Course Coordinator: Dr Francesco de Zwart

Each week there will be a two-hour lecture and a one-hour seminar. The timetable will be staggered so that the lecture theme in one week is the seminar theme for the subsequent week. This ensures that students have had the advantage of attending the lecture and absorbing the relevant material for that week's theme prior to engaging with it on a deeper level in the seminars. Seminars will run in Weeks 2-12.

On successful completion of this course students will be able to:

1	Identify legal issues relevant to establishing and operating a business.
2	Identify different business structures.
3	Apply fundamental business law concepts to solve practical business problems.
4	Apply corporate law principles to address practical issues relating to the conduct of a business.
5	Structure and sustain concise and cohesive written arguments for a professional audience.

Students may find the following textbooks helpful but are not expected to purchase them:

Jeff Fitzpatrick et al, Business and Corporations Law (LexisNexis, 5th edition, 2023).

Mark Giancaspro and Colette Langos, Contract Law: Principles and Practice (LexisNexis, 2022).


The Competition and Consumer Act 2010 (Cth) (incorporating the Australian Consumer Law) and the Corporations Act 2001 (Cth) are available free on a number of sites, including AustLII and the Federal Register of Legislation.

AustLII can be accessed here: http://www.austlii.edu.au/.  

The Federal Register of Legislation can be accessed here: https://www.legislation.gov.au/.

The MyUni course page for this course can be accessed at http://www.adelaide.edu.au/myuni/.  MyUni will be used for communication, including the posting of announcements. Besides this Course Outline, students can also use MyUni to access copies of the PowerPoint slides used in lectures, recordings of lectures, assessment tasks, and other course materials. Students are expected to check MyUni regularly to keep up to date with these materials and additional learning resources throughout the course.

This course will be delivered via weekly lectures. Lectures are recorded and will be available to students via Echo360 (Course MyUni Page). Lectures commence in Week 1. Further, students are highly encouraged to attend a weekly seminar (tutorial) of a 50-minute duration. The majority of seminars will involve problem solving exercises based on lecture content and set reading materials. Seminars commence in Week 2, but there is no seminar in Week 13. A Study Guide will be available to students on MyUni. The Study Guide will contain references to relevant readings and outline weekly seminar topics/tasks.

The University expects full-time students (i.e. those taking 12 units per semester) to devote a total of 48 hours per week to their studies. This means that you are expected to commit approximately 9 hours of private study in addition to your regular classes.

Week	Lecture Topic	Elements Covered
1	Introduction to the Australian legal System and Torts	Constitution Common Law and Statute Hierarchy of Courts Tort of Negligence
2	Contract Formation	Elements of a Contract Terms Capacity
3	Contract Performance	Genuine Consent
4	Contract Termination and Remedies	Discharge Remedies
5	Australian Consumer Law	Statutory Misrepresentation (Misleading and Deceptive Conduct)
6	Australian Consumer Law	Unconscionable Conduct
7	Business Legal Structures other than Companies: Focus on Partnerships	Sole Trader Joint Venture Partnership
8	Company Types and the Incorporation Process and Effects	Classification and Types Incorporation process ASIC
9	Governance and Pre-Registration Contracts	Replaceable Rules and Constitutions Promoters and Pre-Registration Contracts
10	Membership and Director's Duties	Shareholders/Meetings Duty of Loyalty Duty to Avoid Conflicts of Interest Duty of Care and Diligence Duty to Act in Good Faith and for a Proper Purpose Duty to Prevent Insolvent Trading
11	Member’s Remedies and Financial Reporting Requirements	Minority Rights and Statutory Powers Accounts and Financial Reporting in the Corporations Act Dividends Audit
12	Corporate Insolvency and Exam Revision	Receivership, Voluntary Administration and Liquidation Data protection, Privacy

