Topic module

Company Law

Incorporation, separate personality, shares, directors, decisions, distributions and insolvency basics.

Long-form learning
Concept to Risk to Memory to Check-up

How to study the ATT Qualification

Use Finance Act 2025 for the 2026 tax papers, complete the three foundational CBEs early, apply professional ethics throughout and concentrate option practice on the one paper you will enter.

Core concepts

Concept 1

A company has separate legal personality from shareholders and directors.

Exam cue: Identify whether the obligation belongs to company, shareholder or director.

Concept 2

Directors exercise powers subject to statutory duties, constitution and proper decision processes.

Exam cue: Match a director's conduct to the relevant duty.

Concept 3

Capital, distributions and insolvency rules protect creditors and stakeholders.

Exam cue: Check authority, resolution and filing requirements.

Risk pitfalls and guardrails

Treating company assets as shareholder property.

Guardrail: Do not use an obsolete tax rate, assume a relief, ignore legal form, submit unsupported information or omit the relevant deadline and ethical response.

Assuming limited liability protects a director from every personal claim.

Guardrail: Do not use an obsolete tax rate, assume a relief, ignore legal form, submit unsupported information or omit the relevant deadline and ethical response.

Authorising a distribution without available distributable profits.

Guardrail: Do not use an obsolete tax rate, assume a relief, ignore legal form, submit unsupported information or omit the relevant deadline and ethical response.

Memory anchors

Separate person

The company owns its assets and incurs its own obligations.

Limited liability

Members' liability is generally limited to the agreed contribution.

Director duty

Act within powers, promote success, exercise judgement, care and avoid conflicts.

Resolution

Use the correct decision-maker and resolution type.

Distribution

Pay dividends only from lawfully available profits.

Checkpoint rule

Do the check-up only after you can summarize each concept in one sentence and identify one dangerous pitfall from memory.

Knowledge Check (after reading)

Short check-up to confirm understanding of this module.

Check-up Questions

1-2 question checkpoint

A company signs a contract in its own name. Who normally owns the contractual rights and owes the obligations?

A shareholder has fully paid shares in a limited company that later fails. What is the ordinary liability position?

Answer all questions to submit.

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