Shareholder rights in Britain

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Nolan, Richard;

An analysis of shareholder rights in Britain and their interaction with European Law
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    75 references, page 1 of 8

    6 This part of the article draws on the author's earlier and fuller examination of shareholder rights in English law, see R.C. Nolan, 'The Continuing Evolution of Shareholder Governance', 65(1) Cambridge Law Journal (2006) p. 92.

    7 This part of the article draws on the author's earlier and fuller examination of indirect investors' rights in English law, see R.C. Nolan, 'Indirect Investors: A Greater Say in the Company?', 3 Journal of Corporate Law Studies (2003) p. 73.

    8 As to the interpretation of consolidating Acts, see, e.g., Grey v. IRC [1960] A.C. 1; and, more generally, F. Bennion, Statutory Interpretation, 4th edn. (London, Butterworths 2002) pp. 515-518.

    14 Hereinafter, 'Table A (1862)'.

    15 These regulations drew largely on regs. 22-43 of Table B in the Schedule to the Joint Stock Companies Act 1856. They broadly presage what are now regs. 36-63 of the modern default form of articles, Table A in the Companies (Tables A-F.) Regulations 1985 (SI 1985/805), hereinafter 'Table A (1985)'.

    16 The rest of this article will refer only to articles of association, because the overwhelmingly standard practice is to establish shareholders' governance arrangements in a company's articles rather than its memorandum. The author has surveyed the articles as at 16 January 2004 of all the companies constituting the FTSE 100 Index at that date. That survey showed all such arrangements to be in the respective companies' articles. For present purposes, therefore, all references to a FTSE 100 company's articles are references to its articles as they appeared in that survey.

    17 Section 16 drew largely on Joint Stock Companies Act 1856, s. 10. Section 16, after much intervening re-enactment, now forms section 14 of the Companies Act 1985.

    18 (1883) 23 Ch.D. 14, 35-36.

    19 See, recently, Halifax plc v. Halifax Repossessions Ltd. [2004] EWCA Civ 331, [2004] 2 B.C.L.C. 455, at [13], per Arden L.J., and also Welton v. Saffery [1897] A.C. 299 at p. 305, per Lord Halsbury L.C.

    20 See, generally, N. Lindley and R.C. l'Anson Banks, Lindley & Banks on Partnership, 18th edn. (London, Sweet & Maxwell 2002).

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