ELLM: Modules

The Executive LLM programme offers a powerful combination of information and inspiration. The teaching has been superb and the calibre of the student body is excellent.

The modules that we will offer on the Executive LLM over the four year degree period are set out below. We will not offer all of these modules every year, although some of the more popular options may be offered in each year, or more than once each year. We aim to offer between 15 and 20 modules on a yearly basis when the programme is operating at full capacity.

See also Upcoming teaching sessions.

 

Arbitration / Dispute Resolution

Fundamentals of International Commercial Arbitration 

This module provides an introduction to the theory and practice of international arbitration, one of the most important mechanisms for settling disputes arising from commercial cross-border transactions. The focus is mainly on English arbitration law, which is put into a comparative perspective and contrasted especially with French law, which highlights the antagonism between Paris and London as the rivalling centres for international arbitration. Special attention is given to the applicable international treaties, the problems of conflicts of laws, and the different types of institutional and transnational rules that may have to be taken into consideration in an international arbitration. This module prepares for 'Advanced Issues of International Commercial Arbitration'.

Lecturer: Dr Jan Kleinheisterkamp

Module Code: LL415E


Advanced Issues of International Commercial Arbitration

This module aims at giving students who already are acquainted with the fundamentals of arbitration the possibility to go into depth into selected problems of international commercial arbitration. The module is designed to allow intense discussions of these problems in order to raise the sensitivity for the issues at stake and to lead to a research oriented approach. Despite its academic outset, the module is highly relevant for those wanting to specialise in arbitration practice, as the theoretical problems have a most significant impact on practical solutions. The module will treat a selection of topical contemporary issues of international commercial arbitration, such as the role of internationally mandatory rules of law, arbitration & insolvency, the scope of the competence-competence principle; arbitration and fraud and corruption, or the enforcement of awards set aside abroad. The module seeks to be as topical as possible, so that content may change in the light of developments. Pre-requisite: Fundamentals of International Commercial Arbitration (LL415E) or equivalent course in previous studies or relevant practical experience with international arbitration.

Lecturer: Dr Jan Kleinheisterkamp

Module Code: LL416E

 

Dispute Resolution and Advanced Mediation

The principal focus of the module is upon methods of resolving disputes other than adjudication. The module brings together theory and observation of practice and is divided into two parts. In the first section students examine what motivates people to enter into disputes and the range of outcomes they seek, the history of the “informal justice” movement and the transformation of attitudes to dispute resolution in the UK and beyond. The emphasis in this part of the module is also on looking at the two primary forms of dispute resolution, negotiation and mediation. In the second part of the module specialist practitioners work with the class in exploring the interface between theory and practice and the different dynamics of disputes and their resolution in specific subject areas such as commercial law, community disputes, international law and family law. The module is designed to complement the option on Commercial Arbitration.

Lecturer: Professor Linda Mulcahy

Module Code: LL405E

Art and Heritage Law

Cultural Property and Heritage Law

This module looks at cultural property and heritage law from legal, social theoretical and practice-oriented perspectives. It provides an overview of existing and emerging cultural property and heritage legislation (domestic and international). We will be looking in particular at the development of cultural property legislation in the 20th century and emerging international cultural property and heritage initiatives under the auspices of the UN and UNESCO. Topics to be covered include the origins of cultural property law, the problems in defining cultural property and heritage, current issues and cases in repatriation and restitution of cultural objects, the National Trust and other heritage protection regimes, and intangible cultural heritage. The module also addresses the creation and management of museums and heritage sites, primarily within the UK, but also including sites in North and South America, Europe and Asia. We consider how the issues that we've identified throughout the module arise in the ongoing construction, protection, and (primarily economic) uses of heritage.

Lecturer: Dr Tatiana Flessas

Module Code: LL445E

 

Art and Antiquities Law 

This module engages in a discussion of specific cases and issues regarding acquisition, ownership, and restitution of antiquities and works of art, and the problems that arise in regulating markets in art, antiquities and cultural artefacts. We will look at domestic (UK and US) and international legislation regulating the art and antiquities trades. Against this legislative background, the module examines important cases in disputes regarding looting and provenance of antiquities, and questions of commodification and sale of cultural artefacts and antiquities, including the issues that arise in the operation of the art market (dealers, museums, collectors and auction houses). ‘Art Law’ is a specialized area of practice and an emerging area of theory and scholarship. We will look at some of the cases and theory of art and law, including the practices of dealers and auction houses in valuing (and mis-valuing) art for sale; the recent developments in addressing the restitution of art taken during the Nazi era; museum loans and the cross-border movement of art; the restoration and conservation debate(s) and then turn to a scholarly and interpretive approach to the issues that arise in considering the art market. ‘Antiquity Law is an engagement with the problems of the market(s) in antiquities and the legal and ethical burdens on the participants in this trade. We will look at the practices and constraints that arise in the context of both private purchasers/dealers and museums acquiring antiquities. We will focus on the case that the government of Italy brought against Marion True, the erstwhile Curator of Antiquities at the Getty Museum, and we will consider how that ground-breaking prosecution changed some of the practices in this area, as well as added to the toolbox for nations seeking repatriation of cultural objects. We will also return to the questions that arise in dealer, auction house and museum policies more generally.

Lecturer: Dr Tatiana Flessas

Module Code: LL446E

Corporate / Commercial / Financial Law

Banking and Finance Law: Regulating Retail, Consumer and SME Markets

As the past decade has transformed understandings of finance and the economy, it has generated increasingly widespread recognition of the economic centrality of household finance. Responsibility for both the Global Financial Crisis and subsequent Great Recession can be attributed to failures of household credit markets. Consumer expenditure accounts for over 50% of GDP in most OECD economies, meaning that the financial markets and products powering this spending are of central policy importance. Key contemporary problems of economic stagnation, inequality, and political instability can all in some ways be linked to problems arising in consumer financial markets, which are increasingly important sites of legal and political activity. The economic significance of SME finance is similarly clear. Small and Medium Enterprises (SMEs) account for 99% of firms and approximately 70% of jobs in OECD countries, and questions of how these firms access finance raise perennial policy concerns. The political and regulatory disruption of Brexit also makes this is a key time for the study of banking and finance law as it relates to consumers and SMEs. Questions arise as to the future for consumers, SMEs, and financial institutions, as regulatory regimes and capital flows are changed by the UK’s departure from the EU.

