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Corporate Governance & Directors' Duties (LAWS70190)
Graduate coursework level 7Points: 12.5On Campus (Parkville)
About this subject
Contact information
August
Tesching staff:
Elizabeth Boros (Subject Coordinator)
Bruce Dyer
For current student enquiries, contact the Law School Academic Support Office
Overview
Availability(Quotas apply) | August |
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Fees | Look up fees |
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”.
Indicative list of principal topics:
- Overview of the current framework of corporate governance and the duties of directors and other officers
- The role of industry corporate governance guidelines and the Australian Securities Exchange (ASX) Corporate Governance Principles and Recommendations
- Executive remuneration
- Disclosure
- The division of power between the board and the general meeting
- Corporate control and governance
- Directors’ duties, including:
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- 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 and to avoid conflicts of interest
- Consequences of breach
- Role of the Australian Securities and Investments Commission (ASIC) in enforcing directors’ duties.
Intended learning outcomes
A student who has successfully completed this subject will:
- Gain an 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 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 communication skills to clearly articulate and convey complex information regarding corporate governance and directors' duties to relevant specialist and non-specialist audiences.
Last updated: 8 November 2024