Edinburgh Business School

C18CL
Commercial Law

Course Handbook
2021/22

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1. Introduction

Commercial Law is a mandatory course for International Business

Management,Accounting and advisable to take for other programmes as it will provide
you with an exemption from required courses for several professional accreditation
bodies. Many of you may ask why a law course is mandatory on your degree programs.
If you are studying in Dubai or Malaysia you may ask why Scots law will be relevant to
you. It might also seem that law is the purview of a specialised few (solicitors and
advocates), and not really a matter for people who are not in the legal profession. In
reality, however, as a customer, employee or owner of a business the law has a profound
effect of your lives. You will enter in an astonishing number of contracts in your lives (in
fact you probably already have), including employment contracts. If you participate in any
business, you will likely act as an agent without even realising it. If you start your own
business understanding contract law, agency and delict could be the difference between
a successful venture and abject failure. While this course teaches Scots law, these legal
principles are common to many countries, and are found across the globe even in
different legal systems. Whether in Scotland, Dubai, Malaysia or Papua New Guinea the
principles that you will learn in this course will give you a critical understanding of the
underlying legal rules of business. In this case what you don’t know can really hurt you!

2. Learning Outcomes
On completion of this course you will be able to:

 Develop in-depth understanding of the essential elements of contract law including

formation, termination, current issues/changes
 Develop in-depth understanding of the issues of Delictual Liability/Negligence and
their consequences
 Understand the relationship of Agency and its associated issues
 Introduction to the law of Partnerships.
 Develop understanding of the particular challenges of these areas for businesses
both as employers and service providers
 Demonstrate knowledge and analytical ability in coursework and examination

Scholarship, Enquiry and Research (Research-Informed Learning)

 Research and analyse the interaction between domestic legislation and the UK’s
international obligations as a signatory to the European Convention on Human
Rights and as a member of the European Union
 Research existing and developing case law and legislation through case reports,
government publications and journals.
 Critically evaluate scholarly writing in the area.

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3. The Global Teaching Team

The School of Social Sciences operates across three of HW’s 5 campus locations giving
you the unique opportunity via our online learning platform to access the sessions offered
by faculty members in each location to suit your circumstances. This course is offered by
staff located in Edinburgh, Dubai and Malaysia:

Campus Role Name Email Virtual Office

Hour (local
time*)

Global Course Dr. Yvonne Yvonne.McLaren@hw.ac.uk See Canvas

Leader McLaren

Edinburgh Lecturer/s TBC

Tutor/s TBC

Dr. Tracie Lea See Canvas

Dubai Course Leader tl40@hw.ac.uk
Scott

Please email to
obtain an
Malaysia Course Leader Dr. Ng May Yee m.ng@hw.ac.uk
appointment for
consultation.

4. Course Structure
This course is divided into 11 Learning Units. Each Unit is accompanied by one or more
online lectures and supporting tutorials that will address a specific subject area. In each
Unit folder on Canvas you will find a range of online learning materials and instructions to
guide your progress through a number of tasks and activities to support your learning and
to prepare you for lectures and /or tutorials. In total this course comprises 11 timetabled
online lectures from each campus each of one-hour duration. These lectures are live
interactive sessions delivered at the same time each week over the semester. In addition,
you will have to sign up to attend a small group session tutorial (either online or in person
as available on your campus) in weeks 3 to 11 to practice answering legal questions.

All lectures and tutorials will be delivered via Canvas using the Collaborate Ultra webinar
software. To ensure that Collaborate works effectively it is advisable to access via
Google Chrome or Safari.

Reading Week: Week 6 is reserved as a reading week free of any timetabled sessions
across all SoSS courses. You should use this time to catch up with online learning
materials and wider reading. This will also give you time to work on coursework.

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5. Teaching Schedule
Lectures. There will be 11 timetabled online lectures of one hour each. The date and time
of lectures will be different for each campus (see the detailed schedule in Section 9). You
can login to any of the live lecture sessions, not just those delivered by the teaching team
at the campus with which you are registered. All lectures will be recorded and made
available within the relevant Unit folder on Canvas after each live event.

