Diploma in Corporate Law & Governance

Course Objectives
This course aims to provide participants with a comprehensive knowledge of the law relating to corporate law and governance in Ireland. The diploma will focus on typical ‘events’ during the lifetime of a corporate entity which solicitors advise on, from setting up a new company, merging with or acquiring an existing undertaking through to the eventual possible liquidation of such entities.

The course starts with a brief introduction to fundamental concepts, such as, types of companies and their corporate constitution, corporate personality and a company’s capacity and powers. Further topics build on this basic understanding to provide an analysis of essential transactional documentation, such as, share purchase and asset purchase agreements, the due diligence process and the giving of and relying upon typical warranties. This practical ‘hands-on’ approach will be supplemented where appropriate by case study analysis and drafting advices from leading practitioners.

The course will provide an integrated approach to the rules of corporate governance that apply throughout the lifespan of the corporate entity, particularly focusing on the increased obligations arising at a winding-up stage in circumstances of possible insolvency. Codes of best practice including the new Central Bank Corporate Governance Code will be fully considered. We will analyse the regulatory and legislative framework under the Office of the Director of Corporate Enforcement and typical matters arising with regards to company secretarial compliance. In light of the current economic climate, the final module of the course will be devoted to advising in circumstances of insolvency, to include an analysis of voluntary and compulsory liquidations, examinerships and receiverships.

Course Structure
The course runs over six months and is divided into four modules:

Module One: An Introduction to Corporate Law in Ireland
Module Two: Mergers & Acquisitions and Business Arrangements
Module Three: Corporate Governance
Module Four: Insolvency

Workshops
Workshops are an important element of all our diploma courses. Workshops are ‘hands-on’ sessions conducted in smaller groups that consolidate the learning process and promote a deeper understanding of course materials. All students, regardless of their standard method of accessing the course, are strongly recommended to attend onsite for the following workshop sessions:

• Monday 21st November 2011, 6.00pm to 8.30pm
• Monday 16th January 2012, 6.00pm to 8.30pm
• Monday 27th February 2012, 6.00pm to 8.30pm

We also strongly recommend that you attend onsite for the introductory lectures on 10th October 2011.

Who Should Attend
Solicitors are finding that clients increasingly require advice on corporate matters and this course is intended to provide participants with up-to-date knowledge of the law and practice in this area. This diploma is primarily aimed at solicitors and trainees but may also appeal to suitably qualified non-legal professionals working in the business area who wish to expand their knowledge and practical application of corporate law. Please note, if you are not a qualified solicitor, trainee or barrister you must apply with a cover letter and curriculum vitae for approval in order to attend the course.

Delivery Method: Blended learning via webcasting resource
All lectures will take place in the Education Centre in Blackhall Place. However to facilitate those students unable to attend onsite on a weekly basis, lectures will also be webcast ‘live’ on our secure internet site. This means that students can decide to attend the onsite lecture or, alternatively, to access the lecture online via the course website for such courses. In addition, lectures will be archived within the course website for the duration of the course and can be viewed at a later date on demand by all students. We encourage students to either attend onsite or watch the lectures live so they keep up with lectures and to only use the ‘catch up’ on demand facility as a default. We want to give the remote student an authentic lecture theatre experience therefore we have customized our design to include an instant message feature whereby those watching live webcasts can send messages via the webcast page to the course leader/course tutor in the lecture theatre and their question will be put to the lecturer. Courses that are running in the green hall will be podcast recordings, which mean that the audio recordings will be available on moodle.

If you intend to rely on the webcasting resource, we ask that you ensure prior to the application process that your home/office PC is compatible with the relevant software. This requires a very straightforward test, go to: http://diplomalaw.learnonline.ie/course/view.php

Username: testwebcast
Password: testwebcast

If you cannot view the webcast, follow the instructions provided. There may be local factors such as 'firewalls' and we suggest that at first instance you check with your IT provider.

Lecturers
Senior practitioners working in the area of corporate law provide lectures. Previous lecturers have included the following:

Keith Blizzard, BL
Prof. Niamh Brennan, UCD
Barry Cahir, Partner, William Fry
Marsha Coghlan, Senior Associate, A&L Goodbody
Dr. Thomas B. Courtney, Partner, Arthur Cox
Arthur Cunningham, BL
John Darby, Partner, Murray Flynn Maguire
Stephen Dowling, BL
Paul Egan, Partner, Mason Hayes+Curran
John Given, Partner, A&L Goodbody
Robert Heron, Partner, Matheson Ormsby Prentice
Alan Heuston, Partner, Arthur Cox
Neil Keenan, Partner, Lavery Kirby Gilmartin
Martin Kelleher, Partner, Mason Hayes+Curran
Shane Kelleher, Partner, William Fry
John Kennedy, BL
Deirdre McBennett, Partner, ByrneWallace
Cian McCourt, Partner, A&L Goodbody
Kevin O’Doherty, Director & Principal, Compliance Ireland
Gerard Ryan, Partner, Mason Hayes+Curran
Peppe Santoro, Partner, Eversheds O’Donnell Sweeney
Bob Semple, Partner, PricewaterhouseCoopers
Gavin Simons, Solicitor, Daniel Murphy Solicitors
Treasa Smyth-Faulkner, Chartered Secretary
Dr. Michael Twomey, Solicitor

Please Note: If you are not a qualified solicitor, trainee or barrister – you must send a CV & cover letter for approval. Such applications are subject to a supplemental fee, which amounts to a supplement of €150 in respect of a diploma application and a supplement of €75 in respect of a certificate application.

For further information on this course, contact the Diploma team - diplomateam@lawsociety.ie