LLM Specialisms 2012/13

Corporate and/or Commercial Law


[please note: links below are to the 2011/12 course guides; they will be updated when new guides are made available during the summer vacation]


London is one of the world centres for corporate, commercial and capital market transactions. This is largely due to the sophistication and adaptability of English company and commercial law. At the LSE, the Cassel Professorship of Commercial Law has provided a focus for the development of a strong team of company and commercial lawyers with a variety of legal backgrounds (both common law and civil law). The Department maintains strong links with practice, the judiciary and the public sector, and contributes actively to law reform. This combination of intellectual leadership and cutting-edge practical insight is reflected in the teaching programme.

Advanced Issues of International Commercial Arbitration (H) (LL4C6): this course builds upon LL4C5, in-depth discussion of selected topical problems of international commercial arbitration. Despite its academic outset, the course is highly relevant for those wanting to specialise in arbitration practise, as the theoretical problems have a most significant impact on practical solutions.

Alternative Dispute Resolution (LL402): methods of resolving disputes by negotiation and mediation, studied through theoretical analyses and practical exercises.

Business Taxation (H) (LL4Z1): the taxation of businesses in the UK, including key elements of corporation tax and income tax, capital gains taxation, partnership taxation, and current issues in the UK tax system affecting businesses. Good background course for LL491. Can be combined with LL4Z2

Competition Law (LL430): a comprehensive review of principles informing competition law analysis and enforcement studied in a global context, with particular attention to the rules in the EU and US.

Copyright and Related Rights (LL403): the law of copyright and related rights in the UK, analysed in the context of the history of the institution of copyright; arguments for and against the expansion of copyright; copyright's role in UK cultural policy; its relationship with technologies, institutions and investment strategies that sustain the global culture industries.

Corporate and Financial Crime (LL4B9): an analysis of crimes committed within the commercial and business environment, with particular emphasis on the legal response to the challenges presented by financial crime and unacceptable corporate practices; current perspectives on the prevention, detection, investigation and prosecution of corporate and financial crime in both civil and criminal jurisdictions

Corporate Governance (LL435): analysis of the agency problems arising between boards of directors in large public companies and other stakeholder groups, focusing principally on board and shareholder relationships so as to develop an analytical framework which can then be further illuminated by comparative elements.

E-Commerce Law (H) (LL4S2): this course is to introduce students from a legal background to the specialised legal structure which surrounds e-commerce. The course looks at the specific problems an e-commerce start-up must overcome in order to begin trading, including arranging hosting agreements, designing terms and conditions of service and delivery, and arranging distribution agreements. From here the course will develop to examine the problems of more mature e-commerce businesses including jurisdiction, payment systems and rules on marketing and privacy. Special classes on internet auctions and social networks will complete the analysis. The course is designed to act as an interface between ICT law and commercial law and practice in that it examines in detail the closed sub-set of online transactions which are clearly commercial in nature. [not offered 2012/13]

European Capital Markets Law (H) (LL4K9): this half course examines the EUís regulation of the capital markets from regulatory and market integration perspectives. Topics covered include the regulation of investment services and stock exchanges and the EUís attempts to build a culture of household investing. With LL4G9 it forms the full course LL425 (European Monetary and Financial Services Law).

European Monetary and Banking Law (H) (LL4G9): this half course examines the institutional structures and legal rules which underpin the EUís monetary system and its integrated banking market. Topics covered include the legal underpinnings of European Monetary Union and the EUís regulation and supervision of banking markets. With LL4K9 it forms the full course LL425 (European Monetary and Financial Services Law).  [not offered 2012/13]

European Monetary and Financial Services Law (LL425): the institutional and legal underpinnings of the European financial economy, including banking, securities and insurance.   [not offered 2012/13]

EU State Aid Law (H) (LL4Z5): EU State Aid Law examines the conditions under which EU Member States may favour domestic companies by means of subsidies or other measures having the same effect (such as unlimited guarantees or tax breaks). The first part of the covers the notion of State aid within the meaning of Article 107(1) TFEU. The second part examines the application of these rules to specific sector, including the financial and the IT and communications industries.

