This module seeks to introduce students to the core legal principles underpinning Business Organisations.  The concepts, issues and problems are developed and identified within the broader economic and practical application of the law.  This module will equip students with the knowledge and skills to understand and critically assess the changing approach to the integration of law to a complex business organisation which has a wider economic, political and social context. 
The module consists of a structured series of topics and exercises designed to develop students’ understanding of the core tenets of the law relating to Business Organisations.  Students will work individually and in on-line discussion on a range of tasks exploring the following main issues: types of different business organisations; incorporation of the registered company; effect of incorporation including capacity; alteration of documents and articles; directors’ duties; min ority shareholder action.

(LO1) At the end of the module, students should be able to:

(LO2) - demonstrate thorough knowledge of the legal principles underpinning business organisations;

(LO3) - demonstrate critical awareness of the broader economic, political and economic implications of business organisations;

(LO4) - locate and handle appropriate legal and non-legal materials;

(LO5) - carry out research in the field of the law relating to business organisations.

(LO6) Demonstrate an ability to analyse and present materials

(S1) Critcal analysis appropriate for advanced level masters study.

(S2) Problem-solving skills applicable to complex theoretical and practical contexts.

(S3) Time management and prioritisation skills by working to deadlines.

(S4) Individual and group communication skills by presentations in an online environment (e.g. the virtual classroom).

(S5) Take responsibility for independent learning agenda.

(S6) Reading, analysing and synthesising different viewpoints, becoming familiar with different viewpoints and presenting findings/conclusions in clear, comprehensible, structured format.

(S7) Critical skills with regard to the merits of particular arguments and making reasoned choices between alternative solutions or arguments in all modules and dissertation.

1

Week 1- Forms of Business Organisations: different forms of business organisations including sole Trader; Partnerships and Limited Liability Partnerships; types of registered company; formalities; different types of relationships between managers and investors; effect of agency law to the management; method of termination;    and advantages and disadvantages of the different types of organisation.

Expected Responses: DQI + 3-5 DQF
Study packs to include cases and journal articles, as well as key issues for consideration.
Assignment: HA – writing a short report on the concepts of different types of organisations and advantages and disadvantages.

Week 2 – Formation of the Registered Company : Continuing from the previous week students would be able to identify the different forms of registered company but extend to: the legal requirements of registering the limited company including legal formalities in the registration; nature of constitutional documents and clauses in the registration documenst - rules relating to choice of company name; nature and effect of other documents especially the Articles of Association; effect of the issue of certificate of incorporation and the trading certificate.

Expected Responses: DQI + 3-5 DQF
Study packs to include cases and journal articles, as well as key issues for consideration.
Assignment: HA – writing a short report on the process of registering the company

Week 3 – the Separate entity rule and the exceptions to the rule 1: students will examine the separate entity rule and the Salomon principle; the legal application of it in cases and commence the discussion on exceptions to the rule.

Expected Responses: DQI + 3-5 DQF
Study packs to include cases and journal articles, as well as key issues for consideration.
Assignment: HA – writing a short report on the Salomon Case and the application of t he separate entity rule.

Week 4 – the Separate entity rule and the exceptions to the rule 2: the Common law and statutory exceptions including parent and subsidiary relationship; contractual capacity.

Expected Responses: DQI + 3-5 DQF
Study packs to include cases and journal articles, as well as key issues for consideration.
Assignment: HA – writing a short report on the exceptions to the separate entity rule with special focus on the common law exceptions.

Week 5 – Directors’ Duties 1: to whom are such duties owed; nature of duties; interplay between Companies Act 2006 (ss. 171-176) and the case law. Students will not be expected to cover s.177 in any detail – a mere brief acquaintance of the section is sufficient.

Expected Responses: DQI + 3-5 DQF
Study packs to include cases and journal articles, as well as key issues for consideration.
Assignment: IP (interim)

Week 6 – Directors&#x 2019; Duties 2:  Continuation of the work on the nature effect of directors’ duties. Brief understanding of remedies for breach of directors’ duties.

Expected Responses: DQI + 3-5 DQF
Study packs to include cases and journal articles, as well as key issues for consideration.
Assignment: Begin the collection of materials for the final assignment from your allocated topic

Week 7 – Minority Shareholder Protection 1 : Balance of power between shareholders and directors; meaning of minority shareholder protection and derivative action; unfairly prejudicial conduct (s.994 CA 2006);

Expected Responses: DQI + 3-5 DQF
Study packs to include cases and journal articles, as well as key issues for consideration.
Assignment: IP (interim)

Week 8 - Minority Shareholder Protection 2 : Continued from previous week unfairly prejudicial conduct (s.994 CA 2006); and winding up on just and equitable grounds (s.122 (1) (g) Insolv ency Act 1986).
Expected Responses: DQI + 3-5 DQF
Assignment: IP (final)

Assessment Methods  
Contribution to virtual classroom discussion; written assignments; individual project – interim report and final project.

Teaching Method 1 - Online Discussions Description: Weekly Online Discussions and Assignments in Virtual Classroom