HA3021 Corporations Law

April 25, 2019 admin 0 Comments

Assessment Details and Submission Guidelines
Trimester	T1 2019
Unit Code	HA3021
Unit Title	Corporations Law
Assessment Type	Group Assignment
Assessment Title	HA3021 Group Assignment
Purpose of the assessment (with ULO Mapping)	The purpose of the Group Assignment is to provide students with an opportunity to work in a collaborative environment in solving two case problems by citing the relevant legal rules and cases and applying these to the facts of the case. In this Group Assignments, students are required to: Demonstrate the legal principles for managing a company in particular the company’s relationship with others.Critically analyse the concept of corporate internal rules and management.Analyse the role and responsibility of directors and members in the management of the company.Analyse the interaction between members’ rights, directors’ duties and corporate governance.
Weight	20% of the total assessment marks
Total Marks	20 (10% for the Group Report and 10% for the Presentation)
Word limit	Group Written Report of maximum 2,000 words and a 10 minute presentation
Due Date	Week 10
Submission Guidelines	All work must be submitted on Blackboard by the due date along with a completed Assignment Cover Page.The assignment must be in MS Word format, no spacing, 12-pt Arial font and 2 cm margins on all four sides of your page with appropriate section headings and page numbers.Reference sources must be cited in the text of the report, and listed appropriately at the end in a reference list using the Australian Guide to Legal Citation (AGLC).

Table of Contents

Assignment Specifications

Purpose: The Group Assignment aims to provide students with an opportunity to work in a collaborative environment in reporting on a recent Australian Corporations Law case relating to Directors Duties and Breaches of Directors Duties.

Students are to form groups, with a minimum of 3 and a maximum of 5 students per group. The assignment consists of 2 parts: a 2,000 word written report and a 10 minute (maximum) in-class or video presentation.

Instructions: Please read and re-read carefully to avoid mistakes.

General instructions: Research on an Australian case (ideally not more than 10 years old since the decision by the Court) involving breach of company director’s/officer’s duties under the Corporations Act 2001 (Cth). You may also refer to the list of suggested cases attached to these instructions.

Group report (10%)

Write a report with the following headings and discussing the following:

a. Case introduction

This part must give the background of the case and cite the relevant facts that led to litigation. Please cite only the substantive facts of the case and not procedural facts.

Breaches of directors’ duties under the Corporations Act 2001(Cth)

In this part, discuss the facts that led to charges of breaches of directors’ duties being brought against the directors of the company.

You must then discuss the directors duties/responsibilities breached (ex, CA sections 181 or 588G) and explain why the duties were breached. You must refer to specific facts cited in the decision.

In the event that the court held that the directors did not breach their duties, explain why the court made this finding. You must refer to specific facts cited by the court.

c. Analysis of the Court’s decision

In this part, you must discuss and critically analyse the court/tribunal decision and the reason for the decision in view of the Corporations Act 2001 (Cth).

Here, you may also refer to similar cases that have been decided at the High Court or Federal Court level and compare them with the case you have chosen.

d. Relevance and impact of the decision

For this part, you are expected to discuss the relevance of the decision to the development of Australian corporations law or the impact of the decision on the operation of companies in Australia.

All the cases listed in the list of suggested cases are famous and seminal cases. To sufficiently discuss part d, you are expected to research the writings of other legal scholars, law professors, and noted legal practitioners who have written about your chosen case.

As a minimum, the report must have the four headings listed above. Your report may have additional sections apart from the above (ex. Executive Summary, Conclusion, etc.) These, however, are not required.
The Group report must be submitted via SafeAssign on Blackboard.
The word count for the report is 2,000 word, with a 10% allowance under or over the 2,000 word limit. Please write the total word count for your report on the assignment cover sheet.

A minimum of six (6) scholarly and academic references must be cited. One of these sources must be the case that is the topic of the report. The references must be cited both in-text and in a reference list at the end of the report.

Group presentation (10%)

Present the report in class or video recording. Your lecturer will advise which is more appropriate.
1. If in-class presentation, all members must present on the day. If video presentation, groups must show to the satisfaction of the lecturer that all group members made a reasonable contribution to the group work.

