Module Catalogue 2024/25

Pre Requisite Comment

n/a

Co Requisite Comment

n/a

Aims

The overall aims of this module are to give students an introduction to Company Law and to enable them to gain knowledge of its main features and some of its specific 'technical' rules; to analyse and evaluate this knowledge; and to gain some understanding of how corporate law operates in practice in the commercial world.

Company law in the U.K. is a vast subject. This module aims to cover the main features of the law and provide an insight into how the legislation works, how it falls to be construed, and how far it succeeds in its actual or apparent aims. It will consider the salient features of the legislation addressing certain key topics along with the important case law. It also aims to provide a firm theoretical base, which seeks to put company law and the governance of companies into a wider context. By the end of the module, students should have gained a general awareness of the technicalities and theoretical structure of company law.

Outline Of Syllabus

-General Introduction - Forms of business organisation
-An introduction to Partnerships and Partnership law
-Types and Classification of Companies
-Formation, Constitution and Governance Structure of Companies
-Corporate Personality and Corporate groups
-Financing: raising capital by issuing shares: Nature of Equity Capital and Shares, Types of Shares and variation of rights.
-Constituting and maintaining the company’s capital
-Company’s Officers: Directors: Role, Appointment, Removal, Duties and Responsibilities: Disqualification of Directors
-Enforcement of Directors’ Duties: Majority Rule and Shareholder Litigation, Minority Shareholder protection

Intended Knowledge Outcomes

At the end of the module students should have acquired a basic knowledge and understanding of:

The fundamentals of partnership Law
The formation, registration and key legal features of a company
The constitution and governance structure of a company
The nature and implications of a Company’s Separate Legal Personality, including its implications for Corporate Groups
Corporate Finance: Share Capital and Capital Maintenance
Company Directors and Directors' Duties: Their substance and enforcement
Protection of Minority Shareholders

Intended Skill Outcomes

Subject-Specific Skills:

1. Ability to analyse and discuss the legal framework surrounding UK company law.
2. Ability to explain the process by which companies are formed and how they operate.
3. Ability to assess and apply the relevant legal provisions.
4. Ability to write and speak with care and precision in the analysis and synthesis of the law.
5. Ability to structure legal argument and analysis.

Cognitive Skills:

1. Analysis; Identifying and ordering issues by relevance and importance.
2. Synthesis of materials from diverse sources.
3. Critical judgement; Discernment between the merits or otherwise of particular arguments.
4. Evaluation; Making a reasoned choice between competing solutions or arguments.

Teaching Rationale And Relationship

The Teaching Methods are based on those that have worked successfully before as adapted for delivery post Covid 19. However, they are also based on the assumption that some face to face delivery may be possible, though there is flexibility as indicated in case this is not the case. Delivery is therefore based on lecture-type materials and commentary and if possible some lecture delivery to give students a solid framework of knowledge and a good base for their independent study and preparation for seminars and assessment. The seminars will aim to consolidate this by identifying key themes and issues arising from each topic with the aim of stimulating students’ interest and enthusiasm for the subject, their engagement with it, and helping them to become active, independent, and reflective learners.

Assessment Rationale And Relationship

This assessment reflects the form adopted post-Covid to replace the previous assessment method of a 3 hours unseen examination. The main component will still be an unseen examination to test their ability across a range of topics and to ensure that they have met the learning objectives and knowledge outcomes by the end of this module. The advice exercise will give students an opportunity to apply their learning to a given scenario, with the slide enabling them to show reflective learning.

General Notes

Original Handbook text: