Outline

Overview

This unit of study has as its objective the exploration of contemporary issues concerning debt and equity finance in Australian public and proprietary companies, with an emphasis on law reform in the areas of the raising of corporate finance; the positions of shareholders and creditors in the event of the company's insolvency; as well as aspects of external administration include receivership, voluntary administration, liquidation.

Unit details and rules

Academic unit	Law
Credit points	6
Prerequisites ?	LAWS5014
Corequisites ?	None
Prohibitions ?	LAWS5145
Assumed knowledge ?	None
Available to study abroad and exchange students	Yes

Teaching staff

Coordinator	Jason Harris, jason.harris@sydney.edu.au

Type	Description	Weight	Due	Length
Assignment	Research Essay (long release) Students will select from a choice of essay topics available on Canvas	60%	Formal exam period Due date: 06 Jun 2022 at 18:00 Closing date: 14 Jun 2022	3500 words / 15 weeks
Outcomes assessed:
Presentation	Class Presentation Students will be on-call for 2 classes (allocated by the coordinator)	20%	Ongoing	10 minutes per student
Outcomes assessed:
Assignment	Problem Question (short release) Students will provide a client advice based on a problem question.	20%	Week 07 Due date: 04 Apr 2022 at 09:00 Closing date: 14 Apr 2022	1500 words / 2 weeks
Outcomes assessed:
= hurdle task ?

Assessment summary

Class presentation (20%): Students will be on-call for two classes during the semester (to be allocated by the unit coordinator). Students who are on-call can be asked questions about any aspect of the required readings for that class (as set out in the Reading Guide on Canvas). Students who are unable to attend their on-call session must notify the unit coordinator and seek special consideration, which if approved will result in a re-allocation of their on-call session. A failure to attend the on-call session without subsequently receiving special consideration may result in an Absent Fail grade for the unit.

This assessment satisfies Learning Outcome 1 (LO1) by requiring students to demonstrate that they can critically evaluate the different types of regulation applying to corporations. It will satisfy Learning Outcome 3 (LO3) by requiring students to demonstrate a critical evaluation of current issues in corporate finance and potential law reform issues. It will satisfy Learning Outcome 5 (LO5) by requiring students to demonstrate an ability to identify options for addressing a company’s financial difficulties.

Problem question (20%): This will be on the materials covered in weeks 1-6. AGLC 4 referencing is expected. The question will be released on 21 March 9am and is due at the start of week 7 (4 April 9am). A maximum word length of 1500 words (not including footnotes and headings).

The extension of time that may be granted by Special Consideration is the period up to 14 April. Any special consideration applications granted for time periods beyond this date will result in an alternate assessment being given, which may include a viva voce oral exam.

This assessment satisfies Learning Outcome 1 (LO1) by requiring students to demonstrate that they can critically evaluate the different types of regulation applying to corporations. It will satisfy Learning Outcome 2 (LO2) by requiring students to demonstrate am ability to identify and advise on corporate finance issues. It will satisfy Learning Outcome 4 (LO4) by requiring students to demonstrate an ability to identify and advise on the application of takeover and merger laws under the Corporations Act. It will satisfy Learning Outcome 5 (LO5) by requiring students to demonstrate an ability to identify options for addressing a company’s financial difficulties.

Research essay (60%): Students will undertake a research essay on a topic drawn from a list of potential essay topics available on Canvas. The essay topics will be released in week 1 of semester and the essay will be due on 6 June 6pm.

The extension of time that may be granted by Special Consideration is the period up to 14 June. Any special consideration applications granted for time periods beyond this date will result in an alternate assessment being given, which may include a viva voce oral exam or a different essay topic being set.

This assessment satisfies Learning Outcome 1 (LO1) by requiring students to demonstrate that they can critically evaluate the different types of regulation applying to corporations. It will satisfy Learning Outcome 2 (LO2) by requiring students to demonstrate am ability to identify and advise on corporate finance issues. It will satisfy Learning Outcome 4 (LO4) by requiring students to demonstrate an ability to identify and advise on the application of takeover and merger laws under the Corporations Act. It will satisfy Learning Outcome 5 (LO5) by requiring students to demonstrate an ability to identify options for addressing a company’s financial difficulties.

