Critical Company Law

Critical Company Law Dr Talbot traces the history of the fundamental principles of English company law, including the doctrine of separate corporate personality, directors’ duties, minority protection and the doctrine of ultra vires from both a black letter and contextual perspective. Relevant aspects of the Companies Act 2006 are thoroughly examined. Drawing on the influence of American law and American scholarship, the book considers the ideas which have informed corporate governance in England. It includes a case study of mutual building societies’ march to the market and corporate identity. The hybrid approach adopted in the text provides a contextual and critical framework in which to understand company law as well as a broad picture in black letter law terms. The aim is to invigorate what many students and academics consider a dry subject by uncovering the social factors which continue to inform this area of law – and the political nature of the law itself. Dr Talbot maintains that modern company law is shaped by three main factors – economics, ideology and existing law. The state of the law at any one time is determined by the constantly shifting relationship between these factors. Dr Talbot lectures in company law and comparative company law at London Metropolitan University. Her research interests are in American and English corporate law, business associations and corporate governance from a critical and contextual perspective. She has delivered a number of papers on these areas and has published in the Company Lawyer, Law and Critique and the Cambridge Journal of Financial Crime. Critical Company Law LE Talbot First published 2008 by Routledge-Cavendish 2 Park Square, Milton Park, Abingdon, Oxon OX14 4RN, UK Simultaneously published in the USA and Canada by Routledge-Cavendish 270 Madison Avenue, New York, NY 10016 Routledge-Cavendish is an imprint of the Taylor & Francis Group, an informa business This edition published in the Taylor & Francis e-Library, 2007. “To purchase your own copy of this or any of Taylor & Francis or Routledge’s collection of thousands of eBooks please go to www.eBookstore.tandf.co.uk.” © 2008 LE Talbot Crown copyright material is reproduced with the permission of the Controller of OPSI and the Queen’s Printer for Scotland All rights reserved. No part of this book may be reprinted or reproduced or utilised in any form or by any electronic, mechanical, or other means, now known or hereafter invented, including photocopying and recording, or in any information storage or retrieval system, without permission in writing from the publishers. British Library Cataloguing in Publication Data A catalogue record for this book is available from the British Library Library of