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Readership: Students on company law courses and corporate governance courses at both undergraduate and postgraduate level
David Kershaw, Senior Lecturer in Law, London School of Economics
David Kershaw is a Senior Lecturer in Law at the London School of Economics. He qualified as a solicitor at Herbert Smith and practiced corporate law with Wolf Theiss, Vienna and in the Mergers & Acquisitions Group of Shearman & Sterling in New York and London. He holds degrees from the University of Warwick and Harvard Law School.
Review(s) from previous edition"The material is put together in a very refreshing way with excellent commentary; the questions are invaluable for seminar-based work.
- Dr Paul Omar, Senior Lecturer, Sussex Law School
"Kershaw takes seriously the aim of providing a theoretically grounded analysis, remaining accessible to students, with relevant questions to consider.
" - Chris Riley, Reader in Law, Durham University
"The book is very readable, and the focus on 'real-world' scenarios and illustrations adds a dimension that is often lacking.
" - Dr Sandra Frisby, Baker & McKenzie Associate Professor and Reader in Company and Commercial Law, University of Nottingham
"If I could go back in time I would have definitely purchased the book; it would have assisted me greatly.
" - Jamie Cowan, undergraduate law student, University of Hull and Antwerpen
"This is an excellent book which adopts a contextual approach to the subject with some very interesting excerpts from key academic articles. I also enjoy the use of the case study as it enables students to contextualise a lot of the issues.
" - Mr David Cabrelli, Senior Lecturer in Commercial Law, the University of Edinburgh
"Students who read this book emerge from their course equipped with an excellent understanding of company law, as well as an ability to critique the law in an intelligent and knowledgeable manner. Kershaw's contribution will be a welcome addition to both undergraduate and postgraduate courses, as well as an excellent point of reference for the seasoned researcher.
" - Dr Justin Borg-Barthet, writing in The Modern Law Review, Volume 73, May 2011
PART I: INCORPORATION AND SEPARATE LEGAL PERSONALITY
1.: An introduction to the context and consequences of incorporation
2.: The entity doctrine
3.: The corporate constitution / The mechanics of the general meeting
4.: Corporate actions
PART II: CORPORATE CONTROL AND ACCOUNTABILITY
5.: The corporate agency problem
6.: The balance of power between the board, management, and the shareholder body
7.: Board composition and structure regulation
8.: Regulating directors' remuneration
9.: Introduction to directors' duties
10.: Regulating discretion I: acting in the company's interests
11.: Regulating discretion II: using corporate power for proper purposes
12.: Competence and the duty of care
13.: Regulating conflicts I: self-dealing
14.: Regulating conflicts II: corporate opportunities
15.: Enforcing directors' duties
16.: Minority shareholder protection
Web chapter A: Disclosure, accounting and audit (online chapter)
PART III: CORPORATE FINANCE
Web chapter B: Issuing shares to the public (online chapter)
PART IV: CREDITOR PROTECTION
18.: Company law and creditor protection
19.: Regulating legal capital