| Description |
1 online resource (315 p.) |
| Series |
Routledge Research in Corporate Law Series |
|
Routledge Research in Corporate Law Series
|
| Contents |
Cover -- Half Title -- Series Page -- Title Page -- Copyright Page -- Dedication -- Table of Contents -- Table of cases -- Table of legislation -- Preface -- Glossary of abbreviations -- Chapter 1 Introduction -- 1.1 Meaning of statutory derivative action and its importance -- 1.2 The great public/private enforcement debate -- 1.2.1 Advantages and disadvantages of public enforcement -- 1.2.2 Advantages and disadvantages of private enforcement -- 1.3 Transformation from common law derivative action to statutory derivative action -- 1.4 Aims of the book and research questions |
|
1.4.1 The leave requirement -- 1.4.2 The costs issue -- 1.4.3 The entanglement between the leave requirement and costs -- 1.4.4 Statutory derivative action and corporate governance -- 1.5 Importance of this research -- 1.6 Method, approach, scope and limitations -- 1.7 Structure of the book -- Chapter 2 The need for statutory derivative action and its current problems -- 2.1 Introduction -- 2.2 Statutory derivative action as a shareholder remedy -- 2.2.1 Overview and justification -- 2.2.2 The role of the SDA -- 2.2.3 Compensation purpose -- 2.2.4 Directors' accountability purpose |
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2.2.5 SDA as a self-help private enforcement approach -- 2.3 Reasons for the abolition of the common law derivative action -- 2.3.1 Limitations in the common law position -- 2.3.1.1 The strict "proper plaintiff" rule in Foss v. Harbottle -- 2.3.1.2 Limitations in the common law exceptions -- 2.3.2 Inadequacies in the common law derivative action -- 2.3.2.1 Restriction on shareholder's right to sue and common law limitations -- 2.3.2.2 Lack of funding support from the company -- 2.3.2.3 Issues relating to majority ratification -- 2.3.3 Inadequacies in other statutory remedies |
|
2.3.4 Other problems and uncertainties -- 2.3.4.1 Shareholder must come to court with "clean hands" -- 2.3.4.2 Company in liquidation -- 2.3.4.3 The problem with free riding -- 2.3.5 Summary -- 2.4 To what extent has the SDA eliminated the common law problems? -- 2.4.1 Areas that have been addressed -- 2.4.1.1 Standing to sue -- 2.4.1.2 Ratification no longer a bar to bringing a derivative action -- 2.4.2 Areas that have not been properly addressed -- 2.4.2.1 The leave requirement for bringing statutory derivative action |
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2.4.2.2 Derivative action against a third party and the business judgment rule -- 2.4.2.3 The costs provision -- 2.4.3 Areas that have not been addressed -- 2.4.3.1 Company in liquidation -- 2.4.3.2 The free riding problem -- 2.4.4 Provisions in the SDA that were not previously available -- 2.4.4.1 Leave requirement for discontinuing, compromising or settling the approved action -- 2.4.4.2 Leave requirement for a substituted applicant -- 2.4.4.3 Power of the court to appoint an independent investigator -- 2.5 Conclusion |
| Notes |
Description based upon print version of record |
|
Chapter 3 An empirical study of the statutory derivative action in Australia |
| Form |
Electronic book
|
| ISBN |
9781000958485 |
|
1000958485 |
|