The significance and expansive reach of the consumer and SME dimensions of financial law are not matched by coverage in typical law school curricula – this course aims to address this imbalance by presenting a unique offering. The course begins by discussing key principles and theoretical ideas of retail financial market regulation. It considers the nature and structure of consumer and SME financial markets, examining the institutions and sources that create the ground rules of markets, involving questions of how financial laws and regulations in these markets are made, applied, and enforced. The course applies and tests these ideas in examining discrete markets and areas of law, drawing on a combination of international norms and detailed examples from European, North American and English law. The course is structured uniquely around a thematic approach, discussing legal material through key questions of consumer/SME financial law and policy. Themes include:

  • The place(s) of consumers and small enterprises in the Real Economy
  • Aims and justifications of regulation in consumer and SME financial markets
  • Consumers, SMEs and financial stability (including prudential regulation and its interaction with consumer/SME protection)
  • Access to finance (basic banking; the cashless society; fintech)
  • Complexity in financial products (including product design and the regulation of contract terms; information asymmetry and disclosure regulations; behavioural perspectives and ‘nudging’)
  • Mis-selling scandals and legal responses (including mortgage lending crises and ‘responsible lending’; SME derivatives mis-selling and investor protection rules)
  • Cross subsidisation, price discrimination, and fairness in financial services pricing (‘the poor pay more’; the ‘loyalty penalty’)
  • The problem of high-cost credit and usury regulation (the Wonga saga and payday loan regulation; bank overdrafts; the role of price regulation in financial markets)
  • Wall Street v Main Street (dispute resolution and enforcement; financial law-making
  • Financial failure and default (entrepreneurship and bankruptcy law; over-indebtedness and consumer bankruptcy)

Lecturer: Dr Joseph Spooner

Module Code: LL450E


Commercial Remedies

The objective of the module is to provide students with a detailed understanding of remedies in a commercial context. The reading addresses both case law and academic commentary. The module focuses on the principles that govern commercial remedies and the debates in the literature. It does not seek to improve the students' drafting skills. Here is an indicative list of the issues that will be considered on the module:

1. The aims of commercial remedies: What interests and other policies may be served by the law when remedying commercial disputes?

2. The function of contract damages: How do the courts assess damages for breaches of contract? Should the courts do more to protect the claimant’s interest in performance? What limits are placed on the recovery or measure of damages?

3. Punishment: Is punishment of a defaulting defendant ever a legitimate aim in commercial remedies? Should punitive damages be given a greater role in English commercial law?

4. Agreed remedies: To what extent are commercial parties free to fix the remedies available to them in the event of breach? Does freedom of contract extend to the parties’ secondary obligations?

5. Unjust enrichment: What is the law of unjust enrichment? What is its relationship to the law of contract? What can commercial parties recover under the law of unjust enrichment?

6. Comparative law: How do other jurisdictions deal with these questions? What might the common law learn from civil law systems?

Pre-requisite: Undergraduate contract and tort law.

Lecturer: Dr Andrew Summers; Professor Charlie Webb

Module Code: LL438E

 

Comparative Corporate Governance 

This module will focus on topical issues in corporate governance, including: corporate governance codes as a regulatory technique; corporate governance reform, firm performance and financial development; the role of the board of directors in large public companies and groups of companies; the division of powers between the managers and shareholders; directors’ duties and enforcement of duties; executive remuneration; stakeholder representation, in particular employee representation, in corporate decision-making; shareholder activism and corporate short-termism; the market for corporate control as a corporate governance device.

Lecturer: Professor Carsten Gerner-Beuerle, Professor David Kershaw, Edmund Schuster

Module Code: LL418E

 

Competition Law

The module is a comprehensive study of the main features of competition law. While the focus is on EU competition law, reference will be made to the laws of other jurisdictions (e.g. the United States and the UK) when these offer relevant points for comparison. The first part of the module examines the history and aims of competition law. It considers the role of economic analysis and its limitations in the light of non-economic considerations. The second part is a review of the major substantive fields: restrictive practices; the regulation of monopolies and dominant positions; distribution and cooperation agreements and merger control. The third part addresses the public and private enforcement of competition law.

Lecturer: Professor Pablo Ibanez-Colomo

Module Code: LL425E

  

Employment Law

Regulation of the content and the form of the employment relation. The contract of employment, including express and implied terms and the scope of employment law. Regulation of minimum wage and working time. Protection against discrimination in the workplace. Discipline and protection from dismissal and termination of employment. The approach involves theoretical perspectives, economic analysis, comparative law of employment, and examination of relevant European law.

Lecturer: Dr Astrid Sanders

Module Code: LL441E

 

European Capital Markets Law 

The module examines the EU's regulation of the capital markets. It considers the harmonized regulatory regime which applies to key capital market actors across the Member States and which supports the integrated market. The topics covered include: the rationale for integration and the role of law, the evolution of the integration project, and the impact of the financial crisis and subsequent reforms; the deregulation, liberalization, harmonization, and re-regulation mechanisms used to integrate and regulate the EU market and the role of the Court; market access and the passport for investment services; the Markets in Financial Instruments Directive 2014 (MiFID II) and the Markets in Financial Instruments Regulation 2014 (MiFIR) and regulation; the liberalization of order execution and the regulation of trading venues; the 'UCITS' mutual funds regime; retail investor protection and conduct regulation; the prospectus and disclosure regime; gatekeepers (credit rating agencies and investment analysts); and the institutional structure for law-making and for supervision, including the European System of Financial Supervision and the European Securities and Markets Authority.  Module coverage may vary slightly from year to year.

Lecturer: Professor Niamh Moloney

Module Code: LL400E

Legal Aspects of Private Equity and Venture Capital

This course will equip students with a detailed understanding of the legal structures and issues arising in international private equity and venture capital.  It is founded on deep academic analysis of pertinent theoretical and legal issues.It will have a pan-EUfocus, but with comparative global perspectives. 

