Course Title: Corporations Law

Part B: Course Detail

Teaching Period: Term1 2008

Course Code: LAW5136

Course Title: Corporations Law

School: 650T TAFE Business

Campus: City Campus

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

Course Contact : Andrew Webster

Course Contact Phone: +61 3 9925 5458

Course Contact

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.

If you are undertaking this course in Melbourne from semester 2, 2012 onwards your teacher will advise you if you require access to a computer for the course. It is recommended that you have access to a mobile computing device to allow greater flexibility in terms of where you can work on campus outside class times.

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.

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   1- 11th Feb                        Define "company." The development of company law, a comparison of alternative business organisations.                                                                                                                                                                           
Week 2 -18th FebA comparison of various types of companies 
Week 3-25th FebCompany promoters and registration of company 
Week 4 - 3rd MarThe company’s internal governance rules 
Week 5 -10th MarDealings with outsiders 
Week 6 - 17th MarShares and ShareholdingPortfolio Part 1 worth 15% due in at Level 13 with Assignment Attachment Form completed
              Mid Semester Break   20th - 26th Mar 
Week 7 - 31st MarMembers’ rights, obligations and remediesClass test 1 worth 35% on learning outcomes 1 to 4
Week 8 - 7th AprilThe nature and regulation of company finance 
Week 9 - 14th AprilCompany management 
Week 10 - 21st AprilCompany management 
Week 11 - 28th AprilCompany management 
Week 12 - 5th MayCompany Takeovers 
Week 13 -12th MayExternal Administration 
Week 14 - 19th MayLiquidation 
Week 15 - 26th MayAssociationsPortfolio Part 2 worth 15% due in at Level 13 with Assignment Attachment Form completed
Week 16 - 2nd JuneRevision 
Week 17 - 9th JuneClass test 2 worth 35% on learning outcomes 5 to 9 
Week 18 - 16th JuneFeedback on course, assessment etc 

Learning Resources

Prescribed Texts

"Company Law" by Russell Hinchy and Peter McDermott together with "Fundamental Company Legislation " PEARSON Prentice Hall



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 Woodward S, Bird H and Sievers S,"Corporations Law: In Principle" Lawbook Company

Other Resources

Australian Securities and Investment Commission

Australian Legal Information Institute

Centre for Corporate Law and Securities Regulation

Overview of Assessment

Assessment consists of written tests and assignments

Assessment Tasks

1.Written Tests

There are 2 written tests, each worth 35%.test 1 will cover Learning Outcomes 1 to 4 and test 2 will cover Learning Outcomes 5 to 9. The written tests , under "Open Book" conditions, will focus on the students’ 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.

There are 2 parts , each worth 15%. 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 complete the tasks set by the teacher, for example but not limited to, answering questions, producing and filling out forms and documents. The portfolio will be divided into Part 1 covering Learning Outcomes 1 to 4 and Part 2 covering Learning Outcomes 5 to 9.

Assessment Matrix

Learning Outcome                                      Test                                                                                                        Portfolio                                                                            
 1 to 4Test 1(35%)Part 1(15%)
5 to 9Test 2 (35%)part 2 (15%)

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