COMMLAW 7012 - Business and Corporations Law

North Terrace Campus - Trimester 3 - 2020

This course will introduce students to a range of legal issues that impact on business. Students will learn to identify areas of legal liability and risk and how to minimise legal risk. The topics covered in the course include an introduction to the legal system, the law of business structures, contract law, consumer protection law, competition law, corporate governance including directors and officers duties, the concept of corporate personality, the corporate constitution and Replaceable Rules, company contracts, financial reporting requirements, members rights and external administration.

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Course Details

Course Code	COMMLAW 7012
Course	Business and Corporations Law
Coordinating Unit	Adelaide Law School
Term	Trimester 3
Level	Postgraduate Coursework
Location/s	North Terrace Campus
Units	3
Contact	Up to 3 hours per week
Available for Study Abroad and Exchange	Y
Assessment	Assessment in this course will include a combination of two or more of the following: interim written assessment; in-class presentation; assessment of contribution to class discussion; examination (invigilated or take-home).

Course Staff

Course Coordinator: Dr Colette Langos

Dr Colette Langos
Room: 221 Ligertwood
Email: colette.langos@adelaide.edu.au
Consultation by appointment - please send an email.

Course Timetable

The full timetable of all activities for this course can be accessed from .

Course Learning Outcomes

On successful completion of this course, students will be able to:

1. Identify fundamental aspects of the Australian legal system;
2. Apply correct legal methodology: apply IRAC (Issues, Rules, Argument, Conclusion) framework to legal problems;
3. Analyse legal themes relevant to business dealings critically;
4. Conduct basic legal research;
5. Utilise modern technology effectively;
6. Communicate legal argument effectively.

University Graduate Attributes

This course will provide students with an opportunity to develop the Graduate Attribute(s) specified below:

University Graduate Attribute	Course Learning Outcome(s)
Deep discipline knowledge informed and infused by cutting edge research, scaffolded throughout their program of studies acquired from personal interaction with research active educators, from year 1 accredited or validated against national or international standards (for relevant programs)	1 - 4
Critical thinking and problem solving steeped in research methods and rigor based on empirical evidence and the scientific approach to knowledge development demonstrated through appropriate and relevant assessment	2, 3
Career and leadership readiness technology savvy professional and, where relevant, fully accredited forward thinking and well informed tested and validated by work based experiences	1-6

Learning Resources

Required Resources

Fitzpatrick, Symes, Veljanovski & Parker, 'Business and Corporations Law', 4th edition (Lexis Nexis).

Recommended Resources

Students may find the following textbooks helpful but are not expected to purchase them:

Giancaspro & Langos, Understanding Contract Law: A Practical Guide (2016), Lexis Nexis.

Latimer, Australian Business Law 35th (or any recent) edition, CCH.

Lipton Herzberg & Welsh, Understanding Company Law 17th ed, Thomson Reuters.
.
Hanrahan Ramsey and Stapeldon, Commercial Applications of Company Law 17th (or any recent) edition, CCH.

The Corporations Act is available free at austlii.com.au/commonwealth legislation or at Commlaw.

Online Learning

Electronic copies of the lecture powerpoint slides, weekly seminar questions and assignment questions will be provided on MyUni.

Students are strongly encouraged to regularlay check myUni for updates and course communication such as Announcements.

Learning & Teaching Modes

For Trimester 3 2020, this course will be taught in intensive mode. The course will be taught between Septmeber and December, with 3 teaching blocks in Septmeber, 3 in October and 2 in November comprising 24 hours of teaching in total. Mode of delivery will include a combination of online lectures and zoom seminars (focused on legal problem-solving). This iteration of the subject will be taught entirely online.

Workload

No information currently available.

