This subject introduces the fundamentals of accounting and financial statement interpretation within the context of government and commercial environments. Commencing with an examination of the principal financial statements the subject navigates the nature and types of transactions undertaken by organisations and how these transactions are recorded and reported. In the second half of the semester the subject addresses the key techniques for deeply assessing the financial performance, funding capacity and solvency of organisations. Finally the subject concludes with an examination of the accounting policy choices organisations may use to present their financial statements in the best possible light.

Principal topics include:

• The purpose of accounting
• Accounting reports and analysis
• Financial statement ratios
• Financial statement disclosures
• Accounting policy choices and earnings management
• Accounting reports and business failures
• The limitations of accounting information.

The subject considers key legal concepts employed in commercial law and the practical role they play in solving commercial disputes. Our focus is on key structures and relationships used in commercial transactions, and the question of how such structures and relationships may affect third parties. As commercial parties often need to decide what legal structure to adopt in a relationship, we consider and compare the differing legal consequences of different types of commercial transactions, looking at their effect on both contracting parties and third parties. In doing so, we look at how key conceptual building blocks of commercial law (such as agency; trusts; sale; assignment; and security) are applied in practice. Given the international nature of much commercial law, and the important ongoing influence of shared common law concepts, we consider both Australian and English materials.

The syllabus remains flexible to ensure that our focus is on recent developments and topics of current interest. In 2021, the core topics studied will be: (i) agency: its internal and external aspects; (ii) trusts and their use in commercial transactions; (iii) sale and the effect of passing property; (iv) assignment of contractual rights and the practical effects of non-assignment clauses; (v) the operation of good faith in commercial relationships. Broader themes to be discussed include: (i) the effects of different transactions on third parties, including the limits placed by the law on the parties’ freedom to determine such effects; (ii) the interaction of common law, equity and statute in commercial contexts.

Students taking this subject will be assumed to have a basic knowledge of the principles of contract law, property law, equity and trusts, as applied in Australia or other legal jurisdictions.

Principal topics:

• Agency: internal and external aspects
• The use of trusts in commercial relationships
• Sale and the effect of passing property
• The transfer and protection of intangible commercial rights, including assignment of choses in action
• The role of good faith in commercial transactions

Australia has a detailed and comprehensive consumer protection regime dealing with the supply of goods and services, including financial products, to consumers. Primary legislation is the Australian Consumer Law (ACL), found in Schedule 2 of the Competition and Consumer Act 2010(Cth); equivalent provisions in the Australian Securities and Investments Commission Act 2001 (Cth) (ASIC Act) applying to financial services and products; and, for consumer credit, the National Consumer Credit Protection Act 2009 (NCCP Act). This subject provides students with a detailed knowledge of key features of the consumer protection regimes underlying the supply of goods, services and credit to consumers, along with the common law principles and policy imperatives that underpin these regimes. The lecturers include one of the Law School's private lawyers with specialist expertise in consumer law, and a leading practitioner in this field of law.

Principal topics include:

• Purposes of consumer protection law
• The regulatory toolkit
• Common law doctrines underlying the legislative regime
• Enforcement and remedial strategies.
• Key consumer protection regimes under the ACL, ASIC Act and NCCP Act:
  • Misleading or deceptive conduct
  • Unconscionable conduct
  • Interest rate caps and responsible lending
  • The specific regulation of small amount loans
  • Unfair contract terms.
  • Consumer guarantees and implied terms

This subject examines the fundamental principles under Australian law relating to the provision of credit by financiers to borrowers. The subject has as its focus the legal design of key secured financing transactions and the chief means by which financiers manage the risk of a borrower’s default or insolvency. The topics covered range from 'vanilla' loans supported by security interests and guarantees to more complex title-based transactions, including assignments, leases and securitisations. The subject also discusses the Australian Personal Property Securities Act.

This subject is a preparatory subject for the more specialised subjects in the Banking and Finance Law program.

