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Company Law Foundation

Module description

Company Law is a subject of great practical and theoretical interest, with important links to business and to other areas of law.  Because of the importance of companies to the economy and society, it is also a subject that is continually part of the wider political debate. It would be all but impossible to go through life without dealing with companies (whether large or small): lawyers, business people, advisors, employees, customers, suppliers, creditors, politicians – all have to engage with companies at some level or another.  In this module, you will consider both private and public companies and examine the nature of the corporate form and the constitution and administration of companies, and will focus on the key players in the corporate drama – directors and shareholders – and their relationship to one another. Lectures are shared with Company Law (LAW3043). 

Module aims - intentions of the module

This module is only available to students studying for the JD on the HKUST-Exeter Programmes in Law. The aim of this module is to introduce you to some of the key topics and themes in Company Law / Business Associations.  It is not an ‘introduction’ to the subject in the sense of providing you with relatively shallow knowledge over a wide range of topics; instead it considers in depth some of the main ideas underpinning Company Law and thus provides a foundation in the subject.

Having completed the module you should have gained an appreciation of the role of the company as a form of business enterprise and a thorough understanding of some of the aspects of its legal regulation, focusing on the nature of the company and the positions of directors and shareholders within the company. The module aims to enable you to identify legal issues and problems arising through the use of a company, to consider and analyse areas of legal complexity within the topics covered and advise appropriately on the legal resolution of problems. The module covers various topics concerning the use of the corporate form, in particular looking at issues arising on incorporation, issues arising from the company's structure, administration and management and issues with directors' obligations and minority shareholder protection.

Intended Learning Outcomes (ILOs)

ILO: Module-specific skills

On successfully completing the module you will be able to...

• 1. demonstrate detailed and comprehensive knowledge of company law and a substantial range of major concepts, values and principles relevant to its application
• 2. demonstrate ability to identify, explain and critically evaluate key issues in company law and to apply relevant rules and theories

ILO: Discipline-specific skills

On successfully completing the module you will be able to...

• 3. demonstrate detailed and comprehensive knowledge of legal concepts and their contextual, social, and political implications
• 4. demonstrate ability to apply legal knowledge to a problem or case study and to suggest a conclusion supported by relevant arguments

ILO: Personal and key skills

On successfully completing the module you will be able to...

• 5. demonstrate ability to manage relevant learning resources, information, and learning strategies, and to develop own arguments and opinions with minimum guidance
• 6. demonstrate ability to work independently and to manage time efficiently in preparing for scheduled learning activities, exercises and assessment

Syllabus plan

Whilst the module’s precise content may vary from year to year, it is envisaged that the syllabus will cover some or all of the following topics:

• Introduction: business enterprise and the company ;
• Corporate form  and structure;
• Ownership and control: shareholders, directors and decision-making; corporate governance ;
• Duties and remedies: directors’ duties;
• Shareholder remedies;
• Revision Session

Learning activities and teaching methods (given in hours of study time)

Details of learning activities and teaching methods

Formative assessment

Summative assessment (% of credit)

Details of summative assessment

Details of re-assessment (where required by referral or deferral)

Indicative learning resources - Basic reading

This reading list is indicative, providing an idea of textbooks that may be useful to you on this module, but it is not a confirmed or compulsory reading list:

The latest editions of:

Hudson, Understanding Company Law (Routledge)

Mayson, French and Ryan on Company Law (Blackstone Press)

Hannigan, Company Law (Oxford)

Indicative learning resources - Web based and electronic resources

www.companieshouse.gov.uk

www.dbis.gov.uk

Key words search

HKUST, JD, Company, Company Law, Corporate Law, Business Associations, Businesses