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Company law is a topic of major current interest for practitioners and academics alike, raising critical issues concerning the proper governance of the corporation. Focussing on the Companies Act , this unit identifies and examines a number of key issues in UK company law from both a practical and theoretical perspective.

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Particular emphasis is placed on the relationship between: on the one hand, the modern framework of statutory rules and other regulations governing the company's specific operations; and, on the other, the long-standing body of common law and equitable doctrine which continues to define many of the company's most important legal features. The module involves a consideration of the ramifications of the corporate entity doctrine, under which a company is treated as a person separate and distinct from its members.


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This is followed by an analysis of the constitutional structure of companies, for it is this which determines what rights the shareholders have against the assets of the company and against each other. A central part of the module examines the legal structures within which the controlling organs of the company, the directors and shareholders, relate to each other, an area much in the public eye at present in the light of recent failures in corporate governance.

Please note this module descriptor is indicative of the structure of this course and may be subject to change.

Critical Company Law - Lorraine Talbot - Google Books

This module aims to cover the general principles of Company Law. The module examines the various structures through which businesses may be run; the method of establishing and running a company; ways of financing and conducting the affairs of a company; the duties and rights of directors; shareholder rights; insolvency.

Brief comparative overview of the legal structures available for the carrying on of business; pre-incorporation matters promoters and pre-incorporation contracts ; incorporation; types of companies; corporate personality; piercing the corporate veil; company constitutions; corporate powers and their division; membership and the general meeting; directors; meetings of directors; duties and liability of directors; corporate governance; company contracts; shareholder remedies and the protection of minority shareholders; general introduction to corporate finance; debt and equity finance; raising share capital; capital maintenance; subscriptions for and allotment and issue of shares; and dealings in shares.

Companies Act, 2008 Memorandm of Incorporation

A course map contains a list of the individual study units, called modules, that you study to complete your course. Some modules are compulsory, but you can sometimes choose modules outside your core area of study which interest you. A module is a self-contained, individual unit of study.


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The module descriptor provides various details about the module including who the module tutor is, what you will be studying, how you will be assessed and what you will have learned once you have completed the module. She has delivered a number of papers on these areas and has published in the Company Lawyer, Law and Critique and the Cambridge Journal of Financial Crime. Critical Company Law.

Lorraine Talbot.