1. Context, history and regulation; 2. Corporate law theory and debates; 3. The company as a separate legal entity; 4. Formation and types of companies; 5. The internal rules of a company; 6. Corporate contracting; 7. Decision-making, meetings and reporting; 8. Corporate finance; 9. Corporate fundraising; 10. An overview of directors' duties; 11. Duty of care, skill and diligence; 12. Duties of good faith; 13. Conflicts of interest; 14. Members' rights and remedies; 15. Receivership, schemes of arrangement and voluntary administration; 16. Winding up and liquidation; 17. Financial markets and financial services; 18. Takeovers.
An authoritative, contextual and critical analysis of Australian corporate and financial markets law for students.
Stephen Bottomley has been researching and teaching corporate law for thirty-five years. He has taught undergraduate courses in corporate law, takeovers and securities markets law, and postgraduate courses in corporate governance and government corporations. He is a highly distinguished scholar with the following affiliations: Member of the Corporate Law Teachers Association of Australia and New Zealand since its inception, and President in 2002 and 2003; Chair of the Executive of the Australian Law Teachers Association; and Fellow of the Australian Academy of Law. Kath Hall has been researching and teaching corporate law for fifteen years. She has taught undergraduate courses in Corporate Law, and postgraduate courses in Corporate Governance and Transnational Anti-Corruption Law. She is currently the course co-ordinator of Corporations Law at Australian National University (ANU). Her research reflects a strong theoretical and practical understanding of the complexities involved in regulating global corporations and transnational corruption. In 2013, she was awarded an ANU College of Law Award for Excellence in Teaching and in 2014 a Vice-Chancellors Commendation for Teaching Excellence in 2012-2014. She is a non-residential Fellow at Harvard University's Edmond J. Safra Center for Ethics, researching the development of private sector anti-corruption regulation. She has the following affiliations: Member of the Corporate Law Teachers Association of Australia and New Zealand Committee; Deputy Director, Transnational Research Institute on Corruption; and Member, International Bar Association Anti-Corruption Committee. Peta Spender has been researching and teaching corporate law for twenty years. She has taught undergraduate courses in corporate law, financial markets law, takeovers and litigation. She has also taught corporate governance in the postgraduate program. At the Australian Capital Territory Civil and Administrative Tribunal (ACAT) she manages the Administrative Review Division, as well as presiding over hearings and appeals in areas such as occupational regulation, administrative review, discrimination and mental health. She has the following affiliations: Fellow, Australian Academy of Law; President, Corporate Law Teachers Association (2013-2015), Immediate Past President 2015; Member of the Corporate Law Teachers Association of Australia and New Zealand since its inception; Member, Joint Rules Advisory Committee - ACT Supreme and Magistrates Courts; Registered Mediator; and Member, National Legal Profession Reform Consultative Group (2009-2010). Beth Nosworthy has worked as an Associate in the Supreme Court of South Australia and as a commercial lawyer with an Adelaide firm. During her time with the Adelaide Law School, Beth has taught Law of Contract, Property Law, Equity, Foundations of Law, Legal Research and Writing, Commercial Equity, Commercial Law and the Market and Corporate Law. In 2011, she joined the Law School as a Lecturer and now teaches exclusively into Corporate Law and Equity at the undergraduate level, and Introduction to Business Law for the postgraduate students. Her current research interests include: Fiduciary Obligations; Corporate Structure; Corporate Governance; and Business Ethics.