Principal topics include:

• The financier–borrower relationship and key governance issues in banking and finance transactions
• Building blocks of banking and finance transactions
• Law relating to guarantees and security interests
• Legal design of more complex banking and finance transactions

Company takeovers are an integral part of stock markets in Australia and overseas. Their regulation seeks to deal with the often competing objectives of market efficiency and fairness to shareholders. This subject examines the laws and rules in the area, from both a theoretical and a practical point of view and deals with the key legal concepts and steps that occur in a typical takeover bid and takeover defence, illustrated by actual transactions.

The lecturer is a practising takeover lawyer, textbook author and former long-standing member of the Takeovers Panel—Australia’s takeover dispute resolution body—which helps ensure that the subject matter is topical and current.

Principal topics include:

• The Eggleston principles
• The 20% rule
• Shareholding disclosures
• Exempt acquisitions
• Pre-bid activity
• Scheme alternative
• Bidder’s statements
• Action during the bid
• Defensive strategies
• Target’s statements
• Compulsory acquisition
• Role of the Australian Securities and Investments Commission (ASIC) and the Takeovers Panel
• Dispute resolution
• Compulsory acquisition.

Globalisation is driving corporate tax systems closer together and often into conflict. For many tax practitioners, it is now not enough to know their own corporate tax system—they must grapple with and question the operation of other corporate tax systems. This subject seeks to develop an ability to understand and analyse any corporate tax system and assess its impact on corporate decision-making. With a dedicated textbook (written by the presenter), this subject compares a number of influential and archetypal corporate tax systems (both common law and civil law) and assesses their behaviour in the context of practical problems. For tax professionals, this subject develops an ability to ask direct and informed questions about a foreign corporate tax system and discuss that system at a high level with foreign tax professionals.

This subject will compare and analyse corporate income tax law in selected countries (Australia, China, Germany and the US, with some reference to the UK) and consider how these laws interface with corporate law. Participants will be encouraged to discuss other jurisdictions with which they are familiar and students are permitted to cover other countries in their research paper. The approaches adopted are analysed by reference to various policy options available. There is a particular focus on problems caused by the artificiality of corporations.

Principal topics include:

• Identification of entities (including hybrids) subject to corporation tax
• Corporate groups and personal service companies
• Debt versus equity and relief from economic double taxation of dividends
• Cross-border corporate income and dividends
• Gains/losses on the disposal of shares, takeovers and sale of loss companies
• Corporate formation, share buy-backs and liquidation
• Bonus issues, convertible notes, mergers and demergers.

Contract interpretation is one of the most important topics in commercial law. In recent years, interpretation disputes have come to dominate contract litigation. Because views can differ as to basic questions — such as whether particular words have a plain meaning, and what 'commercial sense’ dictates in a given situation — the outcomes of these cases can be difficult to predict. This subject will study the core principles of contract interpretation in Australian and English law. It will also examine the closely related principles concerning implied terms, rectification and estoppel by convention. Current issues and controversies will be considered. The common law approach to contract interpretation will be compared with those adopted in important international instruments such as the United Nations (UN) Convention on Contracts for the International Sale of Goods. The lecturer is a former commercial practitioner who has taught contract law for many years and has published widely on relevant topics.

This subject will examine the principles governing the interpretation of commercial contracts, and the closely related principles concerning implied terms, rectification and estoppel by convention.

Principal topics include:

• Contemporary approaches to interpretation
• The availability and relevance of extrinsic evidence
• Comparison between the common law principles of contract interpretation and those of international instruments such as the UNIDROIT Principles of International Commercial Contracts
• The role of contractual purposes
• The role of commercial commonsense
• Plain meaning, absurdity and unreasonableness
• The interpretation of limitation of liability clauses
• Implied terms
• The equitable remedy of rectification
• Estoppel by convention

The law of corporate insolvency plays a significant role in a modern economy. Recent economic downturns, coupled with high-profile corporate collapses, have emphasised its importance. But several parliamentary and other enquiries have highlighted its shortcomings, and the effectiveness of recent law reform initiatives remains to be seen.

