Course overview
- Study period
- Semester 2, 2024 (22/07/2024 - 18/11/2024)
- Study level
- Postgraduate Coursework
- Location
- St Lucia
- Attendance mode
- In Person
- Units
- 2
- Administrative campus
- St Lucia
- Coordinating unit
- Law School
The effective and efficient governance of corporations is crucial to their success as vehicles for the creation of wealth. The course will explore the legal, regulatory, and market-based mechanisms by which corporations are governed and how governance practices can contribute to superior decision making by corporate boards.
Companies are the most common vehicle for doing business in Australia and in many other jurisdictions. This situation has arisen because companies are legal entities separate from the persons who are the members, and those members have only limited liability for the obligations of the companies they invest in. In this course, we look closely at corporate governance, by studying the theories of the corporation and examining the structure of and relationship between company organs, directors' duties, enforcement,ﾠlimited liability, the role that corporate governance codes play, financial reporting and disclosure, the attributes of directors and emerging issues in corporate governance.ﾠﾠ
Course requirements
Assumed background
Students are assumed to have knowledge about the Australian legal system and of Australian business and corporations law.ﾠ
Prerequisites
You'll need to complete the following courses before enrolling in this one:
LAWS7023
Restrictions
MICLaw, MICLaw/MCom, MBus and MCyberSec
Course contact
Course staff
Lecturer
Timetable
The timetable for this course is available on the UQ Public Timetable.
Additional timetable information
In Week 1, seminars will be conducted in person as timetabled. There are no pre-recorded lectures that students must watch in Week 1.
During Week 2 to 6 and Week 8 to 12, seminars are scheduled and delivered as follows:
- A one-hour pre-recorded lecture that serves as an introduction to each week’s seminar will be released by 2 pm on the Monday of each relevant week. These recordings will be available on the course site: Learning resources >> Lecture Recordings.
- A two-hour seminar conducted in person at the UQ St Lucia campus, as set out on the timetable.
Students are expected to have watched the pre-recorded lecture and to have completed the pre-seminar readings before attending the two-hour seminar.
Aims and outcomes
Teaching Mission Statement
The mission of the UQ Law School is to educate students in and about the law. We seek to assist you to think critically about the law and to investigate its structures, principles, policies, and values. This is achieved by engaging with you as fellow investigators in a range of critical and intellectual conversations about the law and its place in society. Our role is thus to guide you in your own intellectual journey in the law and to equip you with the necessary skills that will enable you to continue that journey long after you have left the Law School.
Course Aims
The course aims to educate students about the law and practice around corporate governance. We seek to assist you to think critically about these issues and to investigate the relevant structures, principles, policies and values. This is achieved by engaging with you as fellow investigators in a range of critical and intellectual conversations about the law, its place in society and practice. Our role is thus to guide you in your own intellectual journey in this area and to equip you with the necessary skills that will enable you to continue that journey after completion of this course.
Learning outcomes
After successfully completing this course you should be able to:
LO1.
Understand and explain the theoretical bases of corporate law affecting the structure and operation of the company and whether they permit appropriate interaction between the organs of the company, ensure good governance and protect members' interests.
LO2.
Demonstrate an awareness of the different policy perspectives that bear upon corporate law and governance.
LO3.
Undertake research in these areas of law with a view to resolving more complex problems or advising on the effect of further developing or reforming current principles and rules.
Assessment
Assessment summary
| Category | Assessment task | Weight | Due date |
|---|---|---|---|
| Essay/ Critique |
Assignment 1
|
50% |
5/09/2024 2:00 pm |
| Essay/ Critique |
Assignment 2
|
50% |
7/11/2024 2:00 pm |
Assessment details
Assignment 1
- Online
- Mode
- Written
- Category
- Essay/ Critique
- Weight
- 50%
- Due date
5/09/2024 2:00 pm
- Learning outcomes
- L01, L02, L03
Task description
The Take Home Assignment 1 for Corporate Governance is about the course material covered in Week 2 to Week 6. This assignment will be released in Week 4, at 2 pm on Friday 16 August 2024. The due date and time for this assignment is 2 pm on Thursday 5 September 2024 (Week 7).
This assignment will consist of two questions, which may be internally divided into a series of questions and/or parts. Each student must answer both questions and all of the questions and/or parts of each question. The questions will be based on the material covered in Week 2 to Week 6.
