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Corporate Governance & Directors' Duties (LAWS70190)
Graduate coursework level 7Points: 12.5Not available in 2021
Please refer to the return to campus page for more information on these delivery modes and students who can enrol in each mode based on their location.
Overview
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Corporate governance is of national and international importance. This subject has a strong focus on the law relating to corporate governance, particularly the duties and responsibilities of company directors and other officers, primarily from an Australian perspective but also considering the approach taken in other jurisdictions. The director has been described in one court judgment as “an essential component of corporate governance” who is “placed at the apex of the structure of direction and management of a company”. The lecturer is the author of leading publications dealing with corporate governance, including the major Australian book on directors’ duties, and he has also been involved in a number of corporate governance reforms enacted by Parliament.
Principal topics include:
- The concept of corporate governance
- Overview of the current framework of corporate governance and the duties of directors and other officers
- Who is subject to duties?
- To whom are duties owed?
- Duties to act with care and diligence, in the best interests of the company, and for a proper purpose
- Duty to avoid conflicts of interest
- Duty to prevent insolvent trading
- Role of the Australian Securities and Investments Commission (ASIC) in enforcing directors’ duties
- Role of shareholders in corporate governance
- Role of industry corporate governance guidelines and the Australian Securities Exchange (ASX) Corporate Governance Principles and Recommendations.
Intended learning outcomes
A student who has successfully completed this subject will:
- Have an advanced and integrated understanding of the legal rules relating to corporate governance and directors’ duties, including recent developments in this field of law and practice
- Be able to critically examine, analyse, interpret and assess the effectiveness of these legal rules
- Be an engaged participant in debates regarding emerging and contemporary issues in the field
- Have a sophisticated appreciation of the factors and processes driving parliamentary revision of the legal framework
- Have the cognitive and technical skills to generate critical and creative ideas relating to corporate governance and directors’ duties and to critically evaluate existing legal theories, principles and concepts
- Have the cognitive and technical skills to independently examine, research and analyse existing and emerging legal issues relating to corporate governance and directors’ duties
- Have the communication skills to clearly articulate and convey complex information regarding corporate governance and directors’ duties to relevant specialist and non-specialist audiences
- Be able demonstrate autonomy, expert judgment and responsibility as a practitioner and learner in the field of corporate governance and directors’ duties.
Last updated: 3 November 2022
Eligibility and requirements
Prerequisites
Admission into a relevant Melbourne Law Masters program
Corequisites
None
Non-allowed subjects
Code | Name | Teaching period | Credit Points |
---|---|---|---|
LAWS90078 | Corporate Governance | Not available in 2024 |
12.5 |
Recommended background knowledge
Applicants without legal qualifications should note that subjects are offered in the discipline of law at an advanced graduate level. While every effort will be made to meet the needs of students trained in other fields, concessions will not be made in the general level of instruction or assessment. Most subjects assume the knowledge usually acquired in a degree in law (LLB, JD or equivalent). Applicants should note that admission to some subjects in the Melbourne Law Masters will be dependent upon the individual applicant’s educational background and professional experience.
Inherent requirements (core participation requirements)
The University of Melbourne is committed to providing students with reasonable adjustments to assessment and participation under the Disability Standards for Education (2005), and the Assessment and Results Policy (MPF1326). Students are expected to meet the core participation requirements for their course. These can be viewed under Entry and Participation Requirements for the course outlines in the Handbook.
Further details on how to seek academic adjustments can be found on the Student Equity and Disability Support website: http://services.unimelb.edu.au/student-equity/home
Last updated: 3 November 2022
Assessment
Description | Timing | Percentage |
---|---|---|
Research paper on a topic approved by the subject coordinator
| 9 February 2022 | 100% |
Hurdle requirement: A minimum of 75% attendance | Throughout the teaching period | N/A |
Last updated: 3 November 2022
Quotas apply to this subject
Dates & times
Not available in 2021
Additional delivery details
This subject has a quota of 30 students.
Enrolment is on a 'first in' basis. Waitlists are maintained for subjects that are fully subscribed.
Students should note priority of waitlisted places in subjects will be given as follows:
- To currently enrolled Graduate Diploma and Masters students with a satisfactory record in their degree
- To other students enrolling on a single subject basis, eg Community Access Program (CAP) students, cross-institutional study and cross-faculty study.
Please refer to the Melbourne Law Masters website for further information about the management of subject quotas and waitlists.
Melbourne Law School may reserve places in a subject for incoming international cohorts or where a subject is core to a specialisation with limited alternate options.
Last updated: 3 November 2022
Further information
- Texts
Prescribed texts
Specialist materials will be made available via the LMS in the pre-teaching period.
- Related Handbook entries
This subject contributes to the following:
Type Name Course Master of Laws Course Master of Commercial Law Course Master of Employment and Labour Relations Law Course Graduate Diploma in Legal Studies - Links to additional information
- Available through the Community Access Program
About the Community Access Program (CAP)
This subject is available through the Community Access Program (also called Single Subject Studies) which allows you to enrol in single subjects offered by the University of Melbourne, without the commitment required to complete a whole degree.
Entry requirements including prerequisites may apply. Please refer to the CAP applications page for further information.
Additional information for this subject
If required, please contact law-admissions@unimelb.edu.au for subject coordinator approval.
- Available to Study Abroad and/or Study Exchange Students
This subject is available to students studying at the University from eligible overseas institutions on exchange and study abroad. Students are required to satisfy any listed requirements, such as pre- and co-requisites, for enrolment in the subject.
Last updated: 3 November 2022