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LAWS811 – Company Law

2018 – S2 Day

General Information

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Unit convenor and teaching staff Unit convenor and teaching staff
Rod Smith
Lise Barry
Credit points Credit points
4
Prerequisites Prerequisites
((Admission to GradCertLaw or GradDipLaw or LLM or admission to JD after 2014) and corequisite LAWS600)) or (admission to JD in 2014)
Corequisites Corequisites
Co-badged status Co-badged status
Unit description Unit description
This unit studies the nature, formation and management of the modern corporation. It examines the consequences of the adoption of corporate form including the separation of legal personality between the company and its shareholders and the impact of limited liability. The extensive common law and statutory regulatory regime applicable to directors and other company officers in the management of the company is surveyed as is the important role of shareholders' rights in governing this entity. The examination of the corporation is undertaken in the context of globalisation where the proliferation of corporate governance codes is increasing.

Important Academic Dates

Information about important academic dates including deadlines for withdrawing from units are available at https://students.mq.edu.au/important-dates

Learning Outcomes

  1. Analyse and articulate (orally and in writing) the substantive corporate law rules in legislation and case law.
  2. Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  3. Reflect on the interaction between corporate law, history and social context.
  4. Identify, reflect and critically analyse the contextual and doctrinal features of directors’ duties.
  5. Develop critical thought and engage with various perspectives on corporate law with a view on reform.
  6. Apply relevant corporate and commercial law principles to resolve legal problems.

General Assessment Information

Late Submission

Unless a Special Consideration request has been submitted and approved, (a) a penalty for lateness will apply – two (2) marks out of 100 will be deducted per day for assignments submitted after the due date – and (b) no assignment will be accepted more than seven (7) days (incl. weekends) after the original submission deadline. No late submissions will be accepted for timed assessments – e.g. quizzes, online tests.

Moderation

Detailed marking rubrics will be made available on iLearn. 

Turnitin

All written assessments are to be submitted via iLearn through Turnitin. 

Referencing

All referencing is to be in accordance with AGLC3. 

Assessment Tasks

Name Weighting Hurdle Due
Online Quiz One 10% No 25/8/2018
Research Essay 30% No 24/9/2018
Online Quiz Two 10% No 6/10/2018
Online Participation 10% No 1/11/2018
Final Examination 40% No 15 November 2018

Online Quiz One

Due: 25/8/2018
Weighting: 10%

Students are required to do an online quiz consisting of 20 multiple choice questions worth half a mark each.  The online quiz will be open for attempts from 6pm Friday 24th August to 6pm Saturday 25th August 2018.  Once the student has started the attempt at the quiz, it will remain open for 60 minutes.  It will automatically close on the expiry of the 60 minutes.


This Assessment Task relates to the following Learning Outcomes:
  • Analyse and articulate (orally and in writing) the substantive corporate law rules in legislation and case law.
  • Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  • Reflect on the interaction between corporate law, history and social context.
  • Identify, reflect and critically analyse the contextual and doctrinal features of directors’ duties.
  • Apply relevant corporate and commercial law principles to resolve legal problems.

Research Essay

Due: 24/9/2018
Weighting: 30%

All students are required to complete a research essay.

The essay will be 2,000 words in length. 


This Assessment Task relates to the following Learning Outcomes:
  • Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  • Reflect on the interaction between corporate law, history and social context.
  • Identify, reflect and critically analyse the contextual and doctrinal features of directors’ duties.
  • Develop critical thought and engage with various perspectives on corporate law with a view on reform.

Online Quiz Two

Due: 6/10/2018
Weighting: 10%

Students will be required to do an online quiz consisting of 20 multiple choice questions worth half a mark each.  The online quiz will be open for attempts from 6pm Friday 5th October to 6pm Saturday 6th October 2018.  Once the student has started the attempt at the quiz, it will be open for 60 minutes.  It will automatically close on the expiry of 60 minutes.


This Assessment Task relates to the following Learning Outcomes:
  • Analyse and articulate (orally and in writing) the substantive corporate law rules in legislation and case law.
  • Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  • Reflect on the interaction between corporate law, history and social context.
  • Identify, reflect and critically analyse the contextual and doctrinal features of directors’ duties.
  • Apply relevant corporate and commercial law principles to resolve legal problems.

