Company Law Law 806

Ms. Lee or Ms. Sulisz

Email: Lily.Lee-Sulisz@gov.ky Telephone: (345) 945-0077, Ext. 227

 Unit Unit Unit Unit Unit Unit Unit Unit Unit Unit Unit

1 - Introduction 2 - Methods of Carrying on Business 3 - Corporate Personality/Salomon 4 - Promotion/Pre-Incorporation 5 - Articles of Association 6 - Corporate Contract 7 - Attribution 8 - Company Management 9 - Directors Duties 10 - Minority Protection 11 - Shares/Share Capital

Course Outline

Section 1(1) of the CA 2006

In the Companies Act, unless the context

otherwise requires company means a company formed and registered under this Act

Welton v. Saffery [1897] AC 299

Lord MacNaghten stated (at pp. 324)

companies are the creature of statute. Basic company model where Members appoint directors and directors appoint officers

Section 170(4) of the CA 2006

The general duties shall be interpreted and applied in the same way as common law rules or equitable principles

Evaluation & Tutorials

Evaluations: 2,500 word dissertation due January 7, 2013 (worth 40%) Final Examination in May 2012 (60%) Tutorials:

Group A starts on October 19th Group B starts on November 2nd No lecture or tutorial during week of October 22nd

Readings
Gower and Davies, Principles of Modern

Company Law, 9th ed., chapter 1 and 2 Hicks and Goo, Cases and Materials on Company Law, 7th ed., chapter 1 Supplementary Readings: Freedman, Judith, Small Businesses and the Corporate Form: Burden or Privilege? [1994] 57 MLR 555