This subject, taught by a lawyer who practises day-to-day in the area and by two recently retired judges, the Hon Simon Whelan QC and the Hon Julie Dodds-Streeton QC, takes a practical approach. It will be of particular relevance to practitioners whose work involves insolvency and related issues—whether from the ‘back end’ (eg litigators) or ‘front end’ (eg transactional, banking or property lawyers).

Students will be expected to have some background knowledge in the subject matter before enrolling. At the least, they should have or obtain (for instance, by previous study in corporations law or by pre-subject reading) a general familiarity with the formal regimes (i.e. liquidation, administration and receivership) and relevant statutory provisions as a backdrop against which to consider the topics and issues covered in the course.

Principal topics include:

• Foundations of insolvency law: history, philosophy, policies and principles
• The meaning of “insolvency”; winding up, the powers and functions of liquidators
• Distribution of assets: parri passu; the ranking of claims; priority creditors; the effect of security
• Avoidance of antecedent transactions; combatting “phoenix” activity
• Insolvency of corporate groups: directors’ duties; insolvent trading; pooling
• voluntary administration and deeds of company arrangement (DOCAs)
• Receivership: intersection with other insolvency regimes
• Restructuring and rescue: schemes of arrangement, DOCAs, and informal mechanisms.

This core tax subject examines the policies, detailed rules and current practical problems involved in the taxation of companies and shareholders in Australia, particularly at shareholder level. The lecturers are leading practitioners and they will consider the tax rules that apply to shares, corporate distributions, Australia‘s imputation system and the debt-equity integrity rules.

This subject consists of a detailed examination of the tax rules applied to companies and shareholders in a domestic setting in Australia, with a focus on issues at the shareholder level.

Principal topics include:

• The policy and problems of taxing companies and shareholders
• Tax treatment of contributions of share capital and assets to a company
• Debt-equity classification
• The corporate shareholder imputation system
• Private company deemed dividends
• Franking credit and capital streaming and associated anti-avoidance rules
• Taxation of company distributions and dealings with interests in companies, including liquidations and share buybacks.

CSIRO’s Data61 network describes blockchain technology as ‘a revolutionary new approach to database management’ that will prompt ‘significant changes in existing Australian industries’. Yet, despite significant investments of time and money by institutions around the world, we still lack robust proof of social or commercial benefit. 12 years have passed since Bitcoin’s ‘Genesis Block’ was mined, but that foundational use case—digital cash without traditional intermediaries—has not challenged the legacy payments infrastructure. Where blockchain-based assets are used as monetary instruments rather than investments, those transactions are atypical in subject-matter and frequency.

All of this begs the question: if the goal of blockchain technology is to eliminate ‘trusted third parties’, why is that something to aspire to? Is the answer to that question commercial or political? And, most importantly, is it correct? The aim of this subject is to answer these questions, and to do so by situating cryptoassets in their global context—as a matter of law, economics, politics and society.

Principal topics will include:

• Digital money
  • From Mesopotamia to M-Pesa
  • Local currencies
  • Gaming currencies
• Introduction to blockchain technology, cryptoassets and smart contracts
• Blockchain: law and commerce
  • Supply chains
  • Pseudonymity and disintermediation
  • Digital assets and money
• Blockchain: politics and society
  • Legal systems and social norms
  • Mining pools and coding cores
  • Decision-making and accountability
• Digital money and future commerce
  • Cashlessness and crime
  • Data, identity and money
  • Social and economic inclusion

Following the global financial crisis, the sovereign debt crisis and the ongoing pandemic, the debt capital markets have seen major changes. This subject will cover not just the ‘hard’ law of debt capital markets, but also provide a deep dive into the structuring, best practice and documentation of a wide range of products, from plain vanilla to pandemic bonds.

Real-life examples from international practice will be analysed and discussed. The lecturer draws on his international experience and works with guest lecturers from top tier law firms and financial institutions, as well as other disciplines, forging a highly interactive, challenging, flexible and overall rewarding subject.

