LWMTAI-Advanced International Commercial Law Issues

Module Provider: School of Law
Number of credits: 20 [10 ECTS credits]
Level:7
Terms in which taught: Autumn term module
Pre-requisites:
Non-modular pre-requisites: Registered for a postgraduate programme in Law or selected MA or MSc programmes or with permission of the Director of PGT Studies in Law
Co-requisites:
Modules excluded:
Current from: 2021/2

Module Convenor: Dr Andrea Miglionico
Email: a.miglionico@reading.ac.uk

Type of module:

Summary module description:
This is a series of seminars designed to provide students an advanced analysis and critical understanding of the most relevant areas of transactional business law issues facing lawyers in todayô€€’s globalised economy. The study of law and economics of governance provides the intellectual backbone of the course. This field, that has its origins in Ronal Coaseô€€’s work (Coase 1937, 1960), emphasizes the role of institutions in providing governance of societal interaction. The study of institutions is broadly concerned with the study of the optimal institutional forms through which social problems may be resolved. We will focus on a wide range of institutions, including property, contract, hierarchy, firm and liability.

Drawing on the theoretical distinction between the market and the firm (Coase 1960; Jensen and Meckling 1976; Williamson 1986; 2000), the course will examine a number of different types of contractual relationships that may take place within the firm, in the market, or in other hybrid forms of governance, such as franchising, licensing, and sub-contracting agreements, repeated and long-term purchasing contracts and joint venture agreements. Through the lenses of this theoretical approach, it shall further explore when and why two companies may prefer to merge in a single firm as an alternative of dealing via arms-length contract as well as the role of property rights, as alternative to contracts, and their role in promoting innovation. The module will look at a series of case studies to inform this analysis in such diverse areas as financial services, corporate insolvency, competition, behavioural economics, energy, transport and technology.

Aims:
This module aims to provide students with an advanced knowledge of various types of contractual relationships that arise in todayô€€’s globalised economy, by taking a contextual approach to the study of law and economics of governance. In particular, the module aims to enable students to appreciate and critically assess the different institutional forms contractual relationships take, the situations in which each of these forms might be applied appropriately as well as the challenges that arise in their application. The module takes a practical approach with a number of case studies in various areas of law and with an eye to real world implications.

Assessable learning outcomes:
On completion of the module, students will be expected to be able to:
- Appreciate the different types of contractual relationships that arise in the globalised economy.
- Assess which contractual relationships should be best carried out in the market, within the firm and in other hybrid forms of governance.
- Appreciate the relative merits of property rights versus contracts in promoting innovation.
- Identify and evaluate the challenges that arise in state organised ma rkets.

Additional outcomes:
In addition to those listed in the School􀀒s 􀀑core skills statement􀀒 the module will encourage the development of:
- High-level oral communication skills through reflective, analytical class discussion.
- High-level writing skills through close and critical analysis of both primary and secondary source material.
- An ability to apply theoretical and contextual knowledge to practical problems that face people working in the field.
- A sophisticated appreciation of the interplay between law and economics and institutions.

Outline content:
The topics that will be discussed may include:
1. The Law and Economics of Governance: Introduction
2. Corporate Governance and Theory of Firm
3. The role of financial markets in providing investor protection
4. Vertical Contracts and Competition
5. Energy Contracts, Finance and Governance
6. International Mergers
7. State Organised Markets: the case of Public-Private Partnerships
8. Property Rights as alternative to Contracts: The case of Intellec tual Property Rights and the Pursuit of Innovation
9. Making Institutions work: the Role of Behavioural Economics in Financial Services
10. Corporate finance and debt restructuring

Brief description of teaching and learning methods:
Teaching in this module is designed to provide students with a range of resources on which they can draw in their learning. The main elements are:

- A list of required and recommended readings, with notes and questions that will be used to guide class discussion and reflection. Over the course of the seminar students must submit one 500-word response papers to the readings for a given session and post that paper on the course website before class. These response papers are fundament al for the holding of a good discussion of the materials, as is a thorough reading of the assigned readings
-10 Seminars in the autumn term. Seminars are discussion-based classes
- Assessed work that will be used to develop students' skills and knowledge
- An electronic discussion board will be available for students enrolled in this module


Leading practitioners/competition authority officials specialising in the enforcement of competition law will be invite d as guest lecturers. Students are encouraged to actively engage with the issues being addressed.

Summative assessment- Examinations:

Summative assessment- Coursework and in-class tests:
1 assessed essay of 15 pages (formatted in accordance with the School of Lawô€€’s Assessed Work Rules):

Formative assessment methods:
􀀕 1 optional non-assessed essay of 5 pages (formatted in accordance with the School of Law􀀒s Assessed Work Rules)
􀀕 Presentations in class

Penalties for late submission:

The below information applies to students on taught programmes except those on Postgraduate Flexible programmes. Penalties for late submission, and the associated procedures, which apply to Postgraduate Flexible programmes are specified in the policy 􀀓Penalties for late submission for Postgraduate Flexible programmes􀀔, which can be found here: