Module: Company Law

Latest Module Specifications

Current Academic Year 2025 - 2026

Module Title	Company Law
Module Code	LAW1043 (ITS: LG374)
Faculty	Law & Government	School	Humanities & Social Sciences
NFQ level	8	Credit Rating	5

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

Section Breakdown
CRN	10900	Part of Term	Semester 1
Coursework	0%	Examination Weight	0%
Grade Scale	40PASS	Pass Both Elements	Y
Resit Category	RC1	Best Mark	N
Module Co-ordinator	John Quinn	Module Teacher	Emma McEvoy, Lia O'Broin

Type	Description	% of total	Assessment Date
Assessment Breakdown
Formal Examination	End-of-Semester Final Examination	100%	End-of-Semester

Reassessment Requirement Type
Resit arrangements are explained by the following categories; RC1: A resit is available for both^* components of the module. RC2: No resit is available for a 100% coursework module. RC3: No resit is available for the coursework component where there is a coursework and summative examination element. ^* ‘Both’ is used in the context of the module having a coursework/summative examination split; where the module is 100% coursework, there will also be a resit of the assessment

Pre-requisite	None
Co-requisite	None
Compatibles	None
Incompatibles	None

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

Indicative Reading List

Books:

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, GÃ©rard 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

Articles:
None

Other Resources

None