Lloyd's Maritime and Commercial Law Quarterly
BOOK REVIEW - COMPANY LAW IN GREAT BRITAIN
By Dr Peter Meinhardt and Nigel Davis
Published by Gower Publishing Co. Ltd., London (1982, xix and 138 pp., plus 20 pp. Bibliography and Index) Hardback £17.50
This is an expensive short book. The authors deal with five main Companies Acts and other related legislation in 138 pages of text, the left-hand side of which is mainly occupied by sub-titles. It is perhaps not surprising, therefore, to find an exclusion clause at the beginning of the book which disclaims any liability to any party for “loss or damage caused by errors or omissions” in the book. Such clauses do not instill confidence in the prospective purchaser or reader, especially given the cost of the text, and the need for such protection must be questioned.
The book is a companion volume to Company Law in Europe and is structured in the same way so as to give ease of comparison. However, the authors recognise the problem of this structure given the special features of British law and additional headings have had to be created on, for example, such topics as insider dealing which is indexed as para. 13A. There are no page numbers, the references at the top of each page are to paragraph numbers.
The market for this book is identified by Lord Lloyd of Kilgarren in the preface as being to assist “English-speaking lawyers, or accountants and businessmen with no legal knowledge in all countries of the world in finding practical answers to their day-to-day problems”. To this end the book concentrates on procedural issues, the rules relating to capital and the effect of the Companies Act 1980 on directors. Of necessity in a short book, the authors admit that “exceptions and moot points are disregarded” and have tried to be brief. However, in such an area of law it is a difficult task to be brief without being misleading, and on occasions the very general statements offered are not going to be of much use to someone seeking answers to “day-to-day problems”.
This book, therefore, inevitably contains what the reviewer considers to be relevant omissions and bland if not misleading statements of legal principles backed up by a proliferation of comments that there are exceptions for “special cases”, or “elaborate rules to ascertain …”, or “certain restrictions”. References are always given as to where these cases, rules or restrictions may be found, but complete practical answers to problems will rarely be discovered in this text alone.
301