CORPORATIONS LAW EXAM NOTES (UPDATED)

Description

These are 68 pages of exam notes that I copied and pasted into the exam - they are answer structures that are supported by case law and can be tailored to specific fact scenarios. I received a Distinction in this subject. The notes are colour coded and a mix of exam answer structures with lecture notes. PART ONE – Company Pre-incorporation Contracts…………………………………………………1-5 Fundraisers – Public Company………………………………………………5 Company ……………………………8 Step One: Incorporation as an issue Step Two: Salomon Rule Step Three: Exceptions to Separate Legal Entity Holding Company………………………………………………….11 Holding Companies as separate entities – Salamon Replaceable Rules and Constitution………………………………………………………15 Altering Constitution Powers - RR Application of Organic Theory ………………………………………………………….………………………………………………17 Is someone’s actions part of directing mind Company entering contract Assumptions for TP Debentures …………………….………………………………………………………………………………………………………………23 Share Capital, Membership and Dividends………………………………………25 PART TWO – Directors/ Duties Directors vs Officers………………………………………………………………32 Director Duties – Statutory …………………36 Related parties – CH 2E – Public Company …45 Member Remedies ………………….……46 Remedy – Liquidation and pre-liquidation contracts s588FE etc. …………………………………53 PART THREE - Insolvency S 588G Insolvency …………………………………………60 Remedy……………………………………62