Module Information
Course Delivery
| Delivery Type | Delivery length / details |
|---|---|
| Lecture | 16 Hours total |
| Seminars / Tutorials | 3 Hours. 3 x 1 hour seminars. |
Assessment
| Assessment Type | Assessment length / details | Proportion |
|---|---|---|
| Semester Exam | 1.5 Hours Exam Candidates are not permitted to bring any books, notes or any other materials into the examination. | 100% |
| Supplementary Exam | 1.5 Hours Exam Candidates are not permitted to bring any books, notes or any other materials into the examination. | 100% |
Learning Outcomes
Upon successful completion of this module, students would have acquired a good understanding of the various business vehicles that can be used for trading, become familiar with the concept of corporate personality / limited liability and lifting the corporate veil, understood the importance of Articles of Association, learned the duties of company directors as codified under Companies Act 2006, gained an understanding of minority rights within a system that allows and encourages majority rule, become familiar with the concept of agency / corporate contracting and the role of auditors in a company, become aware of the various means of company financing, the management of capital and the manner in which it can be legitimately reduced, understood broadly the various ways in which a company can be wound up.
Content
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' role and function 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. The lectures provide the legal background which will allow students to describe and evaluate the legal implications of incorporation of registered companies (and partnerships) which operate in England and Wales. The module will encourage a thoughtful and critical approach to each of the topics examined in the course.
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. It will briefly examine the development and effects of Companies Act 2006. 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 ReadingDine, 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