Learning Activities Summary

Week	Topics and Mode of Delivery
1 Wednesday 9th September	This 3 hour block will be devoted to Lecture content delivered via Echo 360 recordings. Lecture 1 - Introduction to the Course and the Australian Legal System Lecture 2 - Contract Formation (Focus on Offer and Acceptance) Lecture 3 - Contract Performance (Focus on Express Terms)
2 Wednesday 16th September	This 3 hour block will be devoted to Seminar content delivered via Zoom. Zoom meeting IDs will be made available. Seminar 1 - Australian Legal System Practice Quiz Seminar 2 - Legal Problem on Offer and Acceptance Seminar 3 - Legal Problem on Express Terms
3 Wednesday 23rd September	This 3 hour block will be devoted to Lecture content delivered via Echo 360 recordings. Lecture 4 - Contract Termination Lecture 5 - Australian Consumer Law: Misleading or Deceptive Conduct
4 Wednesday 14th October	This 3 hour block will be devoted to Seminar content delivered via Zoom. Zoom meeting IDs will be made available. Seminar 4 - Legal Problem on Contract Termination Seminar 5 - Legal Problem on Misleading or Deceptive Conduct
5 Wednesday 21st October	This 3 hour block will be devoted to Lecture content delivered via Echo 360 recordings. Lecture 6 - Business Structures other than Companies (Focus on Partnerships) Lecture 7 - Companies (Focus on incorporation process and Company classification) Lecture 8 - Pre-registration Contracts
6 Wednesday 28th October	This 3 hour block will be devoted to Seminar content delivered via Zoom. Zoom meeting IDs will be made available. Seminar 6 - Legal Problem on Partnership Seminar 7 - Legal Problem on Company types and incorporation Process Seminar 8 - Legal Problem on Pre-regislation Contracts
7 Wednesday 11th November	This 3 hour block will be devoted to Lecture content delivered via Echo 360 recordings. Lecture 9 - Directors Duties Lecture 10 - Finanacial Reporting Requirements
8 Wednesday 18th November	This 3 hour block will be devoted to Seminar content delivered via Zoom. Zoom meeting IDs will be made available. Seminar 9 - Legal Problem on Directors Duties Seminar 10 - Legal Problem on Financial Reporting Requirements Exam preparation and Information

The University's policy on Assessment for Coursework Programs is based on the following four principles:

Assessment must encourage and reinforce learning.
Assessment must enable robust and fair judgements about student performance.
Assessment practices must be fair and equitable to students and give them the opportunity to demonstrate what they have learned.
Assessment must maintain academic standards.

Assessment Summary

Assessment Task	Task Type	Due	Weighting	Length	Redeemable	Learning Outcome
Online Quiz on Australian Legal System	Individual	Opens 21/9 @ 9am Closes 23/9 @9am	10%	20 multiple choice	No	1,5,6
Online Quiz on Australian Consumer Law	Individual	Opens 19/10 @ 9am Closes 21/10 @ 9am	10%	20 multiple choice	No	1,5,6
Mid-Semester Assignment	Individual or Group	Friday 30th October @ 2pm	30%	2500 max	No	1-6
Exam - Online Exam. Multiple Choice Questions	Individual	Exam period	50%	150 minutes	No	1-6

Assessment Detail

The assessment components are as follows:

Online Quiz
First Online Quiz (10%)
Second Online Quiz (10%)

Release Dates:
The first Online Quiz will be available from 9am on Monday 21st September 2020 to 9am on Wednesday 23rd September 2020 via the relevant link on MyUni.

The second Online Quiz will be available from 9am on Monday 19th October 2020 to 9am Wednesday 21st October 2020 via the relevant link on MyUni.

Details:
Each Online Quiz will comprise of 20 multiple choice questions. Quiz questions for each individual student are drawn from a larger bank of questions and randomised.

The first Online Quiz will test student knowledge on the Australian Legal System. The second Online Quiz will test student knowledge of the Australian Consumer Law.

Business Law Assignment (30%)

The Assignment is due Friday 30th October at 2pm and must be submitted via MyUni.

This task assesses student comprehension of the Business Law component of the course. It comprises of 3 Parts and is based on content taught in Lectures 2-5. Parts 1 and 2 comprise of legal problem questions. Students are assessed on their ability to synthesise and apply correct law; think critically. Part 3 is a short research essay. Students are assessed on their research and writing skills and must demonstrate appropriate adherence to legal research principles within a business context. Students may work individually or in a group of up to 4 people. All students must self-select (place) themselves into a group via the MyUni course page, this includes students who want to work alone in (as a group of 1). Further instructions on how to do this will be relayed.

Final Exam (50%)

The final exam will be an online Exam administered through MyUni. It will comprise of 50 multiple choice questions More information to be relayed as the Exam time approaches.

Submission

No information currently available.

Course Grading

Grades for your performance in this course will be awarded in accordance with the following scheme:

M10 (Coursework Mark Scheme)
Grade	Mark	Description
FNS		Fail No Submission
F	1-49	Fail
P	50-64	Pass
C	65-74	Credit
D	75-84	Distinction
HD	85-100	High Distinction
CN		Continuing
NFE		No Formal Examination
RP		Result Pending

Further details of the grades/results can be obtained from Examinations.

Grade Descriptors are available which provide a general guide to the standard of work that is expected at each grade level. More information at Assessment for Coursework Programs.

Final results for this course will be made available through .

