Course Title: Corporations Law

Part B: Course Detail

Teaching Period: Term1 2007

Course Code: LAW5136

Course ID: 038446

Course Title: Corporations Law

School: 650T TAFE Business

Program Code: C6070 - Advanced Diploma of Business (Legal Practice)

Course Contact : Linda Kam

Course Contact Phone: +61 3 9925 5725

Course Contact Email:

Name and Contact Details of All Other Relevant Staff

Nominal Hours: 51

Regardless of the mode of delivery, represent a guide to the relative teaching time and student effort required to successfully achieve a particular competency/module. This may include not only scheduled classes or workplace visits but also the amount of effort required to undertake, evaluate and complete all assessment requirements, including any non-classroom activities.

Pre-requisites and Co-requisites

LAW5040 Legal Process [VBM898]

Course Description

This module covers types of companies and development of company law, companies and alternative business structures, regulation of companies, company promoters and pre-registration contracts, company constitution/replaceable rules, a company’s dealings with outsiders, registration of a company, membership – rights, obligations and remedies, capital raising by a company, company management, company takeovers, external administration, winding up and associations.

National Codes, Titles, Elements and Performance Criteria

National Element Code & Title:

VBM910 Corporations Law

Learning Outcomes

1. Specify and analyse the development of company law, compare alternative business organisations with companies, and contrast different types of companies.
2. Determine, specify and assess the authority, duties and liabilities of company promoters, the nature of a company’s internal governance rules, and specify and apply the procedure necessary to register a company.
3. Examine the nature and regulation of shares and shareholding, and members’ rights, obligations and remedies.
4. Examine the nature and regulation of company finance.
5. Analyse and assess the nature and regulation of company management.
6. Analyse the regulation of company takeovers.
7. Examine the nature and reasons for external administration of a company.
8. Analyse the processes and purpose of liquidation and winding up of a company, and the consequences for the company and its creditors.
9. Analyse the legal nature of associations, and the powers, duties and liabilities of members and office bearers.

Overview of Learning Activities

Details of Learning Activities

Students will study the principles of Company and Associations Law in class sessions, practical sessions and through prescribed exercises and assessment work. These concepts will also be explored through the investigation of the application in the real world and simulated environments.

Teaching Schedule

 Weekly Schedule 
Week beginning  
Week 1 – 12th FebDefine “company.” The development of company law, a comparison of
alternative business organisations.
Week 2 – 19th FebA comparison of various types of companies. 
Week 3 – 26th FebCompany promoters and registration 
Week 4 – 5th MarThe company’s internal governance rules 
Week 5 –12th MarDealings with outsiders 
Week 6 –19th MarShares and shareholding 
Week 7 –26th MarMembers’ rights, obligations and remedies 
Week 8 – 2nd AprilThe nature and regulation of company financePart 1 Portfolio worth 15% due in at Level 13
with Assignment Attachment Form completed
 Mid-semester Break (Student Vacation) – 5th to 11th April 
Week 9 – 16th AprilCompany ManagementClass test 1 worth 35% on learning outcomes 1 to 4
Week 10 – 23rd AprilCompany Management 
Week 11 –30th AprilCompany Management 
Week 12 –7th MayCompany Takeovers 
Week 13 – 14th MayExternal Administration  
Week 14 –21st MayLiquidation 
Week 15 – 28th MayAssociationsPart II Portfolio worth 15% due in at Level 13
with Assignment Attachment Form completed
Week 16 –4th JuneRevision 
Week 17-11th June Class test 2 worth 35% on learning outcomes 5 to 9
Week 18 -18th JuneFeedback on course , assessment etc 

Overview of Learning Resources

Learning Resources

Prescribed Texts

“Corporations Law: In Principle,” by Susan Woodward, Helen Bird and Sally Sievers, 7th edition , The Lawbook Company, Code:0455222142


Lipton P and Herzberg A “Understanding Company Law,” 13th edition, The Lawbook Company

Hanrahan P, Ramsay I and Stapleton G, ”Commercial Applications of Company Law,” CCH, Australia

Ford HAJ and Ramsay RP “Ford’s Principles of Company Law.” Butterworths, Australia.

Other Resources

The Corporations Act, 2001

Overview of Assessment

Assessment will consist of written tests and an assignment.

Assessment Tasks


1. Written Test 1 (covering Learning Outcomes 1 to 4) and Test 2 ( covering Learning Outcomes 5 to 9).

The written tests, under “Open Book” conditions, will focus on the student’s ability to solve problems and provide meaningful solutions to a set of questions asked of them. The tests will be conducted in the classroom and will cover the elements set out in the learning outcomes.

2. Portfolio

The portfolio will be based on a collection of newspaper, magazine, journal articles, statutory and/or regulatory documents relating to any of the learning outcomes. Students are expected to determine and set out the legal issues set out in the articles and/or to complete the tasks set by the teacher, for example but not limited to, answering questions, filling out documents. The portfolio will be divided into Part I covering Learning Outcomes 1 to 4 and Part II covering Learning Outcomes 5 to 9.

The student will be required to undertake research and assessment practice outside of regular class times. Homework exercises are provided to the student to facilitate their learning in a self-paced manner and form part of the overall achievement of the learning outcomes in this course. Students are reminded that they are expected to conduct an equal amount of time outside of class, research and furthering their understanding of the concepts being taught, as they do in class to be deemed to have passed this course.

Other Information

Where there are multiple assessments for a single course, the students must satisfactorily complete all assessment and have a total mark of not less than 50% to pass this course..

Grade: HD Mark: > = 80 Description: High Distinction
Grade: DI Mark: 70 - 79 Description: Distinction
Grade: CR Mark : 60 - 69 Description: Credit
Grade: PA Mark: 50 - 59 Description: Pass
Grade: NN Mark: < 50 Description: Fail
Grade: CA Mark: Not Applicable Description: Competency Achieved
Grade: NYC Mark: Not Applicable Description: Not Yet Competent

Course Overview: Access Course Overview