LAW 3543 - Corporate Gatekeepers: Regulatory Perspectives
North Terrace Campus - Semester 2 - 2014
General Course Information
Course Code LAW 3543 Course Corporate Gatekeepers: Regulatory Perspectives Coordinating Unit Adelaide Law School Term Semester 2 Level Undergraduate Law (LLB) Location/s North Terrace Campus Units 3 Contact Up to 3 hours per week Prerequisites LAW 2505 Restrictions Available to LLB students only Course Description This topic explores the role and contribution of corporate gatekeepers. As the power and complexity of the modern corporation has increased, an intricate web of parties have been charged, to some degree, with keeping a watch on the exercise of corporate power. These parties include both regulators who monitor aspects of corporate activity, and professionals who are called on to advise, or take on specific tasks in the life of the corporation. This course will introduce regulatory theory with its expanded understanding of regulation and regulatory techniques. It will use this perspective to critically evaluate the way these gatekeepers work, and the extent to which the legal and regulatory framework supports or limits their power and effectiveness.
Course Coordinator: Professor Suzanne Le Mire
Name: Dr Suzanne Le Mire (course co-ordinator)
Location: Room 3.08, Ligertwood Building
Telephone: 8313 0102
The full timetable of all activities for this course can be accessed from Course Planner.This course will be taught in a three hour block on Wednesday mornings from 8-11 in
Lecture Theatre 2, Ligertwood Building
Course Learning Outcomes
- To develop an ability to critically analyse and apply theory, legislation, rules and cases in context;
- To understand and appreciate the ethical dimensions of the role of lawyers, and the functioning of law and legal systems;
- To be able to apply the relevant theories and legal principles to problem-solving exercises;
- To develop the capacity to analyse, evaluate and synthesise information from a wide variety of sources and experiences;
- To have an awareness of the incompleteness of law and the continuous state of development of legal principles;
- To develop development of critical thinking and problem solving skills;
- To apply good inter-personal and communication skills in both written and oral communication and independently and as a member of a team;
- To further enhance written and oral skills in the explanation of analysis and synthesis of legal principle; and,
- To apply excellent research skills.
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) Knowledge and understanding of the content and techniques of a chosen discipline at advanced levels that are internationally recognised. 1, 2, 3, 4, 5, 6, 7, 8, 9 The ability to locate, analyse, evaluate and synthesise information from a wide variety of sources in a planned and timely manner. 1, 2, 3, 4, 5, 6, 7, 8, 9 An ability to apply effective, creative and innovative solutions, both independently and cooperatively, to current and future problems. 1, 3, 4, 6, 7, 9 Skills of a high order in interpersonal understanding, teamwork and communication. 1, 2, 3, 4, 5, 6, 7, 8, 9 A proficiency in the appropriate use of contemporary technologies. 7, 9 A commitment to continuous learning and the capacity to maintain intellectual curiosity throughout life. 1, 2, 3, 4, 5, 6, 7, 8, 9 A commitment to the highest standards of professional endeavour and the ability to take a leadership role in the community. 1, 2, 3, 4, 5, 6, 7, 8, 9 An awareness of ethical, social and cultural issues within a global context and their importance in the exercise of professional skills and responsibilities. 2
Required ResourcesThe following resources must be brought to class every week. They will be referred to continuously:
1. The Learning Guide for that week (contains
overview of topics, and exercises)
2. The Course Materials set for that
week (required reading is contained in this reading brick)
These resources are available at the ICC, or electronic copies are available via MyUni.
