This course explores the legal principles shaping business structures in Australia, with a strong focus on corporate law. Topics include corporate governance, directors’ duties, shareholder rights, corporate liability, contracting and negligence, corporate finance, and external administration processes such as insolvency, receivership, and winding up. Students will develop skills in legal analysis, identifying issues in complex factual scenarios, and applying case law and legislation to real-world business contexts. The course also builds professional communication, strategic problem-solving, and the ability to engage with policy considerations and adapt to ongoing changes in corporate law.

Learning Outcomes

Upon successful completion, students will have the knowledge and skills to:

1. apply advanced knowledge of corporate law to analyse and address legal issues typically encountered by Australian companies and their advisers;
   
2. demonstrate an understanding of the way the law will view a set of circumstances and why the law exists, including policy considerations and settings, and also know how to apply this to influence and inform decision making;
3. identify legal issues amongst complex factual scenarios;
   
4. find current statements of case law and legislation regarding legal issues;
   
5. direct ongoing learning especially in the context of amendments to corporate law.
   
6. implement a professional communication style in providing strategic direction in commercial applications.

Research-Led Teaching

Corporate law in Australia continues to be a dynamic area of law and regulation. In a mere 25 years since its enactment in 2001 the Corporations Act has tripled in size, as Federal Parliament responds to developments in financial markets, investment opportunities and consumer needs. New demands for the social responsibilities of corporations continue to emerge. ASIC is a highly active and well-funded regulator.

Nevertheless the basic realities of the corporate structure as the fundamental vehicle for capital accumulation, and company law as the means for facilitating investment and regulating businesses in the interests of owners, are still the conceptual underpinnings. This course aims to explain the underlying concepts of corporate law and to equip students with the tools necessary to consult primary legal sources in this area. 

Corporate law research investigates legal responses to commercial innovation, and how legal developments in turn affect participant behaviour. As such, research plays a key role in this course’s structure and content. 

Field Trips

No field trips are organised for the course. However students are encouraged to use their time in Canberra to visit Parliament House, the Museum of Australian Democracy (in Old Parliament House) and the High Court building, all of which have free entry. Details of opening hours are on their respective websites. 

Examination Material or equipment

The examination will be open book.

Details regarding materials and equipment that is permitted in an examination can be found on the ANU website:

http://www.anu.edu.au/students/program-administration/assessments-exams/examination-conduct

Information regarding permitted examination materials for the course will be available on the examination timetable website when the examination timetable is released:

https://exams.anu.edu.au/timetable/

Required Resources

The principal source of Australian company law is the Corporations Act 2001 (Cth). Students will need to read the portions of the statute which are specified week-by-week in the lecture slides posted to Canvas. There are two online versions of the Corporations Act, available respectively at: 

Federal Register of Legislation published by the Australian government:

https://www.legislation.gov.au/C2004A00818/latest/text 

AustLII:

https://www5.austlii.edu.au/au/legis/cth/consol_act/ca2001172/

Relevant case law can be found online at AustLII and on court and tribunal websites.

Recommended Resources

(1) Recommended textbooks

Students are advised to use a textbook throughout their study of the course material covered in lectures. An excellent textbook for our purposes is: 

Lipton P, Herzberg A, Saunders B and Robinson C, Understanding Company Law, 23rd edition, Thomson Reuters 2025.

Also very good and useful is:

Hargovan A, Adams M and Brown C, Australian Corporate Law, 8th edition, LexisNexis, 2023.

Both texts are available from the ANU Library in print and electronic form.

(2) Other recommended resources (available from the library):

Austin RP and Ramsay IM, Ford’s Principles of Corporations Law, 17th edition, Lexis Nexis 2018.

Baxt R, Black A and Hanrahan P Securities and Financial Services Law, 10th edition, LexisNexis 2021.

Chapple E (ed), Company Law an Interactive Approach, 2nd update edition, Wiley 2022.

Farrar J, and Hanrahan P, Corporate Governance, LexisNexis 2016.

Fitzpatrick J, Symes C, Veljanovski A and Parker D, Business and Corporations Law, 5th edition LexisNexis, 2022.

Gooley J, Russell D, Dicker M and Zammit M, Corporations and Associations Law: Principles and Issues, 7th edition, LexisNexis, 2020.

Harris J, Company Law: Theories Principles and Applications, 3rd edition, LexisNexis 2023.

Hutchinson T, Researching and Writing in Law, 4th edition, Thomson Lawbook Co, 2018.

Krever R, Mastering Law Studies and Law Exam Techniques, 11th edition Lexis Nexis 2022.

Lang A, Horsley and Lang’s Meetings: Procedure, Law and Practice, 8th edition, Lexis Nexis, 2024.

