Company law and corporate finance

Eilís Ferran

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Corporate Governance and Law Corporate Finance and Governance Corporate Insolvency and Governance

Abstract

PART I. THE FRAMEWORK OF CORPORATE ACTIVITY 1. The Company and the Corporate Group 2. Corporate Finance Structure: Basic Legal, Accounting and Financing Considerations 3. The Company as a Business Operator PART II. CORPORATE GOVERNANCE 4. Management of Companies 5. Controlling Management: Duties of Honesty, Propriety and Loyalty 6. Controlling Management: Duties of Care and Skill Non Executive Directors 7. Controlling Management: Corporate Democracy and the Role of Institutional Investors PART III. SHARE CAPITAL 8. Shares and Share Capital 9. Rights Attaching to Shares 10. Maintenance and Reduction of Capital 11. Financial Assistance 12. Distributions to Shareholders 13. Share Buy Backs and Redeemable Shares PART IV. LOAN CAPITAL 14. Loan Capital - General Considerations 15. Secured Debt 16. Subordinated Debt PART V. RAISING FINANCE FROM CAPITAL MARKETS 17. Initial Public Offers of Securities 18. Secondary Offers of Securities

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