Tutorials: Lectures are accompanied by 8 timetabled tutorials starting in Week 3. Each

tutorial is a live interactive session lasting one hour. There will be a number of tutorial
groups available and you are required to sign up to ONE of these groups ensuring that
you select a group that is scheduled at a time that suits your overall programme timetable.
You will need to join a group for the campus with which you are registered. In your tutorial
group you will explore the theories and concepts introduced in that week’s lecture or in
materials you will be directed to on Canvas. For dates and timings of different tutorial
groups please refer to the location specific tutorial timetables in the Group content area
of the Canvas course.

6. Course Assessment
Assessment on this course is designed to test your achievement of the learning outcomes
listed above. You will be assessed using the following assessment components:
 Individual Coursework (30 % of course mark)
Students will be required to answer an essay question on Units 2 and 3 of the
course (The Scottish Legal System) which will be due in week 7.
 Take-Home-Exam (70 % of course mark)
Students will be required to write a take-home exam, assessing student’s ability
to answer legal questions based on units 4–10 (Agency, Contact law and Delict).

Assessment marking criteria are available in the Assessment area of the Canvas course.
Support to complete the course assessment is provided during lectures, tutorials and in
the assessment documentation uploaded to Canvas.

Individual Coursework
You will be tasked with an essay on Units 2 & 3. The assessment due date will be
informed to you later. All campuses will have the same due date and time.

Submission of Coursework. An electronic PDF or Word file of your coursework MUST

be submitted via Turnitin. Turnitin will be used as the actual date stamp of submission.
No hard copy of your work is required even if you are based on campus.

Will I get feedback on my coursework? Yes, you will receive general class feedback
and individual or group feedback. Class feedback on the assessment, highlighting
general strengths and weaknesses, will be provided in the tutorials, while individual or

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group feedback will be available when the marks are released (up to 3 weeks after the
assessment is due, as per School policy). Individual Feedback will be released to you via
Grade Centre.

Late Submissions. In line with University Policy, any work submitted after the set date
and time will automatically have a penalty applied. The penalty is a reduction by 30% of
the mark awarded. Submission will be accepted up to five working days after the
submission deadline - your work will be marked, the late penalty applied, and you will
receive feedback. Coursework submitted after five working days will be awarded NO
grade and you will not be entitled to feedback.

Extensions. No extensions for coursework are permitted unless an extension is given to

the whole class (in exceptional circumstances). The course leader cannot grant individual
extensions. If you foresee having issues submitting by the deadline, please contact your
Personal Tutor and apply for Mitigating Circumstances (MC).

The Course Exam

The final examination will be delivered in an online take home format during the
December exam diet (dates will be released later in the semester by the School Office).
You will have 24 hours to complete the exam. Detailed guidelines on how to access the
exam paper and upload your final answers will be provided on the student portal.

The exam paper will comprise 3 questions from which you will be required to answer ALL
3 (This is tentative. You will be informed of the exam format during the Exam briefing
session). Word limits will be set to ensure that you do not need to spend the entire 24
hours on the task set.

Will I get feedback on my exam? Individual feedback on your exam performance is not
routinely provided. However, if you have failed the exam or performed below your
expectation, then you can contact the course leader to book an appointment within 3
weeks of the exam marks being released. During your appointment you will receive verbal
feedback. Further detail on course assessment is available in the Assessment content
area of the Canvas course.

7. Course Revision and Exam Preparation

Before the final online revision seminar, you should have worked your way through all of
the online learning materials and activities from Units 1 to 10 and covered the prescribed
textbook and journal article readings. The following broad topics will be covered in the
final revision session:

 Exam format and question types

 Exam grading standards/expectations
 Review of key concepts

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You should prepare for the revision session and bring along any questions you have and
areas of difficulty you would like to raise or review during the session. You may be asked
to work through practice examination questions before, during or after the revision
seminar.

