USYD HD Corporations Law Notes (Sem 2, 2025)

Description

These are comprehensive summary notes for Corporations Law (USYD), structured as issue-spotting scaffolds that helped me get an overall mark of 89. They cover the whole semester, based on the Semester 2, 2025 course outline. The course structure may have changed since then, so check this against the current outline. The notes incorporate all cases on the case list and all required statutes (primarily the Corporations Act 2001 (Cth)), plus additional cases and statutory provisions beyond the required list. Topics covered: Formation of Corporations (business structures; registration of companies) Fundraising (disclosure documents, exceptions, regulated and unregulated fundraising, liability) Corporate Personality and Limited Liability (the general rule; piercing the veil; alternative mechanisms in corporate groups) Corporate Constitution (setting up the company, content, amendment, enforcement) Corporate Organs (division of powers; board meetings; members’ meetings; alternatives to meetings; post-meeting consequences) Corporate Responsibility (liability in contract, tort and criminal law) Directors’ Duties (duty of care; conflicts of interest; good faith and proper purpose; insolvent trading) Consequences of Breaches (civil penalty provisions; general court orders; member remedies, including the statutory derivative action, minority oppression and just and equitable winding up)