Student Feedback

The University places a high priority on approaches to learning and teaching that enhance the student experience. Feedback is sought from students in a variety of ways including on-going engagement with staff, the use of online discussion boards and the use of Student Experience of Learning and Teaching (SELT) surveys as well as GOS surveys and Program reviews.

SELTs are an important source of information to inform individual teaching practice, decisions about teaching duties, and course and program curriculum design. They enable the University to assess how effectively its learning environments and teaching practices facilitate student engagement and learning outcomes. Under the current SELT Policy (http://www.adelaide.edu.au/policies/101/) course SELTs are mandated and must be conducted at the conclusion of each term/semester/trimester for every course offering. Feedback on issues raised through course SELT surveys is made available to enrolled students through various resources (e.g. MyUni). In addition aggregated course SELT data is available.

The University places a high priority on approaches to learning and teaching that enhance the student experience. Feedback is sought from students in a variety of ways including on-going engagement with staff, the use of online discussion boards and the use of Student Experience ofLearning and Teaching (SELT) surveys as well as GOS surveys and Program reviews.

SELTs are an important source of information to inform individual teaching practice, decisions about teaching duties, and course and
program curriculum design. They enable the University to assess how effectively its learning environments and teaching practices facilitate student engagement and learning outcomes. Under the current SELT Policy (http://www.adelaide.edu.au/policies/101/) course SELTs are mandated and must be conducted at the conclusion of each term/semester/trimester for every course offering. Feedback on issues raised through course SELT surveys is made available to enrolled students through various resources (e.g. MyUni). In addition aggregated course SELT data is available.

Student feedback The course is constantly being updated and revised to reflect the evolution of the law, to respond to student feedback, and to engage with the latest teaching practices. Student feedback is collected each time the course is run, including through SELT reports. Previous SELT reports, and staff feedback on them, are posted on the course MyUni site for students to view and consider.
Student Support
The provides academic learning and language development services and resources for local, international, undergraduate and postgraduate coursework students enrolled at the 成人大片.

The centre offers practical advice and strategies for students to master reading, writing, note-taking, time management, oral presentation skills, referencing techniques and exam preparation for success at university through seminars, workshops and individual consultations.

Lex Salus Program
Lex Salus (law and wellbeing) is an initiative of the Adelaide Law School aimed at destigmatising mental health issues; promoting physical, mental and emotional wellness; building a strong community of staff and students; and celebrating diversity within the school. It also seeks to promote wellness within the legal profession, through the involvement of the Chief Justice of the Supreme Court of South Australia, the Honourable Chris Kourakis, as the official Patron of the program.

Students can participate in the Lex Salus program by attending barbecue lunches, pancake breakfasts, knitting and crochet circles, seminars, guest speakers, conferences and other activities. Our , and regular all-student emails promote upcoming events, and have tips and information on wellness.

Our Lex Salus YouTube channel also includes videos on topics like managing stress, and interviews with LGBTQ lawyers and their supporters which celebrate diversity and individuality. Students who commit to 10 hours of volunteering with Lex Salus in one year can have their service recognised on their academic transcript and through a thank you morning tea with the Chief Justice and law school staff.

Student Life Counselling Support
The University’s service provides free and confidential service to all enrolled students. We encourage you to contact the Student Life Counselling Support service on 8313 5663 to make an appointment to deal with any issues that may be affecting your study and life.
Policies & Guidelines
This section contains links to relevant assessment-related policies and guidelines - all university policies.
Academic Honesty
Academic dishonesty is a serious act of academic misconduct. All students must be familiar with the University’s Academic Honesty Policy.

Academic dishonesty is a serious matter and is treated as such by the Law School and the University. Academic dishonesty (which goes beyond plagiarism) can be a ground for a refusal by the Supreme Court of South Australia to admit a person to practice as a legal practitioner in South Australia.

Academic honesty is an essential aspect of ethical and honest behaviour, which is central to the practice of the law and an understanding of what it is to be a lawyer.
Fraud Awareness

Students are reminded that in order to maintain the academic integrity of all programs and courses, the university has a zero-tolerance approach to students offering money or significant value goods or services to any staff member who is involved in their teaching or assessment. Students offering lecturers or tutors or professional staff anything more than a small token of appreciation is totally unacceptable, in any circumstances. Staff members are obliged to report all such incidents to their supervisor/manager, who will refer them for action under the university's student鈥檚 disciplinary procedures.

The 成人大片 is committed to regular reviews of the courses and programs it offers to students. The 成人大片 therefore reserves the right to discontinue or vary programs and courses without notice. Please read the important information contained in the disclaimer.

Authorised by:	Deputy Vice-Chancellor and Vice-President (Academic)
Maintained by:	Course Outlines Administrator

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