Revision Homework: Work through the practice examination in the revision materials
and answer the questions in no more than 600 words each (the end of Semester take-
home-exam will have the same word limit in place). Examples of excellent and poor
answers for each question will be posted on Canvas no later than one week before the
exam date.

8. Reading, Preparation and Additional Resources

Within each Unit folder in the Canvas Course you will find what will be covered in each
seminar and tutorial and how you can best prepare for these sessions. Each Unit folder
details the Unit learning outcomes and topics to be covered. Please read through these
carefully before each Seminar. There are clear instructions for the activities, exercises and
tasks you need to complete before each seminar and tutorial. The Detailed Course
Outline in section 9 of this handbook provides a good overview of what to expect.

Any required pre-work involves selected aspects of the online course and readings; if pre-
work is indicated for a seminar or tutorial this should be considered a minimum required
level of preparation. If you have time and would like to do more work beforehand or after
a seminar or tutorial, you should work through the additional activities and readings
indicated in the Unit folder.
The digital library is available giving access to a full range of resources, including e-books,
databases and journals. Resource lists, subject guides, skills development and online
tutorials will also be available to support your study. If you have any questions, our
specialist Librarian (Marion Kennedy, EBS and Psychology, +44 131 451 3583,
m.l.kennedy@hw.ac.uk / Astrid Faragher, LINCS,, +44 (0)131 451 3383
astrid.faragher@hw.ac.uk) will be ready to help with one-to-one advice.

Core Textbook. The core textbook for this course is available via the HWU library as an e-
book:
 MacNeill, I.G., 2020. Scots Commercial Law, Edinburgh: Edinburgh University
Press. Chapter 2, 4 & 5.

Additional books (optional). For further background, those seeking additional sources
might find the following books useful:
 N. Busby et al. "Scots Law: A Student Guide 3rd Ed. (2009 Butterworth’s)
 C. Ashton et al. “Understanding Scots Law” (2007 Thomson/ W. Green) especially
Chapters 1, 2,7,10 and 11.

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 McFadzean et al. “Introduction to Law and Legal Obligations” (2006 Dundee

University Press) especially Chapters 1, 2, 4, and 5.
 H. MacQueen and J. Thomson “Contract Law in Scotland” (2000 Butterworth’s).
 A.D. Forte ed. "Scots Commercial Law (1997 Butterworth’s)
 M. MacMillan & S. Lambie. "Scots Business Law 3rd Ed. (1997 Pitman)
 C. Ashton et al. "Fundamentals of Scots Law" 1st Ed. (2003 W. Green & Son Ltd.)
 AA Paterson et al. "The Legal System of Scotland: Cases and Materials 4th Ed.
(1999 W Green/ Sweet & Maxwell) especially Chapters 1-4 and 14-16
 R White and ID Wilock. "The Scottish Legal System 2nd Ed. (1999 Butterworths)
especially Chapters 1 - 7
 DM Walker. “The Scottish Legal System” 8th Ed. (2001 W Green/Sweet & Maxwell)
especially Chapters 3 – 10
 Legal method, skills and reasoning / by Sharon Hanson:
http://hw.lib.ed.ac.uk/vwebv/holdingsInfo?bibId=340377

Additional resources.
Over past years students have found browsing via the internet very useful. Think about
accessing the Scottish Courts Website, The Scottish Law Society Website and Westlaw.
Rather than give a prescribed number of websites, it is often more useful for you to
navigate around via the usual search engines and have a look at the vast amounts of legal
materials which can be accessed. Please note that we are looking at the Scottish Legal
System so be cautious when accessing sites or literature that may be describing another
jurisdiction (although you might be interested in the comparisons).

