The University of Southampton
Courses

MANG2017 Company Law

Module Overview

The aim of this module is to situate Accounting and Management students in the Company Law environment where accountants and business managers typically work. Students will consider the legal frameworks of the commercial world to gain an understanding of how and why businesses are organised in particular ways. The students will examine the different legal forms available for commercial entities, so that they understand the implications of corporate and non-corporate businesses. Students will consider the legal liabilities of business enterprises and the responsibilities of professional business accountants, auditors and managers. The aim of the module is to equip students with knowledge and understanding of various aspects of Company Law so that they are able to apply that knowledge in their work. In particular students will be posed with problem scenarios that they may encounter as financial advisors and business managers in the commercial world.

Aims and Objectives

Module Aims

This module builds on the framework of legal knowledge laid down in Commercial Law. The overall aim of this module is to enable you to understand the implications of the legal environment that is Company Law, within which accountants and directors work. The module therefore examines the legal form and effect of the company, with a brief comparison to non-corporate arrangements. The module aims to equip you with both knowledge and understanding of aspects of Company Law and the ability to apply that knowledge and understanding to factual situations, in particular those problems likely to be encountered at within the company framework.

Learning Outcomes

Knowledge and Understanding

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

  • Identify and evaluate the advantages and disadvantages of different forms of business organisation, in particular partnerships and companies
  • Assess and evaluate the concept of limited liability and its repercussions on the modern economy
  • Explain the rights and duties of shareholders, in particular the rights of minority shareholders
  • Describe the appointment and removal of directors and explain directors powers, duties and liabilities
  • Distinguish between shares and debentures and explain the nature and functions of fixed and floating charges
  • Describe the role of auditors in the legal setting and explain the nature of the auditors duties and liabilities
  • Explain the nature and functions of receivership, administration and winding-up, and the rights of creditors and employees in a liquidation
Subject Specific Intellectual and Research Skills

Having successfully completed this module you will be able to:

  • Locate sources of legal information relevant to working in the commercial world
  • Demonstrate skills of legal research and analysis
  • Identify relevant legal issues from the surrounding contextual facts
  • Consider how policies and values of commerce and finance interact with the discipline of law
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

Syllabus

• 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

Learning and Teaching

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.

TypeHours
Lecture24
Seminar10
Preparation for scheduled sessions100
Revision16
Total study time150

Resources & Reading list

Southampton University Law Resources.

Brenda Hannigan (2015). Company Law. 

Southampton University Law Resources.

Janet Dine, Marios Koutsias (2014). Company Law. 

James Marson (2015). Business Law. 

Southampton University Law Resources.

Charles Wild and Stuart Weinstein (2013). Smith and Keenan's Company Law. 

John Lowry, Arad Reisberg (2012). Pettet's Company Law: Company Law and Corporate Finance. 

Derek French, Stephen Mayson & Christopher Ryan (2015). Mayson, French & Ryan on Company Law. 

Alan Dignam and John Lowry (2014). Company Law. 

Lucy Jones (2015). Introduction to Business Law. 

Assessment

Formative

In-class Test

Summative

MethodPercentage contribution
Coursework  (2000 words) 30%
Examination  (2 hours) 70%

Repeat

MethodPercentage contribution
Coursework  (2000 words) 30%
Examination  (2 hours) 70%

Referral

MethodPercentage contribution
Examination  (2 hours) 100%

Repeat Information

Repeat type: Internal & External

Linked modules

Pre-requisite: MANG1014, Commercial Law

Costs

Costs associated with this module

Students are responsible for meeting the cost of essential textbooks, and of producing such essays, assignments, laboratory reports and dissertations as are required to fulfil the academic requirements for each programme of study.

In addition to this, students registered for this module typically also have to pay for:

Textbooks

Recommended texts for this module may be available in limited supply in the University Library and students may wish to purchase the core/recommended text as appropriate.

Please also ensure you read the section on additional costs in the University’s Fees, Charges and Expenses Regulations in the University Calendar available at www.calendar.soton.ac.uk.

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