Financial Law (H) (LL4H4): the traditional financial market sectors of insurance, commercial banking, derivatives, capital markets and asset management are converging in practice, but their academic analysis is still largely sector-based. This course offers a cross-sectoral, functional analysis, permitting students to grasp the big picture. It highlights certain anomalies in differing legal treatment of the respective sectors, and considers key trends.

Fundamentals of International Commercial Arbitration (H) (LL4C5): this course provides an introduction to the law of arbitration in theory and in practice from an English and comparative law perspective. This course prepares for LL4C6 - Advances Issues of International Commercial Arbitration and provides for some of the procedural basics for LL4E7 - Investment Treaty Law.

Innovation, Technology and Patent Law (LL4C1): this course critically examines UK and European patent law from different perspectives including the economic case for incentivising innovation, industry and technological-specificity of legal doctrine, international economic and political frameworks, institutional features, and legal developments in the domestic laws of other countries as well as at regional and international levels. Case studies from comparable jurisdictions such as US, India or Latin America will be used where appropriate.

Insolvency Law : Principles and Policy (LL439): the principles and policies underlying the legal treatment of insolvency; the varying legal and policy issues which operate in different contexts; the legal procedures for dealing with companies in distress and insolvent individuals and the impact of these procedures on third parties.

International Commercial Contracts Ė General Principles (H) (LL4K5): this course puts national and international contract law in a comparative perspective so as to work with the sources of generally accepted principles or, where existing solutions diverge, focuses on potentially new efficient solutions that are internationally acceptable and might grow into general principles in the future.

International Commodity Sales (H) (LL4G6): this half-course provides a detailed account of FOB, CIF and related transactions subject to English law, which has a dominant role in commodities trading. It deals also with soft measures of harmonisation promoted by the International Chamber of Commerce, namely, Incoterms 2000 and UCP 600 (on documentary letters of credit).

International and Comparative Commercial Arbitration (LL433): the use of domestic and international arbitration as a means of settling commercial disputes. (this course is also available as two half units LL4C5 and LL4C6) [not offered 2012/13]

International Sale of Goods (LL4E5): is concerned with private sales transactions of a cross-border kind. English law plays a leading role in international commercial agreements, so the course deals in detail with English law in its application to international commodity sales on FOB, CIF and similar terms. The course also deals at length with international uniform and harmonised law, found in international conventions laying down a substantive law for defined cross-border transactions, for example, the UN Convention on the International Sale of Goods 1980. Uniform substantive law can also be found in soft law instruments, such as the Principles of International Commercial Contracts published by the Institute for the Unification of Private Law (UNIDROIT), which are not designed to become binding law in Sovereign States. Uniform law resides too in implied terms suitable for incorporation in private contracts by the free act of the contracting parties. These include export trade terms (Incoterms 2000) and the Customs and Practice for Documentary Letters of Credit (UCP600 (2007), both published by the International Chamber of Commerce. The underlying theme of the course is uniformity, based on either the widespread selection of a popular law as the applicable law of the contract, or on the adoption of uniform and harmonised law  (this course is also available as two half units LL4G6 and LL4K6) [not offered 2012/13]

International Uniform Sales Law (H) (LL4K6): this half-course provides a detailed treatment of the United Nations Convention on the International Sale of Goods 1980. It is a vehicle for the treatment of harmonisation and unification of substantive law as an alternative to uniform conflict of laws rules. [not offered 2012/13]

Investment Treaty Law (H) (LL4E7):This course introduces students to international investment law and dispute settlement, the latter emphasizing developments in investment treaty arbitration. The course focuses on the public international law rules and institutions that govern investments and investment treaty disputes. The course has four components: (1) the historical, theoretical and policy background behind investment treaties and dispute settlement by arbitration; (2) the rules governing jurisdiction and admissibility of investor-state arbitration cases; (3) the substantive principles and standards Ė such as national treatment, most-favoured-nation treatment, expropriation, and the minimum standard in international law Ė that may apply to the investor-state relationships; and (4) recognition and enforcement of investor-state arbitral awards and the interaction between international tribunals and national courts.

