LW3CO: Company Law

Module code: LW3CO

Module provider: School of Law

Credits: 20

Level: Level 3 (Honours)

When you'll be taught: Semester 2

Module convenor: Dr Bolanle Adebola, email: b.adebola@reading.ac.uk

Pre-requisite module(s):

Co-requisite module(s):

Pre-requisite or Co-requisite module(s):

Module(s) excluded:

Placement information: NA

Academic year: 2024/5

Available to visiting students: Yes

Talis reading list: Yes

Last updated: 29 August 2024

Overview

Module aims and purpose

This module introduces students to the fundamental principles of company law in England and Wales. Accordingly, it explores the rules regulating key areas relating to the formation, structure, and operation of companies. It identifies the key stakeholders and examines the rules that regulate their engagement. Furthermore, the module engages with contemporary issues in company law, particularly contextual issues that arise from the operation of companies in society. Students will engage with a broad range of sources including case law, legislation, and policy documents. They will consider the law from a range of perspectives and be encouraged to critically assess the balance and effectiveness of the existing legal framework and its underlying theoretical notions. While the module focuses on the law of England and Wales, students are encouraged to consider comparative systems.   

Module learning outcomes

By the end of the module, it is expected that students will be able to:

1. Demonstrate knowledge and critical understanding of the formation and operation of companies in England and Wales. 
2. Explain and critique key principles underlying the system of company law in England and Wales. 
3. Demonstrate critical understanding of regulatory policies as regards companies. 
4. Demonstrate the ability to effectively apply statutory provisions and case law to fact-based scenarios in order to reach clear and supportable conclusions. 

Module content

The module consists of the following themes: 

• Introduction to Business Forms  
• The Veil of Corporate Personality 
• The Corporate Constitution and its Effects 
• Amending the Corporate Constitution 
• Organs of the Company I & II: Board of Directors and Shareholders in Meeting 
• Types of Directors and Duties 
• Shareholders’ Remedies 
• Liquidation of Companies  
• Directors’ Liability for Failure 
• Contemporary Issues in Company Law 

Structure

Teaching and learning methods

Students will be set assigned reading material prior to lectures and seminars. They will be asked to prepare answers to questions for discussion in tutorials. The module requires robust participation in tutorials and this requires a thorough understanding of the materials.

Study hours

At least 32 hours of scheduled teaching and learning activities will be delivered in person, with the remaining hours for scheduled and self-scheduled teaching and learning activities delivered either in person or online. You will receive further details about how these hours will be delivered before the start of the module.

Please note the independent study hours above are notional numbers of hours; each student will approach studying in different ways. We would advise you to reflect on your learning and the number of hours you are allocating to these tasks.

Semester 1 The hours in this column may include hours during the Christmas holiday period.

Semester 2 The hours in this column may include hours during the Easter holiday period.

Summer The hours in this column will take place during the summer holidays and may be at the start and/or end of the module.

Assessment

Requirements for a pass

Students need to achieve an overall module mark of 40% to pass this module.

Summative assessment

Penalties for late submission of summative assessment

The Support Centres will apply the following penalties for work submitted late:

Assessments with numerical marks

• where the piece of work is submitted after the original deadline (or any formally agreed extension to the deadline): 10% of the total marks available for that piece of work will be deducted from the mark for each working day (or part thereof) following the deadline up to a total of three working days;
• the mark awarded due to the imposition of the penalty shall not fall below the threshold pass mark, namely 40% in the case of modules at Levels 4-6 (i.e. undergraduate modules for Parts 1-3) and 50% in the case of Level 7 modules offered as part of an Integrated Masters or taught postgraduate degree programme;
• where the piece of work is awarded a mark below the threshold pass mark prior to any penalty being imposed, and is submitted up to three working days after the original deadline (or any formally agreed extension to the deadline), no penalty shall be imposed;
• where the piece of work is submitted more than three working days after the original deadline (or any formally agreed extension to the deadline): a mark of zero will be recorded.

Assessments marked Pass/Fail

• where the piece of work is submitted within three working days of the deadline (or any formally agreed extension of the deadline): no penalty will be applied;
• where the piece of work is submitted more than three working days after the original deadline (or any formally agreed extension of the deadline): a grade of Fail will be awarded.

The University policy statement on penalties for late submission can be found at: https://www.reading.ac.uk/cqsd/-/media/project/functions/cqsd/documents/qap/penaltiesforlatesubmission.pdf

You are strongly advised to ensure that coursework is submitted by the relevant deadline. You should note that it is advisable to submit work in an unfinished state rather than to fail to submit any work.

Formative assessment

Formative assessment is any task or activity which creates feedback (or feedforward) for you about your learning, but which does not contribute towards your overall module mark.

Students can submit an essay as formative assessment for the coursework.

Reassessment

Additional costs