Hong Kong Polytechnic University
School of Accounting and Finance
Course Outline – AF3507 Company Law - Semester 2 / 2013-2014
Subject Lecture Team:
Dr. Félix MEZZANOTTE
Tel: 2766 7132
Dr. Sandy SABAPATHY
Tel: 2766 4543
Mr. Leo SEK
Tel: 2766 7138
Subject intended learning outcomes (ILOs)
Upon completion of the course, students will be able to:
a) Describe and explain the rights and duties under Hong Kong company law of companies, company officers, shareholders and other relevant stakeholders. b) Apply Hong Kong company law to legal and ethical issues or problems typically arising as a result of company operations. c) Communicate in written and oral English the meaning of HK company law rules and the reasoning of courts, and use this ability to participate actively in diverse settings. d) Conduct elementary research to support their own analysis and reasoning under Hong Kong company law regime. e) Critically analyse Hong Kong company law, its effects and what improvements might be necessary.
Teaching consists of lectures and seminars
Teaching will consist of a one-hour lecture and a two-hour seminar for each topic, weekly. Lectures will introduce you to the key legal rules (statutes and case law), theories and concepts. Seminars will help you to comprehend key lecture’s topics, apply them (resolution of problems) and/or think about them critically. In blackboard you will find the specific instructions, tasks and assessments for each seminar, please log in Blackboard regularly.
For each seminar we will give you specific instructions of how to prepare and the tasks you are expected to do. You can easily gain access to the instructions for each one seminar by logging in Blackboard / folder “Content”. In the seminars you will typically work in groups. A seminar has several groups, each group works separately, and thus independently, from other groups. When all the groups are ready the tutor will give to each group a task (which may include oral presentations, writing exercises and/or debates) that each group has to complete in a limited period of time.
Seminars are not graded, except for three seminars in which we grade class participation. Even so, you are strongly recommended to attend all the seminars as you will be able to discuss most of the issues in group with your peers. You will therefore profit by completing each seminar’s pre-unit readings, attending the seminar and working in class because the seminar work will give you the skills you need to succeed in the essay and, very importantly, in the final exam. In each seminar the tutor discuss the key issues with all the groups and provide oral feedback.
Individual Pre-Unit Quizzes
The pre-unit quizzes are in the blackboard platform. Read the instructions on how to operate the quiz by logging in blackboard/Content/Pre-Unit Quizzes. You will complete ON YOUR OWN a total of 12 pre-unit quizzes. Each quiz contains 8 MCQs. Out of the total 12 quizzes, only 10 of them will be graded (topics 3-12). In total, the quizzes will represent 10% of the course grade. Importantly, this is an open-book quiz. When working on each MCQ you can use all the course recommended textbooks and any other relevant material, including the text of the Companies Ordinance (Cap622). All these resources will assist you well. The quizzes will guide you to basic concepts of each unit and help you prepare for the lecture, seminary activity and final exam.
Individual Class Participation
Three seminars will grade class participation (ILO c) (see table of schedule for lectures, seminars and essays / seminars referred to as graded - active participation). For these seminars pre-seminar material will be assigned to you for reading. You will start each one of these three seminars by working in groups, after which the...
References: Susan Kwan, Company Law in Hong Kong: Practice and Procedure, Sweet and Maxwell, 2013 (available for consultation in PolyU’s Library)
Students can consult a copy of the Companies Ordinance (Cap.622) from the PolyU’s library or online at the BLIS website.
Securities and Futures Ordinance (SFO), Chapter 571 of the Laws of Hong Kong
Roman Tomasic, E.L.G. Tyler, Vanessa Stott Butterworths Hong Kong company law handbook, Hong Kong : LexisNexis, 2010.
Cheng Po Wah, The Hong Kong company secretary 's handbook: practice and procedure, 8th Edition, 2008
Sealey, L.S., Cases and Materials in Company Law, Butterworths, 8th Edition, 2008.
Hicks, A., & Goo, S.H., Cases and materials on company law, Oxford : Oxford University Press, 2008.
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