LAW07018 2022 Company Law and Partnership Law

General Details

Full Title
Company Law and Partnership Law
Transcript Title
Company Law 2
Code
LAW07018
Attendance
N/A %
Subject Area
LAW - Law
Department
BUS - Business
Level
07 - NFQ Level 7
Credit
05 - 05 Credits
Duration
Semester
Fee
Start Term
2022 - Full Academic Year 2022-23
End Term
9999 - The End of Time
Author(s)
Ruth Walsh, Lorraine Murphy
Programme Membership
SG_BACCO_H08 202200 Bachelor of Arts (Honours) in Accounting SG_BFINA_H08 202200 Bachelor of Business (Honours) in Finance and Investment SG_BACOO_H08 202300 Bachelor of Arts (Honours) in Accounting SG_BFINA_B07 202200 Bachelor of Business in Finance and Investment SG_BFINA_B07 202200 Bachelor of Business in Finance and Investment
Description

The purpose of this module is to give the student a good working knowledge of the law in relation to Companies and Partnerships and to facilitate the student in exploring the legislation in these areas. As part of the learning process, the learner will examine what happens when a company becomes insolvent and the options for winding up a company. It is intended that this module will create an awareness of areas where legal expertise may need to be sought.

This module will build on the knowledge acquired in LAW07017 Foundations of Company Law and Governance.

Learning Outcomes

On completion of this module the learner will/should be able to;

1.

Demonstrate a company meeting acknowledging the fundamentals of corporate governance in relation to Irish companies;

2.

Appreciate the duties, role and responsibilities of directors in managing a company;

3.

Analyse different types of partners and partnerships in business;

4.

Examine and differentiate between the role of Receivers, Examiners and Liquidators in an insolvent company;

5.

Demonstrate the ability to cooperate and work effectively with peers while communicating information accurately.

Teaching and Learning Strategies

The teaching and learning strategy is one which is founded on student-centred active learning. The module is designed to accommodate blended learning experiences.  A range of Computer-Aided Learning (CALL) packages are available to support this module (e.g. Moodle, Adobe Connect, Panopto, Microsoft Teams). The learner will be supported in developing an understanding of the theory and key principles in this area and how these apply in the commercial environment.

Module Assessment Strategies

This module will be assessed by Continuous Assessment (30%) which may vary from a Case study, Presentation, Moodle Quiz, Written Report, Other, during the semester and by an end of semester exam (70%).

Repeat Assessments

Repeat assessment/exam will be developed as appropriate to assess failed components.

Module Dependencies

Prerequisites
LAW06019 201100 Business Law for Accountants 1 LAW06020 201100 Business Law for Accountants 2 LAW07017 201600 Foundations of Company Law and Governance None.
Co-requisites
None.
Incompatibles
None.

Indicative Syllabus

(LO1: Demonstrate a company meeting acknowledging the fundamentals of corporate governance in relation to Irish companies)

1.       Members Meetings and Decision-Making

  • Company meetings and procedure involved in running a meeting;
  • Role of the company secretary as an advisor to the board of directors.

 

(LO2: Appreciate the duties, role and responsibilities of directors in managing a company)

2.       Directors

  • Fiduciary role of directors in running a company including how directors are appointed and removed, their qualifications and responsibilities;
  • Consequences of any breach by directors in exercising their duties (including disqualification order/proceedings), as well as corporate offences such as fraudulent and reckless trading, and insider dealing.

 

(LO3: Analyse different types of partners and partnerships in business)

3.        Partnership Law

  • Difference between partnerships and sole traders;
  • Types of partners/partnerships and how partnerships have evolved;
  • Duties, powers and liabilities of partners;
  • Partnership Agreements.

 

(LO4: Examine and differentiate between the role of Receivers, Examiners and Liquidators in an insolvent company)

4.        Insolvency

  • Role of receivers, liquidators and examiners;
  • Rules governing priority on distribution including the rights of creditors and employees.

 

(LO5: Demonstrate the ability to cooperate and work effectively with peers while communicating information accurately)

5.        Corporate Governance and Regulation

  • Office of the Director of Corporate Enforcement (ODCE);
  • Other enforcement and compliance agencies in Ireland.

Coursework & Assessment Breakdown

Coursework & Continuous Assessment
30 %
End of Semester / Year Formal Exam
70 %

Coursework Assessment

Title Type Form Percent Week Learning Outcomes Assessed
1 Each year the model of assessment for Continuous Assessment will be determined based on the learner audience and may vary from a Case study, Presentation, Moodle Quiz, Written Report, Other Coursework Assessment Assessment 30 % Week 8 1,2,3
2 Weekly activities in class such as question and answer sessions, class discussion, case studies etc. Formative UNKNOWN - % OnGoing 1,2,3,4,5
             

End of Semester / Year Assessment

Title Type Form Percent Week Learning Outcomes Assessed
1 Final Exam Final Exam Closed Book Exam 70 % End of Term 1,2,3,4
             
             

Full Time Mode Workload


Type Location Description Hours Frequency Avg Workload
Lecture Flat Classroom In class learning 4 Weekly 4.00
Independent Learning Not Specified Self Study 3 Weekly 3.00
Total Full Time Average Weekly Learner Contact Time 4.00 Hours

