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Company Law in New Zealand, 2nd edition (eBook)

Company Law in New Zealand, 2nd edition (eBook)

Watts, P.; Campbell, N.; Hare, C.,

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eBook 9781927313176 $150.00
Book 9781927313169 $150.00
Red Book CNNZRED0SU $150.00

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A comprehensive discussion and analysis of the principles of company law in New Zealand.


Format: ePub

This title is also available in Practitioner Book Online format.


Company Law in New Zealand provides a comprehensive discussion and analysis of the principles of company law in NZ. The work covers all aspects of the law relating to companies from the fundamentals of company law and the operation of the company’s business through to formal insolvency.



     •     Easy to use
     •     Collaboratively written by a panel of expert authors
     •     Includes discussion of amendments to the Companies Act 1993 and Limited Partnerships Act 2008 that came into force in 2014


Related Titles

Watts, Director’s Powers and Duties, 2nd ed. (2015) 

Morison’s Company and Securities Law, (Looseleaf), 

Farmer and Hillind, Student Companion: Company Law, 2nd edition (2015)


Peter Watts QC, FRSNZ

Peter Watts, Professor of Law, University of Auckland is an internationally respected researcher, teacher and practitioner in commercial law. His principal specialisms are in company law, agency law and the law of restitution. In 2014, he was elected a Fellow of the Royal Society of New Zealand (Te Apārangi), one of only four lawyers to hold such a fellowship. Professor Watts attended the University of Canterbury before completing his masters at the University of Cambridge. Before joining the faculty at the University of Auckland in 1985, he had worked at Duncan Cotterill and at Chapman Tripp. He also practises as a barrister at Bankside Chambers in Auckland, and is a door tenant at Fountain Court Chambers, the Temple, London. As well as co-authoring Company Law in New Zealand, Professor Watts is the author of Directors’ Powers and Duties and General Editor of Bowstead & Reynolds on Agency.

Neil Campbell QC

Neil Campbell is a barrister at Shortland Chambers, Auckland. He was previously an Associate Professor in the Faculty of Law at the University of Auckland, and prior to that taught at the University of Nottingham.

His practice, teaching, and research are focused on contract law, insurance law, company law, securities regulation, and land law. He has been published extensively in a range of leading texts and peer-reviewed publications. These include: Hinde McMorland and Sim Land Law in New Zealand, Morison’s Company and Securities Law, the Cambridge Law Journal, Lloyd's Maritime and Commercial Law Quarterly, the Insurance Law Journal, and the New Zealand Law Review.

Christopher Hare

Christopher Hare is the Travers Smith Associate Professor of Corporate and Commercial Law at the University of Oxford and a Tutorial Fellow of Somerville College. He was an undergraduate at Trinity College, Cambridge and read for an LLM at Harvard Law School and the Bachelor of Civil Law (BCL) at Brasenose College, Oxford. He practised as a barrister for several years at 3 Verulam Buildings, Gray’s Inn, specialising in banking and commercial law, before taking up a fellowship at Jesus College, Cambridge and then spending seven years in New Zealand as Senior Lecturer in the Law Faculty, The University of Auckland. His research and teaching focus is on banking law, company and commercial law and the law of obligations generally.

As well as co-authoring Company Law in New Zealand, he is the editor of Ellinger’s Modern Banking Law (OUP, 2011) and a contributor to Paget’s Law of Banking (LexisNexis, 2014).

Table of Contents

Part 1: The fundamentals of property law

1         The company in context
2         Corporate personality
3         The consequences of incorporation
4         Formation of companies
5         Constitution and other governance instruments
7         Distributions

Part 2: Operating the company’s business

8           The division of powers between directors and shareholders
9           Directors – definition and status
10         Company meetings
11         Company contracting

Part 3: Directors’ duties

12         Directors’ duties - sources and beneficiaries
13         Duty to act in the best interests of the company
14         Liability for profiting
15         Conflicts of interest
16         The directors’ duty of care, skill and diligence and compliance with the Act and constitution
17         Insolvency and directors’ duties
18         Duties owed to shareholders and the duty to act for a proper purpose
19         Ratification of directors’ breaches of duty

Part 4: Shareholder’s rights and remedies

20         Shareholder remedies: personal rights, corporate rights and the derivative action
21         Shareholder remedies: winding up, buy-outs and relief from oppressive, discriminatory or unfairly prejudicial conduct

Part 5: Accounts, audits and records

22         Accounts, audits and records

Part 6: Mergers, takeovers and amalgamations

23         Corporate takeovers
24         Amalgamations

Part 7: Formal insolvency

25         Insolvency proceedings

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