In answering the questions, students must demonstrate their mastery of the material covered in Week 2 to Week 6. In particular, students are required to base their answers on the readings from Grantham and the weekly pre-class readings. In addition, students are required to conduct independent research to prepare their answers.
This assignment is an individual assessment piece. Students must prepare their own answers independently from other students and without the assistance or input of other students and of other individuals. The UQ academic integrity and plagiarism policies and procedures set out in the section of the Policies and Procedures.
Use of AI
This assessment task evaluates student's abilities, skills and knowledge without the aid of Artificial Intelligence (AI). Students are advised that the use of AI technologies to develop responses is strictly prohibited and may constitute student misconduct under the Student Code of Conduct Policy .
Submission details:
- Students must type up their answers in Word using 12 pt Arial or Times New Roman, and must type their family name, first name and student number at the beginning of their answers.
- Students must submit their answers electronically (one file in Word) using the Assignment Submission link on the course site: >> Assessment >> Assignment: Corporate Governance in Theory.
- The total word limit for this assignment (excluding footnote references provided they are references only and not presenting further information to answers) is 3000 (three thousand) words. The word limit includes: each student’s family name, first name and student number; all headings; all answers. To be clear: after the word limit has been reached, the remainder of answers will not be marked, and answers in footnotes will not be marked. Therefore, the ‘10% penalty rule’ does not apply.
- Students must reference their answers using the Australian Guide to Legal Citation 4th edition (‘AGLC’).
- No separate bibliography list or reference must be provided.
Submission guidelines
Submitted electronically as a Word document using the Assignment submission link on the course site.
Deferral or extension
You may be able to apply for an extension.
The maximum extension allowed is 7 days. Extensions are given in multiples of 24 hours.
Extension to Assessment Due Date
An extension for an assessment item due within the teaching period in which the course is offered will generally be limited to one week in the first instance. In exceptional circumstances, approved extensions may be granted for more than one week but will not exceed four weeks in total. Where a student is incapacitated for a period exceeding four weeks of the teaching period, they should be advised to apply for removal of course.
A student may apply for an extension to assessment due date if they are unable to meet an assessment deadline due to extenuating circumstances. Please refer to the Applying for an extension page on my.UQ for further details on acceptable reasons for an extension and for instructions on how to apply. Additional information on extensions can be found within the Assessment Procedure .
Spoken or written notification of difficulties with assessment deadlines to a course coordinator or the School does not constitute an authorised extension.
Applications to be submitted before the due date: Applications for extension (whether they be medical or exceptional circumstances) shall be made by the due date and time for the assessment. Requests for extensions received after the assessment item submission due date and time, must include evidence of the reason for the late request, and will require the decision maker listed in the Student Grievance Resolution Procedure to accept the request for consideration.
Late submission
A penalty of 10% of the maximum possible mark will be deducted per 24 hours from time submission is due for up to 7 days. After 7 days, you will receive a mark of 0.
Penalties for Late Submission
The following penalties apply to late submission of an assessment item, assuming that an extension has not been approved, and that late submission is academically possible (e.g., it does not delay feedback to a cohort, or interfere with course delivery).
First 7 periods of 24 hours (or part thereof) - 10% per 24 hours of the maximum possible mark for the assessment item. For example, a report worth a maximum of 40 marks, submitted 28 hours late will attract a penalty of 8 marks, calculated as 2 periods of 24 hours x 10% x 40 marks.
More than 7 periods of 24 hours - 100%.
Assignment 2
- Online
- Mode
- Written
- Category
- Essay/ Critique
- Weight
- 50%
- Due date
7/11/2024 2:00 pm
- Learning outcomes
- L01, L02, L03
Task description
The Take Home Assignment 2 for Corporate Governance is about the course material covered in Week 8 to Week 12. This assignment will be released in Week 11, at 2 pm on Friday 11 October 2024. The due date and time for this assignment is 2 pm on Thursday 7 November 2024.
This assignment will consist of two questions, which may be internally divided into a series of questions and/or parts. Each student must answer both questions and all of the questions and/or parts of each question. The questions will be based on the material covered in Week 8 to Week 12.
In answering the questions, students must demonstrate their mastery of the material covered in Week 8 to Week 12. In particular, students are required to base their answers on the readings from Grantham and the weekly pre-class readings. In addition, students are required to conduct independent research to prepare their answers.
This assignment is an individual assessment piece. Students must prepare their own answers independently from other students and without the assistance or input of other students and of other individuals. The UQ academic integrity and plagiarism policies and procedures set out in the section of the Policies and Procedures.