Assessment Task	Individual or Group Activity?	Redeemable	Weighting	Length	Due	Learning Outcomes
Quiz 1 - Australian Legal System	Individual	No	5%	24 hours	Quiz opens at 9am Tuesday Week 3 and closes 9am Wednesday Week 3	3, 4
Quiz 2 - Australian Consumer Law	Individual	No	5%	24 Hours	Quiz opens at 9am Tuesday Week 8 and closes 9am Wednesday Week 8	3, 4
Academic Integrity Module	Individual	No	5%	5 weeks	Opens Monday Week 1 and Closes 5pm Friday Week 5	3, 4
Business Law Assignment	Individual or Group	No	30%	2,500 words limit	2pm Friday of the First Week of the Mid-Semester Break	3, 5
Final Exam	Individual	No	55%	3 hours	University Examinations Period	1, 2, 3, 4

1. and 2.  Online Quizzes - Quiz 1 (5%) and Quiz 2 (5%)

Release Dates:
The first Online Quiz will be available in Week 3. It will open 9am Tuesday and close 9am Wednesday (open for 24 hour period).
The second Online Quiz will be available in Week 8. It will open 9am Tuesday and close 9am Wednesday (open for 24 hour period). Quizzes can be accessed via the relevant link on MyUni.

Details:
Each Online Quiz will consist of 20 multiple choice questions. Quiz questions for each individual student are drawn from a larger bank of questions and randomised. The first Online Quiz will test student knowledge on the Australian Legal System. The second Online Quiz will test student knowledge of the Australian Consumer Law (topics: misleading or deceptive conduct and unconscionable conduct).

Students are permitted only one attempt at each quiz. However, students will be able to log in and out of the online quiz portal as they wish during the 'open' period for completion, in which case all submitted answers will be retained and they can pick up from where they left off. However, students will not be able to go back and change their previous answers.

The Online Quizzes are NOT Redeemable

Standard Adelaide Law School submission requirements apply. Specific information will be provided in the assessment instructions for each item of assessment.

The following conditions also apply to submission of assessments:

1.  Students must retain a copy of all assignments submitted.

2.  The assignment paper must be submitted via 'TurnitIn' on MyUni. Details for electronic submission through Turnitin will be provided with the task instructions. All assessments will be submitted and monitored through text or code comparative software (e.g. Turnitin) where possible.

3.  By submitting your papers you are agreeing:
(a)  That all material in the assessment is your own work except where there is clear acknowledgement and reference to the work of others;
(b)  That you have read the University's Academic Integrity Policy; and
(c)  To give permission for your assessment work to be reproduced and submitted to other academic staff for the purposes of assessment and to be copied, submitted and retained in a form suitable for electronic checking of plagiarism.

4.  Late Submission: When an assignment is submitted after the due date, without an extension, 5% of the total mark possible will be deducted for every 24 hours or part thereof that it is late, including each day on a weekend and public holidays. For example, an assignment graded 63% will have 5% deducted if it is one hour late, for a final grade of 58%, 10% if it is 25 hours late, etc.

5.  Word Length: 5% of the total mark possible for a written assessment will be deducted for every 100 words (or part thereof) by which it exceeds a stipulated word limit. For example, a 2,000-word assignment graded at 63% will have 5% deducted if it is between 2,001 and 2,100 words long for a final mark of 58%. If the assignment is between 2,101 and 2,200 words long, 10% will be deducted for a final mark of 53%. Word limits include all words in the text, in headings, in quotations, but exclude citations in footnotes. Any separate cover page, table of contents, bibliography or list of sources is excluded from the word limit. If the word limit is misstated, this may be regarded as academic misconduct.

6.  Extensions: Requests for extensions must be made using the appropriate 'Assessment Task Extension' online form available at: https://law.adelaide.edu.au/intranet/forms-downloads/assessment-task-extension. Extensions will be granted only for limited medical, compassionate or extenuating circumstances in accordance with University Policy.

7.  Style of written work: Students are welcome to utilise either the Harvard referencing system (with in-text citations and a reference list at the end of the work) or the legal citation system (with footnotes appearing throughout the work and with no reference list at the end). Regardless of which system is chosen, the critically important requirement is that all sources are correctly cited, and all material in your written work that derives from an external source is appropriately quoted etc. Students are reminded that they are bound by the University’s Academic Integrity Policy. You can access referencing support here: https://www.adelaide.edu.au/library/referencing-support. You can also utilise the other supports provided in the course.

8.  Turnaround time: All written works for this course will be returned to students within 3 weeks of the submission date. Individual feedback will be provided on each paper.

