Faculty of Law

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Monash University

Monash University Handbook 2011 Postgraduate - Unit

6 points, SCA Band 3, 0.125 EFTSL

Refer to the specific census and withdrawal dates for the semester(s) in which this unit is offered.

FacultyFaculty of Law
OfferedCity (Melbourne) Trimester 2 2011 (Day)
City (Melbourne) Trimester 3 2011 (Day)
Coordinator(s)Ms Lisa Robinson (T2-58 T3-58)


Internal governance:

  1. Company organs and division of power
  2. Board of directors and the general meeting.
Duties and liabilities of officers:
  1. Overview of directors' duties; duties of care, skill and diligence and the statutory duty to prevent insolvent trading
  2. Duty to act bona fide in the interests of the company as a whole
  3. Duty to exercise powers for proper purposes and to retain discretions
  4. Duty to avoid a conflict between personal interest and duty to the company
  5. Consequences of breach of duty and relief from liability
Members' Remedies:
  1. Overview of shareholders' remedies; shareholders' derivative actions 9.Shareholders' personal actions 10.Winding up and oppression


Students who successfully complete this unit will have:

  1. knowledge and understanding of the internal governance of corporations, directors' duties and members' remedies
  2. knowledge and understanding of legislation and policy in these areas of corporate law
  3. an ability to think critically about the impact of these concepts, principles, legislation and policy on the social and economic context in which they operate
  4. an ability to apply these concepts principles, legislation and policy to hypothetical fact situations
  5. the opportunity to conduct independent research in corporate law and for the results of that research to form a substantial proportion of the assessment for the subject.


Assignment: 40%
Examination: 60%

Chief examiner(s)

Ms Lisa Robinson

Contact hours

2 hour seminar per week x 12 weeks


LAW7212 or LAW7470, LAW7265 or LAW7428 and LAW7429, LAW7267, and LAW7269