Assessment requirement to pass a unit of study

A student must make a genuine attempt at all assessment tasks set out in this Unit of Study in order to obtain a Pass mark and grade (or above); otherwise an Absent Fail grade will be recorded as the student’s result for this Unit of Study.

Assessment criteria

The University awards common result grades, set out in the Coursework Policy 2014 (Schedule 1).

As a general guide, a high distinction indicates work of an exceptional standard, a distinction a very high standard, a credit a good standard, and a pass an acceptable standard.

Result name	Mark range	Description
High distinction	85 - 100	• Completely answers the question. • Contains striking originality of approach or analysis. • Demonstrates exhaustive or innovative research (where independent research required). • Exceptionally well written, structured and expressed. • Is otherwise exceptional in some way.
Distinction	75 - 84	• Completely answers the question. • Achieves a critical and evaluative approach to the issues. • Content and structure is well organised in support of the argument. • Demonstrates extensive research and analysis to support a well-documented argument. • Generally well expressed and free from errors. • Has a clear structure and is well articulated.
Credit	65 - 74	• Covers main issues fairly well in answering the question. • Contains no significant errors • Demonstrates an attempted critical approach to the issues. • Demonstrates reasonably sound research and analysis in addressing the key issues. • Has a clear structure and reasonably clear expression.
Pass	50 - 64	• Identifies the key issues, but does not follow through with a reasoned argument. • Contains some significant errors. • Displays satisfactory engagement with the key issues. • Offers descriptive summary of material relevant to the question. • Superficial use of material, and may display a tendency to paraphrase. • Demonstrates little evidence of in-depth research or analysis. • Adequate expression. • Overall, demonstrates the minimum level of competence in the assessment and satisfies the requirements to proceed to higher-level studies in the degree or subject area.
Fail	0 - 49	• Does not answer the question. • Contains significant or numerous errors. • Few or no identifiable arguments. • Content that is inappropriate or irrelevant. • Lack of research or analysis. • Difficult or impossible to understand through poor grammar, expression or structure. • Overall, does not demonstrate the minimum level of competence in the assessment.

For more information see guide to grades.

Late submission

In accordance with University policy, these penalties apply when written work is submitted after 11:59pm on the due date:

Deduction of 5% of the maximum mark for each calendar day after the due date.
After ten calendar days late, a mark of zero will be awarded.

This unit has an exception to the standard University policy or supplementary information has been provided by the unit coordinator. This information is displayed below:

The late submission of a piece of assessment, which has not been granted an extension, will attract a penalty of 10% of the total marks available for the piece of assessment per calendar day or part thereof.

Academic integrity

The Current Student website provides information on academic integrity and the resources available to all students. The University expects students and staff to act ethically and honestly and will treat all allegations of academic integrity breaches seriously.

We use similarity detection software to detect potential instances of plagiarism or other forms of academic integrity breach. If such matches indicate evidence of plagiarism or other forms of academic integrity breaches, your teacher is required to report your work for further investigation.

Use of generative artificial intelligence (AI) and automated writing tools

You may only use generative AI and automated writing tools in assessment tasks if you are permitted to by your unit coordinator. If you do use these tools, you must acknowledge this in your work, either in a footnote or an acknowledgement section. The assessment instructions or unit outline will give guidance of the types of tools that are permitted and how the tools should be used.

Your final submitted work must be your own, original work. You must acknowledge any use of generative AI tools that have been used in the assessment, and any material that forms part of your submission must be appropriately referenced. For guidance on how to acknowledge the use of AI, please refer to the AI in Education Canvas site.

The unapproved use of these tools or unacknowledged use will be considered a breach of the Academic Integrity Policy and penalties may apply.

Studiosity is permitted unless otherwise indicated by the unit coordinator. The use of this service must be acknowledged in your submission as detailed on the Learning Hub’s Canvas page.

Outside assessment tasks, generative AI tools may be used to support your learning. The AI in Education Canvas site contains a number of productive ways that students are using AI to improve their learning.