Principal topics include:

• The terms and operation of the debt capital markets and the differences compared to the loan and derivatives markets, underlying principles and relevant regulation in this dynamic market
• A range of debt capital markets products: from plain vanilla to hybrids, from securitisation to covered bonds and transactions such as project bonds, catastrophe bonds and vaccine bonds, including the mechanics of derivatives in structured products such as credit-linked notes
• Bondholder activism, the role of hedge funds and the challenges they pose for issuers, as well as the restructuring of DCM transactions, learning from experiences in for instance the sovereign debt market (Argentina, Mozambique, Ukraine to name a few)
• The potential of debt capital markets for sustainability or other themes: green, social and sustainable bonds – and the recourse (or lack thereof) for investors
• An overview of bondholder and NGO litigation, issuer liability as well as the position of credit rating agencies

Actual transactions, their structure, term sheet and documentation are discussed, pitched and negotiated, in order to provide students with a skillset that is applicable in their legal practice and thus further enhance their legal prospects and careers.

Digital technology is changing markets and the way in which consumers interact with them. This subject investigates the challenges raised by this transformation for policies and laws that aim to protect consumers in their market dealings and for the values that underpin these regimes. It will do this through a series of case studies critically examining different features of the consumer-market exchange in a digital age and the responses by governments to date. Through the lens of these case studies, students will:

• critically consider the adequacy of traditional policy and law in responding to the challenges raised by digital technology in the consumer market;
• explore what additional types of interventions and strategies might be used in responding to the distinctive characteristics of the digital consumer market; and
• investigate and evaluate the responses of different jurisdictions, including, as relevant, Australia, India, China, ASEAN, European Union, Canada and the United States in addressing effective consumer protection in a digital age.

In the wake of the Global Financial Crisis (GFC) of 2008, the visibility of finance and financial regulation has increased dramatically. This subject will provide an overview of the global financial system and international efforts to build structures to support its proper functioning. Taking an integrative approach, the subject will look at the evolution of the global financial system, its structure and regulation. In doing so, it will analyse financial crises, especially the GFC, and responses to it, the Basel Committee on Banking Supervision (BCBS), the Financial Stability Board (FSB) and the International Monetary Fund (IMF).

Principal topics include:

• The historical evolution of the international financial markets from Bretton Woods to the present
• Costs and benefits of internationalisation and globalisation of finance
• International debt and derivatives markets
• International prudential regulation and capital adequacy
• The rise of emerging markets and their integration into the global financial system
• Major international financial crises, their causes and implications
• Regulatory responses to financial crises and mechanisms for crisis resolution
• The international financial architecture and its evolution
• The impact of technology on global finance and its regulation: FinTech and RegTech.

The purpose of this subject is to give students an advanced and integrated understanding of the legal issues that arise in international financial transactions. This is achieved by looking at the principal transactions, analysing the ways in which they are structured and implemented, and identifying relevant legal issues. This subject provides students with an insight into cross-border transactions and the role of international finance lawyers. It is therefore of particular interest to lawyers practising or seeking to practise law in this area and also to lawyers and bankers in commercial and investment banks.

Principal topics include:

• The regulation of international finance
• Financing options: bank financing versus capital markets financing
• Debt capital markets
• Syndicated lending
• Techniques of loan sales: novation, assignment and participation
• Legal issues, including insolvency, security, the use of trusts, contractual rights and governing law
• Islamic finance
• Transactions: derivatives, asset securitisation and project finance.

The Challenge of a Decade, if not our Generation. Can sustainable finance be the answer to climate change, poverty and inequality? The purpose of this subject is to immerse students in sustainable finance in international practice, from sustainable lending, green bonds, renewable energy, innovative structured products and impact investing. Across these markets, key legal concepts, structural features and documentation are covered in detail. By engaging in-depth, through term sheet negotiations, and pitches the students jointly develop the skills to assess, prioritise, challenge and negotiate these transactions.

