Faculty of Business and Law

School: Law and Justice

This unit information may be updated and amended immediately prior to semester. To ensure you have the correct outline, please check it again at the beginning of semester.

  • Unit Title

    Corporations Law
  • Unit Code

    LAW3102
  • Year

    2015
  • Enrolment Period

    1
  • Version

    1
  • Credit Points

    15
  • Full Year Unit

    N
  • Mode of Delivery

    On Campus
    Online

Description

This unit involves a detailed examination of current corporations law in Australia. The unit examines matters including the company as a corporate entity, the corporate constitution and its alteration, the rights and duties of directors and shareholders and the division of power between the two, protection of minority shareholders, capital reductions and class rights including preference shareholders.

Prerequisite Rule

Students must pass 2 units from LAW1212, LAW1218

Learning Outcomes

On completion of this unit students should be able to:

  1. Apply the law in relation to corporations to the construction of legal arguments concerning the position of parties within a practical context.
  2. Combine those skills with a knowledge of company law principles and case-law.
  3. Consider the implications and evaluate the impact of statutory provisions affecting the operation of companies, their office holders and shareholders.
  4. Find their way around the company legislation in force, using skills which have been developed during the unit.
  5. Use such skills and knowledge to achieve a detailed understanding of specified areas of company law.

Unit Content

  1. Acting without a Body: how Corporations interact with others.
  2. An introduction to Corporations: their history and structure.
  3. Australian Securities and Investment Commission: the Regulator and its powers.
  4. Business Associations: Partnerships and the various types of Corporation.
  5. Capital: the nature of Share Capital and Loan Capital.
  6. Constitutions: the nature of the internal governance rules of Corporations and the means of changing them.
  7. Director's Duties: the duties of Officers of a Corporation.
  8. Incorporation: the process and its effects.
  9. Liquidation: an overview of the Winding Up of Corporations.
  10. Meetings: the rules for passing resolutions of the Corporation by Directors and Members.
  11. Minority or Members Remedies: the remedies that Members have when they are dissatisfied with the management of the Corporation.
  12. Officers: the appointment, termination and nature of the Offices in a Corporation.

Additional Learning Experience Information

This unit will be offered in the on-campus and off-campus modes. On-campus students will attend a weekly two-hour lecture and one-hour tutorial. Off-campus students access the unit via Blackboard. Regular online access is required. Lectures aim to provide students with a knowledge and appreciation of the important principles and issues of company law, with particular reference to and emphasis on the Corporations Act. Tutorials will provide students with a forum to develop communication skills by requiring students to construct persuasive legal arguments which address the legal position of parties in the context of statutory principles. Tutorials will also provide students with an opportunity to consider the operation of corporations with reference to corporate social responsibility where applicable.

Assessment

GS1 GRADING SCHEMA 1 Used for standard coursework units

Students please note: The marks and grades received by students on assessments may be subject to further moderation. All marks and grades are to be considered provisional until endorsed by the relevant Board of Examiners.

ON CAMPUS
TypeDescriptionValue
ParticipationTutorial participation10%
AssignmentAssignment (2,500 words)30%
ExaminationFinal examination60%
ONLINE
TypeDescriptionValue
ParticipationOnline discussion and participation10%
AssignmentAssignment (2,500 words)30%
ExaminationFinal examination60%

Text References

  • ^ Australia (statute). Australian Corporations Legislation 2014. North Ryde, N.S.W.: Thomson Reuters Australia.
  • Lipton, P., & Herzberg, A. (2009). Understanding company law (15th ed.). Sydney: Law Book Co.
  • Baxt, R., Fletcher, K. & Fridman, S. (2008). Corporations and associations: Cases and materials. (10th ed.). Chatswood, NSW: LexisNexis-Butterworths.
  • Hanrahan, P., Ramsay, I., & Stapledon, G. (2011). Commercial applications of company law (12th ed.). North Ryde, NSW: CCH Australia.

^ Mandatory reference


Disability Standards for Education (Commonwealth 2005)

For the purposes of considering a request for Reasonable Adjustments under the Disability Standards for Education (Commonwealth 2005), inherent requirements for this subject are articulated in the Unit Description, Learning Outcomes and Assessment Requirements of this entry. The University is dedicated to provide support to those with special requirements. Further details on the support for students with disabilities or medical conditions can be found at the Access and Inclusion website.

