Units

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Sample subject outline - Semester 1 2013

Note: Subject outlines often change before the semester begins. Below is a sample outline.

Rationale

Persons who wish to embark on a commercial or trading venture may choose from a range of forms of legal organisation provided by the legal system. A competent commercial lawyer or business person needs to be aware of these forms of legal organisation, the legal principles that govern them and when one form of legal organisation is more appropriate than another.

This unit forms part of the Commercial and Consumer elective group and is the first subject in a series of units which examine different forms of organisation for commercial activity. The core unit, Corporate Law (LWB334) examines corporations in greater depth.

Aims

The aim of this unit is to introduce students to the main forms of legal organisation provided by the legal system for commercial or trading ventures.

Objectives

At the completion of this unit you should be able to:
1. Identify the main forms of legal organisations that may be used in commercial ventures;
2. Comprehend the basic legal principles and policy issues relating to these legal organisations;
3. Critically reflect upon the application of traditional legal and equitable doctrines to the more modern forms of legal organisations;
4. Provide advice to a commercial client about the most appropriate form of legal organisation for a particular commercial venture;
5. Further develop a range of skills relevant to life-long learning and professional practice, being independent learning, oral and written communication, problem solving and legal research.

Content

The Law of Commercial Entities focuses on the legal principles pertaining to unit trusts, partnerships, joint ventures and incorporated associations. Reference is also made to corporations in overview. The Business Names legislation is examined as the obligations it creates are relevant to each form of commercial legal organisation.

In the modules on unit trusts, partnerships, joint ventures and incorporated associations, students encounter a basic framework of legal principles relating to definition and existence, relationship to third parties, relationships inter se, and dissolution or termination. Further, in the module on unit trusts, emphasis is placed upon private unit trusts, such as where a business is carried on for the benefit of several groups (such as several families). In particular, the position of the corporate trustee is examined to ascertain to what extent it is governed by the law of trusts and the Corporations Act 2001 (Cth).

The law relating to corporations is considered in depth in other units. Accordingly, the module on corporations is limited to an examination in overview of the corporate structure, process and consequences of incorporation, the corporations legal capacity and corporations dealings with third parties. Importantly, this overview is sufficient to permit a discussion of the advantages and disadvantages of a company structure and to provide a framework for a comparative analysis between a company and the other forms of legal organisation covered in this unit.

This unit has a focus of critique. It has a practical perspective rather than a theoretical one. Each form of legal organisation is measured against a number of criteria in order to determine its efficacy in undertaking commercial or trading activities generally. These criteria are as follows: ease and expense of setting up; separate legal entity; transferability of interest; limitation of liability to outsiders; management and control; capacity to engage in new business; freedom from statutory regulation; comparative income tax position.

At the conclusion of this unit, a student ought to be able to give a client clear advice as to the legal organisation which is relevant to the clients needs in undertaking a particular commercial venture. Additionally, if the client is a club or association, a student ought to be able to give advice as to whether it should incorporate under the Associations Incorporation Act 1981(Qld) or under the Corporations Act as a company limited by guarantee.

Skills
In this unit you will further develop the following skills:

• Problem solving;


• Critical thinking and legal analysis;


• Legal research;


• Oral and written communication; and


• The ability to work independently.

Graduate Capabilities
Your understanding of the unit content and the further development of these skills will assist you to acquire the following law graduate capabilities:
1. Discipline Knowledge;
2. Problem Solving, Reasoning and Research;
3. Effective Communication;
4. Life Long Learning; and
5. Work Independently and Collaboratively.

Approaches to Teaching and Learning

In this unit the teaching and learning approach is by way of online lectures and tutorials.

Lectures
In the case of internal and external students the lecture component (2 Hours) is delivered only by audio streaming or podcasting on the unit Blackboard site. There are no face to face lectures.

Tutorials
Internal students are actively engaged on campus by use of interactive small group tutorials(1Hour).

