An ASSIGNMENT 3000 words weighted at 50%.
An EXAM length 2 hours weighted at 50%.

The timing of assessments and Learning Outcomes assessed is as follows:

1. End of Semester 1 3000 word assignment (50%). Learning Outcomes 1, 2, 3 & 6
2. End of Semester 2 unseen examination but with access to legislation, 2 hours. Learning Outcomes 4, 5 & 6.

A formative assessment will take place prior to the summative assessment.

To pass this module, students must obtain a mark of at least 40%. Students must obtain at least 25% in both coursework and examination elements of the module.

Access to relevant legislation, case law, texts, journals, online data bases and module Study Guide.

Whole Group Sessions
In these sessions, students will be introduced to the general concepts underlying the subject and will be provided with an outline of the relevant legal principles and cases. Handouts and teaching materials will supplement the sessions and in some sessions time will be spend in familiarising students with the practical skills of dealing with statutes and problems.
22 lectures x 2 hours = 44 Hours
Small Group Sessions - In these sessions students will explore and examine aspects of Sri Lankan Company Law topics in depth. A variety of teaching and learning methods will be used to encourage and develop both individual and collaborative learning.
10 tutorials x 1 hour = 10 Hours

Directed Study and Independent Learning
Students will be expected to follow the module study guide, which will provide a directed programme of learning guidance relating to set texts and websites. Assessment forms at the end of each tutorial will encourage students to assess their progress, identify strengths and weaknesses and decide how to better profit from doing the module.
246 Hours

TOTAL LEARNING TIME = 300 HOURS

K Neelakandan, New Companies Act Simplified - Part 1 (Kandiah Neelakandan 2007)
K Neelakandan, New Companies Act Simplified - Part 2 (Kandiah Neelakandan 2008)
A Wikramanayake, Company Law in Sri Lanka (Arittha Wikramanayake 2007)
J McDermott, Understanding Company Law (2nd ed LexisNexis 2011)
A Dignam & J Lowry, Company Law (6th ed OUP 2010)

The module is designed to provide students with an understanding and a grasp of the essentials of substantive Sri Lankan Company Law. It is intended to give students the understanding and skills to deal confidently with aspects of Sri Lankan Company Law. Company Law in other common law jurisdictions will also be considered in view of the historical and modern influences on Sri Lankan Company Law.

Issues covered include:

1) The different mediums within which a business can be conducted

2) The doctrine of separate legal personality (legal status and capacity of a company)

3) Lifting the corporate veil

4) History of Company Law in Sri Lanka

5) Sri Lankan Company Law under the Companies Act No.7 of 2007

Introduction
-Types of companies
-Incorporation
-company name (requirements and restrictions)

Several new features under Act No7 of 2007
-modification of the doctrine of ultra vires
-abolition of People's Companies
-single share holder companies
-liability for pre incorporation contracts
-Solvency Test
-minority buy-out right
-statutory derivative action
-statutory directors' duties

Shareholders' powers, rights and liabilities

Directors' powers and duties

General meetings and resolutions

Shares and Debentures (different classes of shares and rights)

Corporate Insolvency- Winding up under the Act No7 of 2007 (different modes of winding-up)

6) The role of the stock exchange and Securities Exchange Commission