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MODULE DESCRIPTOR
Module Title
Legal Aspects Of Mergers & Acquisitions
Reference LLM108 Version 2
Created August 2023 SCQF Level SCQF 11
Approved September 2018 SCQF Points 15
Amended September 2023 ECTS Points 7.5

Aims of Module
To provide an understanding of the core legal and contractual techniques pertaining to private mergers and acquisitions (private M&A) under English law for the sale and purchase of target companies or assets - with a focus on M&A transaction, requirement and contractual issues typically encountered in the oil, gas and energy industry.

Learning Outcomes for Module
On completion of this module, students are expected to be able to:
1 Demonstrate a knowledge and understanding of the key contractual and legal aspects of private M&A deals (share or asset deals), including in an oil, gas and energy industry environment.
2 Critically describe and assess the process stages towards completion of a private M&A deal.
3 Show an advanced capacity to discriminate between private M&A options and requirements, and to select and prioritise options in order to carry out a sale or purchase of oil, gas and energy assets, interest, or target company.

Indicative Module Content
Introduction to private M&A options and to the structuring of a transaction; The meaning of due diligence and initial M&A arrangements; The SPA and APA sale process: understanding the distinction and initial challenges; The SPA and APA sale process: structuring the contract, warranties and indemnities; Completing the SPA and APA process: interim period obligations, payment and post-closing obligations.

Module Delivery
This module will be delivered in on campus mode using lectures, online material, assigned reading and research, marked tutorial group activities and a final coursework assignment. It will also be delivered by distance learning using a blend of online material, assigned reading, marked forum posting activities and a final coursework assignment.

Indicative Student Workload Full Time Part Time
Contact Hours 30 10
Non-Contact Hours 120 140
Placement/Work-Based Learning Experience [Notional] Hours N/A N/A
TOTAL 150 150
Actual Placement hours for professional, statutory or regulatory body    

ASSESSMENT PLAN
If a major/minor model is used and box is ticked, % weightings below are indicative only.
Component 1
Type: Coursework Weighting: 100% Outcomes Assessed: 1, 2, 3
Description: Coursework Essay.

MODULE PERFORMANCE DESCRIPTOR
Explanatory Text
Component 1 comprises 100% of the module grade. To pass the module a D grade or above is required
Module Grade Minimum Requirements to achieve Module Grade:
A A
B B
C C
D D
E E
F F
NS Non-submission of work by published deadline or non-attendance for examination

Module Requirements
Prerequisites for Module None.
Corequisites for module None.
Precluded Modules None.

ADDITIONAL NOTES
This module will now sit within the Oil & Gas Law LLM course and be focused primarily on the particulars of the energy industry.

INDICATIVE BIBLIOGRAPHY
1 SINGLETON, S., 2018. Beswick and Wine: buying and selling private companies and businesses. 10th ed. London: Bloomsbury.
2 GORDON,G., PATERSON,J. and USENMEZ, E., 2018. Oil and gas law: current practice and emerging trends. 3rd ed. Dundee: Dundee University Press. ebook
3 RAITIS, J. and others, 2018. Socio-Cultural Integration in Mergers and Acquisitions: The Nordic Approach. Springer International Publishing AG. ebook
4 HARRISON, B., 2020. Data room management for mergers and acquisitions in the oil and gas industry. Amsterdam: Elsevier. ebook


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