Company Law

Learning Outcomes

Knowledge and Understanding

Having successfully completed this module, you will be able to demonstrate knowledge and understanding of:

• how to explain the nature and functions of receivership, administration and winding-up, and the rights of creditors and employees in a liquidation.
• how to distinguish between shares and debentures and explain the nature and functions of fixed and floating charges;
• how to describe the appointment and removal of directors and explain directors powers, duties and liabilities;
• how to describe the role of auditors in the legal setting and explain the nature of the auditors duties and liabilities;
• how to assess and evaluate the concept of limited liability and its repercussions on the modern economy;
• how to identify and evaluate the advantages and disadvantages of different forms of business organisation, in particular partnerships and companies;
• how to explain the rights and duties of shareholders, in particular the rights of minority shareholders;

Subject Specific Intellectual and Research Skills

Having successfully completed this module you will be able to:

• demonstrate skills of legal research and analysis;
• consider how policies and values of commerce and finance interact with the discipline of law.
• identify relevant legal issues from the surrounding contextual facts;
• locate sources of legal information relevant to working in the commercial world;

Transferable and Generic Skills

Having successfully completed this module you will be able to:

• demonstrate written knowledge and understanding, analysis, problem solving, identification and application of legal concepts in varying situations;
• locate and make use of legal information from a variety of sources.

Subject Specific Practical Skills

Having successfully completed this module you will be able to:

• apply all of the skills outlined above in your work environment.

• Trading Structures, Limited liability and the nature and function of companies
• Forming the Business Enterprise
• Corporate Initiation and Administration
• Maintenance of Finance and Capital; Shares and Shareholders
• Corporate Management; Directors and auditors
• Protection of corporate interests; Intellectual property, Social and Environmental Responsibility
• Corporate expansion, survival, rescue, insolvency, and dissolution

Teaching and learning methods

Students will gain an overview of the material covered by the module through weekly two hour lectures. The lecture materials will be formatively developed by assisted learning in fortnightly seminars. Students will be guided to appropriate reading and need to prepare for their seminar assignments. Independent study time is necessary for students to achieve a satisfactory level of knowledge and understanding so that they are able to effectively participate and apply that knowledge to practical problem based scenarios.

• Lectures 12 x 2 (24hours)
• Tutorials 5 x 2 hours (10 hours)

Learning activities include:

• Advanced reading of course materials in preparation for both lectures and tutorials.

Lectures

• Handouts containing the lecture material on the PowerPoint Slides will be available on Blackboard prior to the lectures. This is to enable students to resize objects and tables as required and so that the PowerPoint content is available for annotation during the lectures.

Seminars

• Preparation is required in advance of each seminar.
• Students are required to read the chapters assigned in the seminar Hand-Out (provided at the beginning of course) in a commercial law text book (details provided and books discussed at the beginning of course).
• Students are referred to other primary and secondary resources outlined in the Seminar Hand-out and required to:
• Conduct research exercises; and
• Prepare answers for the:
• Assignment questions
• Group exercises

Revision

• Module Outline available on Blackboard throughout the course.
• PPT/Word document handout available on Blackboard before each lecture
• On-line resources available with course text books.

Resources & Reading list

Internet Resources

Southampton University Law Resources.

Southampton University Law Resources.

Southampton University Law Resources.

Textbooks

Charles Wild and Stuart Weinstein (2016). Smith and Keenan's Company Law. Pearson.

James Marson, Katy Ferris (2020). Business Law. Oxford University Press.

Derek French, Stephen Mayson & Christopher Ryan (2018). Mayson, French & Ryan on Company Law. Oxford University Press.

Lucy Jones (2019). Introduction to Business Law. Oxford University Press.

Formative

This is how we’ll give you feedback as you are learning. It is not a formal test or exam.

Summative

This is how we’ll formally assess what you have learned in this module.

Referral

This is how we’ll assess you if you don’t meet the criteria to pass this module.

Repeat

An internal repeat is where you take all of your modules again, including any you passed. An external repeat is where you only re-take the modules you failed.

Repeat Information

Repeat type: Internal & External