✅ HD APPROVED - CORPORATE LAW COMPREHENSIVE NOTES (Updated for 2023)

Description

These COMPREHENSIVE notes allowed me to score a HD in Corporate Law in T1 2022. I'm confident they have EVERYTHING you need to do the same: for both the assignment and the exam. Topics Covered: 1. Regulatory Framework >s 51 (xx) Constitution >Corporations Act 2001 (Cth) >Regulators 2. Registration & Its Effects >What is a company? >Separate Legal Entity >Limited Liability >Perpetual Succession >Piercing the Corporate Veil >Corporate Liability for Crimes and Torts 3. Types of Companies >Members Liability >Public and Proprietary Companies >ASX Listed Companies >Holding and Subsidiary Companies >Other bodies >Trustee Companies 4. Constitution and Replaceable Rules >Replaceable Rules >A Company's Constitution >Alteration of the Constitution >Contractual Effect >Non-Compliance with Internal Governance Rules >Limits on Right to Alter Constitution >Variation of Class Rights >Oppression Remedy >Expropriation of Shares 5. The Company's Relations with Outsiders >Contracting Directly >Contracting through an Agent >Actual Authority >Implied actual authority >Apparent authority >Corporate Liability for Contracts Made by Agents >Indoor Management Rule >Statutory Assumptions 6. Promoters & Pre-Registration Contracts >Promoters and their Duties >Pre-Registration Contracts 7. Fundraising >Fundraising by Issuing Shares >Restrictions >Chapter 6D >Variation of Class Rights 8. Share Capital >Maintenance of Share Capital >Share Capital Buy Backs >Share Capital Reductions 9. Membership >Register of Members >Evidence of Shareholding >Liability of Members 10. Dividends >Procedure for Declaring Dividends >Restrictions >Debt Finance 11. Debentures & Personal Property Securities >Debentures >Personal Property Securities Act 12. Directors >Decision Making >Powers >Members Reserved Decision Making Powers >Role Requirements >Types of Directors >Appointment >Disqualification >Board Meetings Corporate Governance >Role & Functions of the Board & Management >Structure & Composition of the Board >Codes of Conduct >Audit Committee >Timely Disclosure >Respect the Rights of Shareholders >Risk Management and Internal Control >Remuneration Duties of Directors >Duty of Care and Diligence >Business Judgment Rule >Delegation and Reliance >Good Faith & Proper Purpose >Fiduciary Obligations >Duty to Retain Discretion >Duty to Avoid Conflict of Interest >Duty to Prevent Insolvent Trading >Remedies and Penalties for Breach of Duty 14. Shareholder's Meetings >Procedural Requirements 15. Member's Statutory Rights & Remedies >Statutory Derivative Action >Oppressive Conduct >Winding Up Company >Statutory Injunction >Right to Inspect Books >Member's Personal Right of Action 16. ASIC Investigation Powers 17. Corporate Insolvency 18. Receivership 19. Voluntary Administration 20. Liquidation