Session 1: Introduction to private equity and venture capital
This introductory session will include a critical discussion of the academic research suggesting that private equity outperforms other asset classes.

Session 2: Fund structures: the limited partnership and other international structures
This session  looks at the structures adopted, and the reasons why, with particular emphasis on the legal, tax and regulatory characteristics of limited partnerships.

Session 3:  Management vehicles and the UK LLP
This session will look at the objectives in structuring the management entity for the fund, with a particular emphasis on the legal and tax characteristics of LLPs, including the UK LLP Act and recent case law.

Session 4: Private equity fund (and manager) regulation
This session looks at UK and EU regulatory initiatives, and critically evaluates the provisions of the Alternative Investment Fund Managers Directive which affect private equity funds.

Session 5: Venture capital investments
Starting from a theoretical perspective, we will analyse the terms of a typical venture capital investment into a portfolio company by reference to example documents.  We will also examine various aspects of contract and company law which have particular relevance to VC structures.

Session 6: The VC deal
In this session the students will discuss the key points arising from a venture capital investment case study.We will focus on key points which have a legal as well as a commercial aspect, and connect these to the theoretical discussions in Session5.

Session 7: The leveraged buyout: corporate governance issues
This session will examine the structure of a buyout and how it differs from a VC investment.  We will focus on pertinent company law rules and academic corporate governance theory.

Session 8: Financing
This session will look at the leveraged finance model, advantages of leverage, the LMA Leveraged Loan Agreement, High Yield Bonds, the Inter-creditor Agreement and 'covenant-lite' and incurrance covenants.

Session 9: Distress
Discussions on the implications of distress for the PE firm, valuation, the new money decision, the role of the inter-creditor agreement and the PE firm as the loan-to-own investor.

Session10
In this session we will analyse a suite of leveraged loan deal documentation for a typical private equity buyout.  Students will be provided with a fact pattern and asked to apply the theory that they have studied in sessions 8 and 9 to the deal documentation.

Lecturers: Dr Simon Witney; Ms Sarah Paterson

Module Code: LL4CQE

State and Market in the EU 

Member States of the EU are not free to award subsidies to their national companies or to support them in a comparable way (by, inter alia, securing favourable supply conditions to the companies, granting loans at favourable rates or providing unlimited guarantees). In the wake of the recent financial crisis, for instance, bailout measures adopted across the EU had to be cleared by the European Commission in accordance with Articles 107 and 108 TFEU.

The first part of the module explores the economic rationale underpinning the control of State aid in the European Union (the reasons why similar regimes are not implemented at the national level in federal countries facing similar dilemmas, such as the United States, will also be explored). The second part examines (i) the notion of State aid within the meaning of Article 107(1) TFEU and (ii) the conditions under which measures falling under the scope of that provision may be deemed compatible with the internal market. The third part provides an overview of the application of the law in some sectors (including the financial and the communications sectors) or for some purposes (e.g. research and development, regional aid). Finally, the fourth part is devoted to the procedural aspects of the discipline.

Lecturer: Professor Pablo Ibanez-Colomo

Module Code: LL433E

 

Innovation, Technology and Patent Law

This module 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. The module aims to deliver a sound grounding in legal principles while exploring unprecedented challenges raised by emerging technologies through appropriate case studies.

  • The economics of innovation and patenting/ Jurisprudential rationale for patents. Legislative overview – international and domestic.
  • Priority, Novelty and Inventiveness
  • Industrial Application, disclosure and Genomic Inventions
  • The rational for subject matter exclusions (Methods of medical treatment, diagnostic methods, computer programs, business methods, mental acts, discoveries, genetically modified animals, human embryonic stem cells)
  • Claim drafting, purposive construction and the doctrine of equivalents.
  • Direct/indirect infringement – international concerns
  • The research use exception and its application to post-genomics science
  • The TRIPS Agreement and the global pharmaceutical industry
  • The problem of patent enforcement
  • Patent offices and the property parameters of patents
  • Synthetic biology
  • The patenting of Human gene therapy

Lecturer: Dr Siva Thambisetty

Module Code: LL435E

 

Corporate Restructuring

(formerly Insolvency Law: Principles, Rescue and Reconstruction Processes)

This module is concerned with the principles and policies underlying the rescue of financially distressed companies and businesses. The module considers formal legal procedures available for dealing with companies and businesses in financial distress as well as informal approaches to rescue. Topics include: Chapter 11 as a Rescue Procedure. Corporate Rescue Procedures in the UK: Informal and Formal Procedures.  Recognition of Rescue Procedures: EC and International. The Theory and Philosophy of Rescue.

Lecturer: Sarah Paterson

Module Code: LL442E

 

Corporate Bankruptcy (formerly 'Insolvency Law: Company Liquidation and Stakeholder Interests')

This module is concerned with the principles and policies underlying the legal treatment of corporate bankruptcy. The impact of these procedures and approaches on third parties, for example corporate groups, secured and unsecured creditors, directors and employees, is also considered. Topics include: Setting aside transactions; The pari passu principle and preferential claims; Secured creditors and security devices; Quasi-security devices for the unsecured creditor; The problem of corporate groups; Company directors in troubled times; Employees in distress and EC and international recognition in corporate bankruptcy.

Lecturer: Sarah Paterson

Module Code: LL443E

 

International Commercial Contracts: General Principles 

The module treats what can be called the general part of transnational contract law, i.e. the general principles of law which are of relevance in any kind of international contract, be it sale, construction, shipping, financing, or joint venture. These general principles relate to contractual formation and negotiations, interpretation, transversal general principles, changed circumstances and hardship, agency, third parties, assignment, self-help and set-off, direct performance and damages and penalties. At present, such contracts are governed either by uniform rules of international conventions or by the national laws applicable by virtue of conflict of law rules. The module puts the existing national and international solutions in a comparative perspective so as to work with the sources of such generally accepted principles. Where there are divergences between existing solutions, the module focuses on the elaboration of new efficient solutions that are internationally acceptable and have the potential of becoming general principles in the future. For these purposes, special attention is given to the UNIDROIT Principles on International Commercial Contracts and the European Principles of Contract Law. Other national laws, however, are drawn upon from time to time. Students are also encouraged, in both examination and classes, to reflect upon the similarities and differences between their own national laws and the UNIDROIT Principles.

