Corporate Law Essentials

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Introduction

This course is designed to allow students to gain a better understanding of the legal framework underpinning business entities, different business models permissible under Singapore Law, and more importantly, the entire life-span of a company — namely from its formation to its liquidation.

This course also equips students with knowledge of the fiduciary duties and legal obligations of the various types of directors, as well as the legal recourse a minor shareholder could have against the majority of shareholders.

 

Course Outline

  1. Business entities recognized under Singapore Law, and the advantages and limitations of different types of companies;
  2. Incorporation of a company and consequence of doing so;
  3. Corporate personality — importance of the principle of separate legal entities and the exception of lifting the corporate veil;
  4. Constitution of a company – Memorandum and Articles of Association;
  5. Membership and member rights of a company;
  6. The different types of directors in a company;
  7. Directors’ Negligence – varying fiduciary duties and legal obligations expected of different directors;
  8. Directors’ statutory responsibilities;
  9. Company’s continuing liability for directors’ actions;
  10. Shares;
  11. Oppression of the minority shareholder and legal recourse available;
  12. Dissolution of a company.