Students Iqs Syllabus MCL
Students Iqs Syllabus MCL
Students Iqs Syllabus MCL
CORPORATE LAW
SYLLABUS
AIM
To provide an understanding of the principles of Corporate Law and a
thorough knowledge of the regulation of companies by law, including
statutes and case laws.
LEARNING OUTCOME
Students who successfully complete these modules on this subject will
be able to understand the core principles of corporate law and these
include:
Shares.
Nature and types of shares. Variation of class rights. Membership and
the register of members. Disclosure of substantial and nominee share
holdings. Share Certificates-transfer and transmission of shares.
Restrictions on transfer. Mortgage of shares. Calls, liens, surrender
and forfeiture of shares. Share warrants. Effects of shares deposited
with the Central Depository.
Loan Capital.
Borrowing powers of a company. Debentures and debenture stock.
Charges securing debentures-fixed and floating charges. Registration
of charges. Remedies of debenture-holders.
Corporate Governance.
Directors-Qualification; appointment and remuneration; disclosure;
service contracts; removal; retirement and disqualification; powers and
fiduciary duties; loans by company to directors and contracts in which
directors are interested. Role and duties of directors in relation to good
corporate governance.
Company Secretary.
Qualification, appointment,
responsibilities.
vacation
of
office,
duties
and
Auditors.
Appointment and removal; powers and duties.
Meetings and shareholders rights.
Types of meetings; convening of and proceedings at meetings;
resolutions; majority control rule; protection of minority shareholders.
Insider Dealing.
Types; elements of insider trading; remedies and statutory relief.
Reconstruction, Disputes and Liquidation.
Reconstruction and takeovers; reconstruction Compulsory acquisition
of shares on takeover and schemes of arrangements.
Compulsory and voluntary liquidation.
Including grounds for winding up, order of application of assets of
insolvent companies, preference and avoidance of transactions,
fraudulent trading and wrongful trading, outline of powers and duties
of liquidator and consequences of winding-up.
NOTE
Students are expected to have an understanding of the relevant
provisions of the Companies Act 1965. Students should also have a
working knowledge of other laws and regulations such as:
i. Securities Commission Act 1993;
ii. Capital Markets and Services Act 2007;
iii. Malaysian Code on Corporate Governance; and
iv. Bursa Malaysia Listing Requirements.
Examination Syllabus
CORPORATE LAW
RECOMMENDED READING
1.
2.
3.
4.
5.
6.
FURTHER READING
1. Company Law in Malaysia
(i) Loh Siew Cheang, Corporate Powers: Accountability
(Butterworths)
(ii) Krishnan Arjunan, Company Law in Malaysia: Cases
and Commentary (Malayan Law Journal)
(iii) Woon W.C.M, Company Law (FT Law & Tax Asia
Pacific)