Learning support

Simple extensions

If you encounter a problem submitting your work on time, you may be able to apply for an extension of five calendar days through a simple extension.  The application process will be different depending on the type of assessment and extensions cannot be granted for some assessment types like exams.

Special consideration

If exceptional circumstances mean you can’t complete an assessment, you need consideration for a longer period of time, or if you have essential commitments which impact your performance in an assessment, you may be eligible for special consideration or special arrangements.

Special consideration applications will not be affected by a simple extension application.

Using AI responsibly

Co-created with students, AI in Education includes lots of helpful examples of how students use generative AI tools to support their learning. It explains how generative AI works, the different tools available and how to use them responsibly and productively.

Weekly schedule

WK	Topic	Learning activity
Week 01	Class 1: Introduction, regulatory framework, regulatory theories and approaches	Seminar (2 hr)
Week 01	Class 2: Capital structure 1 (the nature of shares, classes of shares, capital structure, shareholder agreements)	Seminar (2 hr)
Week 02	Class 3: Capital structure 2 (preference shares, options and equity linked derivatives)	Seminar (2 hr)
Week 02	Class 4: The maintenance of capital rule	Seminar (2 hr)
Week 03	Class 5: Capital reductions 1	Seminar (2 hr)
Week 03	Class 6: Capital reductions 2	Seminar (2 hr)
Week 04	Class 7: Fundraising (disclosure documents; rights issues)	Seminar (2 hr)
Week 04	Class 8: Fundraising 2 (equity crowd funding)	Seminar (2 hr)
Week 06	Class 9: Fundraising 3 (crypto fundraising)	Seminar (2 hr)
Week 06	Class 10: Debt finance 1 (types of debt finance, bonds)	Seminar (2 hr)
Week 07	Class 11: Debt finance 2 (debenture regulation)	Seminar (2 hr)
Week 07	Class 12: Secured debt and the PPSA	Seminar (2 hr)
Week 08	Class 13: Takeovers 1 (overview, takeovers panel, when does Chapter 6 apply?)-this is during the reading week due to the public holiday in week 9	Seminar (2 hr)
Week 09	Class 14: Takeovers 2 (relevant interests, disclosure and equal opportunity)	Seminar (2 hr)
Week 10	Class 15: Takeovers 3 (mergers using schemes)	Seminar (2 hr)
Week 10	Class 16: Takeovers 4 (dispute resolution)	Seminar (2 hr)
Week 11	Class 17: Insolvency (receivership and an introduction to voluntary administration)	Seminar (2 hr)
Week 11	Class 18: Distressed M&A	Seminar (2 hr)
Week 12	Class 19: Other corporate structures (managed investment schemes and alternative corporate entities)	Seminar (2 hr)
Week 12	Class 20: Technology and corporate law	Seminar (2 hr)

Attendance and class requirements

Attendance: All students are required to attend 70% of live classes (or as otherwise specified by the Unit Coordinator) to satisfy the pass requirements for each unit of study. Attendance requirements may be satisfied by in person and/or online attendance as per the mode of delivery for the unit. Failure to meet this requirement may result in a student being precluded from sitting the final assessment.

Word count penalty: A piece of assessment which exceeds the prescribed word limit will attract a penalty of 10% of the total marks available for the piece of assessment for every 100 words, or part thereof. The total word count for essay and other written assessments will exclude bibliography; footnote numbers; footnote citation; cover page and include body text; headings and sub-headings; quotations; anything other than numbers and citations in footnotes.

Referencing: The Sydney Law School expects you to use the Australian Guide to Legal Citation (4th edition, 2018) for your footnoting style, although you should confirm this with your lecturer, and a link to the library website where this is set out comprehensively is available at https://libguides.library.usyd.edu.au/c.php?g=508212&p=3476376

Study commitment

Typically, there is a minimum expectation of 1.5-2 hours of student effort per week per credit point for units of study offered over a full semester. For a 6 credit point unit, this equates to roughly 120-150 hours of student effort in total.

Required readings

Ford, Austin and Ramsay’s Principles of Corporations Law, available on Lexis Advance (through the Library Databases).

Other required and optional readings are listed in the Reading Guide which will be available on Canvas.