Non-compliance with this requirement may result in a failing mark for the entire group.

If your group is doing a video presentation, your video link must be uploaded to a publicly-viewable video sharing platform (ex. Youtube, Dropbox, Google drive) and the video link uploaded on Blackboard.

Whether in-class or video presentation, the minimum presentation length is 10 minutes and should not exceed 15 minutes.

IMPORTANT REMINDERS:

You must email your lecturer your chosen case and list of group members by week

5. You must obtain approval from your lecturer of your case before starting work on it. Please note: failure to obtain lecturer approval will result in a failing mark for the entire group for the group assignment.

All group report submissions must be de done online and run through SafeAssign. No hard copies are to be submitted. Only one group member needs to submit for the whole group.

Please fill in the “Rubric Group Report” sheet (available in Blackboard under “Assignments and Due dates) and attach as a cover sheet to your group report and upload on Blackboard.

Each team member also must also submit to their lecturer a “Peer Evaluation of Individual Participation in Group Assignment” sheet (available in Blackboard under “Assignments and Due dates) with their presentation/video.

No submission of either the group report or video presentation link on Blackboard / SafeAssign is equivalent to non-submission, which will merit a mark of 0 (zero) for the whole group for this assessment.

Groups of less than 3 and more than 5 people will receive an automatic penalty of 50% of the total assessment weight (10 marks).

Late submissions will be subject to Holmes Institute policy on student assessment submission and late penalties (please refer to subject outline and Student handbook).

All reports are expected to observe proper referencing in accordance with the Australian Guide to Legal Citation (AGLC). A copy of the AGLC may be read online for free via this link:

https://law.unimelb.edu.au/ data/assets/pdf_file/0005/2877782/AGLC3.pdf

Marking criteria

Marking criteria	Weighting (%)
Group Report (see detailed marking rubric below)	10%
Presentation (see detailed marking rubric below)	10%
TOTAL Weight	20%

Total marks available: 10 Excellent Good Satisfactory Unsatisfactory Case introduction Identifies material facts involved in the case. Identifies the legal issues / legal question and relevant law (i.e. specific provisions of the Corporations Act 2001 (Cth) 2 marks 2 marks Completely identifies all relevant facts of case Correctly identifies all relevant legal issues and are stated in the form of questions. Correctly identifies relevant and appropriate legal rules and case law, and states them in the form of statements 1.5 mark Identifies most of the relevant facts of case Issues correctly identified, but may contain extraneous information and are not stated in the form of questions. Legal rules and case law correctly identified, but may contain extraneous info and are not in the form of statements. 1 mark Identifies the basic relevant facts of the case but misses other relevant facts Issue are not completely identified. Legal rules and case law not correctly identified. Below 1 mark Does not identify relevant facts of case or cites irrelevant facts (i.e. procedural facts) Identifies incorrect or irrelevant issues. Identifies incorrect or irrelevant legal rules and case law. Breaches of directors’ duties under the Corporations Act 2001 (Cth) Discussion of the facts that led to charges of breaches of directors’ duties being brought against the directors of the company. Identifies the specific provisions of the Corporations Act 2001 (Cth) that were allegedly breached by the directors. Discussion of the directors duties / responsibilities breached (ex, CA sections 181 or 588G) and why the duties were breached or not breached, with reference to specific facts cited in the decision. 2 marks 2 marks Complete yet succinct discussion of the facts that led to charges of breaches of directors’ duties being brought against the directors of the company. Identifies the specific provisions of the Corporations Act 2001 (Cth) that were allegedly breached by the directors. Complete yet succinct discussion of the directors duties / responsibilities breached (ex, CA 1.5 mark Incomplete yet good discussion of the facts that led to charges of breaches of directors’ duties being brought against the directors of the company. Identifies the specific provisions of the Corporations Act 2001 (Cth) that were allegedly breached by the directors. Incomplete yet good discussion of the directors duties / responsibilities breached (ex, CA sections 181 1 mark Incomplete and passable discussion of the facts that led to charges of breaches of directors’ duties being brought against the directors of the company. Does not clearly identify the specific provisions of the Corporations Act 2001 (Cth) that were allegedly breached by the directors. Incomplete and passable discussion of the directors duties / responsibilities Below 1 mark Poor or no discussion of the facts that led to charges of breaches of directors’ duties being brought against the directors of the company. Does not identify the specific provisions of the Corporations Act 2001 (Cth) that were allegedly breached by the directors. Poor or no discussion of the directors duties / responsibilities breached (ex, CA sections 181 or 588G) and why the duties were breached or not breached, with reference to specific facts cited in the decision.