Levy R, Takeovers Law and Strategy, 6th edition, Thomson Reuters, 2022.

Murray, M and Harris J, Keay’s Insolvency: Personal and Corporate Law and Practice, 11th edition, Thomson Lawbook Co 2022.

Redmond P, Corporations and Financial Markets Law, 8th edition, Thomson Reuters, 2022.

Xynas L and Xynas A, Corporations Law: In Principle, 11th edition Thomson Reuters, 2025.

Staff Feedback

Students will be given feedback in the following forms in this course:

• Written comments via Canvas
• Verbal feedback to the whole class in tutorials and lectures
• Tutors will be available to provide individual verbal feedback on request either in consultation times or otherwise by appointment.

Student Feedback

ANU is committed to the demonstration of educational excellence and regularly seeks feedback from students. Students are encouraged to offer feedback directly to their Course Convener or through their College and Course representatives (if applicable). Feedback can also be provided to Course Conveners and teachers via the Student Experience of Learning & Teaching (SELT) feedback program. SELT surveys are confidential and also provide the Colleges and ANU Executive with opportunities to recognise excellent teaching, and opportunities for improvement.

Other Information

ASSESSMENT REQUIREMENTS

Any student identified, either during the current semester or in retrospect, as having used ghost writing services will be investigated under the University’s Academic Integrity Rule.

COMMUNICATION

Email and the Canvas Course Website

Email and the Canvas course website are the preferred ways of communication.

If necessary, the lecturer and tutors for this course will contact students on their official ANU student email address. Students should use this email address when contacting staff as spam filters used by ANU may not allow other email addresses to be received. Information about your enrolment and fees from the Registrar and Student Services' office will also be sent to this email address.

Announcements

Students are expected to check the Canvas site for announcements about this course, e.g. changes to timetables or notifications of cancellations.

Class Schedule

Week/Session	Summary of Activities	Assessment
1	Business structures. Incorporation.	Assessment Task 1 (AT1) posted to Canvas on Monday 23 February 2026 (start of week 1).
2	Corporate constitution. Division of powers. Directors and officers.
3	Share capital (1).	AT1 due for submission via Canvas 11.59pm Friday 13 March 2026 (end of week 3).
4	Financial reporting. Auditors. Meetings.	Assessment Task 2 (AT2) posted to Canvas on Monday 16 March 2026 (start of week 4).
5	Fundraising. Financial services.
6	Financial markets. Regulators.	AT1 results posted to Canvas on Monday 30 March 2026 (start of week 6).
7	Corporate control. Takeovers.	AT2 due for submission via Canvas 11.59pm Monday 20 April 2026.
8	Share capital (2).
9	Duties of directors and officers.	AT2 results posted to Canvas on Monday 4 May 2026 (start of week 9).
10	External administration (1).
11	External administration (2).
12	Corporate governance.

Tutorial Registration

Tutorials will be held weekly on campus (starting from Week 2). Tutorial times will be made available via MyTimetable. Two weeks before the commencement of semester, please check the MyTimetable website for details of tutorial availability and release.

ANU utilises MyTimetable to enable students to view the timetable for their enrolled courses, browse, then self-allocate to small teaching activities/tutorials so they can better plan their time. Find out more on the Timetable webpage.

Please see Canvas for tutors’ information.

Assessment Summary

Assessment task	Value	Due Date	Return of assessment	Learning Outcomes
Assignment 1	15 %	13/03/2026	30/03/2026	1,2,5,6
Assignment 2	25 %	20/04/2026	04/05/2026	1,2,3,4,5,6
Final Examination	60 %	04/06/2026	02/07/2026	1,2,3,4,5

* If the Due Date and Return of Assessment date are blank, see the Assessment Tab for specific Assessment Task details

Policies

ANU has educational policies, procedures and guidelines , which are designed to ensure that staff and students are aware of the University’s academic standards, and implement them. Students are expected to have read the Academic Integrity Rule before the commencement of their course. Other key policies and guidelines include:

• Academic Integrity Policy and Procedure
• Student Assessment (Coursework) Policy and Procedure
• Extenuating Circumstances Application
• Student Surveys and Evaluations
• Deferred Examinations
• Student Complaint Resolution Policy and Procedure
• Code of practice for teaching and learning

Assessment Requirements

The ANU is using Turnitin to enhance student citation and referencing techniques, and to assess assignment submissions as a component of the University's approach to managing Academic Integrity. For additional information regarding Turnitin please visit the Academic Skills website. In rare cases where online submission using Turnitin software is not technically possible; or where not using Turnitin software has been justified by the Course Convener and approved by the Associate Dean (Education) on the basis of the teaching model being employed; students shall submit assessment online via ‘Canvas’ outside of Turnitin, or failing that in hard copy, or through a combination of submission methods as approved by the Associate Dean (Education). The submission method is detailed below.

