Legal system and core concepts legal and commercial:

Relevance for accounting and business professionals: Exposure to basic rights and commercial responsibilities to inform both personal transactions and professional advice to clients; employment relations; duty of care in delivery of services; objectivity in assessment of performance; basic business organisation and structure.

Note: As indicated, CLP 4^th ed. 2020 is the required text – however if students wish to read further, references to the corresponding chapters in Business Law [herein “BL”] are included from Week 1-3 [see the Delivery and Resources section in this Unit Guide]. 

Week

Lecture/Tutorial

Tutorial

Topic and reading

Week 1

Lecture 1/

No tutorial

• Legal framework
• Law of tort

Reading: Company Law Perspectives, 4th ed. 2020 [this is the required text and is referred to herein as "CLP 4^th ed"]: Ch.1 and 3.

[BL Ch. 1-4)

Week 2

Lecture 2

Tutorial 1

Contract law

CLP 4^th ed: Ch. 2

[BL Ch. 6-11]

Week 3

Lecture 3

Tutorial 2

• Contract law
• Consumer protection
• Agency

CLP 4^th ed: Ch. 2, 4 and 34

[BL Ch. 12-18]

Business Organisations and the Corporate Framework

Relevance for accounting and business professionals: Informed as to the choice of profit-making structure; importance of exposure and extent of business failure and personal liability; understanding key business advice and strategy; entrepreneurial interrelationships; knowledge of role and functions of corporate regulator.

Note: As indicated, CLP 4^th ed. 2020 is the required text – however if students wish to read further, references to the corresponding chapters in Understanding Company Law [herein “UCL”] are included from Week 4 forward [see the Delivery and Resources section in this Unit Guide]. Where chapter numbers between the current and older editions of UCL are different this has been noted.

Week 4

Lecture 4

Tutorial 3

• Comparison of business organisations
• Partnership
• Registration of companies – the role of ASIC
• Types of companies
• Consequences of registration

CLP 4^th ed: Chs.5, 6, 7, 8 and 24

[UCL Ch.2 and 3]

Week 5

Lecture 5

Tutorial 4

• The nature of Trusts and the role of corporate trustees
• The company constitution and the relationship between the company and outsiders – the role of directors as agents and company liability in contract, tort and crime
• Financing - Share capital and fundraising; loan capital
• Dividends

CLP 4^th ed: Ch. 9, 10, 11, 13, 14, 15, 16 and 17

[UCL Ch. 4, 5, 7, 8, 10, and 11]

Corporate Management and governance responsibility

Relevance for accounting and business professionals: Developing the ability to advise corporate clients, including individual directors and other managers; relevant foundation knowledge for personal future entrepreneurship; importance of financial and ethical obligations and downsides of failure; recognising the relationship between company directors and accounting professionals; becoming alert to problems of financial oversight.

Week 6

Lecture 6

Tutorial 5

• Directors and corporate management
• Directors fiduciary duties

CLP 4^th ed: Ch.18 and 19

[UCL 20^th ed Ch. 12 to 20; older eds Ch. 12 and 13]

Week 7

Lecture 7

Tutorial 6

• Directors statutory duties
• Corporate governance
• Financial and reporting obligations
• Audit

CLP 4^th ed: Ch. 20, 21, 22, 23

[UCL 20^th ed Ch. 12 to 20 and 22 and 23; older eds Ch.13, 15 and 16]

Lecture/Tutorials Recess 14^th April to 26^th April inclusive

Shareholders and the corporate market

Relevance for accounting and business professionals: Ability to advise clients on the nature of the corporate marketplace; foundation information for providing professional investment advice to clients; awareness of key issues in company meetings; grounding for professional advisory role and introduction to current market issues in the acquisition and disposal of shares; introduction to shareholder equity issues including protection of rights.

Week 8

Lecture 8

Tutorial 7

• Members rights
• Company meetings
• CLP 4^th ed: Ch. 25 and 26

[UCL 20^th ed Ch. 21 and 24; older eds Ch. 14 and 17]

Week 9

Lecture 9

Tutorial 8

• Takeovers
• Financial services and markets – regulation and prohibited conduct

CLP 4^th ed: Ch. 27 and 28

[UCL 20^th ed Ch. 25 and 26; older eds Ch. 18 and 19]

Insolvency

Relevance for accounting and business professionals: Exposure to key accounting and business issues in insolvency practice and the place of insolvency practitioners in the accounting and legal professions; understanding important signs and warnings of insolvency for both personal and business advisory use; being alert to insolvency options; understand legal alternatives and advise companies and their directors on effective insolvency planning and remedial action.

Week 10

Lecture 10

Tutorial 9

• The concept of insolvency and the importance of insolvency regulation
• Restructuring

CLP 4^th ed: Ch. 29, 30, 31 and 32

[UCL 20^th ed Ch. 29, 30 and 31; older eds Ch. 22, 23 and 24]

Week 11

Lecture 11

Tutorial 10

• Liquidation
• The role and responsibilities of liquidators

CLP 4^th ed: Ch.31

[UCL 20^th ed Ch.32 and 18; older eds Ch. 25 and 13]

Week 12

Lecture 12

Tutorial 11

Summary and Revision

Week 13

No Lecture

Tutorial 12