Marking Rubric Written Report

	sections 181 or 588G) and why the duties were breached or not breached, with reference to specific facts cited in the decision.	or 588G) and why the duties were breached or not breached, with reference to specific facts cited in the decision.	breached (ex, CA sections 181 or 588G) and why the duties were breached or not breached, with reference to specific facts cited in the decision.
Analysis of the Court’s decision	2 marks	1.5 mark	1 mark	Below 1 mark
Discussion and critical analysis of the court/tribunal decision and the reason for the decision in view of the Corporations Act 2001 (Cth) 2 marks	Complete and thorough discussion of the court/tribunal decision and the reason for the decision in view of the Corporations Act 2001 (Cth) Shows a superior level of critical analysis of the court’s decision.	Discussion of the court/tribunal decision and the reason for the decision in view of the Corporations Act 2001 (Cth) is either incomplete or lacks material aspects but is otherwise good. Shows a high level of critical analysis of the court’s decision.	Discussion of the court/tribunal decision and the reason for the decision in view of the Corporations Act 2001 (Cth) is either incomplete or lacks important aspects and is merely passable. Shows a passable level of critical analysis of the court’s decision.	Discussion of the court/tribunal decision and the reason for the decision in view of the Corporations Act 2001 (Cth) is incomplete, lacks important aspects and is substandard. Shows a poor level of critical analysis of the court’s decision.
Relevance and impact of the decision	2 marks	1.5 mark	1 mark	Below 1 mark
Discusses the relevance of the decision to the development of Australian corporations law or the impact of the decision on the operation of companies in Australia. Shows research on the writings of other legal scholars, law professors, and noted legal practitioners who have written about the chosen case. 2 marks	Superior level of discussion of the relevance of the decision to the development of Australian corporations law or the impact of the decision on the operation of companies in Australia. Shows substantial research on the writings of other legal scholars, law professors, and noted legal practitioners who have written about the chosen case. References these writings.	Good level of discussion of the relevance of the decision to the development of Australian corporations law or the impact of the decision on the operation of companies in Australia. Shows good research on the writings of other legal scholars, law professors, and noted legal practitioners who have written about the chosen case. References these writings.	Acceptable level of discussion of the relevance of the decision to the development of Australian corporations law or the impact of the decision on the operation of companies in Australia. Shows basic research on the writings of other legal scholars, law professors, and noted legal practitioners who have written about the chosen case. References these writings.	Sub-standard level of discussion of the relevance of the decision to the development of Australian corporations law or the impact of the decision on the operation of companies in Australia. Shows little or no research on the writings of other legal scholars, law professors, and noted legal practitioners who have written about the chosen case. Makes no reference to these writings.

Citation and referencing (including minimum number of references) and Presentation 2 marks	2 marks Correctly cites minimum of 6 references, in- text and in reference list. Professional language. No grammatical, punctuation or spelling errors.	1.5 mark Has minimum of 6 references; or has occasional errors in formatting of in- text citations and reference list Some mistakes. Does not detract from understanding.	1 mark Does not have minimum of 6 references and contains errors in formatting of in- text citations and reference list Many mistakes. Detracts from understanding. Sloppy.	Below 1 mark No referencing either in-text or in reference list; or cites inappropriate references; or all references not cited in the correct format. Reflects no real effort.
Deductions Excess word count (1 mark for every 25 words over) Under the word limit (1 mark for every 25 word under) Lacks minimum of 6 references (1 mark for every missing reference)

