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Corporations Law Workbook [Pehme köide]

(Professor, Coordinator and Lecturer of Corporations Law, VU)
  • Formaat: Paperback / softback, 336 pages, kõrgus x laius x paksus: 246x191x23 mm, kaal: 830 g, Illustrations
  • Ilmumisaeg: 22-Oct-2020
  • Kirjastus: OUP Australia and New Zealand
  • ISBN-10: 0190322985
  • ISBN-13: 9780190322984
  • Formaat: Paperback / softback, 336 pages, kõrgus x laius x paksus: 246x191x23 mm, kaal: 830 g, Illustrations
  • Ilmumisaeg: 22-Oct-2020
  • Kirjastus: OUP Australia and New Zealand
  • ISBN-10: 0190322985
  • ISBN-13: 9780190322984
Corporations Law: Concepts, Cases and Culture is for the Corporations Law subject, intended for law, business and JD students. This text comprises a small textbook and workbook for law and business students, many of whom will be studying company law for the first time and may be both nervous of, and not pre-disposed to, the subject area.

Corporations Law: Concepts, Cases, and Culture Textbook and Wordbook examine the three distinct and overlapping areas that relate to company law.
Concepts - The text will explore the main concepts and theories behind the law, rules and principles relevant to companies.
Cases - The text delves into the key case law in historical and contemporary terms. These cases provide a narrative of the key challenges and gaps in the understanding and operation of the corporation and provide an insight into how and why and how company law have developed.
Culture - One of the significant selling features of the book is on the significance of corporate culture and its growing importance within law schools. Corporate culture will be covered throughout the text showing how it shapes corporate governance and regulation, and how cultural shortcomings can lead to corporate misconduct.

Textbook features and structure
The structure of the textbook moves away from bigger chapters, and focuses on shorter chapters which deal with separate topics.
The aim is to align each chapter based on a 36 hour course using a more modular approach and introductory chapter will be included in the textbook and workbook to clarify this approach.

