LAWCOMM 402 - Company Law

Credit points: 20 points
Offered: First and Second Semester
Contact hours: Lectures - 4 hours per week
Course Coordinators: TBC (S1) / John Land (S2)
Prerequisites: LAW 231, LAW 241

Course description

Companies are the most common and important form of business organisation. Company law is concerned with the rules relating to and regulating the formation of companies, the relationships internal to companies (such as relations between shareholders and directors), and the relationships between companies and the outside world.

The course does not consider in any detail related topics such as securities regulation, takeovers and mergers, or company finance. Nor does the course deal with company liquidations.

Content outline

The course focuses on the practical, theoretical and historical aspects of company laws. Topics include:

  • Formation of companies
  • The concept of legal personality
  • The idea of limited liability
  • Organisation of decision-making within companies
  • Use of corporate constitutions
  • The making of contracts by companies
  • The issuing of, and the rights attaching to, shares
  • Rules regulating dividends and other company distributions
  • Statutory and common law duties of directors
  • Shareholders’ rights and remedies

Assessment

1500 word assignment (15%)

1 hour open book test (25%)

2 hour open book exam (85%)

Open book means that you may, if you wish, bring into the exam and refer to any materials such as casebooks, textbooks and study notes.

Prescribed text

A copy of the Companies Act 1993