In the case of external students, teaching takes the form of access to lecture streaming on the unit Blackboard site. Additionally, tutorial materials are placed each week on the unit Blackboard site for external students.

Tutorial topics are essentially problems based on real world or authentic learning experiences. They are designed to promote the objectives of the course as previously outlined. The tutorial problem relating to each two hour lecture appears at the conclusion of those lecture hours in the study guide.

External Attendance School
There is no external attendance school in this unit.

Assessment

In this unit there is both formative assessment (to receive feedback on your learning) and summative assessment (to receive feedback and a mark).Formative assessment will be provided in small tutorial groups through the tutor feedback during group discussions. Tutorial performance is also designed to assist in the advancement of problem solving and critical analysis skills and oral communication skills.

Assessment name: Discussion Forum
Description: Assessment of tutorial performance is assessed by your level of prior reading of lecture material and important cases, prior attempts at set tutorial problems, contributions to class discussions, participation in small group discussions, ability to listen, ability to answer questions, and your class attitude, including honesty and ethical behaviour.
Relates to objectives: 1-5
Weight: 15%
Internal or external: Internal
Group or individual: Individual
Due date: Every Week

Assessment name: Problem Solving Task
Description: You will receive written feedback. The external exercise(maximum 1500 words) is designed to assist in the advancement of your problem solving, critical analysis and written communication skills.
Relates to objectives: 1-5
Weight: 15%
Internal or external: External
Group or individual: Individual
Due date: Week 4

Assessment name: Research Paper
Description: The research paper(maximum 2500 words) will require you to undertake research on a relevant topic and aims to develop your research and written communication skills.
Relates to objectives: 3-4
Weight: 25%
Internal or external: Both
Group or individual: Individual
Due date: Week 8

Assessment name: Examination (written)
Description: The examination will take two (2) hours, with 45 minutes perusal time. You will be required to answer two (2) out of three (3) questions. Most questions will be problem based and the exam may include an essay-style and/or a case note question. There is no compulsory question. The examination is open book.
Relates to objectives: 1-5
Weight: 60%
Internal or external: Both
Group or individual: Individual
Due date: Central Exam Period

Academic Honesty

QUT is committed to maintaining high academic standards to protect the value of its qualifications. To assist you in assuring the academic integrity of your assessment you are encouraged to make use of the support materials and services available to help you consider and check your assessment items. Important information about the university's approach to academic integrity of assessment is on your unit Blackboard site.

A breach of academic integrity is regarded as Student Misconduct and can lead to the imposition of penalties.

Resource materials

Prescribed Materials:
There are no texts, which cover all of the topic areas in this course. Accordingly, no books are prescribed as essential to buy.

Recommended Reference Materials:
However, students must have access to the following books for the different modules of the course:

Corporations Module
J Gooley: Corporations and Associations Law, 4th ed, 1999 (Butterworths) (this book also has limited material on Joint Ventures and Unit Trusts) or
P Hanrahan, I Ramsay, G Stapledon: Commercial Applications of Company Law, 10th ed, 2009. CCH

Unit Trusts Module
G Dal Pont and Don Chalmers: Equity and Trusts in Australia and New Zealand, 3rd ed, 2004

Partnership Module
RL Fletcher: The Law of Partnership in Australia, 9th ed, 2007 (Thomson) or
S Graw: An Outline of the Law of Partnership, 3rd ed, 2007 (Thomson )

Joint Venture Module
WD Duncan (ed): Joint Ventures Law in Australia, 2nd Ed, 2005, (Federation Press) (this book also has some material on Unit Trusts)

Associations Incorporation Act Module
AJ Sievers: Associations and Clubs Law in Australia and New Zealand, 2nd ed, 1996

Blackboard Site
Online resources for this unit are available on the unit blackboard site.

Risk assessment statement

There are no out of the ordinary risks associated with this unit

Disclaimer - Offer of some units is subject to viability, and information in these Unit Outlines is subject to change prior to commencement of semester.

Last modified: 11-Oct-2012