Overview

The purpose of this text is to provide a comprehensive, yet succinct, examination of the most significant areas of corporations law. Through the identification of the key elements underlying the pertinent statutory provisions, the use of a plain English writing style and simple format, the text seeks to make corporations law more accessible to those who seek to study or practise in the area of corporations law. Since the publication of the fourth edition there have been significant changes in corporations law. From a legislative perspective, important changes have also been effected through the passage of, inter alia, CLERP 9. This has impacted significantly on the law pertaining to executive officers and directors (in particular their remuneration and financial reporting) and disclosure documents. Judicially, this period has been marked by a considerable number of important cases pertaining to directors’ liability arising out of, inter alia, high profile corporate collapses, including HIH and One.Tel. These cases have provided guidance as to the applicability of both statutory and equitable directors’ duties, but also clarified the procedural and substantive law aspects of the penalties flowing from breaches of such duties.

Full Product Details

Author:   Julie Cassidy
Publisher:   Federation Press
Imprint:   Federation Press
Edition:   5th New edition
Dimensions:   Width: 16.60cm , Height: 2.30cm , Length: 24.00cm
Weight:   0.560kg
ISBN:  

9781862875975

ISBN 10:   1862875979
Pages:   416
Publication Date:   15 February 2006
Audience:   College/higher education ,  Tertiary & Higher Education
Format:   Paperback
Publisher's Status:   Active
Availability:   Out of stock  
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Table of Contents

Preview Introduction/ Historical development of corporations law/ Australian developments/ Present jurisdictional and administrative arrangements/ Constitutional position Choosing Between Business Organisations Introduction/ Sole proprietorship/ Trading trust/ Partnership/ Joint ventures/ Company Corporate Personality Introduction/ Corporate personality/ Company's liability/ Piercing the corporate veil Promoters and Pre-registration Contracts Introduction/ Who is a promoter?/ Promoter's duties/ Consequences of a breach of a promoter's duties/ Pre-registration contracts at common law / Breach of warranty of authority/ Reimbursement of promoter's costs/ Pre-registration contracts under the Corporations Act Incorporation and Registration of Corporations Introduction/ Shelf companies/ Prerequisites to registration/ Registration/ Post-registration requirements/ Registration of existing entities The Corporate Constitution Introduction/ Memorandum and articles/ Mandatory and replaceable rules and the constitution/ Statutory contract/ Objects Shares and Dividends Introduction/ Shares/ Authorised share capital/ Categories of shares/ Variation of class rights/ Maintenance of share capital/ Dividends Disclosure Documents Introduction/ Self-assessment/ Securities/ Offers that need Disclosure/ Excluded offers/ Disclosure Document/ Requirements for Offering Securities/ Contents of Disclosure Document/ Stop Orders/ Defective Disclosure/ Restrictions on Advertising and Publicity/ Hawking Securities/ Financial Services Reform Act Appointment and Removal of Directors Introduction/ Board of directors/ Directors of officers/ Company officers/ Qualifications/ Disqualification from being a director/ Appointment of directors/ Directors' remuneration/ Resignation/ Vacation of office/ Removal of directors/ Payments for loss of office Directors' Duties Introduction/ Director's fiduciary relationship/ Duty to act honestly and in the best interests of the company/ Duty not to fetter discretion/ Proper purpose doctrine/ Duty to avoid a conflict of interests/ Duty to act with due care and diligence/ Insolvent trading Meetings Introduction/ Types of meetings/ Meetings/ Board meetings/ Annual general meeting/ General meetings/ Directors' power to postpone meetings/ Class meetings/ Notice of meetings/ Quorum/ Resolutions/ Proxies/ Representatives/ Voting/ Minutes of meeting/ Validating procedural irregularities Members' Remedies Introduction/ Types of proceedings/ Rule in Foss v Harbottle/ Statutory derivative action/ Oppressive, unfairly prejudicial or unfairly discriminatory conduct/ Section 1324 injunctions/ Right to inspect books External Administration Introduction/ Schemes of arrangement/ Receivership/ Administration of company/ Winding up generally/ Winding up by the court/ Voluntary winding up/ Deregistration Table of Cases/ Table of Legislation/ Index

Reviews

Julie Cassidy's book, Concise Corporations Law is among the best [of the Concise series]. In just 340 pages she manages to achieve a simple, yet superbly thorough, summary of the key legislative principles which govern Australia's complex corporations law. Leading judicial decisions are identified and highlighted, in each case with brief summaries of the facts and ratios and, in some instances, with what the text refers to as leading statements by judges. Principles of law are set out in a particularly clear fashion, and always by reference to the relevant statutory provisions, and headings and point forms are liberally used thoroughout the book to assist the reader. Although this publication is ideally suited for students, practitioners should find Concise Corporations Law to be of substantial benefit when researching unfamiliar areas of Australia's corporations law. This work offers lawyers who wish to identify and apply general principles of company law, or to ascertain what leading cases have held, a highly desirable, timesaving alternative to the volumes of looseleaf services and dense text books that are currently available. I do not hesitate in recommending Cassidy's Concise Corporations Law. - Victoria Bar News, Winter 1996

Julie Cassidy's book, Concise Corporations Law is among the best [of the ""Concise"" series]. In just 340 pages she manages to achieve a simple, yet superbly thorough, summary of the key legislative principles which govern Australia's complex corporations law. Leading judicial decisions are identified and highlighted, in each case with brief summaries of the facts and ratios and, in some instances, with what the text refers to as ""leading statements"" by judges. Principles of law are set out in a particularly clear fashion, and always by reference to the relevant statutory provisions, and headings and point forms are liberally used thoroughout the book to assist the reader. Although this publication is ideally suited for students, practitioners should find Concise Corporations Law to be of substantial benefit when researching unfamiliar areas of Australia's corporations law. This work offers lawyers who wish to identify and apply general principles of company law, or to ascertain what leading cases have held, a highly desirable, timesaving alternative to the volumes of looseleaf services and dense text books that are currently available. I do not hesitate in recommending Cassidy's Concise Corporations Law. - Victoria Bar News, Winter 1996

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