Seminarium specjalizacyjne - The Anatomy of Corporate Law: A Comparative and Functional Approachgr
Informacje ogólne
Kod przedmiotu: | 2200-1SKPH01 |
Kod Erasmus / ISCED: | (brak danych) / (brak danych) |
Nazwa przedmiotu: | Seminarium specjalizacyjne - The Anatomy of Corporate Law: A Comparative and Functional Approachgr |
Jednostka: | Wydział Prawa i Administracji |
Grupy: |
Seminaria specjalizacyjne dla studiów prawniczych (nowy program) |
Punkty ECTS i inne: |
(brak)
|
Język prowadzenia: | angielski |
Tryb prowadzenia: | zdalnie |
Pełny opis: |
Over the last 150 years the corporation has risen from relative obscurity to become the world’s dominant economic institution. Today, corporations govern our lives. The determine what we eat, what we watch, what we wear, where we work and what we do. The corporation’s dramatic rise to dominance is one of the remarkable events of modern history, not least because of the corporation’s inauspicious beginnings. The corporate law (the company law) is international, functional and comparative by its nature. The main ideas of corporate law are not local. They are strictly related to the fundamental needs of a human being. The corporate law starts from the premise that corporations in all jurisdictions share the same key legal attributes such as a phenomenon of legal personality of corporation as an artificial person, limited liability of shareholders and its positive and negative consequences, separation of ownership and management of the corporation, the role of supervisory board, the notion of shareholders who are owners and simultaneously who are not owners of the corporation. Businesses using the corporate form give rise to three basic types of agency problems: those between managers and shareholders as a class; controlling shareholders and minority shareholders; and shareholders as a class and other corporate constituencies, such as corporate creditors and employees. The aim of the seminar is to identify the common set of legal strategies used to address these agency problems. The students will have an opportunity to understand the structure of the corporation, the role of corporate law in shaping labor relationships, protection of external stakeholders, relationship with creditors, related-party transactions, fundamental corporate actions such as mergers and charter amendments, takeovers, and the regulation of capital markets. A key premise is that the corporation is an institution – a unique structure and set of imperatives that direct the actions of people within it. |
Literatura: |
The Anatomy of Corporate Law. A comparative and Functional Approach. Oxford University Press, 2017. |
Właścicielem praw autorskich jest Uniwersytet Warszawski.