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DRPS : Course Catalogue : School of Law : Law

Undergraduate Course: Capital Markets Law (LAWS10256)

Course Outline
SchoolSchool of Law CollegeCollege of Arts, Humanities and Social Sciences
Credit level (Normal year taken)SCQF Level 10 (Year 4 Undergraduate) AvailabilityAvailable to all students
SCQF Credits20 ECTS Credits10
SummaryThe aim of the course is to provide students with knowledge and academic views of the operation of modern capital markets and the UK capital markets law.

The two beginning seminars will provide an introduction to the functions and structure of capital markets, the key players and the mechanics of financial activities, which will lay the groundwork for more informed discussions of the substantive law that governs capital markets.

The next four seminars will involve discussions on the primary objectives of capital markets law, including improving market efficiency and transparency, protecting investors and consumers, maintaining market integrity and order and controlling financial risks. Discussions will equip students with an integrated understanding of the practical and legal issues associated with four important segments, namely, disclosures, duties in financial services, short selling and high-frequency trading, and market abuse.

The last four seminars will guide students to engage with the cutting-edge issues arising in the fast-moving capital markets and driven by financial and institutional innovations. Discussions will focus particularly on alternative finance in the markets of crowdfunding and cryptoassets, new structural changes to listings, and sustainable finance.

By the end of the course, students will be able to carry out theoretically inspired and academically rigorous analyses of the interactive role of law and practice in the area of capital markets.

Course description The 10 seminars will be divided into three themed phases, as below:

Phase I - Fundamentals of Capital Markets
1. Equity, Debt and Securities
2. The Structure of Capital Markets and the Role of Law

Phase II ¿ Key Functions of Capital Markets Law
3. Transparency: Prospectus Regulation and Financial Reporting
4. Investor Protection: Fiduciary Duty and MiFID II Framework
5. Market Integrity: Market Abuse Regulation (focused on Manipulation)
6. Market Efficiency: Short Selling and HFT Regulations

Phase III ¿ New Opportunities and Challenges
7. Alternative Finance I: Crowdfunding (P2P Lending, Equity Crowdfunding and ¿Mini Bonds¿)
8. Alternative Finance II: Cryptoassets and ICOs
9. Alternative Listings: Dual Class Shares and SPACs
10. Capital Markets and Sustainable Finance

MiFID: Markets in Financial Instruments Directive
HFT: High-frequency Trading
P2P: Peer to Peer
ICOs: Initial Coin Offerings
SPACs: Special Purpose Acquisition Companies
Entry Requirements (not applicable to Visiting Students)
Pre-requisites Co-requisites
Prohibited Combinations Other requirements Business Entities - AWS08134
Information for Visiting Students
Pre-requisitesCompany Law
High Demand Course? Yes
Course Delivery Information
Academic year 2023/24, Available to all students (SV1) Quota:  0
Course Start Semester 2
Timetable Timetable
Learning and Teaching activities (Further Info) Total Hours: 200 ( Seminar/Tutorial Hours 20, Programme Level Learning and Teaching Hours 4, Directed Learning and Independent Learning Hours 176 )
Assessment (Further Info) Written Exam 100 %, Coursework 0 %, Practical Exam 0 %
Additional Information (Assessment) The formative assessment will be a short writing sample of up to 1000 words. The question will be designated by the CO from the discussions of Phase I seminars. The formative assessment is non-credit and non-compulsory. «br /»
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The summative assessment will be an online, open-book exam lasting for three hours. Questions for the exam will be divided into two parts, corresponding to the topics in Phases II and III, respectively. Students will be required to answer one question from each part and each answer will constitute 50% of the final mark.«br /»
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Feedback Not entered
No Exam Information
Learning Outcomes
On completion of this course, the student will be able to:
  1. Demonstrate a comprehensive understanding of the functions and structure of capital markets, the key players and the mechanics of financial activities;
  2. Demonstrate an integrated understanding of the role of capital markets law in improving market efficiency and transparency, protecting investors and consumers, maintaining market integrity and order and controlling financial risks;
  3. Demonstrate an in-depth understanding of the existing substantive law of capital markets, in particular, the rules governing disclosures, various financial services, short selling and high-frequency trading, and market abuse;
  4. Demonstrate an in-depth understanding of the cutting-edge issues arising in the dynamic capital markets practice and the ongoing legal or regulatory responses, which are particularly associated with crowdfunding and cryptoassets, dual-class shares and SPACs, and sustainable finance;
  5. Demonstrate a critical understanding of the interactive role of law and practice in the area of capital markets.
Reading List
E. Avgouleas, The Mechanics and Regulation of Market Abuse (OUP 2005)
L. Gullifer and J. Payne, Corporate Finance Law: Principles and Policy (Hart 2020, 3rd edn)
K. Sergakis., The Law of Capital Markets in the EU (Palgrave Macmillan 2018)
R.Weil., European Capital Markets Law (Hart 2017,2nd edn)
A. Rechtschaffen, Capital Markets, Derivatives, and the Law: Positivity and Preparation (OUP 2019, 3rd edn)
C. Jordan and J. Golden, International Capital Markets: Law and Institutions (OUP 2019, 2nd edn)
D. Busch (ed), Sustainable Finance in Europe, Corporate Governance, Financial Stability and Financial Markets (Palgrave Macmillan 2021)
C. Brummer (ed), Cryptoassets: Legal, Regulatory, and Monetary Perspectives (OUP 2019)

The course will also rely on statutes, regulations, academic journal articles, practical or supervisors¿ cases and academic or practitioners¿ comments. There is open access to these types of course material.
Additional Information
Graduate Attributes and Skills 1. Critically review, consolidate and extend knowledge and thinking in capital markets practice and law.
2. Apply critical analysis, evaluation and synthesis to forefront legal issues associated with capital markets.
3. Develop original and creative legal perspectives to address practical problems in the operation of capital markets.
4. Engage in class discussions to foster theoretically inspired legal analysis and practice-oriented case analysis.
5. Present opinions on practical and legal problems by way of oral answers in class or written answers in assessments.
6. Exercise self-motivation and initiatives in academic activities, including preparation for seminars and presentations of arguments through written and verbal communications.
7. Develop a problem-solving orientation for combining theories with practice and applying the law to practice.
8. Develop skills in reading, critical analysis, legal reasoning, case analysis, written and oral communications, and problem-solving, which are essential for postgraduate studies and careers in academia, legal practice or industry.
KeywordsNot entered
Course organiserDr Longjie Lu
Tel: (0131 6)50 2336
Course secretaryMiss Susie Morgan
Tel: (0131 6)50 2339
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