Syllabus Overview

Business advisors need to be familiar with a wide variety of business structures other than companies. Emphasis is on the most common of these including franchises, joint ventures, trading trusts, partnerships, unicorporated societies in order to ensure that advisors are familiar with their merits and legal consequences of utilising these structures.


Goal of the Course

This course is primarily concerned with understanding the law governing business organisations other than limited liability companies. This course examines a wide variety of structures available to investors in business – comparing and contrasting the advantages and disadvantages from a legal point of view.

The goal of a course at this level, however, is more than a simple exposition of the relevant rules. The theme adopted in this course is to contrast the law governing more traditional structures, such as partnerships, with that governing relatively new or developing ones such as joint ventures and franchising. The extent to which certains obligations, such as agency and fiduciary duties, cut across these structures will be examined. Special attention will also be given to the diffuculties associated with the operation of the respective country’s owned enterprises, against the special backdrop of the statutory framework covering them.


Learning Outcomes

By the end of this course it is expected that the participants will be able to:

01. Identify the business structures which are appropriate for the operation of particular businesses, and explain why those particular structures are appropriate;

02. Explain the legal obligations and potential legal obligations resulting from the choice of structure;

03. Explain how agency and/or fiduciary obligations underpin many of the different business structures that are examined in the course;

04. Demonstrated that they have a sound understanding of the statutory and common law rules affecting partnerships and limited partnerships;

05. Appreciate how franchising works and how it differs from other business relationships;

06. Be able to identify what a franchise grant involves and how a franchisor protects its intellectual property.

07. Analyse and solve the problems associated with franchises and existing law;

08. Explain the statutoy framwork that regulates repective country owned entities including the restrictions within which such entities operate;

09. Explain the different types of joint ventures and the legal effect of the different types;

10. Identify how an incorporated society can be created, governed and wound up as wekk as identify and predict how issues of membersihp can be solved in an incorporated society;

11. Understand how trading trusts operate.

12. Understand the tax implications of adopting a certain business structure;

13. Solve factual scenarios by applying the law that they have learnt in relation to each of the different topics coverd in the course.

Content Outline.

Lesson 01 Introduction, Distribution Alternatives and Agency
Lesson 02 Partnership
Lesson 03 Partnership
Lesson 04 Franchising
Lesson 05 Franchising
Lesson 06 Franchising
Lesson 07 Franchising
Lesson 08 Franchising, Joint Ventures
Lesson 09 Joint Ventures
Lesson 10 SOEs
Lesson 11 Unicorporated Socities, Incorporated Societies
Lesson 12 Trading Trust, Taxation