The subject coordinator draws on his own experience in global sustainable finance, and invites experts from international law firms and organisations, to help you become ‘more than a lawyer’.

Principal topics include:

• The Sustainable Development Goals, the evolving regulatory framework of sustainable finance, and implementation by banks, development institutions, funds and corporates in international practice
• Understanding the structural features of sustainable lending, including sustainability-linked loans (SLLs) as well as inclusive finance, along with the relevant principles and contentious issues in negotiation
• Thoroughly analysing and comparing the green, blue, orange, social and sustainable bond structures and terms, including social impact bonds, bond linked to sustainable performance, as well as their challenges in practice
• Negotiating and mastering the negotiation of key terms of renewable energy project finance
• The implementation of impact investing in fund management and private equity, in day to day practice
• How structured finance can further sustainable goals, for instance through refugee finance, vaccine bonds, drought risk transfer and microfinance securitisation
• The litigation challenges in sustainable finance for both investors, issuers and ‘green’ rating agencies, for instance the risk of mis-selling ‘green’ products, and how to address this and other risks in documentation as well as through strategic means.

This subject will provide students with an understanding of key concepts in the field of leadership and enable them to more effectively assume leadership responsibilities within organisations, legal practices and/or the community more broadly. The subject aims to give students not only a theoretical understanding of leadership but practical skills and approaches that they can enact both during the course and subsequently to enhance their careers and impact. The subject focuses on the particular challenges and opportunities for lawyers seeking to have impact in modern organisations and the community through leadership. The modes of instruction will include experiential learning, transformative learning, collaborative learning and guest speaker presentations. Students will draw on their own experience of leadership (as both leaders and followers) as well as biographical and hypothetical case studies in leadership. This subject is designed for students who have worked in organisations or legal practices and who have an interest in assuming leadership responsibilities.

Principal topics include:

• A brief modern history of leadership (tracing the evolution of leadership from the industrial age to the present)
• Lawyers as leaders (the role of advocacy, emotional stability, expertise and objectivity in modern leadership)
• Harnessing human motivation
• Authority and leadership
• Leading in complexity
• Leading change
• The psychology of judgment and decision making (as individuals and in groups)
• Self as leader (preferences for behaviour, emotional intelligence, self-awareness and cognitive flexibility)
• Sustainable leadership

Project finance is the financing of major projects. It often takes the form of a financing arrangement under which the monies raised for a project are repaid primarily from the project’s cash flow, with the project’s assets held as collateral. It enables the sponsor of a project to arrange financing with no recourse, or limited recourse, to the sponsor’s balance sheet. Project finance is complex in view of the number of parties involved, the security that is taken over the project’s cash flow and assets, the nature of the rights that are exercised by the lenders in respect of the project generally and the cross-border character of stakeholders. Project finance lawyers need to have an in-depth understanding of both the legal issues that arise as well as the commercial and operational aspects of the project.

The lecturer is a leading practitioner in this area and will introduce students to the key legal, contractual and structural issues concerning major projects and project finance, and analyse these issues in the context of a number of case studies in the mineral, energy and infrastructure sectors.

Principal topics include:

• Characteristics of suitable projects
• Characteristics of project financing in Australia
• Project financing techniques
• Identification of risk and techniques for allocation of risk
• Structuring financing requirements for a project
• Contractual arrangements
• Project financing default and remedies
• Case studies of project financing in mineral, energy and infrastructure sectors.

Regulation has become a permanent feature of the way in which contemporary democratic economies, including Australia, are governed. There are few spheres of economic activity that are not subject to some form of regulatory oversight and control. Daily news programs rarely pass without some mention of a significant regulatory decision, proposed regulatory reform or allegations of some regulatory failure or scandal. For lawyers, dealings with regulators and regulatory regimes have become part of the staple diet of their work. Yet the practice of regulation is far from straightforward. Regulatory policy and practice has evolved considerably from its traditional origins in the form of ‘command and control’, accompanied by the growth of specific terminology and concepts that are likely to be unfamiliar to those other than regulatory technocrats. This subject provides an opportunity for students to develop an understanding of, and critically to evaluate, the basic tools, techniques and decision-making methodologies that are employed in regulatory design and practice. It will be of interest to both private and public sector lawyers who practise in regulated sectors of the economy, enhancing their understanding of how regulators go about the business of regulatory decision-making.