Online Participation

Due: 1/11/2018
Weighting: 10%

Students will be assessed overall on weekly participation to classes.  It is assumed that students will attend the weekly tutorial class, make contributions in class and a mark will be allocated at the end of the semester based on the quality of your contributions during class.  It is assumed that the students will attend at least 80% of the allocated classes.  The student participation mark is likely to decrease if attendance is less than 80% overall.  


This Assessment Task relates to the following Learning Outcomes:
  • Analyse and articulate (orally and in writing) the substantive corporate law rules in legislation and case law.
  • Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  • Reflect on the interaction between corporate law, history and social context.

Final Examination

Due: 15 November 2018
Weighting: 40%

All students are required to complete a final examination. Further details of the exam will be made available on iLearn closer to the end of the semester and will be posted on ilearn.

This is a timed assessment and no late submissions will be accepted. 

This will be done on 15 November 2018.  The exam paper will be released at 10 am on 15 November, on ilearn.  The students are required to submit a worked solution by 5pm 15 November 2018 through a Turnitin link on ilearn.  No AGLC3 compliance is required.  


This Assessment Task relates to the following Learning Outcomes:
  • Analyse and articulate (orally and in writing) the substantive corporate law rules in legislation and case law.
  • Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  • Reflect on the interaction between corporate law, history and social context.
  • Develop critical thought and engage with various perspectives on corporate law with a view on reform.
  • Apply relevant corporate and commercial law principles to resolve legal problems.

Delivery and Resources

Delivery

  1. Lectures will be available via iLearn. 
  2. A mark of 50% or above is required to complete the course successfully.
  3. Online lectures will commence in week 1.
  4. Tutorials will commence in week 1.  

Resources

Students are required to have access to the following texts:

  1. Paul Redmond, Corporations and Financial Markers Law (LBC, 7th edition, 2017).

Other materials will be made available online via Leganto. 

During tutorials and the on campus session, students are required to have access to a number of statutes relevant to the course. These statutes are contained in CCH Australian Corporations Legislation2017. It is recommended that students have access to this text.  Legislation can also be accessed online

Technology Use

  1. Online units can be accessed at: http://ilearn.mq.edu.au/.
  2. A computer with internet access is required. Students must possess basic computer skills including internet browsing and word processing.
  3. Students are advised that a mobile device will not be sufficient to complete the coursework for this unit.
  4. Please consult teaching staff for any further, more specific requirements.

Unit Schedule

Week

Lecture Topic

1

Corporate personality and the history of the corporation

2

Central problems in corporate governance and the role of the lawyer

3

The incorporation process

4

The company constitution

5

Company contracts

6

Administration of companies and management of the business of companies

7

Duties and liabilities of directors and officers

8

Duties and liabilities of directors and officers part 2

9

Share capital and membership

10

Members remedies

11

Company credit and security arrangements

12

Winding up companies

13

No lecture this week

 

Policies and Procedures

Macquarie University policies and procedures are accessible from Policy Central (https://staff.mq.edu.au/work/strategy-planning-and-governance/university-policies-and-procedures/policy-central). Students should be aware of the following policies in particular with regard to Learning and Teaching:

Undergraduate students seeking more policy resources can visit the Student Policy Gateway (https://students.mq.edu.au/support/study/student-policy-gateway). It is your one-stop-shop for the key policies you need to know about throughout your undergraduate student journey.

If you would like to see all the policies relevant to Learning and Teaching visit Policy Central (https://staff.mq.edu.au/work/strategy-planning-and-governance/university-policies-and-procedures/policy-central).

Student Code of Conduct

Macquarie University students have a responsibility to be familiar with the Student Code of Conduct: https://students.mq.edu.au/study/getting-started/student-conduct​

Results

Results shown in iLearn, or released directly by your Unit Convenor, are not confirmed as they are subject to final approval by the University. Once approved, final results will be sent to your student email address and will be made available in eStudent. For more information visit ask.mq.edu.au.

Student Support

Macquarie University provides a range of support services for students. For details, visit http://students.mq.edu.au/support/

Learning Skills

Learning Skills (mq.edu.au/learningskills) provides academic writing resources and study strategies to improve your marks and take control of your study.