Pre-requisite: Firm knowledge of contract law and/or international sales law from previous studies.

Lecturer: Dr Jan Kleinheisterkamp

Module Code: LL417E

 

International Financial Law and Practice I & II 

As the recent debate on shadow banking shows, the traditional financial market sectors of commercial banking, investment banking, derivatives, capital markets and asset management are nowadays converging. However, their academic analysis is still largely sector-based. This module offers a cross-sectoral, functional analysis, permitting students to grasp the big picture of the entire financial market law. To this end, the module largely concentrates on the different activities of risk taking and risk shifting regardless of the type of financial institution involved.

The module is also a novelty as it integrates both spheres of rulemaking for the financial markets, notably financial law and some fundamentals of financial regulation. Experience shows that approaching the framework for financial law without at least considering the interdependencies with risk management and capital requirements leaves us with only a fragmented picture.

For non-practitioners, the market context of financial law appears sometimes confusing. Therefore, this module will first approach each subject from in a market perspective before coming to the legal framework. This short overview is essential with a view to understanding the permanent interaction between market behaviour and the legislators' and regulators' responses to it. The legal framework will be analysed taking into account international rules and developments as well as European legislation. Since the City of London is one of the globally most important financial markets, England will be used as anchor-jurisdiction in order to develop patterns of global significance that are addressed by legislators and regulators around the world, in particular also looking at the European Union and at international rulemaking.

The module also highlights certain anomalies in differing legal treatment of the respective sectors, and considers key trends. It is designed to be as topical as possible, and the content may change in the light of developments. While the precise topics covered will vary from year to year they typically will include the following:

  • Logic and the players of the financial market. The creation and allocation of risk. The distinction between 'Law' and 'Regulation'.
  • The reasoning and sources of financial law and regulation. The role of European financial law and regulation. The role of international law.
  • Understanding the financial crisis.
  • Banks and their nature. Assets and Liabilities. Deposit taking and bank loans. Money market instruments. Rank of creditors in bank insolvencies.
  • Raising capital. Primary market and secondary market. Issuance of debt securities (bonds). Issuance of Eurobonds. Issuance of equity (shares).
  • Security interests and financial collateral.
  • Rehypothecation, repurchase agreements and securities lending. Relevant conflict-of-laws problems.
  • Guarantee, indemnity, insurance.
  • Derivatives. Types of derivatives. The rise of derivatives. Recharacterisation risk. Standard documentation (ISDA).
  • Netting and set-off. Relation to insolvency law. Importance for derivatives, repos, securities lending. Conflict-of-laws analysis. Cross-jurisdictional problems.
  • Trusts.
  • Fund structures (public and alternative).
  • Structured finance, securitisation and asset-backed securities. The rationale behind it. Risks.
  • Transfer of financial instruments. Stock exchanges. Trading and settlement of securities. Intermediated securities. Conflict of laws and cross-jurisdictional problems. Derivatives clearing.
  • Syndicated loans.
  • Regulatory arbitrage in  respect of financial transactions.

International Financial Law and Practice II (LL411E) explores contemporary issues of the commercial law of international financial markets. These include

  • the future of English law as reference law for international finance after Brexit
  • financial markets and modern trends in conflict-of-laws
  • the legal characteristics of the various types of networks used in financial markets (central, decentral, distributed)
  • the disruption of law caused by ‘blockchain’ technology and FinTech
  • the legal challenges flowing from the increasing use of ‘big data’ and artificial intelligence in financial services
  • the future role of commercial law in managing risk
  • the nature of so-called smart contracts and their role in standard documentation, risk management and due diligence
  • legal issues associated with cryptocurrencies and crypto-money

As the moduleis conceived to be very topical, some of the modulecontent may change.

Lecturer: Dr Philipp Paech

Module Codes: LL410E; LL411E

 

Regulation: Strategies, Theories and Implementation 

The module provides an introduction to key topics in the study of regulation from with a comparative and generic perspective drawn from public administration, socio-legal studies and institutional economics.

Topics include: What is regulation and Why do it? What is Good Regulation? Regulatory Strategies. Explaining Regulation. Enforcing Regulation. Risk Regulation. Regulatory Standard Setting. Regulatory Competition. Regulation and Cost Benefit Analysis.

Lecturer: Professor Robert Baldwin

Module Code: LL434E

 

Law of Corporate Finance 

The module 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 module will focus on English Law and German Law and reference will be made to the relevant EU rules.

Lecturer: Dr Eva Micheler

Module Code: LL419E

 

Mergers, Acquisitions and Restructurings in Europe 

In this module, we will explore the regulation of mergers, acquisitions and restructurings in Europe. We will focus on legal techniques for the combination and restructuring of business operations in Europe, with a particular focus on the legal issues arising in cross-border transactions in the EU.

There are a number of reasons for corporations wanting to restructure their operations or to make acquisitions. For instance, firms may want to acquire a strategically valuable firm or asset in order to improve the efficiency (and thus increase the value) of their business operations; they may want to implement a better governance structure, enabling them to manage their undertaking more effectively; or they may want to subject themselves to more favourable legal or tax rules – including choosing among different national corporate laws.

EU law offers a range of legal vehicles for achieving such aims, and it is these vehicles we will explore throughout the term. In particular, we will look at re-incorporations of EU companies based on the relevant Treaty provisions; takeovers of (listed) EU companies; domestic (“statutory”) mergers; de-mergers and spin-offs; cross-border mergers in the EU; and the European Company.

