Module Descriptors
THE CORPORATE CLIENT
LAWS70919
Key Facts
Faculty of Business, Education and Law
Level 7
15 credits
Contact
Leader: Frances Seabridge
Hours of Study
Scheduled Learning and Teaching Activities: 30
Independent Study Hours: 120
Total Learning Hours: 150
Assessment
  • EXAMINATION - UNSEEN IN EXAMINATION CONDITIONS weighted at 100%
Module Details
Module Indicative Content
Element 1
1. understand the effect of TUPE and employment legislation for the client considering the takeover of a company
2. be able to explain to a corporate client the importance of commercial contracts which a business has signed up to
3. explain to the client the commercial property issues of a corporate takeover
4. have a comprehensive understanding of the importance of warranties and indemnities and how they are utilised in the acquisition of a business
5. appreciate the different types of acquisition and the commercial considerations to be made in advance of these decisions
6. identify the overall nature of the corporate transaction and then plan and progress that transaction through a series of steps and decisions including where appropriate, drafting documentation
7. have a comprehensive understanding of the taxation consequences of a share sale and a business sale.

Element 2
1. to advise the client confidently as to the legislation and procedure relating to employment issues as part of a takeover
2. to interpret and accordingly advise the corporate client on the commercial contracts to which the target company is a party
3. to advise the client on commercial property issues
4. to advise the client as to any litigation arising from the takeover have a comprehensive understanding of the roles, rights, responsibilities and liabilities of participants in corporate transactions
5. to display originality and or creativity in solving problems whether legally or practically and implementing strategies to achieve the client's objectives
6. to demonstrate self-direction and the assumption of responsibility for their own learning within this vocational elective practice area
7. to demonstrate competence in the practitioner skills appropriate to this vocational elective practice area
8. to conduct independent research across a range of practitioner and primary sources and be able to synthesise and evaluate the data obtained.

Element 3
Students should be able to:
1. to show a sophisticated understanding of how to progress the types of business sale
2. advise on the due diligence and the practical enquiries that should be raised prior to entering into agreements on behalf of the corporate clients
3. advise on steps to protect the corporate client in a corporate transaction, whether acting for a vendor or a purchaser
4. confidently draft legal reports and prepare and present oral presentations for corporate clients

Element 4
1. be critically aware of the potential for legal conflicts between the parties to a corporate transaction
2. understand the importance of knowing the corporate client and the practical context in which businesses operate
3. display sound commercial awareness and business acumen
4. demonstrate awareness of the professional, industrial and trade associations which may support and regulate the activities of the corporate client
5. demonstrate self awareness of the limitations of their knowledge and experience and when further expert assistance should be sought.
Module Learning Strategies
You will attend 9 one hour lectures which will give generic information on the subject which will be further refined in 9 two hour workshops. You will undertake a three hour self managed workshop in addition to the latter. In the workshops you will be given transactional material to consider based upon a case study and expected to advise on the case studies.

Some independent work will be required to ensure that students are fully prepared for every lecture and workshop and have thoroughly researched the way in which public child law works within the court system.
Module Additional Assessment Details
Assessed in one 3 hour written examination which will assess learning outcomes 1-7

Additional Assessment Details (including formative feedback / assessment)
There will be a revision workshop in the final week which will look at exam technique and specimen questions.
Module Resources
Encyclopaedia of Forms and Precedents
Blackboard
Lecture and workshop materials
Module Texts
Denicolo M. (2011) Acquisitions; College of Law Publishing updated annually.
Slorach J. and Ellis j. Business Law (2011): Oxford Publishing updated annually.
Bamford and Browne (2011) Legal Foundations College of Law Publishing. Updated annually.
Solicitors Code of Conduct 2007. The Law Society.
Module Special Admissions Requirements
The core subject of Business Law and Practice LWL64000-7 must have been studied