module

Undergraduate Module Descriptor

LAW3195C: Corporate Law, Theory and Governance

This module descriptor refers to the 2022/3 academic year.

Please note that this module is only delivered on the Penryn Campus.

Overview

Corporate Law (or ‘Company Law’) is a subject of great practical and theoretical importance, interlinking closely with the commercial, finance and policy sectors, as well as playing an essential function in wider society. Indeed, companies are an essential and indispensable force within the global economy, being responsible for many of the goods, services, projects and jobs occurring around us every day and being the principal medium for the flow of capital and finance globally. This module leads students through the breadth and depth of UK corporate law, exploring the core legal rules and systems which regulate companies’ interaction with society and its stakeholders (such as by the Companies Act 2006). It covers issues such as the laws regulating the internal relations and power dynamics between stakeholders within a company, such as the legal relations between directors, shareholders, agents and employees inside a company; as well as the law governing the external activities of a company, such as its legal responsibilities and liabilities as a legal person and the liabilities of its agents to wider stakeholders in society.

Going further than a traditional Company Law module in a number of ways, this course provides students with a more critical and theoretical grounding in the notion of corporate personhood and in the growing theories and principles which address the optimum strategic design of companies and their effective integration with broader societal objectives.

This grounding in ‘Corporate Governance’ equips students interested in Corporate and Commercial Law fields with a deeper understanding of commercial practice, while also enabling you to prosper in broader fields such as management, entrepreneurship, business strategy and broader social policy. It is therefore also open to non-LLB students in other SSIS and UEBS programmes across the Penryn Campus. Various topics are covered on the module, including the notion of corporate personhood and the theories exploring the ‘corporate veil’, the process of incorporation and promoter liability, the internal rules and culture of a company and the role of the Articles of Association, the power dynamics between different internal and external stakeholders, the liability of a company and of its agents, the different forms of corporate structure, and wider theories of corporate governance and corporate social responsibility.