Knowledge of corporate finance law is essential for lawyers, bankers and financiers who are keen to develop professional skills in corporate fundraising, deal structures and transactional management. This course offers an enhanced qualification for professionals working or planning to work in a technically demanding and dynamic global industry. It will appeal to both recent graduates and practitioners considering various fields of work, including law, investment banking, corporate finance, private equity, securities, investments, financial regulation, government agencies and international financial authorities.
You will focus on learning how the financial markets work, from the primary markets involving the issuance of equity, debt and derivatives, to the secondary markets involving trading and investments, as well as very large financial transactions in the international capital markets. Importantly, you will also learn how to take account of legal and regulatory risks facing financiers and bankers, and structure financial instruments to suit commercial priorities and social welfare policies.
This course aims to give you a comprehensive understanding of the practical processes and innovative products of the international corporate finance market, including equity and debt capital, derivatives, structured finance, risk management and investment portfolio products. It also develops the soft skills you will need in this area of practice, including negotiations and network building, with meetings with senior lawyers and directors of major companies.
The following modules are indicative of what you will study on this course.
Dissertation or Project
The dissertation module allows you to extend your research into a topic of your choice within the broad field of corporate finance law. You will need to agree the topic with the module leader, and it must not replicate materials covered in other areas of your coursework. The Project Module enables you to independently explore research and analyse a given topic or question. It will draw from the areas of general corporate finance law and will be of an applied nature.
Investment Banking Principles and Practices
This module covers the key investment banking principles and practices. You will develop the skills you need to examine, assess and prepare professional level business plans, private placement memoranda and prospectuses. You will also study confidentiality agreements, fundraising from the investment banking perspective, initial public offerings, and stock exchange trends and market requirements.
Legal Aspects of Corporate Finance
You will develop a broad and deep understanding of the legal issues concerning corporate financial transactions, including the interaction of corporate law and finance, and the legal mechanisms for fundraising in the financial markets. There is a special emphasis on the regulations, customary rules and practices of the venture capital market. The areas you will cover include basic accounting, basic drafting, corporate structure, exit routes, finance contracts, regulatory issues, sources and types of investment, tax, and transfer of shares.
These modules are recommended if you are looking to specialise in the financial industry. If you opt for the Dissertation you must select four option modules. If you opt for the Project you must choose five option modules.
Derivatives and Structured Finance: Law and Practice
You will examine the law and practice relating to structuring, documenting and executing structured derivatives, capital markets and finance transactions. It will enable you to identify, analyse and mitigate the legal and reputational risks inherent in structured finance transactions. The module will give you the tools to analyse, as lawyers, the complexity of international financial transactions relating to derivatives and structured finance, and the skills to examine and critically assess financial products and techniques that constitute the building blocks of modern structured finance.
International Corporate Governance
Corporate governance is increasingly regarded as vitally important to individual companies, the wider market and the economy as a whole. In this module you will examine the legal risks of directors of corporations and stakeholders, and analyse their ethical duties in varying contexts of corporate culture. You will also investigate how decision makers make judgements in an increasingly information-rich and complex world, consider the impact of corporate cultures and values on managers’ strategic financial decision making, and examine the impact of global risks, ethical duties and socio-cultural values in financial and corporate capital decision making.
International Corporate Governance, Managing Global Risks and Ethics
You will gain a comprehensive understanding of corporate governance issues at the board level, relating to major financial transactions, risk management and compliance under US and EU securities regulations and investment law. You will be able to advise on financial regulatory reforms issues, risk management and ethics from practical legal and long-term philosophical perspectives, and to advise on the design of financial products that meet broad social needs.
International Energy Finance Law
Focusing on large-scale, capital-intensive projects throughout the world, including oil and gas projects, LNG projects, power generation, renewable energy, and energy infrastructure, you will examine the key stages of the energy finance process, and assesses the major legal models used in international energy transactions. You will learn to address risk allocation and risk mitigation, and analyse and construct legal documentation concerning financing sources, environmental issues, bilateral and multilateral credit support, loans, collateral, and permits.
International Project Finance Law
This module focuses on large-scale, capital-intensive projects throughout the world, including power generation, energy, infrastructure and urban regeneration. Project finance lawyers/consultants predict and resolve a large number of potential risks involving political, commercial, credit quality, insurance, default and bankruptcy issues. They draw up documents which capture a ‘mini legal system’ reflecting the entire legal process for a wide range of project participants. You will learn to address risk allocation and risk mitigation, and to analyse and construct legal documentation concerning financing sources, environmental issues, bilateral and multilateral credit support, loans, collateral and permits.
Islamic Finance and Securitisation Law
This module will give you a full understanding of the practical and theoretical aspects of Islamic finance and banking, and the essential principles underlying Islamic finance. You will review and assess the modes and legal structures of major financial transactions by Islamic finance institutions, and their corporate governance structures. You will also undertake a legal and financial analysis of securitisation structures in Islamic finance.
Legal Aspects of International Finance
International finance is increasingly transforming itself into a borderless activity, frequently sourcing capital and undertaking investment transactions throughout the United States, Europe, Japan, China and other jurisdictions around the world. During this module you will examine the dominant legal models influencing international financial and investment transactions, especially in light of risk management practice and theory. You will learn to use relevant legal components to analyse and construct innovative financial products.
Money Laundering and Corporate Fraud
You will examine the risks from and remedies for white-collar crime, and evaluate national legislation and international conventions dealing with white-collar crime. You will also be able to identify types of criminal behaviour, determine the liability of those participating in that behaviour, analyse and apply the defences available for defendants, and identify the importance and use of computers and the internet in white-collar crime.
Please note that option modules are subject to student demand and staffing availability, therefore not all modules will be offered in the same academic year.
*Subject to approval
This course will be of benefit if you are seeking to work in any of the range of disciplines involved in corporate finance law, including accountancy, corporate banking, corporate finance, corporate law, investment banking, private equity and venture capital, as well as in related fields.
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Last updated March 1, 2017