Glossary

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Business Associations - LAWS1091

Faculty: Faculty of Law

School: Faculty of Law

Course Outline: See below

Campus: Kensington Campus

Career: Undergraduate

Units of Credit: 6

EFTSL: 0.12500 (more info)

Indicative Contact Hours per Week: 4

Enrolment Requirements:

Pre-requisite: LAWS2385 or JURD7285 Pre-requisite: LAWS2381 or JURD7281

Excluded: JURD7224, LAWS2010

CSS Contribution Charge: 3 (more info)

Tuition Fee: See Tuition Fee Schedule

Further Information: See Class Timetable

View course information for previous years.

Description

This course examines the central legislative rules and legal principles of corporations law. Foundational principles such as limited liability and rights attached to shares are examined together with the rights of shareholders and other stakeholders. There is a particular focus on the appointment and removal of directors and officers, and their duties and decision-making processes. Wider policy issues, including the powers and role of the regulators, are also examined.

Course Learning Outcomes

The student will be able to:

Demonstrate awareness of principles of business associations law and their relationship to the broader economic and social context;
Explain the foundational principles and theories of business associations and apply them to particular corporate hypothetical fact scenarios;
Being informed about theories of the corporation, engage in critical analysis of the impact of legal regulation on corporate stakeholders;
Navigate and apply legal texts, both statutory and judicial;
Engage in critical analysis of relevant policy contexts and cultures;
Demonstrate effective oral communication skills by delivering accurate and insightful contributions in class;
Demonstrate effective written communication skills by articulating legal concepts clearly, persuasively and appropriately; and
Demonstrate an ability to incorporate a range of legal and interdisciplinary research sources in written communication with appropriate referencing.

Topics

Introduction to the Corporation and incorporating under Australian law
Separate legal personality
Implications of limited liability
The Corporate Constitution and Decision Making by the Board of Directors
Decision making by the General Meeting
Theories of the corporation
Contracts with outsiders
Introduction to Corporate Governance
Further Consideration of Theoretical Readings (Classes 6 & 8) and Discussion of Essay Topics and Problem Questions
Directors’ duty of care
Directors’ duty to act in good faith and for proper purposes
Directors’ duty to avoid conflicts