Module and Programme Catalogue

Search site

Find information on

2019/20 Taught Postgraduate Module Catalogue

LAW5550M Corporate Law

15 creditsClass Size: 180

Module manager: Dr Colin Mackie
Email: C.Mackie@leeds.ac.uk

Taught: Semester 1 View Timetable

Year running 2019/20

This module is approved as an Elective

Module summary

The module will explore the legal nature of companies with an emphasis on the limited liability company and the separate personality of such companies. Following this the module will examine the constitution of companies and issues relating to contracting on behalf of the company. Then the principles of corporate governance and the roles of the general meeting and directors will be examined, with some emphasis on directors' duties. Finally, the module will examine the problems that shareholders might be confronted with during the life of a company and of what remedies they can avail themselves, with particular attention being given to the unfair prejudice ground in the Companies Act and will examine takeover regulation.

Objectives

On completion of this module, students should be able to:
- to provide an opportunity to learn about the main features of UK company law;
- to develop an understanding of the legal nature of a company, and the concepts of separate legal personality and limited liability;
- to study nature, format and effect of the constitution of the company;
- to consider the nature of share capital and various forms of share capital;
- to develop an understanding of the main principles of corporate governance, the roles of the general meeting and the directors;
- to examine directors' duties to the company;
- to consider the problems that may confront shareholders and what remedies might be available to them;
- to study the regulation of takeovers in the UK;
- to understand the similarities and differences between the UK and other jurisdictions where relevant;
- to develop an ability to apply principles and rules of corporate law so as to be able to solve problems;
- to improve the ability to deploy techniques of scholarship and research characteristic of a post-graduate course in law;
- to improve skills in verbal and written communication.

Learning outcomes
Students will be able to:
- to explain and analyse the legal nature of a company, and the concepts of separate legal personality and limited liability;
- to understand and describe the nature, format and effect of the constitution of the company;
- to discuss the nature of share capital and list the various forms of share capital;
- to explain the main principles of corporate governance, the roles of the general meeting and the directors;
- to understand and analyse directors' duties to the company;
- to describe and analyse the problems that may confront shareholders and what remedies might be available to them;
- to discuss and critique the regulation of takeovers in the UK;
- to understand the similarities and differences between the UK and other jurisdictions where relevant;
- to evaluate the law in the above areas and critically discuss proposals for reform.


Syllabus

The module will explore the legal nature of companies with an emphasis on the limited liability company and the separate personality of such companies. Following this the module will examine the constitution of companies. Then the principles of corporate governance and the roles of the general meeting and directors will be examined, directors' duties, including the duty of care and directors' duties to take account of creditor interests. The module will examine the problems that shareholders might be confronted with during the life of a company and of what remedies they can avail themselves, with particular attention given to the derivative action and the unfair prejudice (elsewhere termed the oppression) remedy. Finally it will examine takeover regulation.

Teaching methods

Delivery typeNumberLength hoursStudent hours
Seminar101.5015.00
Private study hours135.00
Total Contact hours15.00
Total hours (100hr per 10 credits)150.00

Private study

135 hours are allocated to private study. It is expected this will consist of preparation for seminars, reading and reflection following each teaching session and prepartion for assessments.

Methods of assessment


Coursework
Assessment typeNotes% of formal assessment
Essay1 x 4,000 word essay100.00
Total percentage (Assessment Coursework)100.00

Normally resits will be assessed by the same methodology as the first attempt, unless otherwise stated

Reading list

The reading list is available from the Library website

Last updated: 29/07/2019

Disclaimer

Browse Other Catalogues

Errors, omissions, failed links etc should be notified to the Catalogue Team.PROD

© Copyright Leeds 2019