Announcements

Academy Documents

Please access the Students' Policies & Forms through this link. The following documents are all available in the link - Student Handbook, Student Code of Conduct,  Students' Privacy Notice, Deferral, Suspension, and Cancellation Policy, Assignment Extension Policy, Re-Sit Policy, Complaints Procedure Policy, Equality Policy and Student Disciplinary Policy.

Online Sessions Link

To connect to the online sessions of this module please click on this link. You will be asked to register your attendance if you are not already signed in into your Zoom account. You will also be asked for the password which is below.

Meeting ID: 849 3510 4304
Passcode: 297642

Make sure that you show with your name & surname as you have been registered for the study programme. This is very important for attendance purposes.

Link for Multiple Choice Exam on December 12, 2022

Link

Meeting ID: 927 6293 4412

Passcode: 207229

Lecture Schedule & Notes

Lecture notes will be available during the week following the respective lecture. Schedule dates are indicative and may change. All changes, if any, may be communicated via email, SMS or telephone calls.

LectureDateTimePresentationNotes (If Any)Session Recording
Lecture 0125 October 202217:30 to 20:30hrsPresentation 01Companies ActRequest
Lecture 021 November 202217:30 to 20:30hrsPresentation 02Request
Lecture 038 November 202217:30 to 20:30hrsPresentation 03Request
Lecture 0415 November 202217:30 to 20:30hrsPresentation 04Request
Lecture 0522 November 202217:30 to 20:30hrsPresentation 05Capital Markets RulesRequest
Lecture 0629 November 202217:30 to 20:00hrsPresentation 06Request
Lecture 076 December 202217:30 to 20:00hrsPresentation 07Request

Lecturer/s  

Dr Nicola Buhagiar

Dr Malcolm Falzon

Dr Maxine Gauci

Dr Nicola Jaccarini

Lecture Summaries & Suggested Reading 

Lecture 1 - Commercial Partnerships - Dr Nicola Buhagiar

  • The different forms of commercial partnership (partnerships en nom collectif, partnership en commandite and the limited liability company) and their uses
  • The principal features of the limited liability company
  • The concept of separate juridical personality
  • The process for the incorporation of a limited liability company
  • The constitutional documents of a limited liability company
  • The role and function of the Malta Business Registry

Core Reading List

Supplementary Reading List

  • Attard, D., 2015. The Maltese Legal System
  • n.d. Butterworths Company Law Handbook 31St Edition. LexisNexis Butterworths.
  • n.d. Charlesworth's Company Law 18Th Edition. Sweet & Maxwell.

 

Lecture 2 - Share Capital - Dr Nicola Buhagiar

  • Share capital
  • The difference between share capital and debt capital
  • The difference between authorised share capital and issued share capital
  • Classes of shares
  • The process for the issue of shares in a company
  • The process for the transfer/ transmission of shares in a company
  • Pledging of shares
  • The capital maintenance doctrine (reduction of issued share capital, financial assistance, distribution of dividends, purchase of own shares)

Core Reading List

Supplementary Reading List

  • Attard, D., 2015. The Maltese Legal System
  • n.d. Butterworths Company Law Handbook 31St Edition. LexisNexis Butterworths.
  • n.d. Charlesworth's Company Law 18Th Edition. Sweet & Maxwell.

 

Lecture 3 - Corporate Governance, meetings and resolutions - Dr Nicola Jaccarini

  • Corporate Governance
  • Convening a board meeting
  • Board resolutions
  • Convening a shareholders’ meeting
  • The difference between an AGM and an EGM
  • Shareholders’ resolutions

Core Reading List

Supplementary Reading List

  • Attard, D., 2015. The Maltese Legal System
  • n.d. Butterworths Company Law Handbook 31St Edition. LexisNexis Butterworths.
  • n.d. Charlesworth's Company Law 18Th Edition. Sweet & Maxwell.

 

Lecture 4 - Officers of the company (Part 1) - Dr Maxine Gauci

  • Functions of the Board of Directors
  • Responsibilities of the Board of Directors
  • Different types of directors
  • Appointment of directors
  • Other officers of the company: company secretary
  • Auditors

Core Reading List

Supplementary Reading List

  • Attard, D., 2015. The Maltese Legal System
  • n.d. Butterworths Company Law Handbook 31St Edition. LexisNexis Butterworths.
  • n.d. Charlesworth's Company Law 18Th Edition. Sweet & Maxwell.

