COMPANY LAW - 2023/4

Module Overview

The limited liability company is the business structure which forms the foundation for the modern economy. Since its invention in the nineteenth century, it has provided the legal basis for the Industrial Revolution and the modern global capitalist system. It has been copied in every advanced economy in the world. England and Wales adopted a new statutory foundation for its corporate law in the Companies Act 2006, which is accordingly the main focus for this module. The principles, however, have been developed by statute and common law over more than one hundred and seventy years.

In accordance with the design and ethos of the LLB, Company Law will be approached through a critical examination of the historical, political and economic background of the current law and through an emphasis on how Company Law operates in context. The aim of this module, therefore, is to enable students to acquire a sound knowledge base of the theoretical and substantive aspects of company law and to develop a practical understanding of the legal aspects of running public and private limited companies.

Module provider

School of Law

Module Leader

JAMES Timothy (Schl of Law)

Number of Credits: 15

ECTS Credits: 7.5

Framework: FHEQ Level 6

Module cap (Maximum number of students): N/A

Module Availability

Semester 1

Prerequisites / Co-requisites

None

Module content

• Introduction to company law: forms of business organization.


• Legal personality and limited liability.


• The constitution of a company.


• Directors powers and duties.


• Membership and protection of shareholders rights.


• Equity and debt capital


• Corporate rescue and company liquidation.


• Corporate governance Corporate social responsibility

Assessment pattern

Alternative Assessment

N/A

Assessment Strategy

The assessment strategy is designed to provide students with the opportunity to demonstrate: that they have achieved the module learning outcomes and, by association, developed employability skills, digital capabilities, sustainability awareness and resourcefulness and resilience in addition to the other stated module attributes.

Thus, the summative assessment for this module consists of:

• a 3000 word coursework assessment.

Formative assessment

The patchwork assessment exercise involves students submitting short written formative pieces based on their own reading and research in response to a series of structured questions, which lead up to a summative essay on the theoretical issues raised by the syllabus.

There will also be a two-hour plenary whole-cohort session during which students will be shown how to give self- and peer feedback on problem-based questions.

Feedback

Students will receive individual oral feedback from module tutors on each of their patchwork submissions (included in the guided learning hours), and also rubric-based feedback through SurreyLearn.

Students will also receive informal tutor and per feedback in the tutorial sessions on their preparation for problem-based questions.

The assessment method for each module has been selected to test a variety of key skills, competencies and outcomes as required by QAA. As such, the assessment method cannot be changed. Reasonable adjustment may be made on application subject to ALS approval AND only where such adjustment still allows for the required skills, key competencies and outcomes to be assessed at an equivalent level.

Module aims

• Enhance and develop students' digital capabilities
• Promote students' employability
• Enhance students' global and cultural capabilities
• Develop resourcefulness and resilience
• Promote sustainability

Learning outcomes

Methods of Teaching / Learning

The learning and teaching strategy is designed to: ensure that students achieve the stated module learning outcomes and develop competencies through their learning that will enhance the University core educational objectives of employability, digital capabilities, global and cultural intelligence, and resourcefulness and resilience.

The learning and teaching methodology is designed around large group lectures and small group tutorials.

The lectures will be of two hour duration, each of which will consist of an approximately one-hour didactic lecture on one of the major substantive elements of Company Law and an approximately one-hour interactive exercise where students will work together on the analysis or application of substantive law, with the objective of developing their cognitive and practical skills, both generally and in relation to the subject matter of the module.

The tutorials will concentrate on the application of students¿ advanced problem solving skills to the specific issues raised by the subject matter of the module and the presentation of solutions supported with reasoned authority and critical analysis of the law; and also on developing students abilities to make connections across the syllabus and show how they have comprehended the complex interactive and mutually contingent nature of the main elements of Company Law.

Indicated Lecture Hours (which may also include seminars, tutorials, workshops and other contact time) are approximate and may include in-class tests where one or more of these are an assessment on the module. In-class tests are scheduled/organised separately to taught content and will be published on to student personal timetables, where they apply to taken modules, as soon as they are finalised by central administration. This will usually be after the initial publication of the teaching timetable for the relevant semester.

Reading list

https://readinglists.surrey.ac.uk
Upon accessing the reading list, please search for the module using the module code: LAW3145

Other information

Students¿ digital capabilities will be significant in their making maximum use of the feedback available through the patchwork assessment process on this module: the rapid and personal feedback is possible for the entire cohort only by use of multiple digital systems (e¿g¿ many aspects of SurreyLearn, including assessment rubrics; and remote interactive communications systems ¿ Zoom or Teams).

The employability of students is promoted by familiarity with the key importance of understanding and skills in this topic not only to commercial legal practice, but also to other crucial private-sector employers including accountancy, consultancy and all career paths in the corporate sector. Almost all industries, both for-profit and non-profit, operate principally through incorporated organisations. This is also a foundation for one of the most important parts of the syllabus for qualification as a solicitor, although not treated as a foundation subject on most Law degrees.

The international nature of the corporate sector, and the convergence of corporate legal systems in almost all developed and developing economies, make this subject a rich source of enhancement of students¿ global and cultural capabilities. The development of corporate governance is a global phenomenon, and it is not possible for corporate legal systems to develop in isolation from others if international trade and co-operation are to remain viable. Indeed, the centrality of legal regulation of corporate bodies to the global economic system is a major focus of the module. This is one of the reasons for the two-part assessment strategy: the patchwork essay compels concentration on issues which go beyond single-jurisdiction laws.

Another justification for the patchwork essay is the motivation it provides to students to develop their resourcefulness in responding to feedback. The explicit development of high-level feedback literacy is intended to promote students¿ self-reliance on their ability to analyse and critique their own work and improve it without passive reliance on the input of tutors.

One of the most significant threats to sustainability is the continued success of corporate capitalism. Therefore the corporate sector (and its regulation by law and governance mechanisms) must become a major part of any solution. Students¿ critical understanding of this (and not mere slavish application of the rules of the historic system) is crucial to their becoming promotors of an improved global economic and financial system which will make a sutainable future viable.

Programmes this module appears in

Please note that the information detailed within this record is accurate at the time of publishing and may be subject to change. This record contains information for the most up to date version of the programme / module for the 2023/4 academic year.