VICTORIA UNIVERSITY
COLLEGE OF LAW AND JUSTICE
SCHOOL OF LAW
BLO 2205 CORPORATE LAW ASSIGNMENT Semester 1 2017
The ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations 3rd edition set out eight principles of good corporate governance. Principle 7 provides: Recognise and manage risk: A listed company should establish a risk management framework and periodically review the effectiveness of that framework.
In late 2016 Ardent Leisure Ltd, the owner and operator of the Dreamworld leisure park on the Queensland Gold Coast suffered significant financial harm following a tragic accident at Dreamworld that caused the death of a number of patrons on one of the rides at Dreamworld.
The board of directors of Ardent Leisure Ltd were criticised because of the company’s poor and insensitive handing of the fatal incident and subsequent crisis. It could be argued that Ardent Leisure failed to recognise and manage the risk that the company had to deal with arising from this incident.
Required: Having regard to the above facts answer the following:-
a) Did the Board of Ardent Leisure recognise and manage the risk arising from this incident?
b) Assuming the Board failed to manage the risk, did the company and the directors breach Principles 7 of the ASX principles of Good Corporate Governance? What is the consequence, if any, for the company failing to comply with Principle 7? Can the ASX take any disciplinary action against the directors and company for failing to recognise and manage the risk in this instance?
c) Could it be argued that the directors had breached their duty of care and diligence or is the significant financial harm suffered by the company sufficient penalty?
d) After the incident did the Board review and improve the effectiveness of the company’s risk management framework?
(Total of 30 marks)
SUGGESTED REFERENCES:
Lipton, P., and Herzberg, A., Welsh, M, Understanding Company Law, 18 edition Thomson Reuters 2016.
Students should remember to look at the Lipton and Herzberg website. www.lipton-herzberg.com.au
Harris, J. Hargovan, A. Adams, M., Australian Corporate Law LexisNexis Butterworths 5th edition, 2015.
Austin R.P. & Ramsay, I., Ford's Principles of Corporations Law, Butterworths, Australia, 16th edition, 2014.
Baxt, R., and Fletcher, K.L., Fridman, S., Corporations and Associations Cases and Materials on, Butterworths, Australia, 10th edition, 2008.
Hanrahan, P., Ramsay I., Stapledon G., Commercial Applications of Company Law. Oxford 18th edition 2017
Redmond, P., Companies and Securities Law - Commentary and Materials, Law Book Co., Sydney, 5th, 2009.
Parker, Clarke, Veljanovski, Posthouwer, Corporate Law, Palgrave 1st edition 2012
Ciro T, Symes C, Corporations Law in Principle LBC Thomson Reuters, Sydney, 9th edition 2013
Li, G, Riley, S. Applied Corporate Law: A Bilingual Approach LexisNexis 1st Edition 2009.
Cassidy J., Corporations Law Text and Essential Cases. Federation Press, 4th edition Sydney 2013
Harris J, Corporations Law, LexisNexis Study Guide 1st edition 2008
Harris J, Butterworths Questions and Answers Corporations Law:, LexisNexis, 3rd Edition Sydney 2009.
Fisher S, Anderson C, Dickfos, Corporations Law - Butterworths Tutorial Series, 4th Edition Butterworths, Sydney 2014
Tomasic, R.,Jackson, J.,Woellner, R., Corporations Law - Principles, Policy and Process 4th Edition Butterworths., Sydney, 2002.
Tomasic, R. Bottomley,S. McQueen,R. Corporations Law in Australia, 2nd Edition Federation Press, Sydney 2002.
Latimer, P, Australian Business Law CC, 2017 Edition.
Vermeesch,R B, Lindgren, K E, Business Law of Australia Butterworths, 12th Edition, 2011.
Graw, Parker, Whitford, Sangkuhl and Do, Understanding Business Law 7th ed LexisNexis Butterworths, 2015.
Davenport, S and Parker D, Business and Law in Australia, Thomson Reuters, 2012
Fitzpatrick, Symes, Veljanovski, Parker, Business and Corporations Law; LexisNexis 3rd edition 2017
Crosling G M, Murphy H M, How to Study Business Law 4th Edition, Butterworths, 2009.
Research Suggestions: In addition to the above suggested references some of your research will come from the reading of newspaper reports, both hardcopy and online material, dealing with the criticism of the company’s handling of this matter. You should look for and at journal articles that discuss this situation. You should consult the textbook and the ASX website for the Good Principles of Corporate Governance. You should consult other websites generally to see what you can find on this topic. (Ardent Leisure Ltd annual report?)
Submission: Essays must be submitted on or before Friday 8th September 2017 by 5.00pm. No extensions will be considered unless a request is made in writing, before the due date, stating the reason for the request. Marks will be deducted for essays that are submitted after the due date.
