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Combining perspectives from practice, legal theory and doctrinal
analysis, this book presents a comprehensive examination of the
questions facing the current understanding and future application
of corporate finance law, such as the optimal adaptation of
regulation in highly dynamic settings and the scope for innovation
in legal markets in light of the current debt crisis.
Corporate Finance Law in the UK and EU considers areas of corporate
finance that are likely to be of key importance in the next few
years including regulatory reforms, which are of present concern.
It also addresses timely and important questions such as the impact
of higher interest rates on capital markets strategies and how
directors should balance the demands for disclosure and
transparency with the cost of compliance.
Bringing together contributions from over 20 international leading
academic and practitioner experts in this area, this book provides
a comparative perspective of equity financing, debt financing,
European law and policy, and practical research on how to improve
and solve current problems related to corporate finance.
Business between England and Germany has flourished in recent years
and looks set to continue to develop in coming years. This
collection examines the legal framework of joint ventures between
English and German companies. It addresses the laws in these two
countries and draws helpful comparisons between the two. The
contributions point out pitfalls that lawyers who are not familiar
with both German and English law are likely to overlook and which
may cause major problems when joint venture companies are
established. This book consists of four parts. Each of these has
been written by a team of leading German and English lawyers. The
authors are specialists in this field and the contributions are
rich with their practical insights. The studies were presented at
the 1999 Anglo-German Law Conference in Oxford,organised under the
auspices of the Oxford Law Faculty, with the support of three
leading English and German Law firms. The first part deals with the
formation of a joint venture company. It discusses the types of
companies which are usually used to establish joint ventures as
well as the rights and obligations of members. It also addresses
the law and legal practice relating to memoranda of understanding,
warranties and indemnities, joint venture agreements, and the
valuation of contributions. The second part concerns the management
of joint venture companies. It analyses how shareholders can
influence management decisions, the rights and obligations of
directors and parent companies, as well as the legal position of
minority shareholders. This part also describes the relevant laws
protecting employees. The third part addresses European Union as
well as English and German competition law. It considers the
circumstances which trigger merger control mechanisms and presents
two illuminating case studies. The last part deals with the
termination of joint ventures. It presents and analyses several
popular termination clauses including Russian Roulette, pre-emption
rights, and rights of first refusal. This collection will be
indispensable to practising lawyers and in-house counsel whose
practice touches on Anglo-German business affairs. It will also be
of real interest to legal academics concerned with European
commercial or comparative law. Contents I. Some Comparisons Between
Common Law and Civil Law by Gerhard Dannemann II. Structuring the
Joing Venture by Ian Hewitt and Prof Dr Gerhard Picot III.
Protecting the Various Interests in the Joint Venture by David
Kershaw and Dr Wolfgang Witz IV. Joint Ventures Under EU and
National Competition Laws by Jochen Burrichter, Rod Carlton, Dr
Thorsten Mager and Alison Byrne V. Termination of the Joint Venture
by George Goulding, Dr Hans-Jurgenn Hellwig, Tim Boxell and Bonnie
Costelloe
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