Learning outcomes

Learning outcomes are what students know, understand and are able to do on completion of a unit of study. They are aligned with the University's graduate qualities and are assessed as part of the curriculum.

Outcomes
Graduate qualities

At the completion of this unit, you should be able to:

LO1. Critically evaluate the different types of regulation applying to corporations: legislation, standards, guidance, policy
LO2. Identify and advise on corporate finance issues including available options to achieve desired funding goals and legal issues
LO3. Understand and be able to critically evaluate current issues in corporate finance and assess potential reforms to address stakeholder concerns
LO4. Identify and advise on the application of takeover and merger laws under the Corporations Act to specific fact scenarios
LO5. Identify and advise directors on options for addressing the company’s financial difficulties

Graduate qualities

The graduate qualities are the qualities and skills that all University of Sydney graduates must demonstrate on successful completion of an award course. As a future Sydney graduate, the set of qualities have been designed to equip you for the contemporary world.

GQ1	Depth of disciplinary expertise Deep disciplinary expertise is the ability to integrate and rigorously apply knowledge, understanding and skills of a recognised discipline defined by scholarly activity, as well as familiarity with evolving practice of the discipline.
GQ2	Critical thinking and problem solving Critical thinking and problem solving are the questioning of ideas, evidence and assumptions in order to propose and evaluate hypotheses or alternative arguments before formulating a conclusion or a solution to an identified problem.
GQ3	Oral and written communication Effective communication, in both oral and written form, is the clear exchange of meaning in a manner that is appropriate to audience and context.
GQ4	Information and digital literacy Information and digital literacy is the ability to locate, interpret, evaluate, manage, adapt, integrate, create and convey information using appropriate resources, tools and strategies.
GQ5	Inventiveness Generating novel ideas and solutions.
GQ6	Cultural competence Cultural Competence is the ability to actively, ethically, respectfully, and successfully engage across and between cultures. In the Australian context, this includes and celebrates Aboriginal and Torres Strait Islander cultures, knowledge systems, and a mature understanding of contemporary issues.
GQ7	Interdisciplinary effectiveness Interdisciplinary effectiveness is the integration and synthesis of multiple viewpoints and practices, working effectively across disciplinary boundaries.
GQ8	Integrated professional, ethical, and personal identity An integrated professional, ethical and personal identity is understanding the interaction between one’s personal and professional selves in an ethical context.
GQ9	Influence Engaging others in a process, idea or vision.

Outcome map

Learning outcomes	Graduate qualities
Learning outcomes

Responding to student feedback

This section outlines changes made to this unit following staff and student reviews.

This unit has been completely redesigned since 2021, with new topics, readings and assessment.

Additional information

Resources - Sydney Law Students

Disclaimer

The University reserves the right to amend units of study or no longer offer certain units, including where there are low enrolment numbers.

To help you understand common terms that we use at the University, we offer an online glossary.

Current students

Overview

Overview

Unit details and rules

Teaching staff

Assessment

Assessment

Assessment summary

Assessment criteria

Late submission

Academic integrity

Learning support

Learning support

Simple extensions

Special consideration

Using AI responsibly

Weekly schedule

Weekly schedule

Attendance and class requirements

Study commitment

Required readings

Learning outcomes

Learning outcomes

Graduate qualities

Outcome map

Responding to student feedback

Responding to student feedback

Additional information

Additional information

Disclaimer

On this page

Useful links

Media

Student links

About us

Connect

Current students

LAWS5103: Advanced Corporate Law

Semester 1, 2022 [Normal day] - Camperdown/Darlington, Sydney

Overview

Overview

Unit details and rules

Teaching staff

Assessment

Assessment

Assessment summary

Assessment criteria

Late submission

Academic integrity

Learning support

Learning support

Simple extensions

Special consideration

Using AI responsibly

Weekly schedule

Weekly schedule

Attendance and class requirements

Study commitment

Required readings

Learning outcomes

Learning outcomes

Graduate qualities

Outcome map

Responding to student feedback

Responding to student feedback

Additional information

Additional information

Disclaimer

On this page

Useful links

Media

Student links

About us

Connect