Company Law

About

The aim of this module is to provide a thorough grounding in, and knowledge and understanding of, the legal framework governing certain business organisations, with particular focus on the registered company. Where appropriate, the module will also cover relevant corporate governance topics, and the relationship between company law and corporate governance.

After successful completion of this module you should:

• Understand the legal framework within which commercial organisations operate, their business structures and corporate personality.
•  Be able to understand the roles and statutory duties of directors, as well as the composition and structure of the board.
• Understand the internal rules and the external regulatory environment which companies are subject to regarding membership.
• Be able to apply relevant legislation, case law and best practice recommendations to legal and governance issues arising in complex scenarios, relating to shares, capital maintenance and loans.
• Be able to exercise appropriate judgement when presenting advice on structural and legal issues in a relevant form (corporate restructuring).

Download Company Law module syllabus.

Exam material

View recent exams to practise the different types of questions that you might face in the exam.  You can then take a look at the mark scheme to compare the two and find out where you may need to do more study.

Webinars

We deliver a number of study support webinars for each exam session covering topics ranging from planning your study to exam strategy. You will get details of upcoming webinars via email. Each session is recorded so you can view it at a time to suit you.

• Planning study: organisation and techniques February 2020 recording and slides.  This webinar provides guidance on organising study and time management, reading from the study text, note-taking, writing skills and how to use past exam papers and examiners' reports to help you prepare.

Resources

After some sessions we can show examples of answers students wrote in the examination, complete with the grade the answer achieved.

You are able to view example answers to exams from the previous version of the qualifying programme in the ‘CSQS exam archive’ section.

Below you can find links to other resources which you can use for wider reading in your studies.

Suggested wider reading from our website

Here are some useful resources you can access using your MyCG student member login:

The Company Secretary: Building trust through governance

In 2013 we worked with Henley Business School to explore how company secretaries help organisations create trust through governance, and the skills and knowledge that they need. 

You can download a copy of the report, watch videos summarising the findings and access a range of related filmed talks and published articles here.

Conflict and tension in the boardroom

This report was a further collaboration with Henley Business School. The research sought to understand why tensions and conflicts arise in board rooms, and offered practical suggestions for how to harness and manage these forces.

You can download a copy of the report and view a short video here.

Next Generation Governance

This research examines the perspectives of millennial and generation Z company secretaries, in contrast to more established practitioners. We wanted to identify similarities and differences in members’ understanding of the role of governance.

You can view a video and download the report here.

The future of governance: Untangling corporate governance

Chris Hodge, Chartered Governance Institute Policy Adviser and former Director of Corporate Governance at the Financial Reporting Council, considers how the UK corporate governance framework has been stretched to perform a role that was never intended when the Cadbury Committee reported twenty-five years ago.

You can view a video and download the report here.

FT-ICSA Boardroom Bellwether surveys

The FT–ICSA Boardroom Bellwether is a twice-yearly survey of FTSE 350 companies that seeks to gauge the sentiment inside UK boardrooms. It canvasses the views of their company secretaries to find out how boards are responding to the challenges of the economy, market conditions and the wider business and governance environment.

Read a summary of the most recent survey and download past reports here.

Minute-taking guidance

This minute taking guidance was developed through a series of discussions with experienced minute takers from both corporate and not-for-profit sectors. It provides up to date expert advice about all aspects of the process from preparing the agenda to the storage of the finished documents, and has a wealth of handy tips about how to avoid some of the pitfalls that can face those taking minutes of meetings.

You can listen to a podcast and download the guidance here.

Effective Board Reporting

Research from The Chartered Governance Institute and Board Intelligence suggests that, in many organisations, board packs are a barrier rather than an aid. Too often they are dominated by inward- and backward-looking detail, rather than the sort of information that will help the board to plan its future strategy. Furthermore, the sheer volume of information that board and committee members are presented with makes it unlikely they can read it all, let alone absorb it or pick out the key issues.

Download the report and related further reading suggestions here.

Other suggestions

• The list above shows a few relevant and recent resources from our website, but you should also go to our ‘Knowledge’ page and search and investigate other guidance available here.

• Download a copy of the UK Corporate Governance Code 2018 and read through it.

• Look up introductory texts which can help give you background on areas of the Qualifying Programme syllabus you are not familiar with. For example, there are a lot of introductory books which set out to explain financial reporting to people who are not accountants. You will also find introductory texts on relevant topics like company law, risk and strategy.

• Contact your local branch to enquire about events in your area and whether student members can attend. Check events on the our website if you are able to attend in London.