Company Law

Faculteit Rechtsgeleerdheid
Jaar 2018/19
Vakcode RGMHA50806
Vaknaam Company Law
Voertaal Engels
Periode semester I a (Blok 1)
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Uitgebreide vaknaam Company Law
Leerdoelen A student who has successfully completed this course will:
- have acquired an advanced understanding of the rules relating to the freedom of establishment of companies as defined in the TFEU and interpreted by the European Court of Justice and should be able to apply this knowledge in (international) practice.
- have become familiar with the EU-harmonization programme on company law which deals with topics such as creditor protection and (cross-border) corporate restructuring and mobility and should be able to analyse and understand foreign corporate structures.
- have acquired a thorough knowledge of and insight into key topics of company law and should be able to apply this knowledge in (international) practice.
- be able to critically examine, assess and discuss the legal effects of rules of (international) company law.
Omschrijving This aim will be achieved through the study of European company law and by comparing company laws of EU member states. With company law is meant the law on capital companies like the various forms of public and private companies with limited liability. The module is taught during seven weeks. Each week consists of a traditional lecture in which the lecturer offers insight into a particular topic. Some weeks (at least three) also consist of a class meeting which takes the form of a dialogue. For this second meeting, the students will be required to study additional materials relating to current developments and prepare for an in-class discussion.
The module starts with a lecture on the freedom of establishment of companies as defined in the TFEU and interpreted by the European Court of Justice. This freedom of establishment has been the trigger for an extensive programme to harmonize the company laws of EU member states. This programme deals with key topics such as: representation of the company vis-a-vis third parties, creditor protection, takeover bids and (cross-border) corporate restructuring and mobility, all of which will be discussed in class. Participants will learn that to some extent this harmonization programme has led to similar laws in the member states; however considerable differences in national company law remain. The comparative approach taken in this module will help participants in their future careers to analyse and understand foreign corporate structures. The course also deals with a topic that has not been the subject of harmonization, but that is of great importance in corporate practice: groups of companies. Participants will compare how some member states regulate groups and they will look at perspectives for regulation of groups at EU-level. Finally, this module deals with truly European corporate forms, such as the Societas Europaea.
Uren per week 4
Onderwijsvorm hoorcollege
(14 2-hours lectures and in-class discussions.)
Toetsvorm schriftelijk (essayvragen) (digitaal indien mogelijk)
Vaksoort m5-niveau, juridisch
Coördinator prof. mr. dr. J.N. Schutte-Veenstra
Docent(en) mr. E.E.G. Gepken-Jager ,prof. mr. M.L. Lennarts ,prof. mr. dr. J.N. Schutte-Veenstra
  • Compulsory: Bachelor course on (national) company law.
  • This course is only accessible for students that have been fully admitted to a master's degree programme within the Faculty of Law.
  • This course is not open to non-law exchange students.
  • Not accessible for students who have passed Company Law (Comparative and European Company Law) before 1-9-2015.
Opgenomen in
Opleiding Jaar Periode Type
Exchange programme 1 semester I a optional
LLM International Business Law 1 semester I a compulsory