PART I The Corporate Structure
1:Formation, classification and registration of companies
2:The framework of company law
3:Corporate personality
4:Rules of attribution - corporate acts and liabilities
5:The company constitution
PART II Corporate Governance - Directors' Roles and Responsibilities
6:Corporate governance - board structure and shareholder engagement
7:Board composition - appointment and removal of directors
8:A statutory statement of directors' duties
9:Duty to act within constitution and powers
10:Duty to promote the success of the company
11:Duty of care, skill and independent judgement
12:Duty to avoid a conflict of interest
13:Specific conflicts - CA 2006, Part 10, Ch 4 and Ch 4A
14:Directors' liabilities for breach of duty
15:Directors' liabilities and vulnerable transactions on insolvency
PART III - Corporate Governance - Shareholders' Rights and Remedies
16:Membership and the incidents of membership
17:Decision-making and company meetings
18:Informed shareholders and stakeholders - disclosure and the limited company
19:The unfairly prejudicial remedy and the minority shareholder
20:The derivative claim and the rule in Foss v Harbottle
PART IV Corporate Finance - Share and Loan Capital
21:Share capital - capital raising and payment
22:The doctrine of capital maintenance
23:Loan capital - secured creditors and company charges
PART V - Corporate Liquidation
24:Liquidation and dissolution - winding up the insolvent company