Finality of Assessment Grades

Students are advised that Course Coordinators will not enter into negotiations of any kind with any student regarding changes to their grades. It is irrelevant, in any given circumstance, that only a minimal number of additional marks are required to inflate a student’s grade for any individual assessment item or course as a whole. Pursuant to the University’s Assessment for Coursework Programs Policyand the Adelaide Law School Assessment Policies and Procedures, grades may only be varied through the appropriate channels for academic review (such as an official re-mark).

Moderation

In accordance with the University’s Assessment for Coursework Programs Policy, course coordinators ‘ensure that appropriate marking guidelines and cross-marking moderation processes across markers are in place’ in each course. Procedures adopted by Adelaide Law School to ensure consistency of marking in courses with multiple markers include:

• assurance of the qualifications of markers, and their knowledge of the content covered in each course;
• detailed marking guidelines and assessment rubrics to assist in the marking of items of assessment;
• sharing of example marked assessments at various grade bands across markers;
• reviewing of selected marked assessments from each marker by the course coordinator;
• comparison of the marks and their distribution across markers;
• automatic double-marking of all interim assessment receiving a fail grade, and of final assessments where a student’s overall result is a fail grade;
• the availability of re-marking of assessments in accordance with Adelaide Law School’s Assessment Policies and Procedures.

Approval of Results by Board of Examiners

Students are reminded that all assessment results are subject to approval (and possible moderation/change) by the Law School’s Board of Examiners. Assessment results at the University are not scaled. Under the Assessment for Coursework Programs Policy, students are assessed ‘by reference to their performance against pre-determined criteria and standards … and not by ranking against the performance of the student cohort in the course’. However, under that same policy, the Board of Examiners (as the relevant Assessment Review Committee for courses at Adelaide Law School) is required to ‘ensure comparability of standards and consistency’ in assessment. On occasions, the Board of Examiners will form the view that some moderation is required to ensure the comparability of standards and consistency across courses and years, and accordingly provide fairness to all law students. All assessment results are therefore subject to approval (and possible change) until confirmed by the Board of Examiners and posted on Access Adelaide at the end of each semester.

The University Writing Centre provides academic learning and language development services and resources for local, international, undergraduate and postgraduate coursework students enrolled at the University of Adelaide.

The centre offers practical advice and strategies for students to master reading, writing, note-taking, time management, oral presentation skills, referencing techniques and exam preparation for success at university through seminars, workshops and individual consultations.

Lex Salus Program

Lex Salus (law and wellbeing) is an initiative of the Adelaide Law School aimed at destigmatising mental health issues; promoting physical, mental and emotional wellness; building a strong community of staff and students; and celebrating diversity within the school. It also seeks to promote wellness within the legal profession, through the involvement of the Chief Justice of the Supreme Court of South Australia, the Honourable Chris Kourakis, as the official Patron of the program.

Students can participate in the Lex Salus program by attending barbecue lunches, pancake breakfasts, knitting and crochet circles, seminars, guest speakers, conferences and other activities. Our Facebook page, website and regular all-student emails promote upcoming events, and have tips and information on wellness.

Our Lex Salus YouTube channel also includes videos on topics like managing stress, and interviews with LGBTQ lawyers and their supporters which celebrate diversity and individuality. Students who commit to 10 hours of volunteering with Lex Salus in one year can have their service recognised on their academic transcript and through a thank you morning tea with the Chief Justice and law school staff.

Student Life Counselling Support

The University’s Student Life Counselling Support service provides free and confidential service to all enrolled students. We encourage you to contact the Student Life Counselling Support service on 8313 5663 to make an appointment to deal with any issues that may be affecting your study and life.

Academic Integrity

All students must be familiar with the University’s Academic Integrity Policy. Academic Misconduct is a serious matter and is treated as such by the Law School and the University. Academic Misconduct (which goes beyond plagiarism) can be a ground for a refusal by the Supreme Court of South Australia to admit a person to practice as a legal practitioner in South Australia. Academic Integrity is an essential aspect of ethical and honest behaviour, which is central to the practice of the law and an understanding of what it is to be a lawyer.