The assignment should be written in your own words. A hard copy must be submitted. As well an electronic copy is to be submitted via the Turnitin link on Collaborate page for the subject. The Turnitin copy will be the 'time mark' for the purpose of the confirmation of the date and time of submission.
Student must put their tutor’s name on the assignment and must not attach the Turnitin report to their assignment.
All assignments must be in print form and submitted with a signed School of Law cover sheet to the assignment box located outside the School of Law Office, Level 3, Building A by 5.00 pm on the due date. Students must also submit an online copy of the assignment via WebCT by the due date. The online submission will be regarded as verification of submission by the due date. However, only the hard copy assignments that are submitted will be marked. Students on the Flinders Street campus will be advised by their lecturer about assignment submission.
Presentation
Readable connected prose NOT point form summaries
Accurate spelling, grammar, punctuation, paragraph construction. Proofreading
Effective use of HEADINGS
Consistent and accurate acknowledgment of sources using a recognised style – both in relation to in-text referencing and bibliography (Note the warning about plagiarism below).
The papers will be marked on the following basis:
Criteria Percentage of marks awarded
1. Depth of understanding of the topic and identification of relevant issues.
2. Awareness accuracy of the nature and content of relevant law.
3. Clarity and coherence of the analysis and quality of discussion and argument. 50 per cent
Writing and communication skills 30 per cent
Research skills 20 per cent
Referencing
In law, the preferred referencing style is footnoting. Students are reminded that they will lose marks if they merely reproduce passages copied word for word from texts and other references without attempting to convey information and express ideas in their own words. Of course this does not preclude the intelligent use of relevant quotations in respect of which proper references are given.
It should be noted that the references must be given in respect of all material included in the essay. References are not to be confined to situations in which the writer is citing a particular case or using a direct quotation. For example, if the writer is putting forward a legal proposition or using a statement or idea drawn from a specific source, that source must be acknowledged by reference. It is essential that references be properly acknowledged at all times and marks will be deducted if this is not done. References may be acknowledged by numbering them consecutively throughout the essay and by giving details of the references by way of numbered footnotes at the bottom of the relevant page, or by way of a list at the end of the essay. Note carefully that the edition and page numbers of references must be given: it is not sufficient to merely give the name and author of the work. When referring to cases, the full case citation must be given. In addition, a bibliography should always be included at the end of the essay. Students should contact the lecturer if they are in any doubt as to the requirements for the giving of references.
Referencing: Footnotes or end-notes must be used to acknowledge the source or sources of information contained in the assignment. Footnotes are preferred, but either will be accepted. In regard to the acknowledgment of references and matters of style and presentation, students are referred to:
1. Australian Guide to Legal Citation – VU Library Homepage. For all referencing questions for your assignment or any legal writing See: Australian Guide to Legal Citation: The VU Library has a 4 page edited version under Information for researchers: Click on Information for researchers and then click on Referencing and then click on Style Manuals. A copy of the Australian Guide to Legal citation is also available on VU Collaborate.
See: http://w2.vu.edu.au/library/referencing/files/AGLC2.pdf
Also see Monash Legal Abbreviations for abbreviations of legal publications.
See: http://www.lib.monash.edu.au/legal-abbreviations
2. G.R.E. Phillips and L.H. Hunt, Writing Essays and Dissertations,
3. G Campbell, The Little Black Book. (available in the bookshop).
Students are required to pay careful attention to spelling, expression, and legibility in the writing of their essays. There should be a margin on the left hand side of each page. Students should keep a copy of the essay submitted.
Plagiarism
Plagiarism is taking another person’s ideas and presenting them as your own, that is, without acknowledging the original source. You must acknowledge your sources of information including both direct and indirect quotations. A direct quotation must always be in inverted commas or in another style that indicates that it is a direct quotation. Your assignment must not consist of only quotations.
Plagiarism is regarded as a form of theft or cheating. It is a serious offence and will be dealt with seriously, including a fail grade in this subject.
Students should use the Turnitin software to check their assignments for poor referencing and plagiarism. Software such as “turn it in” and others are available.
Format
• Typed preferably and double-spaced
• Title page with student name and number, Subject code and name, topic
• A4 paper
• Sequential page numbering
• No folders
Assignments must be typed (word processor), using one side of the page only and leaving a wide margin. The word limit is 2,000 words.
Late Submissions
Students who believe that they have a genuine case for extension of time must lodge a formal written application for such an extension, stating relevant grounds and attaching supporting documentation. Such application must be made at least seven (7) days before the due date for submission. Should the extension be granted then a new deadline will be set.
Late submissions of the assignment will incur a penalty mark of one (1) mark per day. Marks may be deducted in respect of essays which are excessive in length.
The assignment will have a value of 30% for final assessment.