6th
Extent 992
ISBN 9781526521989

This highly regarded and influential text is essential reading for company law students and practitioners, and is regularly cited with approval in Irish courts.

The book provides guidance on every aspect of Irish company law from a company's formation to its winding up and examinership. It also examines the core areas of corporate personality, capital, borrowing, membership and administration.

The sixth edition retains the clear and navigable structure of previous editions and is updated to account for changes brought about by:

* Brexit;
* Covid measures;
* Companies (Statutory Audits) Act 2018;
* Companies (Accounting) Act 2017.

Recent case law is also analysed, in particular in relation to directors' duties, company charges, liability of parent companies for subsidiaries, restriction and disqualification of directors and the Office of the Director of Corporate Enforcement.


Table of Contents
Part I Introduction
Chapter 1 Companies and Other Forms of Business Organisations
Chapter 2 The Development of Company Law in Ireland
Chapter 3 Irish Company Law and European Union Law

Part II Formation of a Company
Chapter 4 How a Company is Formed
Chapter 5 The Constitution of the Private Company Limited by Shares
Chapter 6 The Constitutions of Companies other than LTDs
Chapter 7 The Promoters
Chapter 8 Flotation of a Company
Chapter 9 Application for and Allotment of Shares
Chapter 10 Commencement of Business

Part III Corporate Personality of the Company
Chapter 11 Separate Legal Personality of the Company
Chapter 12 Contracts
Chapter 13 Civil and Criminal Litigation

Part IV The Capital of the Company
Chapter 14 Types of Capital
Chapter 15 The Maintenance of Capital
Chapter 16 Alteration (Including Reduction) of Capital
Chapter 17 Shares
Chapter 18 Transfer and Transmission of Shares

Part V Borrowing by the Company
Chapter 19 Borrowing Powers of the Company and the Directors
Chapter 20 Debentures and Charges
Chapter 21 Registration of Charges
Chapter 22 Receivers

Part VI Membership of the Company
Chapter 23 Membership in general
Chapter 24 Disclosure of Interests in Shares and Debentures
Chapter 25 Meetings and Resolutions
Chapter 26 Majority and Minority Rights

Part VII Administration of the Company
Chapter 27 The Directors
Chapter 28 The Secretary
Chapter 29 The Annual Return and Striking Off of Companies
Chapter 30 Accounts and Audit
Chapter 31 Dividends and Distribution of Profits
Chapter 32 Reorganisations, Acquisitions, Mergers and Divisions
Chapter 33 Fraudulent and Reckless Trading
Chapter 34 Market Abuse: Insider Dealing and Market Manipulation
Chapter 35 Investigation of a Company's Affairs

Part VIII Winding up of Companies and Examinership
Chapter 36 Winding up by the Court
Chapter 37 Examinership
Chapter 38 Voluntary Winding up