Manažerské právo: nástroje pro strategii - MBA for students - VŠE v Praze

Managerial Law: Tools for Business strategy / Manažerské právo: nástroje pro strategii

Course code: 3MB111
Course title in language of instruction: Managerial Law: Tools for Business Strategy
Course title in Czech: Manažerské právo: nástroje pro strategii
Course title in English: Managerial Law: Tools for Business Strategy
Number of ECTS credits allocated: 3
Mode of delivery: Full-time 2/0
Mode of completion: Graded course
Language of instruction: English
Level of course and year of study: -
Name of lecturer(s): Dr. Lars Klett, JUDr. David Šmíd, Ph.D.
Recommended optional programme components: none
Work placement: none

Aims of the course:

This module focuses on legal aspects of corporate expansion strategies. One way for a company to achieve growth is expansion into new markets and countries, another is by takeover of competitors or companies active in complementary sectors. The course specifies the possibilities and legal models of implementing growth strategies with related aspects such as regulatory frameworks, labour law and taxation. The aim of the course is not to replace education at a law school, but to enable the participants, in their future roles as company managers, to use their knowledge from the course to streamline cooperation with internal legal departments as well as with external legal and tax advisors.

Learning Outcomes and Competence:

Upon successful completion of this course, students will be able to:

  1. describe practical models of expansion into foreign markets
  2. explain the advantages and disadvantages of each model
  3. design appropriate models of expansion for a particular situation on the basis of an assessment of legal aspects
  4. develop an awareness of potential legal risks linked with the expansion into foreign markets
  5. describe the legal approach to a corporate acquisition
  6. use their knowledge from the course to streamline their cooperation with internal legal departments as well as with external legal and tax advisors
  7. Course contents:

    • Legal side of expansion strategy
      • Legal Framework and conditions
      • Models for expansion
      • Corporate Acquisitions Approach
      • Due Dilligence proces
    • Legal framework of expansion – review and analysis of legal conditions
      • Business permits, licenses
      • Regulatory framework
      • Competition law
      • IP (Intellectual property) – trade marks, design patents, technological patents
      • State aid
      • Labour law
      • Restrictions, trade barriers
    • Practical models for expansion into new markets
      • Agent, distributor, franchisee
      • Establishing a branch – legal nature
      • Establishing a Subsidiary – legal nature, legal forms
      • Joint Venture – legal nature, examples, pros and cons
      • M&A – legal nature, examples, pros and cons
    • Corporate acquisitions
      • Approaches – NDA, LoI, HoT
      • Due Diligence – Business, technical, environmental, legal, tax, financial
      • Contract drafting and negotiations – master agreement, SPA (Share Purchase Agreement)
      • Mitigating risks pre and post takeover – risk identification, pre-acquisition due diligence, contractual clauses, legal opinions, insurance
    • Group work


    Full syllabus for the course [PDF]