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    SYLLABI - PART C (Professional Programme I)

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    Loriet Nduna
    This document outlines the syllabus for a Corporate Law and Practice module. The module aims to equip students with knowledge of commercial and company law to advise organizations on legal issues. Key learning outcomes include understanding sources of law, legal personality, commercial and company law principles, and intellectual property. Topics covered include sources of law, legal administration, types of companies and their formation, company management and securities, contracts, property law, agency, delict, trusts, competition law, and other ancillary legislation related to banking, insurance, insolvency, and intellectual property. Assessment will be through a three-hour examination, and recommended readings are provided.

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    SYLLABI - PART C (Professional Programme I)

    Uploaded by

    Loriet Nduna
    38 views6 pages
    This document outlines the syllabus for a Corporate Law and Practice module. The module aims to equip students with knowledge of commercial and company law to advise organizations on legal issues. Key learning outcomes include understanding sources of law, legal personality, commercial and company law principles, and intellectual property. Topics covered include sources of law, legal administration, types of companies and their formation, company management and securities, contracts, property law, agency, delict, trusts, competition law, and other ancillary legislation related to banking, insurance, insolvency, and intellectual property. Assessment will be through a three-hour examination, and recommended readings are provided.

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    This document outlines the syllabus for a Corporate Law and Practice module. The module aims to equip students with knowledge of commercial and company law to advise organizations on legal issues. Key learning outcomes include understanding sources of law, legal personality, commercial and company law principles, and intellectual property. Topics covered include sources of law, legal administration, types of companies and their formation, company management and securities, contracts, property law, agency, delict, trusts, competition law, and other ancillary legislation related to banking, insurance, insolvency, and intellectual property. Assessment will be through a three-hour examination, and recommended readings are provided.

    Copyright:

    Attribution Non-Commercial (BY-NC)
    Download as DOC, PDF, TXT or read online from Scribd
    Download as doc, pdf, or txt
    38 views6 pages

    SYLLABI - PART C (Professional Programme I)

    Uploaded by

    Loriet Nduna
    This document outlines the syllabus for a Corporate Law and Practice module. The module aims to equip students with knowledge of commercial and company law to advise organizations on legal issues. Key learning outcomes include understanding sources of law, legal personality, commercial and company law principles, and intellectual property. Topics covered include sources of law, legal administration, types of companies and their formation, company management and securities, contracts, property law, agency, delict, trusts, competition law, and other ancillary legislation related to banking, insurance, insolvency, and intellectual property. Assessment will be through a three-hour examination, and recommended readings are provided.

    Copyright:

    Attribution Non-Commercial (BY-NC)
    Download as DOC, PDF, TXT or read online from Scribd
    Download as doc, pdf, or txt
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    SYLLABI PART C (Professional Programme I) CORPORATE LAW AND PRACTICE AIM The Chartered Secretary has the responsibility

    y of advising management and the board on legal issues relating to the organization. This modules aim is to equip the student with adequate knowledge in both commercial and company law. 1. LEARNING OUTCOMES At the conclusion of this module the candidate will be able to. Understand the sources, functions and purposes of law. Understand the principles of legal personality. Understand facets of both commercial and company law. Evaluate business law issues and advise the organization appropriately. Appreciate intellectual property as it is understood in business. PRE-REQUISITE LEARNING Evidence of assessed pre-requisite knowledge and understanding at A Level, or those of equivalent qualifications which have been approved as meeting the Institutes qualifications must be demonstrated. LEARNING CONTENT Sources of Law A study of the nature, sources and classification of the law, function and purpose of the law.

    Administration of the Law An understanding of the manner in which the law is administered and enforced through the judicial system. The courts and judicial precedents. 1

    Legal Personality The distinctions between companies, private business corporations, partnerships, sole traders, and other incorporated bodies. The principle of corporate personality and limited liability. Lifting of Corporate veil, statutory exceptions and judiciary exceptions. Types of companies:Private, Public, Private business Corporation. Company limited by guarantee, Co-operative Company and Statutory Corporations. Formation of a Company:The steps taken in forming the various companies including the process of pre-incorporation and pre-incorporation contracts. Company Powers:Company Capital:Memorandum and articles of association. Ultra vires Raising of capital allotment, underwriting, Prospectus, doctrine, limitation of articles of association. alteration of share capital reduction of share capital share splits, bonus issues, rights issues. Companys Securities:- Shares, debentures, preferene shares including redeemable securities. Membership:Rights and duties, shares held in trust, register of members, holding and subsidiary companies. Termination of membership, transfer and transmission of shares.

    Management:-

    Election of directors, board meetings remuneration, qualification, loans,

    Company Secretarys role Types of meetings and resolutions, notices, proxies, quorum, voting, minutes. Majority rule and minority protection - both under common law and statutory law provisions. Company accounts and audit Judicial Management Arrangements and reconstructions Winding up of companies Parastatals definition, characteristics, legal status management, finance and role of Parliament. Contracts The law of contract including essentials of a contract, offer and acceptance, consideration, capacity to contract, terms and representations, misrepresentation and mistake, restraint of trade, performance, unenforceable and illegal contracts, cession, assignment, breach and remedies of the injured parties, effect of death on contract.

    2 Property Law Purchase, sale and use of property including cash, credit instalment, conditional and hire purchase sales, implied terms, acquisition and transfer of ownership, possession rights and duties of buyers and sellers, lease, mortgage pledge, liens and suretyship servitudes.

    Agency Principles of the law of agency, the ability to act for companies, or partnerships, the authority to act on behalf of others, employer/employee relationship (distinguished from agency), vicarious responsibility, duty of good faith. Delict Principles of the law of delict - damages. Trusts Kinds of trusts, creation, rights of beneficiaries, role and duties of trustees.

    Competition Aspects of the Competition Act including, Restrictive Practices, Mergers and Monopoly situations. Alternative Dispute Resolution Principles of arbitration and other forms of dispute resolution Advantages of arbitration over litigation. Miscellaneous Ancillary Legislation An understanding of the main principles of the law relating to:a) banking - Relationship between banker and customer:b) duties of banker protection of customer) cheques bills of exchange and letters of credit 3

    negotiable instruments, with particular reference to:-

    c)

    insurance nature of insurance contract, Distinction of insurance difference of contract from other contracts, concept of insurable interest and average Property insurance, Life Assurance, Insurance claims, Subrogation

    d)

    insolvency Concept of insolvency Acts of insolvency Effects of insolvency, impeachable transaction, rehabilitation copyright, patents, trademarks and trade secrets, industrial designs

    e)

    intellectual property -

    1.1. NOTE: Candidates will be expected to quote relevant supporting case law and to be familiar with the common latin legal terms found in recommended reading material. ASSESSMENT SCHEME Three hour examination paper RECOMMENDED READING Christie RH (1998) Business Law in Zimbabwe (2nd Edition) Nkala, Nyapadi Zimbabwe (1995) Company Law Zimbabwe Companies Act Government 24:03 Juta and Co Ltd ZDECO Government Printers Kenwyn Harare Harare

    (2000) Zimbabwe Government (1994) Zimbabwe Government Zimbabwe Government

    Consumer Contracts Act Hire Purchase Act 14:09 Private Business Corporations Act 14:01 4

    Government Printers Government Printers Government Printers

    Harare Harare Harare

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