Plagiarism
As the consequences of misconduct in examinations and all other forms of assessment
are severe, the Student Guide to Plagiarism is included in this handbook for students’
reference. The following link provides access to information on academic writing and
avoiding plagiarism:

https://isguides.hw.ac.uk/c.php?g=674526&p=4828445

Student guides on the University's plagiarism policy can be found on the links below:

For an English language version, please refer to

https://www.hw.ac.uk/uk/students/doc/plagiarismguide.pdf

For the Chinese language version, please refer to

https://www.hw.ac.uk/uk/students/doc/plagiarismguidechinese.pdf

For the Arabic language version, please refer to

https://www.hw.ac.uk/uk/students/doc/plagiarismguidearabic.pdf

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9. Detailed Course Outline and Schedule

Session times are all local time: Dubai is 3 hours ahead and Malaysia 7 hours ahead of UK time up until Sunday 31th October 2021, on this date the UK moves from BST
(British Summer Time) to GMT (Greenwich Mean Time) and then Dubai will be 4 hours and Malaysia 8 hours ahead of the UK through until 29th March 2022.

Unit Lecture/s and related

Unit Edinburgh Dubai Malaysia Required Pre-work
Tutorial/s

Lecture
The first lecture will introduce you to the
format for the delivery of the course, and
Pre-lecture activity
orient you to the activities, materials,
Introduction to Business Law
and resources available to you in 09/14 – 13:00- 09/13 -11:00 – 09/13 – 9.00 –
1. Induction and Commercial Law. We will then provide a 14:00 12:00 10:00
Reading for lecture
Introduction to broad introduction to the course
Course Outline
Commercial Law answering the question you all have –
why am I studying Scots Commercial
law?

Tutorial
No tutorial

Lecture
Pre-lecture activity
To study the law, one must have a basic
The Nature of Law
understanding of where law comes from.
09/21 – 13:00 – 09/20 - 11:00 – 09/20 - 9:00 –
In this lecture we will journey through
2. History of the 14:00 12:00 10:00 Reading for lecture
overview of the history of Scots law and
Scottish legal system Scottish Legal System Reading (On Canvas with
introduce key concepts of legal systems
and key legal concepts lecture)
in Scotland and beyond.

Tutorial
See Canvas See Canvas See Canvas
Introduction sessions (optional)

3. The Scottish legal Lecture Pre-lecture activity

09/28 - 13:00 – 09/27 - 11:00 – 09/27 - 9:00 –
system -the Law is enforced through the courts, and Thinking about law and legal systems
14:00 12:00 10:00
contemporary court as such knowing which court deals with

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Unit Lecture/s and related

Unit Edinburgh Dubai Malaysia Required Pre-work
Tutorial/s

system which matter is essential to Reading for lecture

understanding the law. While this See reading for lecture 2
course focuses on civil matters
(contract, agency and delict) this lecture
will provide an overview of the entire
Scottish court system.

Tutorial
History of Scots law and the Scottish See Canvas See Canvas See Canvas Prepare tutorial on Canvas
courts.

Lecture
Contracts are important because they Pre-lecture activity
are legally enforceable agreements. We The legal method – IRAC
therefore need to ask the question – Is it
10/5 - 13:00 – 10/4 - 11:00 – 10/4 - 9:00 –
a contract? In this introductory lecture Reading for lecture
14:00 12:00 10:00
to contract law we will examine what is The Law of Contract Reading (On Canvas with
4. Contract law – Is it a required for there to be a contract, and lecture)
contract? some agreements that will be MacNeill, Scots Commercial Law, Chapter 2
enforceable even if they are not.

Tutorial
Introduction to contracts and legal See Canvas See Canvas See Canvas Prepare tutorial on Canvas
problem solving

Lecture Pre-lecture activity

There are five essential elements of a Play Ball!
5. Contract law – 10/12 - 13:00 – 10/11 - 11:00 – 10/11 - 9:00 –
contract. We will examine agreement,
Agreement (offer and 14:00 12:00 10:00
Intention to be legally bound, and Reading for lecture
acceptance), Intention capacity in this lecture. See reading for lecture 4
to be legally bound,
and capacity
Tutorial
See Canvas See Canvas See Canvas Prepare tutorial on Canvas
Agreement, intention and capacity

