International and Comparative Company Law (819M3)

30 credits, Level 7 (Masters)

Spring teaching

Topics covered include:

• introduction and theory: the company as an instrument of entrepreneurship, domestic and foreign models of corporate entities, business as a social and economic tool, the market and profit incentive, regulation and laws as an economic function and the conflict of legal and economic rules
• company law concepts: the concept of the corporate contract, legal personality, the corporate veil, judicial avoidance of the doctrine, forms of business organisation, company as entity, group enterprise, distinction between corporate forms, the legislative framework, birth, life and death of the company
• corporate liability: general liability in tort and contract and trust relationships, general regulatory approach, the arguments for self-regulation and interventionism, the influence of criminal and civil liability concepts, ultra vires and agency doctrines, individual and corporate capacity, corporate crime
• corporate responsibility and governance: companies as democracies, representation and power, the exercise of control, the management of conflict, internal and external control, stakeholder theory, directors duties and liabilities, administration and supervision, employee consultation and participation, dispute resolution, corporate social responsibility and philanthropy
• European and international company law: the EU framework for co-operation in corporate affairs, fundamental freedoms for companies, harmonisation of European law, jurisdictional issues and approaches in the common law and civil law systems, competition among jurisdictions and the Delaware effect, international co-operation issues, multinationals.

Contact hours and workload

This module is approximately 300 hours of work. This breaks down into about 20 hours of contact time and about 280 hours of independent study. The University may make minor variations to the contact hours for operational reasons, including timetabling requirements.

We regularly review our modules to incorporate student feedback, staff expertise, as well as the latest research and teaching methodology. We’re planning to run these modules in the academic year 2022/23. However, there may be changes to these modules in response to feedback, staff availability, student demand or updates to our curriculum. We’ll make sure to let you know of any material changes to modules at the earliest opportunity.