Module: Company Law

Module Specifications.

Current Academic Year 2024 - 2025

All Module information is indicative, and this portal is an interim interface pending the full upgrade of Coursebuilder and subsequent integration to the new DCU Student Information System (DCU Key).

As such, this is a point in time view of data which will be refreshed periodically. Some fields/data may not yet be available pending the completion of the full Coursebuilder upgrade and integration project. We will post status updates as they become available. Thank you for your patience and understanding.

Date posted: September 2024

Module Title	Company Law
Module Code	LG374 (ITS) / LAW1043 (Banner)
Faculty	Humanities & Social Sciences	School	Law & Government
Module Co-ordinator	Tanya Ní Mhuirthile
Module Teachers	John Quinn, Niall Moran
NFQ level	8	Credit Rating	5
Pre-requisite	Not Available
Co-requisite	Not Available
Compatibles	Not Available
Incompatibles	Not Available

None

Description

This module will consider the legal basis for the formation and governance of companies under Irish law. The first half of the module will consider the nature and consequences of incorporation and the management of the company’s affairs by the directors. The second half of the module will focus on corporate governance issues including directors’ duties, the role of the auditor and the mechanisms through which shareholders can assert and defend their rights.

Learning Outcomes

1. Identify the processes by which a business can be incorporated in Ireland and enumerate the legal consequences which flow from incorporation.
2. Identify the powers, duties and responsibilities attaching to directorships and apply this knowledge in order to provide appropriate solutions and advice to common problems.
3. Delineate the role and function of the auditor and explain the difficulties associated with auditors’ liabilities
4. Evaluate the economic and social justifications for the recognition of the corporate form.

*Type*	*Hours*	*Description*
Workload	Full-time hours per semester
Lecture	24	No Description
Tutorial	3	No Description
Independent Study	98	No Description
Total Workload: 125

All module information is indicative and subject to change. For further information,students are advised to refer to the University's Marks and Standards and Programme Specific Regulations at: http://www.dcu.ie/registry/examinations/index.shtml

Indicative Content and Learning Activities

Introduction to the legal theory of the corporation

Incorporation under the Companies Act 2014

Separate legal personality, the rule in Salomon’s Case and the consequences of incorporation

The constitution of the private company

Corporate capacity and transactions by corporate agents

Management by the directors and Model Regulation 40

The common law, fiduciary and statutory duties of directors

Shareholders’ remedies, the rule in Foss v Harbottle and the statutory remedies for oppression

Accounting and audit requirements, the position, powers and function of the auditors, liability of the auditor to the company and to third parties

Assessment Breakdown
Continuous Assessment	20%	Examination Weight	80%

Type	Description	% of total	Assessment Date
Course Work Breakdown

Reassessment Requirement Type
Resit arrangements are explained by the following categories: Resit category 1: A resit is available for both* components of the module. Resit category 2: No resit is available for a 100% continuous assessment module. Resit category 3: No resit is available for the continuous assessment component where there is a continuous assessment and examination element.
* ‘Both’ is used in the context of the module having a Continuous Assessment/Examination split; where the module is 100% continuous assessment, there will also be a resit of the assessment
This module is category 1

Indicative Reading List

Thomas Courtney: 2016, The Law of Companies, 4th edition, 9781780438405
Brian Hutchinson: 2016, Keane on Company Law, 5th, 9781780435428
Reinier Kraakman, John Armour, Paul Davies, Luca Enriques, Henry B. Hansmann, Gérard Hertig, Klaus J. Hopt, Hideki Kanda, Edward B. Rock,: 0, The Anatomy of Corporate Law, 2nd, OUP, 978-0199565849
Deidre Ahern: 2009, Directors' Duties: Law and Practice, Roundhall, 9781858005416

Other Resources

None