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Unit information: International Corporate Finance in 2020/21

Unit name International Corporate Finance
Unit code LAWDM0116
Credit points 30
Level of study M/7
Teaching block(s) Teaching Block 4 (weeks 1-24)
Unit director Professor. Albert Sanchez Graells
Open unit status Not open
Pre-requisites

None

Co-requisites

None

School/department University of Bristol Law School
Faculty Faculty of Social Sciences and Law

Description

This unit will explore the legal rules that govern the procedures followed by companies when they want to raise funds to launch or expand their activities, as well as the mechanisms for the protection of investors and creditors that supply those funds. It will cover two major sources of corporate finance: a) equity financing: the raising of capital following corporate law rules (minimum capital requirements, capital variations, the protection of shareholder rights when raising capital, the issuance of shares, financial assistance, etc.) and the raising of capital through the markets under securities regulations (IPOs, prospectus disclosure, ongoing disclosure of listed companies, market abuse, etc.) and b) debt financing, including contractual and bankruptcy rules covering issues such as: debentures, fixed and floating charges, specialised forms of finance such as project finance and trade finance, security, bonds, insolvency issues and priority for the payment, pari passu clauses, registration requirements, etc. The unit not only covers traditional approaches to corporate finance, but also emerging practices in the context of Fintech, such as crowdsourcing, including ICOs, peer to peer lending and alternative banking services offered by challenger banks.

Through the examination of both equity and debt-based sources of corporate finance, this unit offers a fruitful combination of company law, securities regulation, banking and bankruptcy study, under both a national and international perspective. The unit is focused on UK law, and this includes retained EU law in the post-Brexit context, as well as broader issues regarding the function of international capital markets and the UK’s position therein. The unit also includes critical perspectives, such as in relation to emerging policy trends to re-orient corporate finance to support sustainability goals, or to harness capital markets for economic recovery purposes in the context of recent and ongoing economic crises.

Unit aims

  • Enable students to identify various legal concepts and principles examined throughout the subject and designed to facilitate the raising of capital for companies and the protection of other related market actors involved in these kinds of transactions.
  • Enable students to confidently handle, analyse, summarise and apply the above principles.
  • Enable students to critically assess and apply theories and legal rules of corporate finance.
  • Enable students to independently research sources of law and academic texts to identify the reasoning behind principles of corporate finance, as well as their impact on various legal provisions.

The unit will be of particular interest to those who wish to work in a financial centre whether as a solicitor, barrister, banker, journalist or regulator. Although a prior understanding/ appreciation of basic economic concepts may prove helpful, it is by no means essential.

The unit will complement students taking ‘Financial Markets and Banking Regulation’ and ‘Banking Conduct and Law’, and possibly also those studying ‘Company Law’, ‘Insolvency Law’, or ‘Corporate Governance’.

Intended learning outcomes

On the completion of this unit, students will be able to demonstrate:

  1. thorough knowledge and systematic understanding of various corporate finance procedures and techniques for raising capital
  2. understanding of legal issues arising in the framework of the protection of lenders and borrowers, as well as investors and other agents operating in securities markets
  3. critical assessment of concepts related to corporate finance arguing from competing perspectives and paying particular attention to contemporary issues
  4. critical appreciation of the legal procedures related to corporate finance strategies
  5. ability to research advanced topics of the regulation of international corporate finance transactions and critically evaluate the main implications of existing regulatory measures

Teaching details

Teaching will be delivered through a variety of asynchronous and synchronous activities

Assessment Details

2 x summative assessments: 2x coursework with a specified word count (50% each)

The assessment will assess all of the intended learning outcomes for this unit.

Reading and References

The course is largely designed on the basis of Louise Gullifer and Jennifer Payne, Corporate Finance Law: Principles and Policy (3rd edn, Hart Publishing 2020). However, there is no single book that covers all relevant issues. Students will be provided a detailed reading list for each learning block within the unit.

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