Module Title:Corporate Governance - Private Companies
Language of Instruction:English
Credits: 5
NFQ Level:8
Module Delivered In 2 programme(s)
Teaching & Learning Strategies: Lectures - communication of knowledge and ideas from the lecturer to the student. Problem Solving Exercises - student will work as part of a team and will work together to resolve various legal scenarios. Class Discussion/Debate - Students will be encouraged to actively participate in the class sessions which will develop their analytical and communication skills. E-Learning - It is envisaged that the module will be supported with on-line learning materials. Self-Direct Independent Learning - the emphasis on independent learning will develop a strong and autonomous work and learning practices.
Module Aim: The aim of this course is to give students a thorough appreciation of the regulatory environment within which a corporate management team must operate and an ability to address legal issues that arise in relation to Corporate Control.
Learning Outcomes
On successful completion of this module the learner should be able to:
LO1 Distinguish between companies, partnerships and sole traders, and be able to critically analyse the advantages and disadvantages associated with the various types of business organisations.
LO2 Critically evaluate the rights and duties of corporate members and shareholders and demonstrate an integrated and applied knowledge of the laws regulating corporate management and balance of control.
LO3 Work as an effective member of a group in analyzing and solving ethical issues faced by companies in managing business in a competitive market
Pre-requisite learning
Module Recommendations

This is prior learning (or a practical skill) that is recommended before enrolment in this module.

No recommendations listed
Incompatible Modules
These are modules which have learning outcomes that are too similar to the learning outcomes of this module.
No incompatible modules listed
Co-requisite Modules
No Co-requisite modules listed
This is prior learning (or a practical skill) that is mandatory before enrolment in this module is allowed.
No requirements listed

Module Content & Assessment

Indicative Content
Types of Company Structure – limited and unlimited, public and private Formation of a company Constitution of a Company The allocation and balance of power within the Company Separate legal personality
Methods and means of Corporate Regulation and Enforcement in Ireland Legislative Regime-an overview of Irish and EU Regulation The role of the Office of the Director of Corporate Enforcement The role of the Companies Registrar The Role of the DP Reform and Debate
Duties of Members and Shareholders Rights and Powers of Members and Shareholders ,relief in cases of oppression (minority protection).
Company Directors role, qualifications, shadow directors, alternate directors, de-facto directors, executive directors and non-executive directors, directors statutory duties and obligations, directors Fiduciary Duties-conflict of interest/secret profit/diverting business away/duty to act in good faith in best interests of Company company director’s powers,-duty to use for purpose that was intended civil and criminal penalties under the Companies Acts. Company Secretaries – role, qualifications, appointment, duties of company secretary, company secretaries’ powers, criminal and civil penalties under the Companies Acts
Insolvency and Corporate Governance
Receivership – role of receiver, qualifications, appointment, effect on the company of appointment, resignation and removal of a receiver, receivers’ duties and powers. Examinership – role of examiner, qualification, grounds and procedure for appointment, effect on company of appointment of examiner (court protection), examiners’ duties and powers. Liquidation – role and qualifications of liquidator, effect of appointment of a liquidator on a company Principal duties of liquidators (duties to Director of Corporate Enforcement and filing duties) Liquidators’ powers Types of Liquidation – Members’ Voluntary Liquidation, Creditors’ Voluntary Liquidation, Court Liquidation.
Assessment Breakdown%
Continuous Assessment60.00%
End of Module Formal Examination40.00%
Continuous Assessment
Assessment Type Assessment Description Outcome addressed % of total Assessment Date
Practical/Skills Evaluation Problem Scenario based on Corporate Governance and Balance of Control in the context of companies operating in the domestic market. 1,2,3 60.00 n/a
Multiple Choice Questions End-of-Semester Final Examination 1,2 40.00 n/a
No Project
No Practical
No End of Module Formal Examination

SETU Carlow Campus reserves the right to alter the nature and timings of assessment


Module Workload

Workload: Full Time
Workload Type Frequency Average Weekly Learner Workload
Lecture Every Week 3.00
Independent Learning Time Every Week 6.00
Total Hours 9.00
Workload: Part Time
Workload Type Frequency Average Weekly Learner Workload
Lecture Every Week 1.50
Independent Learning Time Every Week 5.50
Total Hours 7.00

Module Delivered In

Programme Code Programme Semester Delivery
CW_HHIBU_B Bachelor of Business (Honours) in International Business 8 Elective
CW_BBBBM_B Bachelor of Business (Honours) in Management 8 Mandatory