- John Coffee Jr, Gatekeepers: The Professions and Corporate Governance (OUP, Oxford, 2006)
- Jean Jacques du Plessis, Anil Hargovan and Mirko Bagaric, Principles of Contemporary Corporate Governance (2nd ed, Cambridge University Press, Melbourne, 2011)
- Micklethwait and Wooldridge, The Company: A Short History of a Revolutionary Idea (Modern Library, New York, 2003)
- Gideon Haigh, Asbestos House (Scribe, Melbourne, 2006)
- John Farrar, Corporate Governance in Australia and New Zealand, (2nd ed, OUP, Melbourne, 2001)
- Elizabeth Boros and John Duns, Corporate Law (2nd ed, OUP, Melbourne, 2010)
- RP Austrin and IM Ramsay, Ford’s Principles of Corporations Law (15th ed, LexisNexis, Chatswood NSW, 2012)
- Paul Redmond, Companies and Securities Law: Commentary and Materials (5th ed, Lawbook Co, Sydney, 2013)
- Joan Loughrey, Corporate Lawyers and Corporate Governance (Cambridge University Press, Cambridge, 2011)
Online LearningMyUni will be used to post announcements, additional lecture materials (including slides, and where available, recordings of lectures) and announce assignment tasks. It will also contain electronic
copies of the Course Profile and Course Materials. Students are expected to check MyUni regularly to keep up to date with these materials and additional learning resources throughout the course.
Students should also regularly check their email.
Learning & Teaching Activities
Learning & Teaching ModesThis course will be taught in a three hour block. This will include some short lectures, but predominantly involve large and small group discussion and activities in which students will be required to discuss, debate and defend their analysis of the relevant material set in the
course readings. It is absolutely critical that students have undertaken the reading before coming to class each week.
In the Learning Guide each week there are discussion questions, activities and problems that will be used in class.
The information below is provided as a guide to assist students in engaging appropriately with the course requirements.The information below is provided as a guide to assist students in engaging appropriately with the course requirements.
Contact time: three hours/week. This amounts to 36 hours of formal class time across the semester.
Preparation time: In addition to attending formal classes it is anticipated that students will do
substantial independent work to prepare for classes and to complete the course assignments. The University expects full time students (those undertaking 12 units per semester) to devote a total of 48 hours per week to their studies.
Learning Activities Summary
The role of the corporate gatekeeper: a regulatory perspective
Regulatory instruments: Soft law: guidelines and codes of conduct
External gatekeepers: ASIC
External gatekeepers: ASIC and others
Portfolio: due 16/09/2014 at 2 pm
Internal monitors: Directors and Officers
Take home exam: due 5/11/2014 at 2 pm
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.
% of Final Mark
Group or Individual
1, 2, 3, 4, 5, 6, 7, 8, 9
1, 2, 3, 4, 5, 6, 7
Take home exam
60 or 90
1, 2, 3, 4, 5, 6, 7, 8, 9
Assessment DetailClass Participation (10%)
The rules and expectations for the Class Participation mark will be
released and explained in Week 1. Generally, students will be expected to
participate in large group discussions, small group discussions, and actively
contribute to a number of small group exercises throughout the seminar.
Students must attend 9/12 classes to pass the class participation.
For this optional redeemable piece of assessment due in week 8, students select a
current or recent topic of interest and collect a portfolio of media commentary
about that topic. The collection will be submitted with a 1500 word paper that responds to the following:
The gatekeeper has a role in preventing corporate misfeasance. In this case consider the extent to which the gatekeeper hasintervened, and the relative success or failure of that intervention in view ofthe regulatory context within which the gatekeeper is operating.
Take Home Examination (60% or 90%)
The take home exam consists of two questions of equal value. One will be an essay-type question and one a legal problem. They could raise any topic covered in the course. The maximum word count will be 3000 words.
SubmissionUnless otherwise advised, all assessment must be submitted in BOTH hardcopy and electronically via Turnitin by the due date. This means that all papers will be electronically checked for plagiarism. In the absence of a Turnitin receipt the grade attained for that assignment will be withheld until the receipt is received. Absence of a Turnitin receipt will also result in an automatic 5% penalty.
There are specific Law School requirements for the submission of hardcopy assignments. They are as follows:
1. Students must retain a copy of all assignments submitted.
2. All individual assignments must be attached to an Assignment Cover Sheet which must be signed and dated by the student before
submission. Lecturers will withhold student’s results until such time as the student has signed the Assignment Cover Sheet.
3. Markers can refuse to accept assignments which do not have a signed acknowledgement of the University’s policy on plagiarism (refer to policy on plagiarism above).
