Module Code - Title:
LA6021
-
LAW OF INTERNATIONAL BUSINESS ASSOCIATIONS
Year Last Offered:
2025/6
Hours Per Week:
Grading Type:
N
Prerequisite Modules:
Rationale and Purpose of the Module:
The aim of this module is to familiarise students with modern international business structures. The module will also examine the importance of corporate governance and the appropriate governance structures in different jurisdictions.
Syllabus:
An overview of the historical development of the corporate structure in western commercial law from the early state based trading corporations to the rise of private enterprise units. This will be coupled with an introduction to theoretical frameworks of business structures and their legal regulation
An introduction to modern business structures that operate on an international level, including sole trader, registered companies, real estate investment trusts, special purpose entities, joint ventures, franchise arrangements and distribution networks.
The legal process of creating different business structures in different jurisdictions. The concept of residency, centre of management, and the determination of corporate citizenship. The historical development of corporate formation in the USA, the role of the Delaware corporation in US interstate commerce, modern formation processes in US corporate law.
Corporate frameworks in the European Union in particular the European Company (SE), The evolution of corporate governance structures in the European Union at both State and European level, including aspects of the "Smart Regulation in the European Union" agenda
Corporate formation in China as totally foreign owned entities and the role of joint ventures in corporate formation.
Governance issues in Europe, the USA and China, the role of shareholders and investors, restrictions on management, the integration of Labour into corporate oversight and development. and the different institutions involved in enforcing corporate governance provisions including the effect of the Sarbanes-Oxley Act in the USA
Cross border mergers and acquisitions, including national control over corporate ownership in protected sectors, such as the press, transportation, etc.
Learning Outcomes:
Cognitive (Knowledge, Understanding, Application, Analysis, Evaluation, Synthesis)
On completion of this module a student will be able to:
Identify the different types of business structures that operate internationally
Discuss how these business structures relate to one another
Explain how each type of business structure is created
Critically analyse the legal implications of operating in different jurisdictions
Identify the key elements of corporate governance
Recognise the influences on the evolution of corporate governance in the EU and the USA
Relate corporate governance theories to the legal structures underlying different business structures
Criticise different theories of corporate governance
Critique the current thinking and trends in corporate governance matters
Affective (Attitudes and Values)
On completion of this module a student will:
Understand the social and economic value of different business structures
Understand how legal provisions impact on business structures and behaviour.
Appreciate the role of corporate governance in modern society
Psychomotor (Physical Skills)
N/A
How the Module will be Taught and what will be the Learning Experiences of the Students:
The module is taught through a series of weekly seminars. Student will be assigned some reading material, and will be expected to conduct independent research, prior to each seminar, where they will be required to discuss the relevant issues.
The University of Limerick Graduate Attributes will be developed by:
Broadening students' knowledge and proactivity through encouraging independent and directed research
Emphasising student's responsibility to organise their time in an efficient manner and to work to specific deadlines
Enhancing students' creativity in how they approach independent research.
Promoting collaborative research by the students and requiring students to articulate their research findings in a group setting.
Research Findings Incorporated in to the Syllabus (If Relevant):
Prime Texts:
Siems, M and Cabrelli, D. (eds) (2013)
Comparative Company Law: A Case-Based Approach
, Hart Publishing
Cahn, A and Donald, D (2010)
Comparative Company Law: Text and Cases on the Laws Governing Corporations in Germany, the UK and the USA
, Cambridge University Press
Wang, J (2014)
Company Law in China: Regulation of Business Organizations in a Socialist Market Economy
, Edward Elgar Publishing
Gu, M (2010)
Understanding Chinese Company Law, 2nd ed
, Hong Kong University Press
Gold, Michael, Nikolopoulos, Andreas, Kluge, Norbert (2009)
The European Company Statute: A New Approach to Corporate Governance
, Peter Lang Publishing
Tully, Stephen (2012)
International Corporate Legal Responsibility
, Kluwer
Other Relevant Texts:
Munkert, Michael J; Stubner, Stephan; Wulf, Torsten (2010)
Founding a Company: Handbook of Legal Forms in Europe
, Springerlink
McCahery, Joseph A; Timmerman, Levinus; Vermeulen, Erik P.M (2010)
Private Company Law Reform: International and European Perspectives
, Asser Press
Programme(s) in which this Module is Offered:
MLICLATFA - INTERNATIONAL COMMERCIAL LAW
MLICLATPA - INTERNATIONAL COMMERCIAL LAW
MLLAGETFA - (GENERAL)
MLLAGETPA - (GENERAL) P/T
Semester(s) Module is Offered:
Autumn
Module Leader:
Sinead.Eaton@ul.ie