Content overview:

  • The market for corporate control, corporate ownership structures and transaction structures for takeovers and restructurings in Europe
  • European takeover regulation
  • Domestic mergers
  • Divisions & spin-offs
  • Cross-border mergers
  • Employee participation (board-level co-determination) and board structures, and their relevance for corporate transactions
  • The European Company (SE)
  • Brief introduction to taxation of corporate transactions and tax-related drivers and incentives for intra-group reorganisation and company migration

Lecturer: Mr Edmund Schuster

Module Code: LL432E

 

Regulation of Financial Markets I & II 

This course (Part I and Part II) examines the regulatory structures governing financial markets and investment services. It covers the main principles of international, EU and UK financial regulation, with the aim of developing a critical understanding of the dynamics and conceptual framework of financial regulation. The course does not aim to provide a detailed comparative account of financial regulation across countries, but international comparisons may be made where these are useful. In this context, students are encouraged to draw on their knowledge of their own national systems of regulation in making comparisons, and to apply the analytical perspectives suggested to those systems. The focus will be on the regulation of national and international aspects of financial services and markets, rather than on private law and transactional aspects. No previous knowledge of financial market regulation or background in economics is required for those wishing to follow this course. Indeed, the course provides a good background for further study of both financial and economic law and economic analysis of law. The course might be regarded as complimentary to a number of other courses, including Law of Corporate Finance or International Financial Law and Practice I & II.

The first part of this course will address the following topics:

  • Anatomy of the Financial Market and the Great Financial Crisis
  • Building Blocks of the Regulatory World
  • Rationales for its Regulation: Systemic Stability, Market Integrity, Principle-Agent Competition
  • Key Elements of Financial Regulation: disclosure, resilience, risk modelling and regulation inside firm
  • Global and EU Regulatory Structures
  • Financial Stability – Policy Issues, Principles and Global Standard Setters
  • Prudential Regulation of Banks – The Basel Accords
  • The EU Banking Union
  • Deposit Guarantees
  • Bank Resolution and Insolvency

The second part focuses on financial stability, including macro and micro-prudential regulation, regulation of trading and market infrastructure, and on new and emerging issues in financial regulation. Topics include:

1. Unpicking the Great Financial Crisis

2. Mapping regulation for financial stability

3. States, Banks and Global Markets: the macroeconomic Background

4. The next Financial Crisis 

5. Ethics in Finance

6. Market Integrity

7. The role of Consumers

8. Consumer Protection

9. Securities markets and Conduct of Business

10. Fast, global, decentralized– the Challenges of the Future

Lecturer: Dr Philipp Paech

Module Code: LL406E; LL407E

 

Takeover Regulation in the UK and the US 

The module will look at the regulation of the bid process and at takeover defence regulation in the UK and the US. The module will look at: transaction structures; the function and effects of the market for corporate control; takeover process regulation; takeover defence regulation; deal protections; and regulating conflicts of interest in going private transactions.

Lecturer: Professor David Kershaw

Module Code: LL431E

 

UK Corporate Law

UK corporate law is an advanced corporate law module focusing only on UK law. The module covers in-depth the core areas of UK corporate law including:

The conception of the UK company;
separate legal personality and piercing the corporate veil;
corporate actions in contract, tort and criminal law;
the balance of power in the company between the board and the shareholder meeting;
UK board composition regulation;
Directors' duties and their enforcement;
minority shareholder protection; and
the role of company law in protecting creditors.

The module will rely on in-class case studies and problem questions to explore the applicable law and its development.

Lecturer: Professor David Kershaw

Module Code: LL439E

 

Tax Avoidance

This module will provide a comprehensive overview of the phenomenon of tax avoidance and of the attempts by states to combat it: both unilaterally and multilaterally. Whilst using examples predominantly from the UK and USA the issues addressed by the module are general across many jurisdictions and so will be applicable to those with interests beyond the UK and USA.

Taxpayers have always sought to minimise their tax burden. However recent decades have witnessed a sharp rise in popular and governmental concern with tax shelters and other tax avoidance. Traditional strategies of tax avoidance have included postponement of taxes and tax arbitrage, in addition to attempting to exploit ‘loopholes’ through a formalist interpretation of legislation. In recent years the proliferation of complex financial instruments has increased the opportunities for such avoidance. Additionally, globalisation and the development of the digital economy have facilitated tax avoidance strategies of base erosion and profit shifting (BEPS). This rise in opportunities for tax avoidance has been accompanied by an increased public concern that individuals and companies pay their ‘fair share’ of taxation: which states have responded to both through unilateral and multilateral actions (including the OECD’s project on BEPS and the EU’s Anti Tax Avoidance Package).

Particular topics covered are likely to include (i) defining avoidance; (ii) strategies of tax avoidance; (iii) statutory interpretation and judicial approaches to tax avoidance especially with reference to the UK and USA; (iv) General Anti-Abuse and Anti-Avoidance Rules and Specific and Targeted Anti-Avoidance Rules; (v) reporting rules and other policies to deter avoidance; (vi) the OECD response to BEPS; (vii) BEPS and the EU; and (viii) corporate social responsibility, professional ethics and public attitudes with regard tax avoidance.

Lecturer: Dr Michael Blackwell

Module Code: LL4CPE

 

Taxation of Wealth

The module examines the taxation of wealth from a variety of academic perspectives, drawing on research from political theory, economics, sociology and law. Taxes on wealth are defined broadly to include taxes on transfers of wealth, returns on wealth, and holdings of wealth. The module equips students with an interdisciplinary framework for explaining and evaluating taxes on wealth, and applies these approaches to existing tax policies and options for reform. The focus is on the UK and US contexts although comparisons are also made with other jurisdictions.

Part I of the module introduces key debates from across the social sciences relevant to the taxation of wealth. Seminars 1-5 cover: (i) defining and measuring wealth; (ii) inequality and distributive justice; (iii) property rights; (iv) economic perspectives; and (v) social and political perspectives. Part II applies these debates to specific wealth tax policies. Seminars 6-10 cover: (i) taxes on transfers: inheritance/estate tax, lifetime receipts tax, comprehensive income tax; (ii) taxes on returns: capital gains tax, capital income tax and (iii) taxes on holdings: property tax, land-value tax, net wealth tax.