Workbook features and structure
The workbook will have links to the textbook and will be very visual, summarising the main points of the textbook using diagrams, flowcharts and tables
. The Workbook will summarise the main concepts in the textbook into explanatory diagrams and flowcharts, and include other pedagogical features such as critical reflection questions, problem-solving questions, visual chapter summaries, end of chapter study questions and case studies
Chapter 1 (Week 1) The Corporation: Introduction And Overview
2(36)
1.1 Studying corporate law
4(5)
1.2 The corporation: an overview
9(3)
1.3 A brief history of companies
12(4)
1.4 Constitutional foundations of Australian corporate law
16(6)
1.5 The context and culture of the corporation
22(16)
Chapter 1 Revision Activities
30(8)
Chapter 2 (Week 1) Business And Business Entities
38(40)
2.1 The basic elements of conducting business
40(3)
2.2 The choice of business entities
43(2)
2.3 The company as a business entity
45(6)
2.4 Partnerships
51(9)
2.5 `Not-for-profit' and `for-purpose' entities
60(6)
2.6 The role and rationale of business
66(12)
Chapter 2 Revision Activities
70(8)
Chapter 3 (Week 2) Establishing The Corporation-Practicalities Of Registration
78(24)
3.1 Registration of the company
80(2)
3.2 The company as a separate legal entity
82(1)
3.3 The `corporate veil': maintaining it; piercing it
83(3)
3.4 Company record keeping and reporting
86(1)
3.5 The types of corporations
87(3)
3.6 Specialist corporations
90(12)
Chapter 3 Revision Activities
95(7)
Chapter 4 (Week 2) The Rules Of The Corporation And The Role Of Statute
102(30)
4.1 The relationship between statute and internal rules
104(2)
4.2 The corporate constitution
106(6)
4.3 The replaceable rules
112(3)
4.4 Statutory interpretation regarding companies
115(17)
Chapter 4 Revision Activities
124(8)
Chapter 5 (Week 3) The Corporation's Dealings With Third Parties And Potential Liability Issues
132(28)
5.1 Third parties dealing with the company
134(3)
5.2 Corporate contracts
137(2)
5.3 Pre- and post-incorporation contracts and liabilities
139(3)
5.4 Company liability in tort
142(2)
5.5 Company criminal responsibility
144(16)
Chapter 5 Revision Activities
148(7)
Foundational case studies
155(5)
Chapter 6 (Week 4) Stakeholders Of The Corporation
160(28)
6.1 The stakeholders of the corporation
162(7)
6.2 The regulation of companies
169(5)
6.3 The role and function of ASIC
174(4)
6.4 The Banking Royal Commission and its aftermath
178(10)
Chapter 6 Revision Activities
180(8)
Chapter 7 (Week 5) Company Leadership And The Board Of Directors
188(24)
7.1 Directors, officers and managers
190(2)
7.2 The board and its strategic role
192(2)
7.3 Corporate governance
194(5)
7.4 The chair
199(1)
7.5 The CEO
200(12)
Chapter 7 Revision Activities
205(7)
Chapter 8 (Week 6) Directors As Agents Of The Corporation-Roles And Responsibilities
212(30)
8.1 Laws and rules relevant to directors
214(2)
8.2 The roles undertaken by directors
216(1)
8.3 Directors as agents and fiduciaries of the company
217(5)
8.4 Duties owed by the directors
222(6)
8.5 Issues of skill, competence and negligence relevant to directors
228(1)
8.6 Issues of disclosure, honesty and good faith relevant to directors
228(14)
Chapter 8 Revision Activities
233(9)
Chapter 9 (Week 7) Shares And Shareholding: Property, Ownership And Investment
242(20)
9.1 The nature of shares
244(1)
9.2 The ownership of shares: shareholders
245(3)
9.3 Different types of shares
248(2)
9.4 Potential financial returns for shareholders
250(2)
9.5 Shareholding as a risk investment
252(10)
Chapter 9 Revision Activities
255(7)
Chapter 10 (Week 7) Membership: Meetings, Rights, Responsibilities
262(24)
10.1 Company membership and its contractual nature
264(1)
10.2 Membership rights and liabilities
265(4)
10.3 Members' meetings
269(4)
10.4 Potential remedies for members
273(2)
10.5 Majority rule vs minority rights
275(11)
Chapter 10 Revision Activities
279(7)
Chapter 11 (Week 8) Share Capital: Transactions And Control
286(22)
11.1 Share capital and its maintenance
288(2)
11.2 Share capital transactions: reductions and buy-backs
290(5)
11.3 Transactions affecting control of voting shares: takeovers
295(2)
11.4 Schemes of arrangement: an alternative to takeovers
297(1)
11.5 Groups of companies and control issues
297(11)
Chapter 11 Revision Activities
300(8)
Chapter 12 (Week 8) Corporate Finance I: Raising Share Capital
308(20)
12.1 Corporate finance: the two options
310(2)
12.2 Sources of share capital
312(2)
12.3 Raising share capital from the public
314(3)
12.4 Emerging methods of raising share capital
317(3)
12.5 Hybrid share capital/loan capital arrangements
320(8)
Chapter 12 Revision Activities
322(6)
Chapter 13 (Week 9) Corporate Finance II: Loan Capital
328(24)
13.1 Loan capital: basic principles
330(2)
13.2 Debentures and risk issues for lenders
332(4)
13.3 Securing personal property and the Personal Property and Securities Act 2009 (Cth)
336(5)
13.4 Hybrid forms of loan capital/share capital: convertible debentures
341(1)
13.5 Comparing loan with share capital
342(10)
Chapter 13 Revision Activities
346(6)
Chapter 14 (Week 10) External Administration
352(24)
14.1 An overview of external administration
354(2)
14.2 Solvency, external administration and directors' duties
356(4)
14.3 Receivership
360(3)
14.4 Voluntary administration
363(2)
14.5 Deeds of company arrangement
365(1)
14.6 Court-ordered schemes of arrangement
366(10)
Chapter 14 Revision Activities
368(8)
Chapter 15 (Week 11) Winding Up The Corporation
376(20)
15.1 Overview of winding-up
378(6)
15.2 Compulsory winding-up
384(1)
15.3 Voluntary winding-up
385(4)
15.4 The role of the liquidator
389(1)
15.5 The role and responsibilities of the directors of a company in liquidation
390(6)
Chapter 15 Revision Activities
391(5)
Chapter 16 (Week 12] Corporations And The Cultural Context
396(24)
16.1 A case study in corporate culture
398(2)
16.2 Corporate law theory
400(2)
16.3 Corporate social responsibility in the 21st century
402(3)
16.4 A brief review of the unit of study: Company Law
405(15)
Follow-up case studies
414(6)
Chapter 17 Legal Skills And Law In The 21St Century
420(12)
17.1 An overview of legal skills
422(4)
17.2 Developing a toolkit for legal analysis
426(1)
17.3 Law, career planning and life-long learning
427(2)
17.4 Law in the 21st century
429(3)
Chapter 18 Revision Activity Answers
432
Andrew Clarke - LL.B. and B Juris UWA; LL.M Bristol; Grad Cert HE UNE; Masters Professional Ed and Training Deakin; MBA (Training & Development Spec) Asia Pacific Graduate School of Management CSU, Doctor of Legal Science (Comparative Corporate Governance), Bond.

Andrew was appointed inaugural Dean of the College of Law and Justice in 2012, a position he held until December 2016. Currently Professor Clarke is coordinator for and lecturing in the Corporations Law subject