Principal topics include:

• Introduction: What is ‘regulation’ and ‘governance’?; the regulatory agency: institutional features, strengths and shortcomings; the rise of the ‘regulatory state’; regulatory regimes and the role of non-state actors
• Tools, techniques and instruments of regulation: command—traditional legal prohibitions backed by sanctions; competition—market based approaches; communication—information disclosure and publicity-based approaches; consensus (including self-regulation); code architecture and the use of ‘nudge’ techniques
• ‘New governance’ approaches to regulation: choice of Instrument; ‘hybrid’ approaches to regulation; responsive regulation, ‘smart regulation’ and its variants (including meta-regulation); algorithmic regulation, cost-benefit analysis and regulatory impact assessment and ‘better regulation’
• Enforcement and compliance: problems with rules; principles-based regulation; the role of the criminal and civil law; punitive civil sanctions (the Macrory Review); regulatory enforcement styles; national styles of regulation; private enforcement, third party monitoring and certification systems and the role of technological instruments for monitoring and control.
• Appraising Regulation: regulatory accountability; regulatory legitimacy: between democracy and expertise.

Shareholders’ rights and remedies—and how they interact with the rights and obligations of directors, officers and the company itself—are a critical part of the law and corporate governance of Australian companies. Shareholder activism is on the rise and increasingly, the corporate regulator (ASIC), class action litigation firms and shareholders themselves are focused on what shareholders’ rights and remedies are and how they should be observed and pursued. And they are a major focus of Australia’s corporate governance principles for publicly listed companies, and therefore for those responsible for running those companies.

This subject—taught by partners from King & Wood Mallesons and Judicial Registrar Matthews—will provide participants with a detailed knowledge of the rights and remedies available to shareholders under the Corporations Act 2001 (Cth) and at common law, how they interact with the roles of directors and management of Australian companies, and what happens when things go wrong.

Principal topics include:

• An overview of the division of power between the various organs of the modern corporation
• What the current framework of corporate governance has to say about treatment of shareholders
• Shareholders’ agreements
• Shareholders’ rights including voting and access to corporate information
• Shareholder activism, including requisitioning meetings, proxy voting and removal of directors
• Shareholders’ remedies, including oppression, winding-up-related relief, statutory derivative action and class actions
• The role of ASIC
• Law reform
• Overseas comparisons.

This core tax subject is designed to explore in detail the fundamental principles of income tax, fringe benefits tax and capital gains tax in relation to business and investment. It will provide the requisite skills and knowledge to identify and better deal with income tax problems that arise in practice and in other tax subjects. The lecturers are leading practitioners or academics with extensive experience in the field.

Principal topics include:

• The structure of the Australian income tax system
• The structure of the legislation, interaction mechanisms and derivation
• Multi-step transactions
• Deferred payments
• Expense characterisation and calculation of cost
• Valuation and conditions of employment
• Reimbursements and apportionment of deductions
• Capital gains tax: dissecting receipts and part disposals
• Deemed disposals
• Capital allowances and cost-base write-down
• Creation of liabilities
• Reimbursement and recovery of expenses.

This subject is designed for tax professionals and government officials who wish to complete or update their education in corporate tax law and practice. Coordinated and taught by some of Australia’s leading tax advisers, it is focused around a series of topical issues. Using a detailed analysis of these issues, it provides students with in-depth, commercially relevant knowledge of the tax rules for mergers and acquisitions of public and private companies and consolidated corporate groups.

Topics include the application of rollovers that benefit shareholders and companies engaged in takeovers and mergers, especially involving consolidated groups, as well as applicable tax integrity rules and recent and ongoing tax reform.

