COMMLAW 7012 - Business and Corporations Law

North Terrace Campus - Trimester 1 - 2023

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 Australian legal system, principles of contract law, consumer protection law, various business structures, the concept of corporate personality, company contracts, directors' duties and financial reporting requirements.

  • General Course Information
    Course Details
    Course Code COMMLAW 7012
    Course Business and Corporations Law
    Coordinating Unit Adelaide Law School
    Term Trimester 1
    Level Postgraduate Coursework
    Location/s North Terrace Campus
    Units 3
    Contact Up to 3 hours per week
    Available for Study Abroad and Exchange Y
    Course Description 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 Australian legal system, principles of contract law, consumer protection law, various business structures, the concept of corporate personality, company contracts, directors' duties and financial reporting requirements.
    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 Planner.

  • Learning Outcomes
    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)

    Attribute 1: Deep discipline knowledge and intellectual breadth

    Graduates have comprehensive knowledge and understanding of their subject area, the ability to engage with different traditions of thought, and the ability to apply their knowledge in practice including in multi-disciplinary or multi-professional contexts.

    1,2,3,4,6

    Attribute 2: Creative and critical thinking, and problem solving

    Graduates are effective problems-solvers, able to apply critical, creative and evidence-based thinking to conceive innovative responses to future challenges.

    2,3,4

    Attribute 3: Teamwork and communication skills

    Graduates convey ideas and information effectively to a range of audiences for a variety of purposes and contribute in a positive and collaborative manner to achieving common goals.

    2,3,4,5,6

    Attribute 4: Professionalism and leadership readiness

    Graduates engage in professional behaviour and have the potential to be entrepreneurial and take leadership roles in their chosen occupations or careers and communities.

    1,2,3,4,5,6

    Attribute 5: Intercultural and ethical competency

    Graduates are responsible and effective global citizens whose personal values and practices are consistent with their roles as responsible members of society.

    3,4,6

    Attribute 7: Digital capabilities

    Graduates are well prepared for living, learning and working in a digital society.

    4,5,6

    Attribute 8: Self-awareness and emotional intelligence

    Graduates are self-aware and reflective; they are flexible and resilient and have the capacity to accept and give constructive feedback; they act with integrity and take responsibility for their actions.

    2,3,4,5,6
  • Learning Resources
    Required Resources
    The prescribed textbook is:

    Fitzpatrick, Symes, Veljanovski & Parker, 'Business and Corporations Law', 5th edition (LexisNexis).






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

    Francesco de Zwart and Shannon Campbell (Eds.), Company and Business Law: A Custom Publication, LexisNexis, 2023, ISBN: 9780409358742 (paperback), eISBN: 9780409358759 (e-book).

    For students wishing to purchase the book from LexisNexis, here is a link to their estore:
    https://store.lexisnexis.com.au/categories/practice-area/jurisdiction-827/company-and-business-law-a-custom-publication-skucompany_and_business_law_a_custom_publication

    Giancaspro & Langos, Contract Law: Principles and Practice (2021), 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 Activities
    Learning & Teaching Modes
    The trimester iteration of Business and Corporations Law will be delivered in alternating Lecture blocks and Seminar blocks (see dates in course planner). Lecture blocks consist of online lectures available in Echo360. Seminars will be run in person (on campus) and online via Zoom (which links offshore students into the on campus classroom).
    Workload

    The information below is provided as a guide to assist students in engaging appropriately with the course requirements.

    The University expects full-time students (i.e. those taking 12 units per semester) to devote a total of 48 hours per week to their studies. This means that you are expected to commit approximately 9 hours of private study in addition to your regular classes.
    Learning Activities Summary

    Monday 30/1 Online Lecture block (Echo360)
    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)

    Monday 6/2 5pm- 8pm Seminar block (students to attend on campus or via Zoom)
    Seminar 1 - Australian Legal System Practice Quiz
    Seminar 2 - Legal Problem on Offer and Acceptance
    Seminar 3 - Legal Problem on Express Terms

    Monday 13/2 Online Lecture block (Echo360)
    Lecture 4 - Contract Termination
    Lecture 5 - Australian Consumer Law: Misleading or Deceptive Conduct

    Monday 20/2 5pm- 8pm Seminar block (students to attend face to face or via Zoom)
    Seminar 4 - Legal Problem on Contract Termination
    Seminar 5 - Legal Problem on Misleading or Deceptive Conduct

    Monday 13/3 Online Lecture block (Echo360)
    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

    Monday 20/3 5pm-8pm Seminar block (students to attend face to face or via Zoom)
    Seminar 6 - Legal Problem on Partnership
    Seminar 7 - Legal Problem on Company types and incorporation Process
    Seminar 8 - Legal Problem on Pre-regislation Contracts

    Monday 27/3 5pm-8pm Lecture block (Echo360)
    Lecture 9 - Directors Duties
    Lecture 10 - Financial Reporting Requirements

    Monday 31/3 5pm-8pm Seminar block (students to attend face to face or via Zoom)
    Seminar 9 - Legal Problem on Directors Duties
    Seminar 10 - Legal Problem on Financial Reporting Requirements
    Exam preparation and Information

    In person and zoom exam consultation will be available last week of April
  • Assessment

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

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

    Assessment Summary
    Assessment item % of final mark Dates Length Individual or Group Activity? Redeemable in exam? Learning Outcomes
    Online Quiz on Australian Legal System 5% Opens 9am 7th Feb and closes 9am 9th Feb 20 multiple choice Individual No 1,5,6
    Online Quiz on Australian Consumer Law 5% Opens 9am 21st Feb and closes 9am 23rd Feb    20 multiple choice Individua No 1,5,6
    Mid-Semester Assignment 30% 20th March at 2pm 2500 max Individual or Group No 1,2,3,4,5,6
    Corporations Law Exam 60% See University Exam Timetable 120 minutes Individual No 1,2,3,6
    Assessment Detail
    The assessment components are as follows:

    Online Quiz
    First Online Quiz (5%)
    Second Online Quiz (5%) 

    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%)

    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 submit this assessment piece as an individual assignment or a group assignment (up to 4 people in a group) where all group members will be awarded the same mark. For students who wish to submit a group assignment, you must sign up (self select) into a group via MyUni.The word limit for this assessment is 2500 words regardless if you submit as an individual assignment or a group assignment.

    Final Exam (60%)

    Examinable content will be drawn from content covered in Lectures 6-10. The Exam is open-book. More information will be provided during the course.
    Submission
    Students must retain a copy of all assignments submitted.

    All assignments will be submitted electronically via the MyUni submission box.
    Turnitin is a computer program that detects plagiarised work. All assessments will be submitted and monitored through textor code comparative software (e.g. Turnitin) where possible.

    Where submissions exceed the maximum word count, a penalty of 5% will be imposed for every 100 words over the maximum word count. Late submissions will attract penalties of 5% per day for each day or part thereof.

    Extensions will generally only be given for medical or other serious reasons. All requests for extensions must be emailed to the course coodinator before the due date.

    Lecturers aim to mark online and marked assignments will be available within three (3) weeks of the due date unless there has been an extension granted.
    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 Access Adelaide.

  • 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 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 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.

    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 Facebook page, website 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 Student Life Counselling Support 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 Integrity
    All students must be familiar with the University’s Academic Integrity Policy. Academic Misconduct is a serious matter and is treated as such by the Law School and the University. Academic Misconduct (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 Integrity 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’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.