• Overview
  • Aims and Learning Outcomes
  • Module Content
  • Indicative Reading List
  • Assessment

Undergraduate Module Descriptor

LAW3195C: Corporate Law, Theory and Governance

This module descriptor refers to the 2021/2 academic year.

Module Aims

Having completed the module you should have gained an appreciation of the role of the company as a form of business enterprise and a thorough understanding of some of the aspects of its legal regulation, focusing on the nature of the company and the positions of directors and shareholders within the company. The module aims to enable you to identify legal issues and problems arising through the use of a company, to consider and analyse areas of legal complexity within the topics covered and advise appropriately on the legal resolution of problems. The module covers various topics concerning the use of the corporate form, in particular looking at issues arising on incorporation, issues arising from the company's structure, administration and management and issues with directors' obligations and minority shareholder protection. You will also have a deeper appreciation of effective corporate governance and will have developed a strong theoretical foundation for management, corporate structuring and policy, corporate social responsibility, the regulation of corporate or other profit-oriented organisations.

This module is designed to students with a clinical and practice-oriented understanding of corporate law, in order to prepare them for a career in the commercial, legal or financial sectors. It also prepares students for careers in public policy, governance, management and working with charitable organisations in the third sector.

Intended Learning Outcomes (ILOs)

This module's assessment will evaluate your achievement of the ILOs listed here – you will see reference to these ILO numbers in the details of the assessment for this module.

On successfully completing the programme you will be able to:
Module-Specific Skills1. demonstrate detailed knowledge and understanding of the principal features and different aspects of corporate law and governance;
2. identify and critically evaluate theoretical or practical challenges in corporate law and governance, leading to justified solutions, arguments or hypotheses;
3. evaluate and criticaly discuss issues and challenges arising in the areas of corporate law and governance.
Discipline-Specific Skills4. understand and access a range of different sources of law and learning materials, using them appropriately to explain issues, critique arguments or provide answers;
5. select, integrate and present coherently and reflectively, relevant law and legal or theoretical arguments.
Personal and Key Skills6. manage relevant learning resources or learning strategies to develop own arguments and opinions with minimum guidance;
7. communicate and engage in written arguments effectively and accurately in a manner appropriate to the discipline or in different contexts

Module Content

Syllabus Plan

Whilst the module’s precise content may vary from year to year, it is envisaged that the syllabus will cover some or all of the following topics:

  • The Role of Companies in Society
  • Corporate Form and Structure
  • The Veil of Incorporation and Corporate Personality
  • The Process of Incorporation and Promoter Liability
  • Differing Interests between Ownership and Control
  • The Internal Laws, Dynamics and Culture of a Company
  • Corporate Governance
  • Corporate Social Responsibility
  • Contractual, Tortious and Criminal Liability
  • Agent and Director Liability

Learning and Teaching

This table provides an overview of how your hours of study for this module are allocated:

Scheduled Learning and Teaching ActivitiesGuided independent studyPlacement / study abroad
301200

...and this table provides a more detailed breakdown of the hours allocated to various study activities:

CategoryHours of study timeDescription
Scheduled Learning and Teaching Activities1010 x 1hr lectures
Scheduled Learning and Teaching Activities2010 x 2hr seminars
Guided Independent study33Individual reading and lecture preparation
Guided Independent study44Seminar preparation
Guided Independent study13Formative written work preparation
Guided Independent study30Summative written assessment preparation

Online Resources

This module has online resources available via ELE (the Exeter Learning Environment).

How this Module is Assessed

In the tables below, you will see reference to 'ILO's. An ILO is an Intended Learning Outcome - see Aims and Learning Outcomes for details of the ILOs for this module.

Formative Assessment

A formative assessment is designed to give you feedback on your understanding of the module content but it will not count towards your mark for the module.

Form of assessmentSize of the assessment (eg length / duration)ILOs assessedFeedback method
Formative written essay1,000 words1-7Self and tutor feedback

Summative Assessment

A summative assessment counts towards your mark for the module. The table below tells you what percentage of your mark will come from which type of assessment.

CourseworkWritten examsPractical exams
10000

...and this table provides further details on the summative assessments for this module.

Form of assessment% of creditSize of the assessment (eg length / duration)ILOs assessedFeedback method
Mini-Exams (in-class tests)25Five Mini-Exams over the course of the term, each 5 minutes long and worth 5%1, 4Self and tutor feedback in the week following each test
Written Essay753,000 words1-7Self and written tutor feedback

Re-assessment

Re-assessment takes place when the summative assessment has not been completed by the original deadline, and the student has been allowed to refer or defer it to a later date (this only happens following certain criteria and is always subject to exam board approval). For obvious reasons, re-assessments cannot be the same as the original assessment and so these alternatives are set. In cases where the form of assessment is the same, the content will nevertheless be different.

Original form of assessmentForm of re-assessmentILOs re-assessedTimescale for re-assessment
Series of Mini-ExamsAn exam covering the subject matter of each missed or failed section (5 minutes per section) (25%)1, 4August/September re-assessment period
Written EssayWritten essay on selected topic (3,000 words)1-7August/September re-assessment period

Indicative Reading List

This reading list is indicative - i.e. it provides an idea of texts that may be useful to you on this module, but it is not considered to be a confirmed or compulsory reading list for this module.

- Hannigan, B., Company Law (OUP 5th Edn, 2018)

- French, D. et al, Mayson, French and Ryan on Company Law (OUP 36th Edn, 2019)

- Sealy, L. and Worthington, S., Worthington’s Texts, Cases and Materials in Company Law (OUP 11th End, 2016)

- French, D., Blackstone’s Statutes on Company Law 2020-21 (OUP 2020).

- Moore, I., Q&A Company Law (OUP 2nd Edn, 2018)