Student Enquiry Service

For all student enquiries, visit Student Connect at ask.mq.edu.au

Equity Support

Students with a disability are encouraged to contact the Disability Service who can provide appropriate help with any issues that arise during their studies.

IT Help

For help with University computer systems and technology, visit http://www.mq.edu.au/about_us/offices_and_units/information_technology/help/

When using the University's IT, you must adhere to the Acceptable Use of IT Resources Policy. The policy applies to all who connect to the MQ network including students.

Graduate Capabilities

PG - Discipline Knowledge and Skills

Our postgraduates will be able to demonstrate a significantly enhanced depth and breadth of knowledge, scholarly understanding, and specific subject content knowledge in their chosen fields.

This graduate capability is supported by:

Learning outcomes

  • Analyse and articulate (orally and in writing) the substantive corporate law rules in legislation and case law.
  • Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  • Reflect on the interaction between corporate law, history and social context.
  • Identify, reflect and critically analyse the contextual and doctrinal features of directors’ duties.
  • Develop critical thought and engage with various perspectives on corporate law with a view on reform.
  • Apply relevant corporate and commercial law principles to resolve legal problems.

Assessment tasks

  • Online Quiz One
  • Research Essay
  • Online Quiz Two
  • Online Participation
  • Final Examination

PG - Critical, Analytical and Integrative Thinking

Our postgraduates will be capable of utilising and reflecting on prior knowledge and experience, of applying higher level critical thinking skills, and of integrating and synthesising learning and knowledge from a range of sources and environments. A characteristic of this form of thinking is the generation of new, professionally oriented knowledge through personal or group-based critique of practice and theory.

This graduate capability is supported by:

Learning outcomes

  • Evaluate and critically analyse the effectiveness of corporate legislation and its impact on corporate stakeholders.
  • Reflect on the interaction between corporate law, history and social context.
  • Identify, reflect and critically analyse the contextual and doctrinal features of directors’ duties.
  • Develop critical thought and engage with various perspectives on corporate law with a view on reform.

Assessment tasks

  • Online Quiz One
  • Research Essay
  • Online Quiz Two
  • Final Examination

PG - Research and Problem Solving Capability

Our postgraduates will be capable of systematic enquiry; able to use research skills to create new knowledge that can be applied to real world issues, or contribute to a field of study or practice to enhance society. They will be capable of creative questioning, problem finding and problem solving.

This graduate capability is supported by:

Learning outcomes

  • Reflect on the interaction between corporate law, history and social context.
  • Develop critical thought and engage with various perspectives on corporate law with a view on reform.
  • Apply relevant corporate and commercial law principles to resolve legal problems.

Assessment tasks

  • Online Quiz One
  • Research Essay
  • Online Quiz Two
  • Final Examination

PG - Effective Communication

Our postgraduates will be able to communicate effectively and convey their views to different social, cultural, and professional audiences. They will be able to use a variety of technologically supported media to communicate with empathy using a range of written, spoken or visual formats.

This graduate capability is supported by:

Learning outcomes

  • Analyse and articulate (orally and in writing) the substantive corporate law rules in legislation and case law.
  • Apply relevant corporate and commercial law principles to resolve legal problems.

Assessment tasks

  • Research Essay
  • Online Participation
  • Final Examination

PG - Engaged and Responsible, Active and Ethical Citizens

Our postgraduates will be ethically aware and capable of confident transformative action in relation to their professional responsibilities and the wider community. They will have a sense of connectedness with others and country and have a sense of mutual obligation. They will be able to appreciate the impact of their professional roles for social justice and inclusion related to national and global issues

This graduate capability is supported by:

Assessment task

  • Online Participation

PG - Capable of Professional and Personal Judgment and Initiative

Our postgraduates will demonstrate a high standard of discernment and common sense in their professional and personal judgment. They will have the ability to make informed choices and decisions that reflect both the nature of their professional work and their personal perspectives.

This graduate capability is supported by:

Assessment tasks

  • Online Quiz One
  • Online Quiz Two
  • Online Participation

Changes since First Published

Date Description
11/08/2018 .