Lecturer: Dr Andrew Summers

Module Code: LL4COE

Constitutional / Human Rights Law

Comparative Constitutional Law

This module examines the central issues in comparative constitutional law across a range of jurisdictions and from a variety of perspectives. The module opens with an introduction on the purpose of comparative constitutional law. The first substantive part discusses various approaches to the study of CCL as well as the migration of constitutional ideas (and related notions of constitutional borrowing, transplants etc). The second part deals with key constitutional concepts (constitution; rule of law; presidentialism, parliamentarism) which are discussed from a historical and comparative perspective. The point of these sessions is not to compare for the sake of comparing, but to equip you (the researcher) with the conceptual tools to do insightful, critical, and original comparative work of your own. The third part challenges the assumptions of liberal constitutionalism by examining constitutions in divided societies and authoritarian constitutionalism. The overall aim of the module is to develop students' understanding and use of many general theoretical explanations surrounding debates in CCL, and to develop students' critical/analytical approach to many of the questions facing judges and scholars in the next decade.

Lecturer: Dr Jo Murkens

Module Code: LL408E

 

Comparative Constitutional Rights 

This module examines a range of controversial issues in human and constitutional rights law from a comparative perspective. These issues include: abortion; 'deviant' sex and sodomy; sado-masochistic sex, and incest; same-sex marriage; religion in the public sphere; hate speech and denial of the holocaust; obscenity. We will approach them by comparing and contrasting judgments from courts all over the world, with an emphasis on cases from the U.S. Supreme Court, the Canadian Supreme Court, the South African Constitutional Court, the European Court of Human Rights, the U.K. Supreme Court, and the German Federal Constitutional Court. The goals of the module are, first, to introduce the students to the jurisprudence of those extremely powerful and influential courts, and, second, to invite them to think about and critically analyse some of the most controversial, difficult, and important rights issues of our time.

Lecturer: Dr Kai Möller

Module Code: LL409E

 

Constitutional Law and Theory

This module examines the role of constitutions and the nature of constitutional discourse. It considers the ways in which theorists have advanced understanding of constitutions and devised solutions to a range of constitutional questions. The module deals with the following topics: the scope of constitutional theory; the constitution of government; constitutional politics; representation; sovereignty; constituent power; constitutional rights; the rule of law; liberalism and republicanism; constitutional adjudication; cultural pluralism; theories of federalism; the cosmopolitan polity.

Lecturer: Professor Tom Poole

Module Code: LL427E

 

European and UK Human Rights Law 

The module has two parts. In part one the origins, development and current standing of the European Convention on Human Rights and Fundamental Freedoms are considered. The primary focus will be on the case-law of the European Court of Human Rights, though the cases of other jurisdictions will also be referred to where appropriate. The module will analyse the Convention from the perspective of selected rights within it, but will also engage with the subject thematically, subjecting such concepts as the 'margin of appreciation' and proportionality to close scrutiny. The goal of this part of the module is to give students a good critical understanding of the Convention, the case-law of the Strasbourg court and the Convention's place within the constitutional and political structure of 'Greater Europe'.

The second part of the module is made up of a detailed study of the UK Human Rights Act. The origins and the political background to the Act will be explained, and the structure of the measure will be fully elaborated, relying on the text of the Act itself but also on the burgeoning case law that accompanies the measure. This part of the module will identify the principles that underpin the UK Act and explain its proper place in British law. It will also explore the wider constitutional implications of the measure, looking at its effect on the relationship between courts and Parliament. Linkages with the broader European framework discussed in the first part will be made by students through their reading and through class-engagement. The implications for human rights of the UK's intended departure from the EU will also be considered.

Lecturer: Professor Conor Gearty

Module Code: LL404E

 

Rethinking EU Law

EU law is a fast-moving, dynamic area of law. The modulewill address core aspects of EU law and develop a number of key themes in the public law and policy of the EU and its Member States. It will provide a sophisticated understanding of the legal, political and constitutional issues surrounding the central debates in the EU, from its origins to the recent crises, including the Euro-crisis and Brexit. Topics will include: - Law and Politics of European Integration - Fundamental Freedoms - Collective Autonomy and Social Justice - Authority of EU Law - Sovereignty, Identity and Pluralism - Political Economy - Future of the EU. The modulewill use general theoretical accounts in law and related disciplines in order to situate EU law in its economic, political and social context. It uses the LSE’s unique interdisciplinary expertise in European law, constitutional theory, public law, and legal theory for a rich and varied study of the challenges facing the EU and its future development.

Lecturer: Dr Michael Wilkinson

Module Code: LL436E

 

Theories of Human and Constitutional Rights

The module will provide an introduction to theories of human and constitutional rights. The emphasis is on a combination of law and theory; to this end, each session will rely on a mixture of cases from various jurisdictions and theoretical and philosophical materials. Topics to be discussed will include: Robert Alexy’s Theory of Rights as Principles; Ronald Dworkin's Theory of Rights as Trumps; The Debate about Proportionality; Absolute Rights; The Debate about Judicial Review; The Culture of Justification and the Right to Justification.

Lecturer: Dr Kai Möller

Module Code: LL426E

 

Terrorism and the Rule of Law

This module will provide a theoretical and historical introduction to the concept of terrorism. It will critically consider definitions of terrorism, and analyse the relationship between terrorism and the right to rebel, and the right to engage in civil disobedience. The historical development of the idea of 'terrorism' from the late eighteenth century through to the present will then be traced, with the emphasis on locating the practice of political terror in its political and military/quasi-military context. The role of international law generally and international human rights law in particular in the context of terrorism and anti-terrorism action will be considered in detail. The module will teach the material in context, so the subject will be analysed by reference to particular situations where necessary, eg Northern Ireland, the Palestine/Israel conflict and the post 11 September 'war on terror'' The aim of the module is to give the student a good critical understanding of this most controversial of subjects, and also to impart an understanding of the role of law in shaping the fields of terrorism and of counter-terrorism (and, latterly, the emerging field of 'extremism').

