Module Information

Module Identifier
Module Title
Academic Year
Semester 2
Mutually Exclusive
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 Type Assessment length / details Proportion
Semester Exam 1.5 Hours   100%
Supplementary Exam 1.5 Hours   100%

Learning Outcomes

On completion of this module:

1. Students should be able to identify and describe the main company law principles underlying business transactions carried out by an agent and the significance of these principles in the commercial world.

2. Students should be able to identify and describe the main legal principles underlying business vehicles, such as partnerships and companies, and explain in what situations they are commercially advantageous.

3. Students should be able to describe how the company is internally organized and its relations to outsiders.

4. Students should be able to describe the legal duties of corporate managers and advisors to shareholders, creditors and other stakeholders and their ramifications in different scenarios.

Brief description


Company Law for business students 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.


  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.

Reading List

Recommended Text
Bourne, Nicholas (2010) Bourne on Company Law 5th ed. Routledge Primo search Dine, Janet. (2009) Company Law 7th ed. Palgrave Macmillan Primo search Gower, L. C. B. (2008) Gower and Davies: The Principles of Modern Company Law 8th ed. Sweet & Maxwell Primo search Kershaw, David (2009) Company Law in Context : Text and Materials Oxford University Press Primo search Marc Moore (2010) Company Law Statutes 2009-2010 Routledge-Cavendish Primo search


This module is at CQFW Level 6