GRA 6214 Corporate Law - Transactions, Stock Exchange and Securities Regulation - RESIT EXAMINATION

GRA 6214 Corporate Law - Transactions, Stock Exchange and Securities Regulation - RESIT EXAMINATION

Course code: 
GRA 6214
Department: 
Law and Governance
Credits: 
6
Course coordinator: 
Morten Kinander
Product category: 
Master
Portfolio: 
MSc in Business - Business Law, Tax and Accounting
Semester: 
2020 Spring
Active status: 
Re-sit exam
Resit exam semesters: 
2019 Autumn
2020 Spring
Resit exam info

This course was part of MSc in Business, major in Business Law, Tax, and Accounting. It was last taught spring 2019. Resit examination autumn 2019 and spring 2020.

Teaching language: 
Norwegian
Course type: 
One semester
Introduction

The course covers company and securities law provisions related to equity transactions (i.e. transactions altering the company's equity, i.a. share issues, demergers and mergers) and acquisitions of joint stock companies and public joint stock companies. The course will also give a short overview of various forms of corporate financing. Several of the topics covered in the course are on the borderline between different legal areas, and an overall understanding of the rules within the relevant legal areas is important to understand the conduct of the participants in the capital markets. The course covers Norwegian law only.

Learning outcomes - Knowledge

The course shall provide comprehensive knowledge about Norwegian company law provisions regarding various forms of equity transactions and equity instruments. The course shall also provide comprehensive knowledge about relevant Norwegian company law provisions in relation to acquisitions. The course shall also provide an overview of Norwegian legal provisions regarding various forms of corporate finance for joint stock companies ("aksjeselskap") and public joint stock companies ("allmennaksjeselskap"). The course shall provide a comprehensive overview of relevant Norwegian securities law provisions regarding equity transactions and acquisitions.

Learning outcomes - Skills

The students shall learn to define important legal issues related to company transactions based on a given situation, to identify the relevant company law, stock exchange law and securities law regulations that regulate these issues, to indicate the main arguments for applying the relevant rules of law in the relevant situation, and to conclude how the problem must be solved. The students shall in particular be able to identify what is insider information in the various phases of the transaction processes.

The students shall also learn to give an independent account of the main rules in company law, stock exchange law and securities law relating to company transactions.

General Competence

The students shall develop an ability to reflect and discuss the reasoning behind, and the main functions of, the various company, stock exchange and securities rules relating to company transactions. They shall develop an understanding of the values and interests that the regulations are meant to safeguard.

Course content
  1. I. Equity transactions
    • Share issues (including public offerings, prospectus regulations, stock exchange listing etc.) and capital reductions
    • Mergers and demergers (including securities law provisions in relation to prospectus and cross-border mergers). The borderline towards accounting and tax law issues of specific relevance to this topic may also be covered.
    • Specific equity instruments and "hybrids" (including convertibles, subordinated loans, warrants, options and warrant-shares
       
  2. Acquisitions
    • Securities law provisions regarding acquisitions (including flagging, mandatory offers, disclosure obligations etc.)
    • Relevant company law provisions concerning acquisitions (including anti-take over defence, transfer- and voting-limitations, the duties of the board of directors and squeeze-out provisions)
       
  3. Financing
    • Forms of capital - groups of equity, debt and hybrids
    • Acquisition financing
    • Company group financing
Teaching and learning activities

Lectures, discussions and exercises. It is expected that the students make preparations for the lectures. Not all topics will be covered in the lectures. The course will be in Norwegian language.

Please note that while attendance is not compulsory in all courses, it is the student’s own responsibility to obtain any information provided in class that is not included on It's learning or text book.

Software tools
No specified computer-based tools are required.
Additional information

This course belongs to the major in Business Law, Tax and Accounting as a 4th semester compulsory course. Final class for this major is 2017-2019, and resit examinations will be planned.  

Qualifications

All courses in the Masters programme will assume that students have fulfilled the admission requirements for the programme. In addition, courses in second, third and/or fourth semester can have specific prerequisites and will assume that students have followed normal study progression. For double degree and exchange students, please note that equivalent courses are accepted.

Required prerequisite knowledge

GRA 6213 Selskapsrett - selskapsformer

Exam categoryWeightInvigilationDurationSupport materialsGroupingComment exam
Exam category:
Submission
Form of assessment:
Written submission
Exam code:
GRA62141
Grading scale:
ECTS
Grading rules:
Internal and external examiner
Resit:
Examination when next scheduled course
100Yes5 Hour(s)
  • Bilingual dictionary
  • Book: Erling Christiansen og Bjarne Rogdaberg (eds), "Materialsamling i børs- og verdipapirrett"
  • Laws and regulations, including offprints of laws and law drafts
Individual Written examination under supervision.
Exams:
Exam category:Submission
Form of assessment:Written submission
Weight:100
Invigilation:Yes
Grouping (size):Individual
Support materials:
  • Bilingual dictionary
  • Book: Erling Christiansen og Bjarne Rogdaberg (eds), "Materialsamling i børs- og verdipapirrett"
  • Laws and regulations, including offprints of laws and law drafts
Duration:5 Hour(s)
Comment:Written examination under supervision.
Exam code:GRA62141
Grading scale:ECTS
Resit:Examination when next scheduled course
Type of Assessment: 
Ordinary examination
Total weight: 
100
Sum workload: 
0

A course of 1 ECTS credit corresponds to a workload of 26-30 hours. Therefore a course of 6 ECTS credits corresponds to a workload of at least 160 hours.