Corporate Transactions

Learning Outcomes    

By the end of this module, students should be able to: 

• LO.1: Analyse the structure and lifecycle of common corporate transactions, including mergers, acquisitions, joint ventures and restructurings; 
• LO.2: Appreciate core transactional documents and processes, including due diligence, transaction structuring and completion mechanics; 
• LO.3: Identify and evaluate legal, financial and commercial risks arising in corporate transactions and propose appropriate risk-allocation mechanisms; 
• LO.4: Interpret and assess the roles of key participants in corporate transactions, including solicitors, directors, shareholders and regulators; 
• LO.5: Demonstrate practical problem-solving in case-study analysis of completed corporate transactions. 

Module Content 

This module provides students with a practical, transaction-focused understanding of corporate law in action. It examines how corporate transactions are planned, structured, documented and implemented in practice. The module places particular emphasis on merger and acquisition activity, aiming to imbue students with a thorough understanding of the typical lifecycle of a merger or acquisition transaction. By completing the module, students will gain a valuable insight into the practical legal aspects of completing complex corporate transactions, including a general understanding of the documentation required to implement such transactions and their purpose (as well as a more intricate knowledge of the essential provisions); the role of the various parties to a corporate transaction (such as lenders, sponsors, acquirers, and sellers, as well as the lawyers for each party); different structures employed in transactions and their rationale; how to allocate risk in transactions; and the company law requirements involving the Companies Registration Office (as well as other regulatory bodies). 

Two interactive seminars form a central component of the module. In the first seminar, students will work in groups on a case study based on a completed Irish or EU corporate acquisition, analysing transaction structure, due diligence findings and regulatory considerations. The second seminar involves a second case study focusing on a different completed transaction, such as a merger or restructuring, requiring students to assess risk management, stakeholder roles and post-completion issues. 

The module emphasises practical skills and commercial awareness, allowing students to apply company law theory developed in complementary modules to typical corporate transactions encountered in practice.