Module LAW40630: CURRENT ISSUES IN COMPANY LAW

Department: Law

LAW40630: CURRENT ISSUES IN COMPANY LAW

Tied To

• M1K116: Laws
• M1K216: International Legal Studies (not running 2010/11) (see Postgraduate Handbook 2010-2011 for details)
• M1K516: European Legal Studies (see Postgraduate Handbook 2007-2008 for details)

Pre-requisites

Corequisites

Excluded Combinations

Aims

• The module aims to introduce students to the main principles of UK company law, and the current issues of controversy that the regulation of companies within the UK presents.

Content

• The following are the main topics which will be addressed during the module:
• 1. Corporate personality and limited liability, lifting the corporate veil
• 2. The peculiarities of smaller companies, and the extent to which company law meets their special needs
• 3. The removal of directors from office
• 4. Directors’ duties — content
• 5. Directors’ duties — enforcement
• 6. Majority rule and minority protection: contractual planning
• 7. Minority protection — shareholder statutory remedies
• 8. Creditor protection, including disclosure, disqualification, wrongful trading and (very briefly) capital maintenance
• 9. Ultra vires and agents’ authority
• 10. The problem of corporate groups and multinationals

Learning Outcomes

• Learn the main principles and rules that make up UK company law,
• Understand the controversies those principles and rules generate, and
• Understand the competing positions that different commentators on UK company law adopt,

• Be able to describe and apply the legal principles and rules that constitute UK company law
• Understand the main debates about UK company law
• Critically evaluate the competing positions that different commentators on UK company law adopt

• Understanding of complex materials
• Ability to describe accurately and comprehensibly the arguments and analysis of other commentators
• Ability to critically evaluate the arguments of others

Modes of Teaching, Learning and Assessment and how these contribute to the learning outcomes of the module

• Lectures will be used to convey the main principles and rules that make up UK company law doctrine, the debates that surround that doctrine, and to point students towards further literature thereon. In private study, students will follow up such reading, and work through seminar sheets which together should promote the learning outcomes described above. In seminars themselves, students will have the opportunity to test, and to develop, their own understandings and knowledge of the materials presented in lectures/private study.
• The assessment will give each student the opportunity to show the extent to which (a) they have understood, and are able comprehensibly to describe and apply, the existing legal principles and rules that make up UK company law, the controversy this regulation generates, and (b) they are able critically to evaluate the arguments of others regarding these controversies.

Teaching Methods and Learning Hours

Summative Assessment

Formative Assessment

One essay of up to 2,500 words.