bfa726 workshop 11 2015

BFA726 Workshop 11 Simone Bingham 1

BFA726 Workshop 11

Some material about the exam structure

Some practice theory questions

BFA726 Workshop 11 2

Any final questions about the Assessment Task 3?

This is due 9th October at 2.00pm


The ExamThe Exam is on the 24th October at

1.00pm in the Activities CentreYou may take in your Corporations

legislation but nothing elseYour legislation may have tabs that state

the number of the section and the name of the section but nothing else.

You can underline and highlight as well I will not be there for the start of the

exam


The Exam The Exam is divided into two sections Part A

Has seven theory type questions You must answer three questions and each question is worth

16 marks Total marks you can obtain for part A is 48 marks

Part B Has four practical type questions You must answer two questions and each question is worth

26 marks Total marks you can obtain for Part B is 52 marks

The exam will be marked out of 100 and is worth 60% of your marks for the unit


The Exam – timing

This is a three hour exam 3 x 60 minutes = 180 minutes

Part A - you MUST answer three questions, each worth 16 marks ( 3 x 16 = 48 marks)

So you must spend roughly 29 minutes on each Question in Part A

Part B - you MUST answer two questions, each worth 26 marks (2 x 26 – 52 marks)

You will earn more marks from attempting to answer the five questions than spending too long on answering only 3 or 4 questions so good time management in the exam is essential

Question Time Allocated

Part A – question 29 minutes



Part B – question 46 minutes

Part B – question 46 minutes

Total Time 179 minutes


Another Way to set out Problem Solving Answers

The text book contains some good tips of studying

Pages xiv to xix

It sets out a framework as well for setting out an answer to a practical problem, so the Part B questions. We will work on those next week but here is the framework they suggest. This is another way of setting out an answer, using PIRAC is another

The Issue

Relevant Law

Main Legal Principle

Arguments on the facts

Supporting Cases

Second Principle and Opposing Argument

Application of the Second Principle

Conclusion


Answering Theory Questions

You have been working on the theory all semester as part of the answers you need to develop, prepare and answer the workshop questions

What you have not done yet though is specifically consider how to answer theory type questions.

What we are going to do today is look at some theory questions and work in groups to answer them

Many of these questions come straight from the text book. Please understand and be aware that by the

provision of these questions I am NOT making any statements or guarantees that the Part A questions that appear on the exam this year come only from these questions!


Some Theory Questions

Questions from Chapter 5

1. Why does the Corporations Act 2001 (Cth) require that companies comply with internal rules and what can these internal rules be comprised of? What two factors affect the exact source of those rules?

2. In what circumstances would you advise a proprietary company to adopt a constitution?

3. Explain how a company’s constitution can be changed?


1. Who can be a director of a company in Australia and how can a director be removed from office?

2. Briefly describe the role of:

An executive director

A non-executive director

The chair

An audit committee

3. What are the duties of a company secretary? Do all companies have to appoint a company secretary?




1. Described the two ways in which a company may enter into a contract with an outsider?

2. Why was the company in Crabtree-Vickers Pty Ltd V Australia Direct Mail Advertising & Addressing Co Pty Ltd (1975) CLR 72 not bound by the contract? Does the current statutory provisions overcome this decision? Give reasons.

3. Why does both the common law and that Corporations Act 2001 (Cth) provide outsiders with protection when they enter into contract with corporations? Outline the major common law and statutory protection that is provided to outsiders.

Questions for Chapter 9

1. What rights does ownership of a share give the holder?

2. Can companies restrict a member’s rights to transfer shares? If so what mechanisms can a company use to restrict share transfer and what can a new member do should a company refuse to register her as the new owner of shares?

3. What would ‘just cause’ for the refusal to register a transfer of shares?



From Chapter 14

1. Explain the difference between a member’s derivative right and personal rights?

2. In what kinds of situations is a member likely to be successful in obtaining relief from oppression under Pt 2.F.1?

3. Identify some of the circumstances which may form the basis for winding up order under s461(1)?

From Chapter 12

1. Explain what is a fiduciary and why directors are fiduciaries?

2. Why is a director required to act for proper purpose?

3. What is meant by the duty to act in good faith , as required by section 181 of the Corporations Act?



From Chapter 21

1. Certain offers of securities do not require a disclosure document (see s708). Explain the rationale behind these exclusions and give examples.

2. In general terms, what information must a prospectus contain? How does this differ from the information required for an offer information statement?

3. Who can be liable for misleading and deceptive conduct in relation to disclosure documents?


Workshop

Noon to 12.30pm Simone speaking about exam and theory questions

12.30 to 1.40pm you should read all the questions through and decide on one question and get into a group with one or two other students

12.40pm to 1.30pm spend 40 - 50 minutes in that group working out a good answer to that question

Having done so , one member from each group MAY come up and present it

If I am quick enough I can type up notes and whatever notes I can type I am happy to put on MyLO, knowing that the notes just represent what students have put together

No one needs to do a presentation, totally voluntary


Next week and beyond!!!

Is our last workshop Please bring your legislation and your text

book and be prepared to engage in some class corporate law problem solving.

I will be available for student consult between now and the 23 October but please email me to make a time so I can ensure I am in my office.

Please do not forgot to fill out the eVALuate for the unit

bfa726 workshop 11 2015

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