Extensions beyond the due date will only be granted in the case of serious and unforeseen incapacity. Extensions will be granted only for unexpected illness, hardship or on compassionate grounds in accordance with University Policy. Work commitments, travel, holidays or sporting engagements are NOT unexpected circumstances. If you require an extension, you will need to
use the on-line application form available on the law school website (http://www.law.adelaide.edu.au/student/forms/) as soon as you are aware of the need for an extension, andbefore the due date of the assignment.
The course coordinator will reply by email, determining whether an extension is warranted,
what evidence is required to verify the student’s incapacity, and the length of the extension. Evidence of the incapacity must be submitted with the assignment, and must be consistent with details in the email requesting the extension. If the details of the request for an extension, and the medical or other evidence verifying the extension are not consistent in all respects, the extension is
nullified, and the assignment may be penalised.
All written work in the Law school is required to comply with the approved Law School style
guide, the Australian Guide to LegalCitation.
1. Late Submission:
5% of the total mark possible will be deducted for every 24 hours or part thereof that submission is late, including each day on a weekend. For example, an essay that is submitted after the due date and time but within the first 24 hour period, and that has been graded at 63%, will have 5% deducted, for a final grade of 58%. An assignment that is more than 24 hours late will lose 10%, etc. Hard copy submissions made after 5.00pm on a Friday will be assumed to have been submitted on the next business day and will be penalised accordingly.
2. Word Length:
Assignments which exceed the allocated length (word length ) will be subject to a penalty of 5% of total marks possible per 100 words or part thereof (ie with a word limit of 1,250, an essay graded 63% will have 5% deducted if it is 1,251 words long, for a final grade of 58%, 10% if it is 1,351 words long, etc). Words are calculated including all footnotes and headings within the text but
excluding cover page information. Quotations and all referencing information
are included in the word count.
3. Failure to lodge a hard copy with a Turnitin receipt will mean that your assignment has not been validly submitted and a special penalty
of 5% may be applied.
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.
Courses for which a result of conceded pass has been obtained may not be presented towards the degree requirements for the Bachelor of Laws or the Honours Degree of Bachelor of Laws programs, or any postgraduate law program, nor to satisfy prerequisite requirements within any law course.
Final results for this course will be made available through Access Adelaide.
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.
- Academic Support with Maths
- Academic Support with writing and speaking skills
- Student Life Counselling Support - Personal counselling for issues affecting study
- International Student Support
- AUU Student Care - Advocacy, confidential counselling, welfare support and advice
- Students with a Disability - Alternative academic arrangements
- Reasonable Adjustments to Teaching & Assessment for Students with a Disability Policy
The University Writing Centre provides academic learning and language development services and resources for local, international, undergraduate and postgraduate coursework students enrolled at the University of Adelaide.
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.
For more information please check out the Writing Centre website at http://www.adelaide.edu.au/writingcentre/
Policies & Guidelines
This section contains links to relevant assessment-related policies and guidelines - all university policies.
- Academic Credit Arrangement Policy
- Academic Honesty Policy
- Academic Progress by Coursework Students Policy
- Assessment for Coursework Programs
- Copyright Compliance Policy
- Coursework Academic Programs Policy
- Elder Conservatorium of Music Noise Management Plan
- Intellectual Property Policy
- IT Acceptable Use and Security Policy
- Modified Arrangements for Coursework Assessment
- Student Experience of Learning and Teaching Policy
- Student Grievance Resolution Process
Further information regarding the Law School Policies and Procedures in relation to Supplementary Assessment, Extensions, and Remarks etc can be found at:
Plagiarism and other forms of cheating
Plagiarism is a serious act of academic misconduct. All students must be familiar with the Adelaide Law School Enrolment Guide 2014, and should note in particular the sections relating to plagiarism, grievance procedures and academic conduct within the Law School and the University.
Plagiarism is a serious matter and is treated as such by the Law School and the University. Please be aware that “academic dishonesty” (which goes beyond plagiarism) can be a ground for a refusal by the Supreme Court of South Australia to refuse 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.
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’s disciplinary procedures.
The University of Adelaide is committed to regular reviews of the courses and programs it offers to students. The University of Adelaide therefore reserves the right to discontinue or vary programs and courses without notice. Please read the important information contained in the disclaimer.