Required & Recommended Book List

Recommended Reading
2015 An Introduction to Business Law
ISBN 1910374334 ISBN-13 9781910374337

Recommended Reading
2017 COMPANIES ACT 2015
ISBN 0414064771 ISBN-13 9780414064775
Recommended Reading
2015-10-05 Company Law in Ireland
ISBN 1905536755 ISBN-13 9781905536757

While many students may consider company law to be technical, dry, and difficult to understand, the approach taken in this book is to breathe life into existing Irish and English case law and use it to explain and outline the current law, guiding the reader through the principles of company law in a clear and concise way. Company Law in Ireland is an essential and recommended textbook for most undergraduate law courses. All students of company and business law, as well as business owners and persons with a general interest in company law will find this book to be both readable and accessible. This second edition is now fully revised to take account of the commencement of the Ireland's Companies Act 2014. *** From the Foreword of the First Edition: ''Mr. Thuillier's enthusiasm for and knowledge of company law and novel approach makes this book accessible to persons without a prior knowledge of company law who may have an interest in the topic. Whilst its structure and useful identification of "learning outcomes" makes it particularly suitable for students others who may wish understand company law whether in connection with their business, voluntary activities or otherwise will find this book accessible and of interest.'' -- Ms. Justice Finlay Geoghegan (Series: The Core Text) [Subject: Irish Law, Company Law, Business Law]

Recommended Reading
2021 ESSENTIALS OF IRISH LAW.
ISBN 191161164X ISBN-13 9781911611646

Required Reading
2021 INTRODUCTION TO IRISH COMPANY LAW 5ED.
ISBN 1911611623 ISBN-13 9781911611622
Recommended Reading
2015-06-12 Make That Grade: Irish Company Law 5th Ed Gill Education
ISBN 0717168824 ISBN-13 9780717168828

MAKING EXAM SUCCESS EASIER A fully rewritten edition of this popular text on Irish company law incorporating the Companies Act 2014, which replaces all previous Companies Acts. New to this edition: Complete and comprehensive coverage of the Companies Act 2014, including: new types of companies new rules on company formation statutory duties of company directors changes to the law on securities increased focus on examinership, receivership and liquidation, with a full discussion of recent key cases Up-to-date case law, for example, DPP v Fitzpatrick, McAteer and Whelan (2014) re. loans to directors of Anglo Irish Bank and Aventine Resources PLC and DCE v Liwosz (2014) re. disqualification of directors in a PLC. User-friendly presentations, including definitions of key terms and cross-referencing between chapters. Can be used by students throughout the year as a summary of topics or as a revision aid at the end of the course. SUITABLE FOR All academic and professional courses on company law in universities and Institutes of Technology Professional courses such as ACCA, CIMA, ACA, ATI, IIPA Law Society FE1 entrance exam

Recommended Reading
2016-01-01 The Law of Companies Bloomsbury Publishing
ISBN 9781780438405 ISBN-13 1780438400

The Companies Act 2014 makes the most far-reaching and fundamental changes to Irish company law in two generations, putting forward a radically different approach whereby the private company limited by shares will become the new model company. The structure of the fourth edition of this highly regarded title mirrors this new Act. The Act comprises over 1,448 Parts and represents the modern statement of the law applicable to the formation of companies, administration, and management to their winding up and dissolution, incorporating the rights and duties of their officers, members, and creditors. The Act commences on June 1, 2015 and introduces significant changes for companies operating in Ireland. This edition has been expanded and revised to account for these legislative changes and important case law. [Subject: Company Law, Irish Law]

Module Resources

Non ISBN Literary Resources

Non ISBN Literary Resources

Conroy, B., The Companies Act 2014: Annotated and Consolidated 2018 Edition, (2nd Edn, Dublin: Thomas Reuters Roundhall 2018).

Company Law nutshells, (4th Edition, Round Hall 2018).

Forde, Michael & Kennedy H, Company Law (5th edn, Round Hall 2017).

Updated Literary Resources
Journal Resources

Irish Business Law Review

Commercial Law Practitioner

Law Society Gazette

Hibernian Law Journal

Irish Law Times

URL Resources

Various legal, government and European websites such as:

British and Irish Legal Information Institute:  https://www.bailii.org

Citizens Information:  https://www.citizensinformation.ie/en/

Companies Registration Office:  https://www.cro.ie/en-ie

European Union: http://www.europa.eu

Houses of the Oireachtas:  https://www.oireachtas.ie

Irish Statute Book:  http://www.irishstatutebook.ie

Land Direct:  https://www.landdirect.ie

Law Reform Commission of Ireland:  https://www.lawreform.ie/

Lexology: https://www.lexology.com

Office of Director of Corporate Enforcement:  https://www.odce.ie/

Property Registration Authority:  https://www.prai.ie

Revenue:  https://revenue.ie/en/Home.aspx

The Courts Service of Ireland: https://www.courts.ie

Westlaw:  http://www.westlaw.ie/

Other Resources

Companies Act 2014

Partnership Act, 1890

 

Additional Information

None