Prerequisites for Module
None in addition to SCQF 11 entry requirement or equivalent.
Corequisite Modules
None.
Precluded Modules
None.
Aims of Module
To develop practical legal skills relating to the formation, management and administration of private companies and the transactions and procedures typically undertaken in the context of their corporate activities.
Learning Outcomes for Module
On completion of this module, students are expected to be able to:
| 1. |
On receiving instructions from a client, draft appropriate documentation in connection with the incorporation of a company, including basic articles of association
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| 2. |
Understand, explain and discuss the procedures for the issue and transfer of shares, the distinction between asset and share purchase and sales, common form warranties, the reasons for and procedures involved in a company own share buy back, minority rights and remedies
|
| 3. |
Advise on the more commonly encountered duties and responsibilities of directors and secretaries; and understand ongoing company secretarial administration including in relation to maintenance of statutory registers and annual returns
|
| 4. |
Advise on procedures in connection with the convening and conduct of both directors and members meetings and drafting of appropriate documentation
|
| 5. |
Draft basic disclosure letters, basic company forms, revisals of subscription agreements and of instruments of alteration
|
| Indicative Module Content
Interviewing skills, formation and management of company, drafting skills, company documentation and conducting meetings, shares and tax implications
Indicative Student Workload
Contact Hours
| Full Time | Part Time | Assessment
| 10 | 10 | Seminars
| 60 | 60 |
Directed Study
| | | Directed study
| 40 | 40 |
Private Study
| | | Private Study
| 40 | 40 |
Mode of Delivery
Seminars, role play, problem solving, drafting exercises, simulated transactions and portfolio building.
Assessment Plan
|
Learning Outcomes Assessed
| | Component 1 | 1,2
| | Component 2 | 3,4,5
| | Component 3 | 1,2,3,4,5
|
Written coursework exercise worth 40% (C1)
Written coursework worth 40% (C2)
Class participation worth 20% (C3)
Indicative Bibliography
| 1. | WILD C., et al, 2012, Smith and Keenan's Company Law Scottish Edition, 15th Ed. Pearson Education Ltd
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Additional Notes
In addition to the text in the indicative bilbiography, the student will be required to purchase the course materials.
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