For many students, company law is a topic which can be problematic to understand. It is a complex web of case-law and statutory provisions (and the recent Companies Act 2006 spans more than 1,000 sections). It is, however, an extremely important topic for any commercial practitioner, particularly corporate lawyers. To help understand and master the law comes this ninth edition of Gower & Davies: Principles of Modern Company Law by Paul L. Davies who is joined by, for the first time, Sarah Worthington. It aims to be the leading text on company law by providing clarity while covering all key areas on a day-to-day basis by way of a detailed, in-depth analysis. It easily achieves this aim.
Gower & Davies: Principles of Modern Company Law is split into seven parts: introductory; separate legal personality and limited liability; corporate governance: the board and shareholders; corporate governance: majority and minority shareholders; account and audit; equity finance; and debt finance. Each part then includes a number of chapters. The text includes chapters on: personal liability for abuses of limited liability; disqualification of directors; dividends and distributions; directors’ duties; the derivative claim and personal actions against directors; unfair prejudice; share issues; transfers of shares; insider dealing and market manipulation; debentures; and winding-up, dissolution and restoration.
I first started to use Gower & Davies: Principles of Modern Company Law in the late 1990s when it was, I think, in its sixth edition. I was impressed with it then and continued to be impressed with it now. Since the last 1990s, this text has almost doubled in size but the principles of earlier editions remain: to provide a text which explains the material in a clear, but detailed (and in-depth), analysis. Because it achieves this aim easily, It continues to be a highly respected and academically stimulating text. It is also (unlike many similar texts) both well-written and accessible allowing even the most reluctant reader to quickly understand the important principles of company law.
This new edition of Gower & Davies: Principles of Modern Company Law builds on the excellent reputation of the previous editions. It is very readable and easy to get into. The wonderfully detailed footnotes are a treasure trove for further reading and research; ideal for any essays or dissertations. The revisions since the last edition have not effected the superb balance of earlier editions: this is an impressive achievement on its own. It is, quite simply, a must purchase for anyone interested in, studying or practising company law! If you cannot find the answer within the covers, there probably is not one.
Reviewed on 30 December 2013