company law 2

Question 1

How does corporate governance relate to company law?

Answer 1

Ensures companies are run ethically and transparently.

UK Corporate Governance Code 2024 applies to listed companies.

Balance between shareholder interests and wider stakeholders.

Question 2

What are the differences between private and public companies?
Private Companies (Ltd):

Answer 2

Cannot offer shares to the public.

Less regulatory requirements.

Often owner-managed.

Question 3

What are the differences between private and public companies?Public Companies (Plc):

Answer 3

Can raise capital from the public via stock exchanges.

More regulatory requirements (e.g., annual financial disclosures).

Subject to UK Corporate Governance Code.

Question 4

What legal mechanisms exist to protect minority shareholders?

Answer 4

Derivative actions (s.260 Companies Act 2006)

Unfair prejudice claims (s.994 Companies Act 2006)

Just and equitable winding-up (s.122 Insolvency Act 1986)

Question 5

How should answers in the exam be structured?

Answer 5

Apply legal principles to scenario-based questions.

Use ‘Risk/Opportunity’ analysis to show balance.

Provide both theoretical and practical perspectives.

Refer to relevant case law and statutes where applicable.