Academic Misconduct

Edith Cowan University has firm rules governing academic misconduct and there are substantial penalties that can be applied to students who are found in breach of these rules. Academic misconduct includes, but is not limited to:

  • plagiarism;
  • unauthorised collaboration;
  • cheating in examinations;
  • theft of other students' work;

Additionally, any material submitted for assessment purposes must be work that has not been submitted previously, by any person, for any other unit at ECU or elsewhere.

The ECU rules and policies governing all academic activities, including misconduct, can be accessed through the ECU website.

LAW3102|1|1

Faculty of Business and Law

School: Law and Justice

This unit information may be updated and amended immediately prior to semester. To ensure you have the correct outline, please check it again at the beginning of semester.

  • Unit Title

    Corporations Law
  • Unit Code

    LAW3102
  • Year

    2015
  • Enrolment Period

    2
  • Version

    1
  • Credit Points

    15
  • Full Year Unit

    N
  • Mode of Delivery

    On Campus
    Online

Description

This unit involves a detailed examination of current corporations law in Australia. The unit examines matters including the company as a corporate entity, the corporate constitution and its alteration, the rights and duties of directors and shareholders and the division of power between the two, protection of minority shareholders, capital reductions and class rights including preference shareholders.

Prerequisite Rule

Students must pass 2 units from LAW1212, LAW1218

Learning Outcomes

On completion of this unit students should be able to:

  1. Apply the law in relation to corporations to the construction of legal arguments concerning the position of parties within a practical context.
  2. Combine those skills with a knowledge of company law principles and case-law.
  3. Consider the implications and evaluate the impact of statutory provisions affecting the operation of companies, their office holders and shareholders.
  4. Find their way around the company legislation in force, using skills which have been developed during the unit.
  5. Use such skills and knowledge to achieve a detailed understanding of specified areas of company law.

Unit Content

  1. Acting without a Body: how Corporations interact with others.
  2. An introduction to Corporations: their history and structure.
  3. Australian Securities and Investment Commission: the Regulator and its powers.
  4. Business Associations: Partnerships and the various types of Corporation.
  5. Capital: the nature of Share Capital and Loan Capital.
  6. Constitutions: the nature of the internal governance rules of Corporations and the means of changing them.
  7. Director's Duties: the duties of Officers of a Corporation.
  8. Incorporation: the process and its effects.
  9. Liquidation: an overview of the Winding Up of Corporations.
  10. Meetings: the rules for passing resolutions of the Corporation by Directors and Members.
  11. Minority or Members Remedies: the remedies that Members have when they are dissatisfied with the management of the Corporation.
  12. Officers: the appointment, termination and nature of the Offices in a Corporation.

Additional Learning Experience Information

This unit will be offered in the on-campus and off-campus modes. On campus students are attend a three-hour seminar or lecture/tutorial per week. Off-campus students will access the unit via Blackboard. Regular online access is required. Online tutorials will make use of technology that requires participants to use a headset with microphone. Tutorial discussions provide an opportunity for students to construct and substantiate persuasive legal arguments in relation to the availability of trusts as a remedy.

Assessment

GS1 GRADING SCHEMA 1 Used for standard coursework units

Students please note: The marks and grades received by students on assessments may be subject to further moderation. All marks and grades are to be considered provisional until endorsed by the relevant Board of Examiners.

ON CAMPUS
TypeDescriptionValue
ParticipationTutorial participation10%
AssignmentAssignment (2,500 words)30%
ExaminationFinal examination60%
ONLINE
TypeDescriptionValue
ParticipationOnline discussion and participation10%
AssignmentAssignment (2,500 words)30%
ExaminationFinal examination60%

Text References

  • ^ Australia (statute). Australian Corporations Legislation (current edition). North Ryde, N.S.W.: Thomson Reuters Australia.

^ Mandatory reference


Disability Standards for Education (Commonwealth 2005)

For the purposes of considering a request for Reasonable Adjustments under the Disability Standards for Education (Commonwealth 2005), inherent requirements for this subject are articulated in the Unit Description, Learning Outcomes and Assessment Requirements of this entry. The University is dedicated to provide support to those with special requirements. Further details on the support for students with disabilities or medical conditions can be found at the Access and Inclusion website.

Academic Misconduct

Edith Cowan University has firm rules governing academic misconduct and there are substantial penalties that can be applied to students who are found in breach of these rules. Academic misconduct includes, but is not limited to:

  • plagiarism;
  • unauthorised collaboration;
  • cheating in examinations;
  • theft of other students' work;

Additionally, any material submitted for assessment purposes must be work that has not been submitted previously, by any person, for any other unit at ECU or elsewhere.

The ECU rules and policies governing all academic activities, including misconduct, can be accessed through the ECU website.

LAW3102|1|2