Course Code : LAW 311
Course Title : Company Law
Weekly Teaching Hour: 2-hours lecture per week, 1 (1-hour) tutorial every week
Who may enrol : Compulsory course for year 3 (junior) LLB students .
Prerequisites : Previously studied and passed a Laws courses
Lecturer : To be announced on August 2020
Description : Company law is a topic of major current interest for practitioners and academics alike, raising critical issues concerning the proper governance of the corporation. Focussing on the Companies Act 2006, this unit identifies and examines a number of key issues in UK company law from both a practical and theoretical perspective. Particular emphasis is placed on the relationship between: on the one hand, the modern framework of statutory rules and other regulations governing the company’s specific operations; and, on the other, the long-standing body of common law and equitable doctrine which continues to define many of the company’s most important legal features.
The course involves a consideration of the ramifications of the corporate entity doctrine, under which a company is treated as a person separate and distinct from its members. This is followed by an analysis of the constitutional structure of companies, for it is this which determines what rights the shareholders have against the assets of the company and against each other. A central part of the course examines the legal structures within which the controlling organs of the company, the directors and shareholders, relate to each other, an area much in the public eye at present in the light of recent failures in corporate governance. Also examined here are the duties and liabilities of directors. As companies are so often affected by internal conflict it is also necessary to look at the statutory and common law protections given to minority shareholders. The regulation of share capital is further considered. The course is taught from a critical perspective and considers current ideas in the theory of company law.
Recommended Textbook (s) and Supplementary Books :
- Mayson, French & Ryan on Company Law , 32 edition, by Derek French (Author), Stephen Mayson (Author), Christopher Ryan (Author), OUP Oxford; ISBN-10: 0198733348, ISBN-13: 978-0198733348
- Company Law (Core Text) ,7 edition , by Alan Dignam (Author), John Lowry (Contributor), Oxford University Press, ISBN-10: 0199643229 , ISBN-13: 978-0199643226
- Core Statutes on Company Law 2019-20 ,4th Edition, by Cowan Ervine (Author), Kindle Edition, Red Globe Press; ASIN: B07WNWPH5M
- Reading lists and other materials will be provided for students registered on the course via online by lecturer.
Class Participation 10%,
Mid-term Examination 30%,
Assignments 10%, 2 x formative essays
Final Examination 50%, 100% Unseen 3-hour written examination
Attendance 95 % compulsory.