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DRPS : Course Catalogue : School of Law : Law

Undergraduate Course: Company Law (LAWS10083)

Course Outline
SchoolSchool of Law CollegeCollege of Arts, Humanities and Social Sciences
Credit level (Normal year taken)SCQF Level 10 (Year 3 Undergraduate) AvailabilityAvailable to all students
SCQF Credits40 ECTS Credits20
SummaryThis course will examine certain concepts in, and principles of, company law, including: separate legal personality and limited liability; the constitution of companies; shares; capital; company accounts; insider dealing; the obligations of directors; the liability of directors; and the protection of minorities.

The topics in the first semester, in general, focus on the nature and structure of a company; and the topics in the second semester focus on management of companies, i.e., directors and their actions and duties.

The selection and treatment of topics, by necessity, is selective.
Course description By building on the foundations laid in Business Entities (Ordinary) and Commercial Law (Ordinary), this course seeks to develop knowledge and understanding of: Company Law in the United Kingdom, with some reference to Scottish specialities (and the EC).

The course aims to give a modern treatment of company law, concentrating on those aspects that are both intellectually challenging, and of practical importance. The course also attempts to place the legal rules in their present commercial context.

Company law is not isolated from other areas, such as, contract, agency, commercial law, property, delict, taxation, or employment law, etc. However, such areas will be touched on only in so far as they relate to the topic in hand. Students are reminded that company law is constantly evolving, and they will be expected to take account of developments during the year.
Entry Requirements (not applicable to Visiting Students)
Pre-requisites Students MUST have passed: ( Business Entities (LAWS08099) AND Commercial Law Ordinary (LAWS08095)) OR ( Commercial Law (Ordinary) (LAWS08131) AND Business Entities (LAWS08134))
Prohibited Combinations Other requirements Spaces on this course are allocated as part of the Law Honours Course Allocation process. Places are generally only available to students who must take Law courses. To request a space on this course, please email
Information for Visiting Students
Pre-requisitesThis course is only open to visiting students coming through a direct exchange with the School of Law (including Erasmus students on a Law-specific Exchange). Exchange students outside of Law and independent study abroad students are not eligible to enrol in this course, with no exceptions.

**Please note that 3rd year Law courses are high-demand, meaning that they have a very high number of students wishing to enrol in a very limited number of spaces.**
Priority will be given to students studying on exchange within the Law department, and it is highly unlikely that there will be additional spaces for general exchange students & independent study abroad students to enrol; we will look into this on a case-by-case basis in September/January. Visiting students are advised to bear in mind that enrolment in specific courses can never be guaranteed, and you may need to be flexible in finding alternatives in case your preferred courses have no available space.

These enrolments are managed strictly by the Visiting Student Office, in line with the quotas allocated by the department, and all enquiries to enrol in these courses must be made through the CAHSS Visiting Student Office. It is not appropriate for students to contact the department directly to request additional spaces.

Students must have passed Commercial Law Ordinary (LAWS08131) AND Business Entities (LAWS08134) or equivalent courses at their home institution.
High Demand Course? Yes
Course Delivery Information
Academic year 2023/24, Available to all students (SV1) Quota:  0
Course Start Full Year
Timetable Timetable
Learning and Teaching activities (Further Info) Total Hours: 400 ( Seminar/Tutorial Hours 38, Summative Assessment Hours 3, Programme Level Learning and Teaching Hours 8, Directed Learning and Independent Learning Hours 351 )
Assessment (Further Info) Written Exam 67 %, Coursework 33 %, Practical Exam 0 %
Additional Information (Assessment) Essay and exam
Feedback In addition to answering questions and making comments in seminars, feedback is provided to students in three ways.

(1) Formative Assessment - Written Exercise in Semester 1: Written Feedback

Students are provided with a short piece of written formative work to do early in Semester 1, for submission towards the end of Semester 1. This work tests research skills, analytical skills, referencing skills and writing skills.

Written feedback is provided to the students, and they can discuss their work with the Course Organiser, should they wish to.

(2) Summative Assessment - Essay: Written Feedback

Written feedback is provided to students on their essay (which forms 33% of the final mark).

Students may also discuss their essay and feedback with a member of staff.

(3) Summative Assessment - Examination: Oral Feedback

Students may discuss their examination script with the Course Organiser (or another member of staff), if they wish to.
Exam Information
Exam Diet Paper Name Hours & Minutes
Main Exam Diet S2 (April/May)3:15
Learning Outcomes
On completion of this course, the student will be able to:
  1. Demonstrate a deeper knowledge and understanding of key areas, and issues, in Company Law.
  2. Demonstrate an ability to undertake independent research (including using primary and secondary sources) and thought, gaining knowledge and understanding, which may be applied and adapted in future.
  3. Undertake critical analysis and evaluation of key matters in Company Law, and their application, which may be applied and adapted in future.
  4. Have developed an appreciation of Company Law in its business and economic context.
  5. 5. The provision of transferable skills, including communication skills (both oral and written); intellectual skills of collecting, organising, evaluating, synthesisng and presenting material and arguments, and including the ability to question assumptions, to detect fallacies and to think independently; and general skills in managing time, working independently and taking responsibility for work.
Reading List
Paul L Davies and S Worthington: Gower and Davies; Principles of Modern Company Law (2012, 9th edn) (Gower and Davies)

LS Sealy & S Worthington: Cases and Materials in Company Law (10th Edn. OUP, 2013) (Sealy - Cases)

Mayson, French & Ryan on Company Law (2014-2015, 31st edn) (new 31st edition forthcoming).

Nicholas Grier, Company Law (2010, 4th edn, W Green & Son) (Grier)

J Birds and AJ Boyle et al, Boyle & Birds; Company Law (2014, 9th edn)

D Kershaw, Company Law in Context: Text and Materials (2013, 2nd edn)

Paul L Davies: Introduction to Company Law (2010, 2nd edn) (Davies).

S Girvan, A Hudson and S Frisby, Charlesworth's Company Law (2010, 18th edn) (Charlesworth).

E Ferran, Company Law and Corporate Finance (2014, 3rd edn.)
Additional Information
Graduate Attributes and Skills Not entered
KeywordsCompany Law,Liability
Course organiserMr Parker Hood
Tel: (0131 6)50 2048
Course secretaryMiss Lauren McCrory-Irving
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