Lecturer: Professor Conor Gearty

Module Code: LL448E

Information Technology, Media and Communications Law

Digital Rights, Privacy and Security

Personal data is an important factor of production in data-driven economies, and the processing of personal data can generate significant economic and social benefits. Personal data processing can also have a detrimental impact on established rights and values, such as autonomy, privacy and data protection. As a result, legal frameworks to regulate personal data processing have been enacted across the world, with the EU legal model used as a blueprint. Yet, despite the development of such legal frameworks across the globe, critical questions remain unanswered. For instance, the objectives of data protection frameworks differ with some prioritising a fundamental-rights approach to data protection regulation while other frameworks are based on an economic free-trade rationale. Disagreement also persists regarding how the balance should be struck between effective data protection and other rights (such as freedom of expression and freedom of information) and interests (such as innovation and national security).

This module will critically evaluate the legal framework applicable to personal data processing. It will be do this predominantly with reference to the EU framework, as this has served as a model for over 100 other jurisdictions. However we will also examine aspects of the US legal framework as it differs considerably from other global legal regimes. Participants will be introduced to techniques and technologies for monitoring and processing personal data in the information society. In order to bring key issues to life, a number of case studies will be considered, including the application of data protection and privacy rules to online behavioural advertising and to State surveillance.

Lecturer: Dr Orla Lynskey

Module Code: LL440E

 

Media Law: Regulating Publication

The module examines the legal and administrative regulation of mass media publication (principally the press, the broadcast media, and institutionalised Internet publication). The module is introduced with consideration of a number of themes that underpin the rest of the syllabus: the role(s) of the media in society (including conceptions of the 'public interest'); the main social, technological and regulatory influences that shape media publication practise, and rights jurisprudence (in particular, the freedom of expression and freedom of the press in national and international law). The module then examines potential restrictions on publication that are aimed at promoting or preserving specific private and/or public interests. The key private interests considered are those in reputation (defamation), privacy, and confidentiality. The key public interests considered are the integrity of the judicial process (contempt and reporting restrictions), the impartiality of political representations, the avoidance of offence (obscenity and religion), national security, and the protection of children.

Lecturer: Dr Andrew Scott

Module Code: LL423

 

Media Law: Regulating Newsgathering 

This module examines the legal and administrative regulation of newsgathering and content production practices undertaken by journalists and others working in the media sector. The module is introduced with consideration of a number of themes that underpin the rest of the syllabus: the role(s) of the media in society (including conceptions of the 'public interest'); the main social, technological and regulatory influences that shape media newsgathering practise, and rights jurisprudence (in particular, the freedom of expression and freedom of the press in national and international law).

The module then examines a number of newsgathering practices that are either facilitated or proscribed by law and/or other forms of regulation. These include protection of sources (in general; vis-a vis police and security interests; payment of sources); access to information held by the state (official secrets; news management; freedom of information); access to the justice system (secret justice / physical access to courts; access to court documents; technology and the courts - text-based reporting and broadcasting; access to prisoners); media-police interaction; harassment and media intrusion, and surreptitious newsgathering practices (hacking, tapping, entrapment and subterfuge).

Lecturer: Dr Andrew Scott

Module Code: LL424

 

Cyberlaw

This module critically analyses the regulation of the Internet and digital devices (such as smart devices and tablets).

It begins by providing a theoretical framework for the regulation of the Internet, examining questions such as whether the internet is capable of regulation, whether such regulation should be neutral and who should assume the task of regulating the online environment. Students taking the module will be expected to develop knowledge and understanding of the different values and interests brought to bear in the regulation of information technologies and communities.

Armed with this theoretical background, students will then be asked to consider how these values are reflected in the regulatory design of the online environment. This examination will be conducted by considering a number of case studies relating to online privacy, defamation, criminal activity and market power. The module concludes by examining the topical and politically charged question of whether Internet Service Providers should be allowed to vary service conditions by types of content.

Lecturer: Professor Andrew Murray

Module Code: LL449E

International Law

International Criminal Law 

The module looks at the history of and background to international criminal law and at its substantive content — its origins in the early Twentieth Century, its purported objectives, and the core crimes set out in the Rome Statute over which the International Criminal Court has jurisdiction (war crimes, crimes against humanity, genocide). The modulewill then examine in more detail a number of areas of contemporary interest (at least two from among the following: universal jurisdiction, immunity, torture, terrorism, international tribunals). The moduleis mainly directed at the conceptual problems associated with the prosecution of war criminals and, more broadly, legalised retribution.

Lecturer: Dr Stephen Humphreys

Module Code: LL437E

 

International Economic Law I & II

The aim of the module is to introduce students to the field of international economic law: its principles, rules, practices, and institutions, and the debates which attend each. The module focuses on the public international law rules and institutions which govern international trade. Students will be given a grounding in the jurisprudence of the WTO, but will also be introduced to interdisciplinary material on the broader political, economic, institutional and normative contexts in which international economic law operates. Key themes will include the question of ‘development’ and developing countries, the role of expertise in global economic governance, and institutional aspects of judicial international dispute settlement. Special attention will be paid to the current crisis around the contemporary international trading system, and US-China relations. Students will be expected to engage with the principles and practice of international economic law both at the technical level, and at the level of critical reflection.

In International Economic Law II, topics to be covered may include: Trade Remedies (Antidumping, Countervailing duties and Safeguards); Trade and Global Value Chains; State-owned Enterprises; Advanced Issues in WTO Dispute Settlement; Digital Trade; Trade and Taxation; and others. We will set aside time to consider contemporary issues, for example around international trade in the post-Trump era, digital trade, public international regulation of global finance, regional economic integration, development and developing countries in the trading system, and environmental aspects of international trade.

