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LAW8143 : Corporate Governance and Corporate Finance

  • Offered for Year: 2022/23
  • Module Leader(s): Dr Abdul Karim Aldohni
  • Lecturer: Dr Sarah Morley
  • Owning School: Newcastle Law School
  • Teaching Location: Newcastle City Campus
Semester 1 Credit Value: 20
ECTS Credits: 10.0


To acquire specialised legal knowledge and skills in the subject matter of UK company law and corporate governance, including the basic problems which governance systems seek to address and the principal features of a range of existing governance systems with particular emphasis on the UK and US; but also via engaging in comparative study of alternative governance approaches; To acquire specialised legal knowledge and skills in the subject matter of corporate finance for public companies and the operation of the UK listed securities markets and the development of the regulatory regimes for companies raising finance on the listed capital markets in the UK; To acquire specialised legal knowledge and skills in the subject matter of corporate finance for emerging and unquoted companies and the role of venture capital and the legal structures employed by providers of private equity and crowd funding. To appreciate the links between corporate governance problems and legal and regulatory solutions and the legal and market environments for corporate finance and the role of Credit Rating Agencies.

Outline Of Syllabus

An introduction to UK Company law and the constituent organs of the company.

Directors' Legal Duties and responsibilities in UK Company law.

The basic problems that corporate governance systems seek to address, and the principal features

of the UK corporate governance systems, including discussion of the principles-based approach to

corporate governance, along with an appreciation of other systems.

The role of institutional investors in the UK and their influence on the development of corporate

governance International and EU aspects of corporate governance.

Corporate Social responsibility - role of different stakeholders in company law.

UK company law and share capital - Capital Maintenance Doctrine and Restrictions.

The principal features of the UK regime governing the admission of companies to listed

capital markets and the subsequent effect of the listing regime in particular on corporate governance.

The rules that ensures the protection of the participants in the financial markets and maintain the

stability of the markets.

The principal features of the legal structures in and markets for private equity finance for companies.

The rules governing crowdfunding and the operations of Credit rating agencies.

Teaching Methods

Teaching Activities
Category Activity Number Length Student Hours Comment
Guided Independent StudyAssessment preparation and completion601:0060:00N/A
Structured Guided LearningAcademic skills activities61:006:00MCQ – for knowledge testing
Scheduled Learning And Teaching ActivitiesSmall group teaching221:0022:00In person?classes?(FLEX:?can?be moved to synchronous?small group teaching if required)
Guided Independent StudySkills practice41:004:00Canvas-facilitated activities intended to?familarise?students with key theories, ideas and concepts.
Scheduled Learning And Teaching ActivitiesDrop-in/surgery41:004:00Q&A sessions throughout the module to allow for all students to ask questions
Guided Independent StudyIndependent study1041:00104:00Own and directed reading?and revision of substantive module content
Teaching Rationale And Relationship

The teaching methods have been adapted for delivery?in?the post-COVID environment?and?are based on?the?presumption that?in person?lectures,?seminars?and in-person drop-in sessions?will?be possible?but that this shall?need to be supplemented?by?making?alternative arrangements under ‘FLEX’ in case of the possibility?of more limited possibilities for?on?Campus?teaching.

Assessment Methods

The format of resits will be determined by the Board of Examiners

Description Length Semester When Set Percentage Comment
Written Examination1081A100Four out of eight questions (must answer 2 from part A and 2 from part B). 24-hour take home paper
Formative Assessments
Description Semester When Set Comment
Essay1M2000 words
Assessment Rationale And Relationship

The formative coursework provides students with the opportunity to develop and demonstrate their research skills, and their ability to understand the operation of law within the commercial environment, and present coherent arguments supported by appropriate legal basis and precedent. The formative coursework provides students with feedback in advance of the written examination, and also helps develop their legal writing capability in preparation for their Dissertation.

The unseen examination tests the demonstration of knowledge and understanding in the context of an application of skills that need to be developed over the whole module. The examination provides a means for testing students' ability to analyse, synthesise, deploy critical judgment and evaluate alternative arguments. It also allows candidates to demonstrate intended learning outcomes across a broad range of topics within the syllabus.

Reading Lists