- Academic Session: 2022-23
- School: School of Law
- Credits: 15
- Level: Level 5 (SCQF level 11)
- Typically Offered: Semester 2
- Available to Visiting Students: No
- Available to Erasmus Students: No
This is an elective course within the Diploma in Legal Practice designed to equip students with the professional skills necessary for practising corporate law in Scotland.
7 x 1 hour lectures
4 x E-Module
11 x 2 hour tutorials
Requirements of Entry
Mandatory Entry Requirements
Recommended Entry Requirements
1. Tutorial preparation, participation and performance. 40%
2. Drafting exercise eg Completion of Form IN01 to incorporate a company. 30%
3. Drafting exercise eg letter of advice to a client on some issue relating to a Share Purchase Agreement. 30%
Not available for reassessment:
Assessment 1 - Tutorial preparation, participation and performance 40%
Main Assessment In: April/May
Are reassessment opportunities available for all summative assessments? No
Reassessment is not available for Assessment 1
The aims of the course are to:
1. Develop the skills and knowledge necessary to form, manage and administer private companies;
2. Develop an understanding of corporate legal practice in the management and funding of a private company;
3. Develop commercial awareness in relation to the various parties that may require corporate and financial law advice;
4. Develop an understanding of the commercial situations that cause company officers to consider the statutory duties incumbent upon them.
Intended Learning Outcomes of Course
By the end of the course students will be able to :-
1. Prepare the documentation necessary to incorporate a company, including constitutional documentation, and demonstrate an understanding of the statutory obligations on a company to maintain its statutory registers and produce annual returns.
2. Demonstrate a critical understanding of the concept of legal (debt and equity) capital and explain procedures for the issue, transfer, repurchase, redemption and reduction of shares.
3. Demonstrate an ability to draft the forms that must be filed at Companies House in connection with company charges in consideration of debt funding and explain the consequences for failure to do so.
4. Demonstrate sufficient commercial awareness in order to advise clients on the choice of business medium.
5. Demonstrate an ability to apply the law relating to duties upon company directors, in relation to both solvent and insolvent undertakings and advise on procedures in connection with the convening and conduct of both directors' and members' meetings and drafting of appropriate documentation.
6. Demonstrate an understanding of the distinction between asset and share purchase and sales; and an ability to draft terms of asset and share purchase agreements, including common form of warranty and disclosure letters.
7. Demonstrate a critical understanding of the law relating to minority rights and remedies.
Minimum Requirement for Award of Credits
Attendance at tutorials is compulsory. Credit will be refused if a student fails to attend a tutorial without good cause.
The requirements for the award of the Diploma in Legal Practice is 120 credits:
(a) candidates to achieve a grade D or better in all courses.
(b) candidates to achieve a grade D or better in each component part of each course.