This assessment task evaluates student's abilities, skills and knowledge without the aid of Artificial Intelligence (AI). Students are advised that the use of AI technologies to develop responses is strictly prohibited and may constitute student misconduct under the Student Code of Conduct Policy .
Submission details:
- Students must type up their answers in Word using 12 pt Arial or Times New Roman, and must type their family name, first name and student number at the beginning of their answers.
- Students must submit their answers electronically (one file in Word) using the Assignment Submission link on the course site: >> Assessment >> Assignment: Corporate Governance in Practice.
- The total word limit for this assignment (excluding footnote references provided they are references only and do not present additional information to answers) is 3000 (three thousand) words. The word limit includes: each student’s family name, first name and student number; all headings; all answers. To be clear: after the word limit has been reached, the remainder of answers will not be marked, and answers in footnotes will not be marked. Therefore, the ‘10% penalty rule’ does not apply.
- Students must reference their answers using the Australian Guide to Legal Citation 4th edition (‘AGLC’).
- No separate bibliography list or reference must be provided.
Submission guidelines
Submitted electronically as a Word document using the Assignment submission link on the course site
Deferral or extension
You may be able to apply for an extension.
The maximum extension allowed is 7 days. Extensions are given in multiples of 24 hours.
Extension to Assessment Due Date
An extension for an assessment item due within the teaching period in which the course is offered will generally be limited to one week in the first instance. In exceptional circumstances, approved extensions may be granted for more than one week but will not exceed four weeks in total. Where a student is incapacitated for a period exceeding four weeks of the teaching period, they should be advised to apply for removal of course.
A student may apply for an extension to assessment due date if they are unable to meet an assessment deadline due to extenuating circumstances. Please refer to the Applying for an extension page on my.UQ for further details on acceptable reasons for an extension and for instructions on how to apply. Additional information on extensions can be found within the Assessment Procedure .
Spoken or written notification of difficulties with assessment deadlines to a course coordinator or the School does not constitute an authorised extension.
Applications to be submitted before the due date: Applications for extension (whether they be medical or exceptional circumstances) shall be made by the due date and time for the assessment. Requests for extensions received after the assessment item submission due date and time, must include evidence of the reason for the late request, and will require the decision maker listed in the Student Grievance Resolution Procedure to accept the request for consideration.
Late submission
A penalty of 10% of the maximum possible mark will be deducted per 24 hours from time submission is due for up to 7 days. After 7 days, you will receive a mark of 0.
Penalties for Late Submission
The following penalties apply to late submission of an assessment item, assuming that an extension has not been approved, and that late submission is academically possible (e.g., it does not delay feedback to a cohort, or interfere with course delivery).
First 7 periods of 24 hours (or part thereof) - 10% per 24 hours of the maximum possible mark for the assessment item. For example, a report worth a maximum of 40 marks, submitted 28 hours late will attract a penalty of 8 marks, calculated as 2 periods of 24 hours x 10% x 40 marks.
More than 7 periods of 24 hours - 100%.
Course grading
Full criteria for each grade is available in the Assessment Procedure.
| Grade | Cut off Percent | Description |
|---|---|---|
| 1 (Low Fail) | 0 - 19 |
Absence of evidence of achievement of course learning outcomes. |
| 2 (Fail) | 20 - 47 |
Minimal evidence of achievement of course learning outcomes. |
| 3 (Marginal Fail) | 48 - 49 |
Demonstrated evidence of developing achievement of course learning outcomes |
| 4 (Pass) | 50 - 64 |
Demonstrated evidence of functional achievement of course learning outcomes. |
| 5 (Credit) | 65 - 74 |
Demonstrated evidence of proficient achievement of course learning outcomes. |
| 6 (Distinction) | 75 - 84 |
Demonstrated evidence of advanced achievement of course learning outcomes. |
| 7 (High Distinction) | 85 - 100 |
Demonstrated evidence of exceptional achievement of course learning outcomes. |
Supplementary assessment
Supplementary assessment is available for this course.
Learning resources
You'll need the following resources to successfully complete the course. We've indicated below if you need a personal copy of the reading materials or your own item.
Library resources
Find the required and recommended resources for this course on the UQ Library website.
Own copy required
You'll need to have your own copy of the following reading resources. We've indicated below if you need a personal copy of the reading materials or your own item.
| Item | Description |
|---|---|
| Book |
The Law and Practice of Corporate Governance
by Grantham; Ross - 2022 Edition: 2nd ed Publisher: LexisNexis Butterworths ISBN: 9780409355963; 9780409355956 |
Additional learning resources information
The Discussion Board on Blackboard is for communication between students only and will NOT be used by the course staff.
