These are full course notes including all the legislation (highlighted so you don’t have to read through it all!) and cases. The key principles and important information are in coloured textbooks to summarise the most important information.

I made the notes using all the readings, other notes and my own external reading.

NB: sample not in order.

The topics included are:
- Introduction to Corporate Law
- Company Formation
- Corporate Fundraising I: debt and equity
- Regulated Corporate Fundraising (Chapter 6D)
- Corporate Insolvency
- Corporate Personality & Limited Liability
- Piercing the Corporate Veil
- Corporate Constitution
- Corporate Decision-Making Organs
- Members’ Meetings
- General Law Liability in Contract and Tort
- Statutory Civil Liability
- Corporate Criminal Liability
- Directors & Officers’ Duties I: Duty to act in good faith for the benefit of the company as a whole & duty to exercise powers for a proper purpose
- Directors & Officers’ Duties II: Directors’ obligations to avoid conflicts and secret profits (the appropriation of corporate property, information & opportunity)
- Directors & Officers’ Duties III: Further potential conflicts and conflict avoidance obligations; statutory duties and obligations; related party transactions under Ch 2E; consequences for breaching directors and officers’ duties and ratification of directors’ conduct;
- Directors & Officers’ Duties IV: duty of care, diligence and skill
- Members’ Rights & Remedies I: equitable limitations on the voting powers of majorities and oppression
- Members’ Rights & Remedies II: statutory injunctive relief under s 1324; the statutory derivative suit and compulsory liquidation remedies


Semester 2, 2020

243 pages

130,466 words



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