Video Presentation

Total marks available: 10	Excellent	Good	Satisfactory	Unsatisfactory
Group member participation and division of parts 1.5 marks	1.5 marks All group members presented and presentation is equally divided among group members; presentation shows an excellent level of effort	1 mark All group members presented but presentation is not equally divided among group members; presentation shows a high level of effort	0.75 mark Not all group members presented or presentation is not equally divided among group members; but presentation shows average effort.	Below 0.75 mark Not all group members presented and presentation does not show real effort.
Depth of analysis and evidence of understanding of the issues presented and critical thinking in answers 4 marks	4 marks Displays in-depth analysis and evidence of strong understanding of the issues presented and critical thinking in answers.	3.5 to 3.0 marks Displays strong analysis and understanding of the issues presented and critical thinking in answers.	2.5 to 2.0 marks Shows acceptable level of analysis and understanding of the issues.	Below 2 marks Does not show acceptable level of analysis and understanding of the issues; merely reads from prepared answers.

Level of professionalism of presentation (including members in appropriate business attire; and use of visual aids) 3 marks	3 marks High-level of professionalism of presentation	2 marks Above average level of professionalism of presentation	1.5 marks Average level of professionalism of presentation	Below 1.5 marks Below average level of professionalism of presentation
Overall clarity of presentation 1.5 marks	1.5 marks Extremely clear, succinct presentation	1 mark High level of clarity and succinctness of presentation	0.75 mark Average level of clarity and succinctness of presentation	Below 0.75 mark Below average level of clarity and succinctness of presentation

List of suggested Corporations law cases

Note: these cases are only suggestions. Students are encouraged to do their own research and find other cases dealing with directors’ breaches of duties under the Corporations Act 2001 (Cth). Students may show their chosen case to their lecturer for confirmation prior to commencing their group report.

Gore v ASIC [2017] FCAFC 13
Asden Developments Pty Ltd (in liq) v Dinoris (No 3) [2016] FCA 788
ASIC v Cassimatis (No. 8) [2016] FCA 1023
ASIC v Flugge (No 2) [2017] VSC 117 (sequel to ASIC v Flugge & Geary [2016] VSC 779)
ASIC v Padbury Mining Limited [2016] FCA 990
ASIC v Sino Australia Oil and Gas Limited (in liq) (2016)
ASIC v Mariner Corporation Limited [2015] FCA 589
Forty Two International Pty Limited v Barnes [2014] FCA 85 – delete this case as not really on directors’ duties
ASIC v Australian Property Custodian Holdings Limited (No 3) [2013] FCA 1342
ASIC v Hobbs [2012] NSWSC 1276
Fodare Pty Ltd v Shearn [2011] NSWSC 479
ASIC v Fortescue Metals Group Ltd [2011] FCAFC 19
Groeneveld Australia Pty Ltd & Ors v Nolten & Ors (No 3) [2010] VSC 533
Jubilee Mines NL v Riley [2009] WASCA 62
ASIC v Narain [2008] FCAFC 120
ASIC v Maxwell & Ors [2006] NSWSC 1052
ASIC v Edwards (No. 3) [2006] 57 ACSR 209
ASIC v Stephen William Vizard [2005] FCA 1037
ASIC v Plymin [2003] 175 FLR 124 (affirmed on appeal in Elliott v ASIC [2004] 10 VR 369)

20. ASIC v Parker r [2003] 21 ACLC 888; [2003] FCA 262

ASIC v Southcorp Limited (No 2) [2003] FCA 1369 (27 November 2003); 203 ALR 627; 22 ACLC 1
ASIC v Whitlam [2002] NSWSC 591

23. R v Rivkin [2002] NSWSC 1182; 198 ALR 400; 45 ACSR 366

24. R v Firns 51 NSWLR 548; 38 ACSR 223; [2001] NSWCCA 191

25. Kokotovich Constructions Pty Ltd v Wallington (1995) 13 ACLC 1113 (NSW Court of Appeal)

26. R v Byrnes and Hopwood (1995) 183 CLR 501; (1995) 130 ALR 529

AWA Ltd v Daniels (1992) 10 ACLC 933; on appeal Daniels v Anderson (1995) 37 NSWLR 438
Vrisakis v Australian Securities Commission [1993] 9 WAR 395
Whitehouse v Carlton Hotel Pty Ltd [1987] 162 CLR 285