Learning activities
The learning activities for this course are outlined below. Learn more about the learning outcomes that apply to this course.
Filter activity type by
Please select
| Learning period | Activity type | Topic |
|---|---|---|
Week 1 (22 Jul - 28 Jul) |
Seminar |
Week 1 Introduction to the course. What to expect with seminars and assessment. How to prepare each week. Learning outcomes: L01, L02, L03 |
Week 2 (29 Jul - 04 Aug) |
Lecture |
Pre-recorded Week 2 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 2 seminar. Learning outcomes: L01, L02, L03 |
Seminar |
Week 2 The focus and function of corporate governance. What is corporate governance? And why is it important? Learning outcomes: L01, L02, L03 |
|
Week 3 (05 Aug - 11 Aug) |
Lecture |
Pre-recorded Week 3 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 3 seminar. Learning outcomes: L01, L02, L03 |
Seminar |
Week 3 Nature of the company and limited liability Learning outcomes: L01, L02, L03 |
|
Week 4 (12 Aug - 18 Aug) |
Lecture |
Pre-recorded Week 4 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 4 seminar. Learning outcomes: L01, L02, L03 |
Seminar |
Week 4 Whose interest does the company serve? Includes the purpose of corporations, 'social licence' to operate and CSR Learning outcomes: L01, L02, L03 |
|
Week 5 (19 Aug - 25 Aug) |
Lecture |
Pre-recorded Week 5 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 5 seminar. Learning outcomes: L01, L02, L03 |
Seminar |
Week 5 Control in corporations - A taxonomy of control strategies, focussing on legal strategies: Directors' Duties Learning outcomes: L01, L02, L03 |
|
Week 6 (26 Aug - 01 Sep) |
Lecture |
Pre-recorded Week 6 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 6 seminar. Learning outcomes: L01, L02, L03 |
Seminar |
Week 6 Regulation, includes enforcement by ASIC Learning outcomes: L01, L02, L03 |
|
Week 7 (02 Sep - 08 Sep) |
Seminar |
No Seminar scheduled Assignment due in Week 7 |
Week 8 (09 Sep - 15 Sep) |
Lecture |
Pre-recorded Week 8 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 8 seminar Learning outcomes: L01, L02, L03 |
Seminar |
Week 8 Corporate governance codes, delineating the role of the board and management, the function of the board Learning outcomes: L01, L02, L03 |
|
Week 9 (16 Sep - 22 Sep) |
Lecture |
Pre-recorded Week 9 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 9 seminar Learning outcomes: L01, L02, L03 |
Seminar |
Week 9 Strategy, risk and the role of board committees Learning outcomes: L01, L02, L03 |
|
Week 10 (30 Sep - 06 Oct) |
Lecture |
Pre-recorded Week 10 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 10 seminar Learning outcomes: L01, L02, L03 |
Seminar |
Week 10 Financial reporting and disclosure and selecting the 'right' directors Learning outcomes: L01, L02, L03 |
|
Week 11 (07 Oct - 13 Oct) |
Lecture |
Pre-recorded Week 11 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 11 seminar Learning outcomes: L01, L02, L03 |
Seminar |
Week 11 'Culture' and regulating corporate behaviour from within Learning outcomes: L01, L02, L03 |
|
Week 12 (14 Oct - 20 Oct) |
Lecture |
Pre-recorded Week 12 lecture Released to the course site. Students must complete their pre-class readings and watch this lecture before attending the Week 12 seminar Learning outcomes: L01, L02, L03 |
Seminar |
Week 12 Emerging issues in corporate governance Learning outcomes: L01, L02, L03 |
|
Week 13 (21 Oct - 27 Oct) |
Seminar |
No seminar scheduled Students to work on Assignment 2 |
Policies and procedures
University policies and procedures apply to all aspects of student life. As a UQ student, you must comply with University-wide and program-specific requirements, including the:
- Student Code of Conduct Policy
- Student Integrity and Misconduct Policy and Procedure
- Assessment Procedure
- Examinations Procedure
- Reasonable Adjustments - Students Policy and Procedure
Learn more about UQ policies on my.UQ and the Policy and Procedure Library.
School guidelines
Your school has additional guidelines you'll need to follow for this course: