What this course aims to do is provide you with a strong grasp of the dense regulation within securities law. This is an immensely practical course; the subject area is also a huge part of corporate law practice particularly in the city of London but also around the world. This course looks at how the largest companies access capital markets and access funding for their businesses – how shares and bonds are issued and how certain types of securities are issued. Although this is a very complex area of law this course aims to provide students with a map to understand the regulation and how securities law fits together. A large part of the course is looking at the regulations, understanding how they function and how they would be used by practicing lawyers. We also look at where the policy may go in the future.
Module A: The foundations of securities regulation
- Background – finance law and securities
- The Lamfalussy Process
- The EU securities legislation
- Securities regulation in the UK
- Implementation in the United Kingdom.
Module B: Prospectus and transparency regulation of securities
- Fundamentals of prospectus regulation
- The process of preparing a prospectus
- Procedure once the prospectus has been prepared
- Transparency obligations
- The duty of disclosure in prospectuses.
Module C: Liability for misstatements in a prospectus
- Sources of law governing liability for misstatements
- The golden legacy in nineteenth-century case law
- Liability in tort for misrepresentations
- Compensation under s.90 Financial Services and Markets Act 2000.
Module D: The Listing Rules and the Model Code
- The regulation of listed securities and the Listing Principles
- Corporate governance and the Listing Rulea
- Admission to listing
- Maintenance of listing and penalties.
Each module will be assessed by a 45-minute unseen written examination.
It is strongly recommended that you attempt the modules in order.
How to apply
You can either apply for these modules individually or as part of the Postgraduate Laws programme. (In either scenario, they must be studied in order.)
These modules also contribute towards the following specialist pathways for Laws:
- Banking and Finance Law
- Commercial and Corporate Law
- Common Law
- Corporate and Securities Law
- Financial Services Law
- International Business Law.