Moderation of Assessment

Marks that are allocated during Semester are to be considered provisional until formalised by the College examiners meeting at the end of each Semester. If appropriate, some moderation of marks might be applied prior to final results being released.

Participation

Course delivery: on-campus lecture (recording on Echo360) and weekly on-campus tutorials.

Attendance at all teaching events, while not compulsory, is expected in line with Code of Practice for Teaching and Learning, clause 2 paragraph (b).  

Examination(s)

Information regarding permitted examination materials for the course will be available on the examination timetable website when the examination timetable is released: https://exams.anu.edu.au/timetable/

Assessment Task 1

Assignment 1

Assessment Task 1 will be posted to Canvas on Monday 23 February 2026 (week 1). This Task will require you to submit a written answer to one or more questions relating to the lecture topics in weeks 1 and 2. You will submit your answer by uploading it to Canvas.

Value: 15 marks.

Due time and date for submission: 11.59pm, Friday 13 March 2026 (week 3).

Word limit: 750 words. Words beyond the limit will not be assessed.

Any request for an extension to the submission deadline must be made in writing with supporting documentation to the Course Convenor on or before the due date for submission.

Information on extension requests and late submission penalties is set out below in this Class Summary.

Referencing requirements:

• You must refer to all sources which you use in writing your assignment answer.
• The required referencing style for both primary sources (legal materials such as statutes and cases) and secondary sources (such as textbooks and journal articles) is that set out in the Australian Guide to Legal Citation (AGLC).
• A link to AGLC resources will be provided on Canvas.

Presentation requirements:

• You will no doubt want to make your answer clear, concise and comprehensible from the marker's point of view.
• Use of headings and perhaps sub-headings may assist in this endeavour.
• Write in a professional style with a neutral, objective tone. This does not at all prevent you from expressing an opinion, but an opinion should be presented as such.
• Likewise layout of your text is important in creating a good impression.
• Please use 12 point type in a standard font such as Arial, Calibri or Times New Roman.
• Line spacing should be double-spaced or at least 1.5.

Assessment Task 2

Assignment 2

Assessment Task 2 will be posted to Canvas on Monday 16 March 2026 (week 4). This Task will require you to answer one or more questions relating to the lecture topics in weeks 1 to 6. You will submit your answer by uploading it to Canvas.

Value: 25 marks

Due time and date for submission: 11.59pm, Monday 20 April 2026.

Word limit: 1500 words. Words beyond the limit will not be assessed.

Any request for an extension to the submission deadline must be made in writing with supporting documentation to the Course Convenor on or before the due date for submission.

Information on extension requests and late submission penalties is set out below in this Class Summary.

Referencing requirements:

• You must refer to all sources which you use in writing your assignment answer.
• The required referencing style for both primary sources (legal materials such as statutes and cases) and secondary sources (such as textbooks and journal articles) is that set out in the Australian Guide to Legal Citation (AGLC).
• A link to AGLC resources will be provided on Canvas.

Presentation requirements:

• You will no doubt want to make your answer clear, concise and comprehensible from the marker's point of view.
• Use of headings and perhaps sub-headings may assist in this endeavour.
• Write in a professional style with a neutral, objective tone. This does not at all prevent you from expressing an opinion, but an opinion should be presented as such.
• Likewise layout of your text is important in creating a good impression.
• Please use 12 point type in a standard font such as Arial, Calibri or Times New Roman.
• Line spacing should be double-spaced or at least 1.5.

Assessment Task 3

Final Examination

Value: 60 marks

• In-person on-campus invigilated examination held during the end of semester examination period. (The due date listed in the assessment summary is the earliest possible date.)
• Duration is 2 hours writing time plus 15 minutes reading time.
• The examination will be open book.
• All material covered through the semester is assessable.
• The examination may include both short answer and essay style (problem solving) questions.
• Example questions will be posted to Canvas before the end of semester.

Information regarding permitted examination materials for the course will be available on the examination timetable website when the examination timetable is released: https://exams.anu.edu.au/timetable/ Centrally administered examinations through Examinations, Graduations & Prizes will be timetabled prior to the examination period. Please check ANU Timetabling for further information. Information regarding exam script viewing will be provided in due course.

Academic Integrity

Academic integrity is a core part of the ANU culture as a community of scholars. The University’s students are an integral part of that community. The academic integrity principle commits all students to engage in academic work in ways that are consistent with, and actively support, academic integrity, and to uphold this commitment by behaving honestly, responsibly and ethically, and with respect and fairness, in scholarly practice.

