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Module Title
Company Law

Companies; Corporate Governance; Company Meetings; Directors' Powers; Directors' Duties; Shareholders' Remedies; Charges; Receivership; Administration; Liquidation.

SCQF Points15
ECTS Points7.5
CreatedApril 2003
ApprovedDecember 2012
AmendedAugust 2013
Version No.3

This Version is No Longer Current
The latest version of this module is available here
Prerequisites for Module

None other than SCQF 9 entry requirements or equivalent.

Corequisite Modules


Precluded Modules


Aims of Module

To examine and understand the legal nature, operation and accountability of companies, their officers and their members.

Learning Outcomes for Module

On completion of this module, students are expected to be able to:

1. Explain the structure and administration of a company.
2. Analyse the rights, duties and responsibilities of key company office-holders.
3. Critically analyse the principles of corporate governnance and accountability of companies.
4. Appraise the consequences and remedies available in cases of financial difficulty or failure of companies.
5. Apply the knowledge and understanding of the operation of companies in practical situations.

Indicative Module Content

Nature of a company; distribution of power in the company; corporate governance; company meetings; duties and liabilities of directors, shareholders, auditors and company secretaries; company charges and other security interests of creditors in the company; receivership; predictions of company failure; corporate rescue; administration orders and voluntary arrangements; liquidations; vulnerable transactions; distribution of assets; criminal liability and dissolution of the company.

Indicative Student Workload

Contact Hours

Full TimePart Time
Online activities

Directed Study

Directed Study

Private Study

Private Study

Mode of Delivery

This is a lecture and tutorial based module. Lectures provide core module content. Tutorials develop associated higher level skills through student centred learning.

Assessment Plan

Learning Outcomes Assessed
Component 1 1,2,3,4,5
Component 2 1,2,3,4,5

Component 2 - Examination worth 70% of the overall module grade.

Component 1 - Written coursework exercise worth 30% of the overall module grade.

Indicative Bibliography

1.EZEANI, E.C., 2013. Success in law studies: the 10 keys to top grades. Edinburgh: Edinburgh University Press.
2.FRENCH, D., MAYSON, S.W. and RYAN, C.L., 2016-17. Mayson, French and Lyon on company law. 33rd ed. Oxford: Oxford University Press. (Yearly publication)
3.GRIER, N.,2014. Company law. 4th ed. Edinburgh: W. Green.
4.KEENAN, D. and BISACRE, J., 2009. Smith and Keenan's company law with Scottish supplement. 14th ed. Harlow: Pearson/Longman. Ebook


Robert Gordon University, Garthdee House, Aberdeen, AB10 7QB, Scotland, UK: a Scottish charity, registration No. SC013781