Postgraduate

LAW8143 : Corporate Governance and Corporate Finance

Semesters
Semester 1 Credit Value: 10
Semester 2 Credit Value: 10
ECTS Credits: 10.0

Aims

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

Please note that module leaders are reviewing the module teaching and assessment methods for Semester 2 modules, in light of the Covid-19 restrictions. There may also be a few further changes to Semester 1 modules. Final information will be available by the end of August 2020 in for Semester 1 modules and the end of October 2020 for Semester 2 modules.

Teaching Activities
Category Activity Number Length Student Hours Comment
Structured Guided LearningLecture materials121:0012:00Recordings of lecture material
Guided Independent StudyAssessment preparation and completion321:0032:00Including individual presentations and take home exam.
Scheduled Learning And Teaching ActivitiesSmall group teaching121:0012:00Synchronous small group ‘seminar’ sessions online. (6 per semester)
Structured Guided LearningStructured research and reading activities121:0012:00Text and directed learning activities published on Canvas each week (6 hours per semester)
Scheduled Learning And Teaching ActivitiesDrop-in/surgery121:0012:00Drop in sessions for feedback and queries run via zoom or teams. (6 per semester)
Guided Independent StudyIndependent study1201:00120:00Independent study: supplementary, reading
Total200:00
Jointly Taught With
Code Title
LAW8153Corporate Governance
Teaching Rationale And Relationship

Online lecture materials: provides the required introduction to the variety of subjects offered by the module and provides the student with working understanding of the key issues in question. This should then allow them to build on and develop their knowledge of the topics and promote their research skills. It will primarily provide them with the knowledge required to prepare for the discussion in the seminars.

Synchronous online seminars: Masters students have a more advanced array of skills and a more developed learning style than undergraduate students; they are already established as independent learners. To accommodate the higher skill set of students, the primary synchronous teaching activity will be in the form of a zoom seminar, where the seminar leader will have the lead role in facilitating analytical discussion of sufficient depth and rigour within the seminar on the basis of the handout questions provided in advance. The seminar will build the discussion on the initial grounding provided in the online lecture materials and may include an element of lecturing in the synchronous online seminars where needed to facilitate the understanding of the subject matter - but student participation and discussion are essential components in a successful seminar.

Q&A and MCQs will support the lecture/seminar materials by allowing students to check their knowledge and understanding of areas by attempting MCQs. Q&A’s will be via a discussion board.

Guided Independent Study is to be divided between preparing for lectures, seminars, presentation and consolidation, and revision.

Assessment Methods

Please note that module leaders are reviewing the module teaching and assessment methods for Semester 2 modules, in light of the Covid-19 restrictions. There may also be a few further changes to Semester 1 modules. Final information will be available by the end of August 2020 in for Semester 1 modules and the end of October 2020 for Semester 2 modules.

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

Exams
Description Length Semester When Set Percentage Comment
Written Examination991A10048 hr take home exam. 4 out of 8 questions
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.

24 hours Take home exam: allows to test the students understanding, critical analysis and research skills through a mix of problem based and essay questions.

Reading Lists

Timetable