Module Information

Module Identifier
LA31310
Module Title
COMPANY LAW
Academic Year
2010/2011
Co-ordinator
Ms Sujitha Subramanian
Semester
Semester 1
Mutually Exclusive
LA37810
Pre-Requisite
GF10110/LA10110 or LA30110 or LA15710 and GF15830/LA15830 or LA35830
Other Staff
 

Course Delivery

Delivery Type Delivery length / details
Lecture 16 Hours. Two one hour lectures per week
Seminars / Tutorials 3 Hours. Three one hour seminars
 

Assessment

Assessment Type Assessment length / details Proportion
Semester Exam 1.5 Hours   100%
Supplementary Exam 1.5 Hours   100%

Learning Outcomes

Upon successful completion of this module, students will be able to identify and differentiate between different business structures. Additionally, students will be able to define the principle legal issues that arise within company law and to relate these issues to the commercial situations that arise within modern society. Additionally the module will develop student's ability to evaluate legal tools and to apply those tools within practical settings.

Content

1. Business Vehicle: sole traders, partnerships, limited liability partnerships and companies.
2. Legal Status of Companies: the concept of separate legal personality.
3. Company Formation and Classification: The dissolution of a Company, pre-incorporation contracts.
4. The Company Constitution: the memorandum of association and articles of association.
5. The Contractual Capacity of the Company: Agency, ultra vires and directors' authority.
6. The Organs of the Company: the general meetings of shareholders and the board of directors and the division of power between the shareholders and directors.
7. Directors' Duties.
8. Auditors and the Company Secretary: their role and functions within the company.
9. Share Capital and Loan Capital.
10. The Protection of Minority Shareholders.

Aims

The module aims to enable students to identify and describe the main legal principles relating to individual business structures and company law. Additionally the module aims to enable students to distinguish between and explain the case law and statute law that underpin these areas and to recognise their relevance within the commercial world.

Brief description

Company Law will provide an overview of the various vehicles businesses may adopt to carry on their activities and their relative advantages and disadvantages. The lectures provide the legal background which will allow students to describe and evaluate the legal implications of incorporation for all the parties concerned for registered companies (and partnerships) which operate in England & Wales.

The areas of law examined in this module will be of assistance to students intending to pursue careers in law, accountancy, business management, financial services and related occupations.

Reading List

Essential Reading
Dine, Janet and Koutsias, Marios (2009) Company Law 7th ed. Palgrave Macmillan Primo search Gower, L. C. B. and Davies (2008) Principles of Modern Company Law 8th ed. Sweet & Maxwell Primo search Moore, Marc (2011) Company Law Statutes 2010-11 Routledge Cavendish Primo search Recommended Text
Bourne, Nicholas (2010) Bourne on Company Law 5th ed. Taylor & Francis Group Primo search Hannigan, Brenda M. (2009) Company Law 2nd ed. Oxford University Press Primo search Kershaw (2009) Company Law in Context Oxford University Press Primo search Sealy & Worthington (2010) Sealy's Cases and Materials in Company Law 9th ed. Oxford University Press Primo search

Notes

This module is at CQFW Level 6