DAF2CF02 Compliance and Fiduciary Law (Concept, Corporate and Foundation governance,fiduciary aspects)

Faculty of Law
Spring 2021
Extent and Intensity
0/0/0. 8 credit(s). Type of Completion: k (colloquium).
Teacher(s)
doc. JUDr. Bohumil Havel, Ph.D. (lecturer)
prof. JUDr. Kateřina Ronovská, Ph.D. (lecturer)
JUDr. Vlastimil Pihera, Ph.D. (lecturer), doc. JUDr. Josef Kotásek, Ph.D. (deputy)
doc. JUDr. Josef Kotásek, Ph.D. (lecturer)
Mgr. Bc. Luboš Brim, Ph.D. (assistant)
Guaranteed by
doc. JUDr. Bohumil Havel, Ph.D.
Contact Person: prof. JUDr. Kateřina Ronovská, Ph.D.
Prerequisites
General requirement for enrollment to this course is advanced knowledge of legal English incl. specific terminology of Corporate, Foundation and Trust law. The course is only offered to the students of the study fields (comparative corporate, foundation and trust law) and the courses directly associated with.
Course Enrolment Limitations
The course is only offered to the students of the study fields the course is directly associated with.

The capacity limit for the course is 10 student(s).
Current registration and enrolment status: enrolled: 0/10, only registered: 0/10
fields of study / plans the course is directly associated with
Course objectives
The aim of this course is to provide the general theoretical knowledge in the area of the structure and governance of legal entities and trusts, from theoretical and comparative point of view. Attention is paid to the general concepts of fiduciary duties in legal entities and trusts (using functional approach and incl. L&E approach), and also to differences and similarities in the worlds of Corporations/Foundations/Trusts. An important role will also play the relevant case law, especially as far as the interpretation of generally defined rules (duty of care, duty of loyalty, duty of obedience etc.) and development trends are concerned. Specific focus will be on Groups (Konzern) and their (non)regulation within Europe. The course covers not only the current legislation (on European level and in chosen jurisdictions), but also its doctrinal substantiation. The latest trends in legal practice (compliance) will also be reflected. The guiding principle that “comparative law is not about teaching, but is about doing” and understanding will be followed. The aim of this course is to provide the general theoretical knowledge in the area of structure and governance of legal entities and trusts, from theoretical and comparative point of view. The attention is paid to the general concepts of fiduciary duties in legal entities and trusts (using functional approach and incl. L&E approach), and also to differences and similarities in worlds of Corporations/Foundations/Trusts. An important role will play also relevant case law, especially as far as interpretation of generally defined rules (duty of care, duty of loyalty, duty of obedience etc.) and development trends will be concerned. Specific view will be focused on Groups (Konzern) and it´s (non)regulation within Europe. The course covers not only the current legislation (on European level and in chosen jurisdictions) but also its doctrinal substantiation. Reflected will be also the latest trends in legal practice (compliance). There will be followed the guiding principle that “comparative law is not about teaching, but is about doing” and understanding.
Learning outcomes
At the end of the course, students should be able to: Compare and explain the individual governance approaches, particularly with regards to the differences between each form of legal entities and trusts, with special attention to selected jurisdictions. Assess the benefits and significance of the individual forms of (non)legal entities and describe their principles, common interpretation and application regarding selected jurisdiction. Identify common problems and trends. Process the selected topic on the basis of the study of professional literature and practical experience obtained during one’s study and draw conclusions that are applicable in practice. Assess new findings and ideas with respect to the long-term social consequences of their use. Communicate, in a comprehensible and convincing manner, their own findings in the field to other members of the international scientific community, other legal professionals and general public. Acquire new professional knowledge, skills and capabilities through one’s own creative work and influence conditions for education of others. Think critically in broader dimensions and apply knowledge in new contexts.
Syllabus
  • Outline: I. Concept/Theory of corporate/foundation governance II. Concept of fiduciary law III. Role of good governance (best practices) in Compliance structures IV. Fiduciary law in Law of Trusts V. Law of Groups
Literature
    required literature
  • KRAAKMAN, Reinier H., John ARMOUR, P. L. DAVIES, Luca ENRIQUES, Henry HANSMANN, Gérard HERTIG, Klaus J. HOPT, Hideki KANDA, Mariana PARGENDLER, Wolf-Georg RINGE and Edward B. ROCK. The anatomy of corporate law : a comparative and functional approach. Edited by Sofie Cools - Gen Gotō. Third edition. Oxford: Oxford University Press, 2017, xvii, 281. ISBN 9780198739630. info
    recommended literature
  • Magnier, V., Comparative Corporate Governance, Edward Elgar, 2017
  • Hopt, K., Hippel, von., T., (eds.), Comparative Corporate Governance f Non-Profit Organizations, Cambridge University Press, 2010 Penner, J.E., The Law of Trusts, Oxford University Press, 2014
    not specified
  • Gold, A., S., Miller, P., B., Philosophical Foundation of Fiduciary Law, Oxford University Press, 2016
  • Hudson, A., Equity and Trusts, Routledge.Cavendish, 2010
  • Adenas, M., Wooldridge, F., European Comparative Company Law, Cambridge University Press, 2009
Teaching methods
Group tutoring sessions Colloquial presentation of research results
Assessment methods
Targeted discussion about the recommended literature with a focus on specific issues relevant to the doctoral thesis of the student
Language of instruction
English
Further Comments
Study Materials
The course is taught: in blocks.
The course is also listed under the following terms Spring 2020, Spring 2022, Spring 2023, Spring 2024, Spring 2025.
  • Enrolment Statistics (Spring 2021, recent)
  • Permalink: https://is.muni.cz/course/law/spring2021/DAF2CF02