CORL302 | Corporate Law II

This course – scheduled in the term succeeding corporate law 1 – aims to cover a broad range of contemporary issues in (Indian) corporate law.

Recall that corporate law 1 (last term) had broadly covered issues related to formation, finance, governance (including directors’ duties) and insolvency. This means that corporate law 1 captured the entire life cycle – from birth to death – of corporate entities.

This course builds upon the foundation of corporate law 1. This course deals with two sophisticated aspects in the domain of corporate law – competition law and M&A (i.e. mergers and acquisitions).

This is a core course mandated by the Bar Council of India. A la corporate law 1, the methodology adopted for the course builds upon at least two foundation courses – jurisprudence and legal methods.

The approach of the course is that of a synthesis between theory (jurisprudence) and practice. In terms of jurisprudence, the methodology of the course is that of an amalgamation of ‘exclusive legal positivism’ and ‘law and economics’ – both of which were extensively covered in the jurisprudence course (2nd year, 5th term). Recall that a similar methodology was adopted for corporate law 1.

The choice of materials is largely statutory. Case laws and secondary readings are identified below.

The statutory materials primarily include enactments such as the Companies Act 2013, Competition Act 2002, Securities Contract Regulation Act 1956 and Securities and Exchange Board of India Act 1992. The course will rely upon relevant statutory instruments (rules, regulations and circulars) issued in terms of these statutes.

The pedagogical method will consist of lectures and class participation based upon assigned readings.

The course deals with relevant case laws and current developments. Whilst it is not the primary focus of the course, wherever relevant, it compares the Indian legal regime with that of the US, the EU and the UK.