Lecturer: Professor Andrew Lang

Module Codes: LL412E; LL413E

 

International Human Rights: Concepts, Law and Practice

This module is concerned with the international protection and promotion of human rights and its relation to a range of current global problems. The module draws on the international law and practice of human rights to examine how we might best understand the contribution and limitations of human rights to addressing contemporary ills. Through the consideration of a range of standards and thematic issues participants will learn about, and critically analyse, human rights concepts, norms, institutions and actors. The module engages with the ideas and objectives that underpin the post-1945 human rights legal order, the United Nations and regional systems, as well as both the standards of, and challenges to, international human rights. We build on these foundations to examine a variety of current human rights topics and to explore how international law in these areas has developed, is applied, and is deployed. Subjects may include: the prohibition of torture and the war on terror; human rights and water; the right to self-determination; the right to development; land and the rights of indigenous peoples; human rights and sexuality; human rights and extraterritoriality; business and human rights; human rights and resistance; and human rights and poverty.

Lecturer: Dr Margot Salomon / Professor Susan Marks

Module Code: LL403E

 

International Law and Climate Change

This module covers the international law dealing with climate change with a view to assessing how risks and uncertainties caused by climate change are governed and allocated in different legal regimes. The module adopts the stance that the political and legal questions raised by climate change cannot be addressed by reference to climate change law (or indeed international environmental law) alone. Climate change gives rise to a series of profound problems touching upon a range of bodies of law (international economic law, human rights law, state responsibility, international migration law) in a complex political and ethical environment. In approaching climate change as a concrete concern relevant to these various bodies of law and practice, the module will address the normative and/or ethical bases for choosing between actions designed to prevent and/or manage climate change and its consequences, attentive to developmental imperatives and the theoretical concerns raised by the 'fragmented' nature of international law.

Lecturer: Dr Stephen Humphreys

Module Code: LL420E

 

International Law and the Use of Force

This module examines the law relating to when it is permissible to use force (jus ad bellum). The aim of this module is to develop an understanding of the principles of international law that regulate the use of force in international society. It concentrates on the prohibition of resort to force in Article 2(4) of the United Nations Charter and the exceptions to that prohibition. It looks in detail at the right of self-defence, humanitarian intervention and the responsibility to protect, pro-democratic intervention, the protection of nationals and the criminalization of aggression. The use of force by or with the authorization of the United Nations is also considered..

Lecturer: Dr Chris Thomas

Module Code: LL444E

 

International Law: Courts and Tribunals

The module introduces students to the practice and theory of international legal dispute resolution, focusing on dispute settlement before courts and tribunals. The former Prosecutor of the Yugoslav Tribunal, Richard Goldstone, resolved that: ‘it seems to me that if you don’t have international tribunals, you might as well not have international law’. Given the proliferation of courts and tribunals applying and enforcing international law, certain scholars have argued we are witnessing the emergence of an ‘international judicial system’ (Martinez).

The module involves three main elements:

1. First, the module examines the structure and work of the International Court of Justice, the principal judicial organ of the United Nations, focusing on jurisdiction/admissibility, contentious cases and advisory opinions.

2. Secondly, the module introduces a variety of other international courts and tribunals, such as the International Criminal Court, domestic and regional courts dealing with international law and human rights, including the European Court of Human Rights and the European Court of Justice, the WTO Dispute Settlement Body and investment treaty arbitral tribunals. Using contemporary and controversial case studies, the module will critically analyze and contrast the institutional design and jurisdiction of these courts and tribunals.

3. Thirdly, throughout the module we explore key theoretical controversies surrounding the adjudication of international law, focusing in particular on (a) how these courts and tribunals relate to one another (hierarchy, specialization and fragmentation); (b) what criteria should be used in assessing the legitimacy and effectiveness of these courts and tribunals; and (c) whether and how these courts and tribunals create international law.

Lecturer: Dr Devika Hovell

Module Code: LL447E

 

Investment Treaty Law

The aim of the module is to introduce students to international investment law and dispute settlement, the latter emphasizing developments in investment treaty arbitration. The module focuses on the public international law rules and institutions that govern investments and investment treaty disputes. The module has five main elements: (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 – such as national treatment, most-favoured-nation treatment, expropriation, and the minimum standard in international law – that may apply to the investor-state relationships; (4) recognition and enforcement of investor-state arbitral awards and interaction between international tribunals and national courts; and (5) the discussion of the future of international investment law.

Lecturer: Dr Jan Kleinheisterkamp  ;  Dr Chris Thomas

Module Code: LL430E

 

Key Issues in Transnational Environmental Law

The module focuses on key developments in environmental law beyond the State, which includes both the European and international level. After reviewing the main law and policy principles that inspire transnational environmental developments, and identifying opportunities for and obstacles to the effectiveness of transnational environmental law, the module turns the spotlight on the most important environmental challenges of our time and examines the role of transnational law in managing or resolving them.

The module is structured as follows:

  • Environmental law in context: economic and alternative approaches to sustainable development
  • Sources and principles of transnational environmental law
  • Transnational environmental law.
  • Transnational liability: responding to global catastrophes.
  • Controlling toxic substances: risk regulation and the precautionary principle.
  • Climate change: international law and policy developments
  • Climate change litigation
  • Protecting biodiversity through designation: the EU example
  • Regulating markets for ecosystem services
  • Trade and the environment
  • Revision

Lecturer: Dr Veerle Heyvaert

Module Code: LL402E

 

The Law of Armed Conflict

This module covers the international law governing the conduct of hostilities (jus in bello, also known as the law of armed conflict or international humanitarian law)--as distinct from the law on the resort to force (jus ad bellum), which is a separate module. The module will take a critical approach to the international regulation and facilitation of armed conflict. As well as the laws governing the means and methods of war (‘Hague’ law), the ‘protected’ groups hors de combat (‘Geneva’ law), and the distinction between international and non-international armed conflict, the module will cover ‘lawfare’ more generally: the recourse to law as a means of waging war. It will examine the application of the laws of war, including occupation law, in recent conflicts, including the wars in Iraq, Afghanistan and Syria, the 'war on terror', and the Palestinian Occupied Territories. Students can expect to have a thorough grasp of the principles and regulations governing the conduct of hostilities, the context and efficacy of enforcement mechanisms, and a critical understanding of the normative and political stakes of international law in this area.

Lecturer: Dr Stephen Humphreys

Module Code: LL401E

 

 

*Please note that whilst it is our intention to offer all of these modules, our ability to do so will depend on the availability of the staff member in question.