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Unit Lecture/s and related

Unit Edinburgh Dubai Malaysia Required Pre-work
Tutorial/s

Pre-lecture activity
Lecture
You want me to read what?
The final contract law lecture will review 10/26 - 13:00 – 10/25 - 11:00 – 10/25 - 9:00 –
the last three elements of a contract – 14:00 12:00 10:00
7. Contract law – Reading for lecture
consent and legality.
Consent and legality See reading for lecture 4

Tutorial
See Canvas See Canvas See Canvas Prepare tutorial on Canvas
Consent and legality

Lecture
Now that we know how to create a Pre-lecture activity
contract, we are going to look at the Looking out for exclusion clauses and alligators
8. Contract law - 11/2 -13:00 – 11/1 - 11:00 – 11/1 - 9:00 –
terms of a contract, what happens when
Contract terms, privity 14:00 12:00 10:00
they are breached, and how they can Reading for lecture
of contract, breach of come to an end. See reading for lecture 4
contract, and
termination of
contracts
Tutorial
Breach of contract, and termination of See Canvas See Canvas See Canvas Prepare tutorial on Canvas
contracts.

Lecture
While conducting business, the person
in charge may not be able to always be
present to sign contracts on behalf of Pre-lecture activity
9. Agency – the company. Agency is a legal rule that Agency is everywhere!
Introducing the law of allows for another person to conduct 11/9 - 13:00 – 11/8 -11:00 – 11/8 - 9:00 –
agency and creating business on behalf of business, despite 14:00 12:00 10:00 Reading for lecture
agency relationships not being the person or entity that is Agency Law Reading (On Canvas with lecture)
bound by the contract. This lecture will MacNeill, Scots Commercial Law, Chapter 4
introduce the law of agency and
examine the 5 ways that an agency
relationship can be created.

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Unit Lecture/s and related

Unit Edinburgh Dubai Malaysia Required Pre-work
Tutorial/s

Tutorial
See Canvas See Canvas See Canvas Prepare tutorial on Canvas
How agency can be created.

Lecture
Now that we know how agency can be
Pre-lecture activity
created, this second lecture on agency
How much do you know about agency?
will examine the rights, duties and 11/16 - 13:00 – 11/15 -11:00 – 11/15 - 9:00 –
10. Agency – Rights, liabilities of the parties in an agency 14:00 12:00 10:00
duties and liabilities of Reading for lecture
relationship. The lecture will conclude
agents, and See reading for lecture 8
with how agency relationships can come
terminating agency to an end.
relationships

Tutorial
Rights, duties and liabilities in an agency See Canvas See Canvas See Canvas Prepare tutorial on Canvas
relationship.

Lecture
While Delict (tort law in non-Scots law
terminology) may not strictly be business
law, it is a major consideration for Pre-lecture activity
businesses. What we are talking about How snails an ginger beer changed the world
here is liabilities that business can face 11/23 - 13:00 – 11/22 - 11:00 – 11/22 - 9:00 –
for actions that cause harm to others 14:00 12:00 10:00 Reading for lecture
11. Delict – Duty, (customers, employees, etc.). This Delict Reading (On Canvas with lecture)
Breach, Cause in fact, lecture will introduce the main elements
and Cause in law of a delict, and discuss duty of care,
standard of care (breach), and cause in
fact and law in detail.

Tutorial
Delict – Duty, Breach and Cause in law See Canvas See Canvas See Canvas Prepare tutorial on Canvas
and fact.

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Unit Lecture/s and related

Unit Edinburgh Dubai Malaysia Required Pre-work
Tutorial/s

Lecture
Pre-lecture activity
The final lecture on delict will discuss the
Wild dogs!
final two elements of a Delict – Damages 11/30 - 13:00 – 11/29 - 11:00 – 11/29 - 9:00 –
and Defences. We will also review some 14:00 12:00 10:00
Reading for lecture
Strict liability offences, Occupiers liability
12. Delict - See reading for lecture 10
and Remedies.

Tutorial
Delict – putting it all together or how to See Canvas See Canvas See Canvas Prepare tutorial on Canvas
answer an exam question on Delict

C18CL Commercial Law 2021