The University expects all staff and students to be familiar with the academic integrity principle, the Academic Integrity Rule 2021, the Policy: Student Academic Integrity and Procedure: Student Academic Integrity, and to uphold high standards of academic integrity to ensure the quality and value of our qualifications.

The Academic Integrity Rule 2021 is a legal document that the University uses to promote academic integrity, and manage breaches of the academic integrity principle. The Policy and Procedure support the Rule by outlining overarching principles, responsibilities and processes. The Academic Integrity Rule 2021 commences on 1 December 2021 and applies to courses commencing on or after that date, as well as to research conduct occurring on or after that date. Prior to this, the Academic Misconduct Rule 2015 applies.

 

The University commits to assisting all students to understand how to engage in academic work in ways that are consistent with, and actively support academic integrity. All coursework students must complete the online Academic Integrity Module (Epigeum), and Higher Degree Research (HDR) students are required to complete research integrity training. The Academic Integrity website provides information about services available to assist students with their assignments, examinations and other learning activities, as well as understanding and upholding academic integrity.

Online Submission

You will be required to electronically sign a declaration as part of the submission of your assignment. Please keep a copy of the assignment for your records. Unless an exemption has been approved by the Associate Dean (Education) submission must be through Canvas.

Hardcopy Submission

For some forms of assessment (hand written assignments, art works, laboratory notes, etc.) hard copy submission is appropriate when approved by the Associate Dean (Education). Hard copy submissions must utilise the Assignment Cover Sheet. Please keep a copy of tasks completed for your records.

Late Submission

Late submission permitted.

• Late submission of assessment tasks without an extension is penalised at the rate of 5% of the possible marks available per working day or part thereof.
• Late submission of assessment tasks is not accepted after 10 working days after the due date, or on or after the date specified in the course outline for the return of the assessment item.

Referencing Requirements

The Academic Skills website has information to assist you with your writing and assessments. The website includes information about Academic Integrity including referencing requirements for different disciplines. There is also information on Plagiarism and different ways to use source material. Any use of artificial intelligence must be properly referenced. Failure to properly cite use of Generative AI will be considered a breach of academic integrity.

Returning Assignments

All assignments will be returned to students via Canvas.

Extensions and Penalties

Extensions and late submission of assessment pieces are covered by the Student Assessment (Coursework) Policy and Procedure. Extensions may be granted for assessment pieces that are not examinations or take-home examinations. If you need an extension, you must request an extension in writing on or before the due date. If you have documented and appropriate medical evidence that demonstrates you were not able to request an extension on or before the due date, you may be able to request it after the due date.

Resubmission of Assignments

Students will not be permitted to resubmit assignments. 

Privacy Notice

The ANU has made a number of third party, online, databases available for students to use. Use of each online database is conditional on student end users first agreeing to the database licensor’s terms of service and/or privacy policy. Students should read these carefully. In some cases student end users will be required to register an account with the database licensor and submit personal information, including their: first name; last name; ANU email address; and other information.
In cases where student end users are asked to submit ‘content’ to a database, such as an assignment or short answers, the database licensor may only use the student’s ‘content’ in accordance with the terms of service – including any (copyright) licence the student grants to the database licensor. Any personal information or content a student submits may be stored by the licensor, potentially offshore, and will be used to process the database service in accordance with the licensors terms of service and/or privacy policy.
If any student chooses not to agree to the database licensor’s terms of service or privacy policy, the student will not be able to access and use the database. In these circumstances students should contact their lecturer to enquire about alternative arrangements that are available.

Distribution of grades policy

Academic Quality Assurance Committee monitors the performance of students, including attrition, further study and employment rates and grade distribution, and College reports on quality assurance processes for assessment activities, including alignment with national and international disciplinary and interdisciplinary standards, as well as qualification type learning outcomes.

Since first semester 1994, ANU uses a grading scale for all courses. This grading scale is used by all academic areas of the University.

Support for students

The University offers students support through several different services. You may contact the services listed below directly or seek advice from your Course Convener, Student Administrators, or your College and Course representatives (if applicable).

• ANU Health, safety & wellbeing for medical services, counselling, mental health and spiritual support
• ANU Accessibility for students with a disability or ongoing or chronic illness
• ANU Dean of Students for confidential, impartial advice and help to resolve problems between students and the academic or administrative areas of the University
• ANU Academic Skills supports you make your own decisions about how you learn and manage your workload.
• ANU Counselling promotes, supports and enhances mental health and wellbeing within the University student community.
• ANUSA supports and represents all ANU students