| Aperçu général :
| Central aim of the Bachelor Course European Company Law (European Law School) is to introduce participants into the study of company law in the European Community. The first challenge is to get acquainted with the principles and basic features of com­pany law, not only from a legal point of view but also from the point of view of Law & Economics, specifically economic theories of the firm (including agency costs) and of corporate finance, and from the point of view of shareholders, workers and outsiders (especially creditors). The second challenge is to understand the specific features of Company Law from a federalist perspective. The course will require the study not only of the framework of European but also to a limit extent, of the use of different tools and methods. An essential element in this discussion will be the (private international) law concerning the mutual recognition of foreign companies. The third challenge for students will be to gain an understanding of the differences in the company law systems of the countries within the European Union. Some attention will be devoted to the law of France, Germany, England, Italy, The Netherlands and Belgium.
The following subject-matters are dealt with: procedures for obtaining legal personality, the nullity of companies, (the restrictions of) limited liability, the position of shareholders, the presenta­tions of companies towards third parties. The closely linked subject-matters of (protection of) capital of companies and account and auditing practices ("Parmalat", "Ahold" and, from American point of view, "Enron"!) give rise to contemplating whether available instruments are effective or not.
On introductory level, attention is paid to EC legislation (sui generis European company types, such as the Societas Europea). And to the differences in attitudes of the Member States towards workers participa­tion in the company structure (codetermination), as well as (minor) shareholder protection. | |