Module leader: Dr Katharina Moser
Teaching and assesment (2017-18): Semester 2, 1 x 3 hour examination
This module will provide students with an understanding of the legal regime applying to companies as well as the debates around key developments in company law reform in the UK. While the focus is on statutory and case law, students will gain understanding of how corporate law operates in practice in the commercial world. The module begins by examining companies as a distinct type of business organisation and the development of company law regulation. It addresses some fundamental issues, such as the separate legal personality and limited liability, before moving to discuss the legal position of the different groups of actors, such as company directors and shareholders. Topics here include the duties of directors, the protection of minority shareholders, disqualification of directors and the insolvency regime. The course also examines key aspects of corporate share capital and some of the specific requirements applying to large public companies.
Indicative seminar topics:
- Companies and company law development
- Corporate personality and limited liability
- Share capital and capital maintenance
- Shareholder democracy
- Directors’ position and powers
- Directors duties and liability
- Directors and insolvency
- Shareholder remedies
The key textbook for the course will be Brenda Hannigan, Company Law, OUP, 4thed, 2015. A detailed reading list per topic will be supplied at the first seminar.