 

Lecture 5 - Officers of the Company (Part 2) - Dr Maxine Gauci

  • Duties of directors
  • Liability of directors
  • Duties and responsibilities of the company secretary

Core Reading List

Supplementary Reading List

  • Attard, D., 2015. The Maltese Legal System
  • n.d. Butterworths Company Law Handbook 31St Edition. LexisNexis Butterworths.
  • n.d. Charlesworth's Company Law 18Th Edition. Sweet & Maxwell.

 

Lecture 6 - Dissolution and winding-up of a company and the company recovery procedure - Dr Malcolm Falzon

  • Dissolution and winding-up of a limited liability company. In particular, the lecture will discuss the two modes of winding-up, namely, the process of the voluntary winding-up of a company and the process of the court winding-up of a company
  • Wrongful and fraudulent trading
  • Company recovery procedure

Core Reading List

Supplementary Reading List

  • Attard, D., 2015. The Maltese Legal System
  • n.d. Butterworths Company Law Handbook 31St Edition. LexisNexis Butterworths.
  • n.d. Charlesworth's Company Law 18Th Edition. Sweet & Maxwell.

 

Lecture 7 - The Price Club Case and Q&A

  • This lecture will discuss the Price Club Case, a landmark judgement in Malta where the court ruled that the directors of a Maltese company were personally liable for its debts
  • The remainder of the lecture will take the form of Q&A on the topics covered in the previous lectures.

Core Reading List

  • Muscat, A., 2019. Principles Of Maltese Company Law.
  • Companies Act. Chapter 386.
  • U.K Companies Act. Chapter 46.
  • Siems, M. and A. Cabrelli, D., 2013. Comparative Company Law: A Case-Based Approach. Bloomsbury Publishing.

Supplementary Reading List

  • Attard, D., 2015. The Maltese Legal System
  • n.d. Butterworths Company Law Handbook 31St Edition. LexisNexis Butterworths.
  • n.d. Charlesworth's Company Law 18Th Edition. Sweet & Maxwell.

Methods of Assessment

Multiple Choice Question Exam 20% of final score

2 Assignments 80% of final score

Multiple Choice Question Exam

The date and time of the MCQ exam will be announced at a later date but it will be held within a week after the last session is held. There will be 20 questions to be answered. Students will receive a link to a Google form, just before the session starts, where they will be expected to input the answers which are correct. During the MCQ exam a slide having the question and possible answers will be displayed for 90 seconds while the tutor reads out the question and possible answers. Once students submit all the answers they will receive their score and a copy of the answers by email.

 

Assignment

You have to choose 2 out of the 4 questions which are available in the Assignment Submission form below. Assignments should be submitted by not later than Thursday 26 January 2023. The assignments have to be submitted separately but to each there must be attached the Assignment Submission Form. Please indicate the questions which you have addressed in the Assignment Submission form.

Assignment Submission Form

If you need information on how to plan, draft and submit your assignment follow the 21 Academy presentation on Writing and Submitting your Assignment.

We are also making the 21 Academy's Assignments Rubric available for your guidance. This is a performance-based assessment tool. Tutors will use the rubric to assist them to allocate scoring while it allows students to understand what is required in the assignment and how it will be graded. For referencing purposes, as much as possible please use the Oscola Referencing Guide.

Submitting Assignment - Turnitin

The Academy will notify you that assignment questions are available through an email. Through another email sent to you by turnitin (probably on the same day) you will be notified that you have been added to a "class" where you may upload your assignment/s. Assignments should be submitted by not later than 23:59hrs of the assignment submission deadline shown on the Assignment Submission form and/or the "class".

At 21 Academy you can submit more than one draft of your assignment before the submission final deadline. The last version left uploaded at the submission deadline will be considered to be your final submission paper and will be the one which will be assessed. Make sure that your final submission does not go beyond 20% similarity when including direct quotations (the sentences in-between quotes).

Follow this very short video to understand how to submit your assignment through turnitin - submitting a paper

To understand the similarity report generated by turnitin follow this 1 minute video - understanding the similarity report

Referencing Style

Oscola Referencing Guide

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