Undergraduate Module Descriptor

LAW3195C: Corporate Law, Theory and Governance

This module descriptor refers to the 2022/3 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 equip students with a clinical and practice-oriented understanding of corporate law, in order to help prepare them for a career in the commercial, legal or financial sectors. It also helps prepare 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 Skills	1. 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 critically discuss issues and challenges arising in the areas of corporate law and governance
Discipline-Specific Skills	4. 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 Skills	6. 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 Activities	Guided independent study	Placement / study abroad
30	120	0

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

Category	Hours of study time	Description
Scheduled Learning and Teaching Activities	10	10 x 1hr lectures
Scheduled Learning and Teaching Activities	20	10 x 2hr seminars
Guided Independent study	33	Individual reading and lecture preparation
Guided Independent study	44	Seminar preparation
Guided Independent study	13	Formative written work preparation
Guided Independent study	30	Summative written assessment preparation

Online Resources

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