Principal topics include:

• Corporate capital gains tax rollovers for mergers, acquisitions and disposals, including Divisions 124, 125, 126 and 615 of the Income Tax Assessment Act 1997 (Cth), in particular scrip for scrip, demerger and various corporate restructure rollovers
• The interaction of tax rules relating to mergers, acquisitions and restructures with key elements of the tax rules for consolidated corporate groups in Part 3-90 of the Income Tax Assessment Act 1997 (Cth) including rules for tax cost setting on entry and exit, foreign-owned multiple entry consolidated groups, tax-sharing and payment, due diligence and corporate risk
• The interaction of tax rules relating to mergers, acquisitions and disposal with the imputation system and corporate financing tax rules.

Small and medium business enterprises including high net worth families operating through groups of private companies, trusts and partnerships must deal with some of the most complex and challenging rules in the tax system, and face a high tax compliance and planning burden. This subject is aimed at tax professionals in general or those in specialist tax practice advising SMEs and high-wealth families. It equips participants with an advanced knowledge of tax rules and latest reforms for SMEs and high net worth families, integrating the technical law that participants learn in other subjects, including corporate tax, tax of trusts, capital gains tax and taxation of business and investment income. This subject involves consideration of complex and competing principles from numerous parts of the tax and other laws including indirect taxes, asset protection and estate and succession planning. It builds on the core content of other subjects, including Taxation of Business and Investment Income, Capital Gains Tax, Corporate Tax A, Taxation of Trusts and State Taxes. As a result, this subject may be best studied towards the end of your tax course.

This advanced subject is co-taught by leading practitioners with many years of experience advising the Australian SME and high net wealth families sector. They deliver an advanced, commercially essential subject through application of the tax law to topical case studies.

Principal topics include:

• Income tax and capital gains tax rules applicable to trusts, private companies and partnerships, when establishing a new business or making investments, its operation and ultimate sale, winding up or business succession
• Tax issues for private companies and shareholders, including Div 7A of the Income Tax Assessment Act 1936 (Cth)
• Tax issues relating to remuneration by and financing of SMEs
• Tax concessions for SMEs, in particular the capital gains tax small business concessions
• Trust streaming, trust loss and capital distribution rules affecting SMEs
• Tax integrity and anti-avoidance rules for SMEs, including trust anti-avoidance rules
• Tax planning for SME structuring, asset protection and estate and business succession, incorporating key state and federal tax, asset protection and estate issues
• Asset protection and some estate and succession planning for SME entities, their owners and high wealth families.

White-collar crimes differ from the popular conception of 'crime’ as involving the most unambiguously blameworthy sorts of conduct in which citizens can engage. This subject will examine how these crimes are dealt with under Australian rules on criminal responsibility, procedure, proof and punishment. It will also consider the various other enforcement options available to regulators to sanction similar (or the same) corporate misconduct, including negotiated outcomes, administrative proceedings and civil enforcement.

Adopting a comparative perspective (between Australia and relevant overseas jurisdictions, such as the United States), this subject will examine the major policy questions in the area of white-collar crime and regulatory enforcement, including (1) compliance or deterrence; (2) how to achieve corporate behavioural change; (3) the role of reputation in punishment; and (4) choosing between individual or corporate liability.

The subject will be of interest to government lawyers, corporate counsel and litigators - anyone who is interested in the often blurry lines that distinguish criminal from non-criminal behaviour.

Note that this subject includes an advanced analysis of aspects of Australian criminal law. The classes and the take-home examination assume a prior knowledge of Australian criminal law as taught in the core curriculum of Australian law degrees.

Principal topics include:

• The theory and policy of white-collar crime and regulation
• Corporate criminality and individual liability in an organisational setting
• Processes, proof and sentencing for business and organisational crime
• Advanced examination of criminal offences in the Corporations Act 2001 and the interaction of those provisions with the Criminal Code Act 1995 (Cth) and Crimes Act 1914.