LAWCOMM 755 - Corporate Finance

Lecturer biography

Joe McCahery is Professor of International Economic Law and Professor of Financial Market Regulation at the Tilburg University Faculty of Law and the Tilburg Law and Economics Center (the Netherlands), and a guest contributor to the Oxford Business Law Blog.

Course outline

The topic of this course is various restructuring policies that firms carry on around the world. We will analyse their motivation and consequences in an international context. Besides small changes of operations, corporations engage in three different types of major restructuring policies:

  1. Corporate transformations or asset sales
  2. Bankruptcy and corporate reorganization
  3. Mergers or large acquisitions

We will cover these three major policies with a focus on their financial consequences in various legal environments.

Learning outcomes

At the end of this course students will be able to:

  • Understand the law and finance of bankruptcy, corporate restructuring and takeovers in the US
  • Understand the decision-making processes of corporate managers, shareholders, creditors, unions and financial specialists
  • Understand the investment law and its potential decision-making process of corporate boards
  • Understand raising capital on foreign markets


  • 80% research essay of 12,500 words due by 12pm, Thursday 18 October 2018
  • 20% class participation and presentation

Research Essay

Each student is required to submit a research essay of no more than 12,500 words including an abstract/synopsis of 500 words. The essay is to be original work, relying on secondary and primary sources. It MUST be the work of the enrolled student. Another person, other than the enrolled student, MUST NOT write the essay nor do the research on behalf of the enrolled student. Plagiarism is not permitted and in that regard each student should read the University’s plagiarism policy and adhere to it. All students will be expected to sign a plagiarism declaration when submitting their essays. Students must also use proper legal citations and include a reading list at the end of their type-written essay. The essay should be comprised of properly crafted English sentences (note form is unacceptable). The use of sub-headings is encouraged and footnotes rather than Harvard style in-text referencing are to be used.

Descriptive essays are not encouraged. Instead students are expected to engage with relevant legal issues by: critiquing the law; developing proposals for reform; examining the operation of law and policy in practice; and/or providing a conceptual analysis of the law, for example.

Research Essays must be submitted via CANVAS to the Faculty of Law, by 12pm, 29 October 2020.

Extensions will not be granted lightly (only on sickness and compassionate grounds) and must be requested formally through the Postgraduate Manager.

Class participation and presentation

Each student will be asked to prepare a brief (15 minute) answer to one of the focus questions in the Learning Guide and present this to the rest of the class. In addition, each student is expected to make individual contributions to seminar discussions throughout the course. Students will be individually assessed on the quality of their contributions.

Criteria and marking

Students will be individually assessed on the quality of their contributions with reference to the following criteria:

  • The extent to which the student has identified the important and relevant issues
  • The clarity of argument
  • The depth and thoroughness of understanding of the seminar material
  • The strength and clarity of the arguments presented
  • The overall lucidity of the contribution
  • The extent to which issues are placed in their wider context
  • The extent to which the student has displayed a grasp of the doctrinal and normative issues
  • The analysis and synthesis of material and
  • The ability to draw worthwhile conclusions

Class participation will assessed over the whole five days of the course. Quality rather than quantity will be assessed but clearly if a student is not present for all the classes, it will be impossible to achieve the maximum marks possible even if a student’s contributions are brilliant when he/she does speak. Students are reminded that the full range of marks is available to the lecturer in assessing class participation. Please be assured that the lecturer is very aware that mistakes are part of learning. Accordingly, ‘getting the law right’ is not the key focus of the class participation component of assessment. If students knew all the law from the outset, there would be little point in them enrolling in the course. Rather, class participation is included to extend students and to assess students’ imaginative understanding of, and engagement with, the materials under discussion. It is not meant to be threatening.

Reading materials

Reading materials will be contained in the Casebook/Study Guide which will be available on CANVAS. Students may also be asked to access additional materials via the internet or in the library.

Course details

Semester: Two
Type: Intensive
Points: 30
Date: 12-18 August 2020
Venue: Building 810, Room 3.40
1-11 Short Street
Assessment due date: by 12 noon on 29 October 2020

Contact details

Postgraduate Student Adviser
Law Student Centre
Level 2, 1-11 Short Street