Gower & Davies: Principles of Modern Company Law / Paul L. Davies, Sarah Worthington

Part One - Introductory; Types and functions of Companies; Advantages and Disadvantages of Incorporation; Sources of Company Law and the Company's Constitution; Formation Procedures; Promoters; Overseas Companies, Community Law and Jurisdictional Migration; Part Two - Separate Legal Personality and Limited Liability; Corporate Actions; Limited Liability and Lifting the Veil at Common Law; Statutory Exceptions to Limited Liability; Disqualification of Directors; Legal Capital and Minimal Capital; Dividends and Distributions; Capital Maintenance; Part Three - Corporate Governance: The Board and Shareholders; The Board; Shareholder Decision Making; Directors' Duties; The Derivative Claim and Personal Actions Against Directors; Breach of Corporate Duties: Administrative Remedies; Part Four - Corporate Governance - Majority and Minority Shareholders; Controlling Members' Voting; Unfair Prejudice; Part Five - Public Information about the Company; Annual Accounts and Reports; Audits and Auditors; Part Six - Equity Appendices;