Company and finance law

Introduction

The course focuses on questions relating to monetary claims and company law that may be relevant for an enterprise. The course is organized in four sub-courses:

1. Company law
2. Stock exchange and securities regulation
3. Law of negotiable instruments
4. Law of mortgages and pledges

The course follows a problem-based learning approach. The teaching is therefore composed of traditional lectures and seminar teaching. For the seminar teaching the class is divided into two smaller groups. After the subject for the seminar has been introduced the students work on assignments in study groups. The assignments will then be reviewed in a plenary session.

Course content

Company law

• Types of ownership
• Commercial ventures of limited companies
• Establishing partnerships (general partnerships and apportioned liability partnerships)
• Commercial ventures of partnerships
• Distribution of dividend and the relationship to accounting law
• Review of main features concerning reorganization and restructuring

Stock exchange and securities regulation

• Acquisitions, including rules on mandatory bids and flag duty
• Public emissions, including prospectus rules
• Insider trading
• Market manipulation
• Information and notification requirement
• Main issues in investment counselling

Law of negotiable instruments

• Content and fulfilment of money claims (financial obligations)
• Main provisions in the law on debentures
• Settlement correction
• Annulment of money claims due to limitation, etc.
• Consequences of incorrect fulfilment of money claims
• Claims with several debtors
• Main provisions in the law on financial agreements

Law of mortgages and pledges

• Creation of a mortgage
• Limitations in the access to create mortgages
• Legal protection rules
• Security for unpaid purchase
• Legal effects at the disposal of collateral stage
• Mortgagees position in debt negotiations and bankruptcy