The Law and Practice of International Finance (H) (LL4F2): legal analysis of the transactional practice of the international financial markets, broadly based on the activities of investment banks operating in London.

Law of Corporate Finance (LL437): the types of capital structures which are available to companies; the agency problems which different types of financing generate between management and investors; and the operation of capital markets as intermediaries between investors and issuers, or as facilitators of the transfer of investor interests independently of the ownership of corporate assets. (this course is also available as two half units LL4G8 and LL4K8) [not offered 2012/13]

Law of Corporate Finance A (H) (LL4G8): the course examines the private law rules governing how companies raise finance. The issues covered include e.g. capital structures, identifying and protecting shareholder rights, issuing shares, initial legal capital and alternatives, dividends, reduction of capital and share buy-backs, reform and moving to a solvency test and financial assistance. The course will focus on English law, but will also look at other legal systems in particular at German law.

Law of Corporate Finance B (H) (LL4K8): this half course addresses the regulation of capital-raising through the markets. Topics covered include: disclosure theory; the role of trading markets in finance-raising; prospectus disclosure; ongoing disclosure; market abuse; and the internationalization of capital-raising. Together with LL4G8 it forms the full course LL437 (Law of Corporate Finance). [not offered 2012/13]

Law of International Economic and Financial Sanctions (H) (LL4K2): covers economic and financial sanctions against States and non-State actors. The course addresses multilateral programmes established by the UN and EU and unilateral measures instituted by individual States, implementation of sanctions within domestic legal systems, issues arising in international law and human rights, and effects on third parties.

Law of Mergers, Acquisitions and Restructurings in Europe and the United States (LL4D7): This course will look at the regulation of the market for corporate control and corporate restructurings in Europe and the United States.

Legal Risk in the Financial Markets (H) (LL4D5): examines the relationship between legal risk and legal reform in the financial markets including political, reputational and other kinds of key risk and relationships.

Mergers, Acquisitions and Restructurings in Europe (H) (LL4F3): This course will look at the regulation of the market for corporate control and corporate restructurings in Europe.

Project Finance and Public Private Partnerships (H) (LL4C9):An examination of legal issues involved in project finance and public private partnerships, including analysis of transaction structures and risk allocation, the principal legal issues arising in finance and project documentation (including government concessions)and particular issues affecting transitional jurisdictions.

Regulation: Legal and Political Aspects (LL446): theories and case studies of regulation encountered in public policy, administration, legal literature, examining the origins, development and reform of regulation; the styles and processes of regulation; the issues surrounding enforcement; the inter-organizational and international aspects of regulation; and questions of evaluation and accountability.

Secured Credit in English, Comparative and International Law (LL4K3): this course deals with the grant of proprietary security in lending transactions and with title-based devices that serve the same security purpose. It covers a wide range of transactions and focuses principally on English law with extensive treatment of international conventions and model principles, as well as numerous references to other legal systems, both common law and civil law. [not offered 2012/13]

Secured Financing in Commercial Transactions (H) (LL4F1): the nature of property rights, the legal and policy issues raised by the creation of and special protection afforded to proprietary interests, and the impact of different property rights on insolvency. 

Takeover Regulation in the UK and the US (H) (LL4F4): This course will look at the regulation of the market for corporate control and corporate restructurings in the United Kingdom and the United States.

Taxation of Corporate Transactions (LL491): the taxation of businesses and business transactions in the UK and other selected countries, covering the general principles of the taxation of business income and gains, and a number of specialist topics, such as taxation of companies and reorganisations, taxation of corporate finance and foreign elements of domestic taxation.

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