Topic 1: Introduction to Business Structures, Companies and the Regulatory Scheme.
Reading 1 — Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 1 ‘Corporate Law: Theories, Principles and Applications’, [1.1] – [1.23].
Reading 2
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 2 ‘The Regulatory Framework’, [2.1] – [2.32].
Reading 3
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 3 ‘The Nature of Companies, Partnerships, and Other Business Structures’, [3.2] - [3.8].
Reading 4
Jason Harris, Anil Hargovan & Michael Adams, Australian Corporate Law, 6th ed, 2018, Chapter 3 ‘Business Structures’, [3.1] – [3.101].
Reading 5
Jason Harris, Anil Hargovan & Michael Adams, Australian Corporate Law, 6th ed, 2018, Chapter 4 ‘Partnerships and Associations’, [4.1] – [4.75].
Topic 2: Incorporation and Its Effects
Reading 6
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 4 ‘Corporate Personality’, [4.1] – [4.22].
Reading 7
Robert Austin & Ian Ramsay, Ford, Austin and Ramsay’s Principles of Corporations Law, 17th ed, 2018, Chapter 4 ‘Incorporation and Its Consequences’, [4.160].
Reading 8
Robert Austin & Ian Ramsay, Ford, Austin and Ramsay’s Principles of Corporations Law, 17th ed, 2018, Chapter 20 ‘Protection of Creditors’ [20.130], [20.200] – [20.230].
Topic 3: Corporate Governance, ASIC and Managing Companies
John Farrar & Pamela Hanrahan, Corporate Governance, 1st ed, 2017, Chapter 18 ‘Holding Directors Accountable: Role and Powers of ASIC’, [18.1] – [18.31].
Reading 11
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 6 ‘Internal Management and Meetings’, [6.1] – [6.36].
Reading 12
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 8 ‘Managing Companies’, [8.1] – [8.32].
Topic 4: Duties and Liabilities of Directors and Officers - Framework of Duties, Duty to Act in Good Faith and Duty to Act for a Proper Purpose
Reading 13
Jason Harris, Anil Hargovan & Michael Adams, Australian Corporate Law, 6th ed, 2018, Chapter 15 ‘Directors’ and Officers’ Duties: Good Faith and Proper Purposes’, [15.2] – [15.8], [15.9] – [15.23].
Reading 14
Robert Austin & Ian Ramsay, Ford, Austin and Ramsay’s Principles of Corporations Law, 17th ed, 2018, Chapter 3 ‘Regulating Companies’, [3.390] – [3.430].
Topic 5: Duties and Liabilities of Directors and Officers – Duty of Care
Reading 15
Jason Harris, Anil Hargovan & Michael Adams, Australian Corporate Law, 6th ed, 2018, Chapter 17 ‘Directors’ and Officers’ Duties: The Duty of Care and Diligence’, [17.1] – [17.22].
Reading 16
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 9 ‘The Duty of Care and Diligence’, [9.1] – [9.34].
Topic 6: Duties and Liabilities of Directors and Officers – Loyalty
Reading 17
Robert Austin & Ian Ramsay, Ford, Austin and Ramsay’s Principles of Corporations Law, 17th ed, 2018, Chapter 9 ‘Conflicts of Interest and Special Cases’, [9.010] – [9.053], [9.057] – [9.100], [9.125] – [9.284], [9.288] – [9.560], [9.650] – [9.850.12].
Topic 7: Shareholder Rights and Remedies
Reading 18
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 13 ‘Members’ Remedies’ [13.1] – [13.28].
Reading 19
Robert Austin & Ian Ramsay, Ford, Austin and Ramsay’s Principles of Corporations Law, 17th ed, 2018, Chapter 10 ‘Members Remedies’ [10.070] - [10.070.12], [10.435] – [10.435.3].
Reading 20
John Farrar & Pamela Hanrahan, Corporate Governance, 1st ed 2017, Chapter 21 ‘Shareholder Remedies’ [21.1] – [21.40].
Topic 8: Corporate Liability, Promoters, Pre-Registration Contracts and Corporate Contracting
Reading 21
John Gooley, Michael Zammit, Matthew Dicker & David Russell, Corporations and Associations Law: Principles and Issues, 6th ed, 2015, Chapter 16 ‘Contractual, Tortious and Criminal Liability’, [16.1] – [16.88].
Reading 22
Robert Austin & Ian Ramsay, Ford, Austin and Ramsay’s Principles of Corporations Law, 17th ed, 2018, Chapter 16 ‘A Company’s Liability for Civil and Criminal Wrongs’, [16.020] – [16.310.6].
Reading 23
Jason Harris, Anil Hargovan & Michael Adams, Australian Corporate Law, 6th ed, 2018, Chapter 8 ‘Promoters: Duties and Liabilities’, [8.1] – [8.15].
Topic 9: Share Capital and Corporate Fundraising
Reading 24
Jason Harris, Company Law: Theories, Principles and Applications, 2nd ed, 2015, Chapter 7 ‘Shares and Shareholders’, [7.2] – [7.3], [7.13].
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