Payment systems around the globe have gone through tremendous changes and developments in the last decade. The technological and multimedia developments, recent financial crises, commercial changes and financial markets globalisation have all led to the emergence of new advanced payment devices coupled with a rapid rise in non-cash payment transactions. Fintech companies have been quick to follow this trend while striving to enhance digital payments. As payment transactions are a key component in any modern financial system, policy makers, courts and legal practitioners are now facing more challenges than ever before.

The subject deals with the law and practice of payment devices, focusing on the most recent changes and advanced innovations in the payment market. It is designed to provide students with unique knowledge of one of the building blocks of commercial and financial markets from a comparative and global perspective. In the course of studies we will analyse the main payment devices and innovative Fintech payments that are being used these days in Australia and other jurisdictions, while focusing on policy considerations, current legal frameworks, scholarly theories and business practices.

Principal topics include:

• Policy considerations in designing a payment system
• Characteristics of the Australian payment system
• Modern payment devices and their legal framework
  
  • The cheque as the paradigm payment device
  • Payment cards: credit cards, debit cards, stored-value cards and e-money
  • Electronic banking
  • Advanced payment networks (PayPal, Bpay, POLi, P2P networks)
  • Emerging trends - Mobile payments, digital currency (Bitcoin), contactless payments.
  • International payments.
• Consumers protection, in payment markets (unauthorised use of a payment device, stop payment order, error correction, distant payments, issuer insolvency, unused funds)
• Clearing and settlement (including real-time networks)
• The banking system and its effect on the payment market regulation
• Recent crises and the emergence of new payment systems
• The future of payments - an outline of the cashless society.

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

This subject focuses on skills and strategies that are key to negotiating, swaying and influencing counterparties in business negotiations and deal-making. In this subject, skills will be developed by constantly improving as business negotiators by asking the right questions, framing issues, gaining lessons learned, defining success metrics and negotiating with others with different skill-sets, perceptions and backgrounds. The subject will have a particular focus on negotiations in cross-border settings. The teacher is a leading expert in negotiation training, having taught and researched at prestigious institutions such as Berkeley, Stanford and Harvard, and trained executives at some of the world’s largest companies. He will draw on both real-world transactional and academic experience in leading the subject.

Principal topics and skills include the following:

• Understand why conflict arises between people and business organisations, within both a domestic and international context
• Assess and apply various strategic frameworks in diverse settings (business-to-business, private-public sector, etc)
• Define specific success metrics within diverse teams and groups before, during and after business negotiations and deal-making settings
• Apply and leverage the main conceptual frameworks related to transaction planning and conflict resolution within diverse environments - including distributive, integrative, and mixed motive negotiation styles (among others)
• Analyse and synthesise business negotiation theories, skill-sets and studies as current or future business negotiation professionals
• Recognise implicit and explicit biases and nudges that may hinder or help business negotiations, while developing strategies on how to bridge and create value from such gaps
• Develop, and learn how to continually develop, a value-added business negotiation toolbox and confidence as business negotiators and deal-makers
• Understand key contractual terms that may pivot business negotiators and negotiations
• Enhance effective communication skill-sets, both verbal and nonverbal, and develop an empathetic understanding of how and why counterparties may see things differently from you and your business unit
• Possess an overall understanding of the nature of disputes and conflict resolution, including ethical, cultural, economic, psychological and emotional factors.

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.

This subject deals with the law governing financial transactions and payments. As a result of ongoing technological innovation, particularly in areas such as digital payments and distributed ledger technology, the way in which financial transactions are classified for legal and regulatory purposes is being radically transformed. This has created challenges for law and regulation and has led to innovative ways of designing and executing financial transactions. It has also led to new players in the form of Fintech companies.

This subject is designed to provide students with advanced knowledge of the legal and regulatory issues concerning the execution of financial transactions, including payment methods, and the challenges brought about by technological innovation.

Principal topics will include:

• The financial regulatory system in Australia, including the agencies that are responsible for regulating financial transactions and the payments system
• The law governing financial transactions, including execution, clearing and settlement
• Payment methods and devices, including traditional methods such as bills of exchange and modern devices such as electronic payments
• Digital assets, including cryptocurrencies
• Anti-money laundering (AML) regulation and transaction reporting
• Cybersecurity issues applying to financial transactions
• The impact of innovation and financial technology (‘fintech’)

This is a foundational subject in the Melbourne Law Masters (MLM) which is compulsory for graduates of disciplines other than law and for law graduates from countries with a non-common law system. It provides students with an opportunity to acquire the foundational legal skills necessary for studying and working in a common law system, such as that in Australia.

The common law forms one of the two principal systems of Western law that, through colonisation, have spread throughout the world. Common law systems have a distinctive approach to understanding the sources of law, the role of law-making institutions, and processes for resolving disputes. These characteristics of the common law system have had a profound effect on the development not only of the societies in the countries in which it applied, but also on international law and practice.

The aim of this subject is to acquire basic foundational legal skills that will assist you with other subjects in the MLM program. The subject teaches students how to read, use and interpret reported cases and legislation. The subject explains the sources of law, what influences them, and how they influence the development of the common law. These aims are given in context of some contemporary debates on common law reasoning by assessing the role of the High Court of Australia. The subject focuses on developing skills in analysis and legal writing, the tools of the common lawyer.

Principal topics include:

• How to read and analyse a case
• The concept and use of precedent
• Evolution of a common law principle
• Common law issues: judicial activism, separation of powers
• The role of the High Court and an overview of the Constitution
• The relationship between the Constitution, case law and statute law
• Influences of other sources of law on the common law
• How to read and analyse statutes
• Approaches to statutory interpretation
• Legal writing skills and expectations in the MLM program.

Newspaper headlines frequently concern global economic issues, from trade disputes between countries and investment claims by foreign investors against sovereign states, to countries facing balance-of-payments crises and seeking assistance from the International Monetary Fund (IMF). This subject examines the law governing global economic issues. It is designed both as a comprehensive introduction in its own right to this important field, as well as a foundation for further exploration through specialist subjects in the curriculum. It begins with a focus on international trade law, particularly the rules and dispute settlement procedures of the World Trade Organization (WTO). It then discusses contemporary developments in international trade law and policy, including the negotiations for regional or bilateral preferential trade agreements. The subject then considers international investment law, examining key substantive obligations relating to investor protection and investor-state dispute settlement mechanisms (particularly through the International Centre for Settlement of Investment Disputes (ICSID)). Finally, the subject provides an introduction to the lending policies and practices of international financial institutions, particularly the IMF and the World Bank.

Principal topics include:

• The law of the WTO
• Dispute settlement in the WTO
• International investment law
• Investor-state arbitration under the ICSID Convention
• International financial institutions (particularly the IMF and the World Bank).

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 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 the legal issues that are relevant to them. 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 will include:

• The regulation of international finance
• Syndicated lending
• Techniques of loan sales: novation, assignment and participation
• Financing options: bank financing versus capital markets financing
• Debt capital markets: including asset securitisation and covered bonds
• Derivatives, including credit derivatives
• Private equity and fund management

International Legal Internship allows students to gain credit for undertaking advanced legal research and analysis on an approved international internship of at least eight weeks of full-time work in an approved international institution or organisation. This subject is focused on providing students with an opportunity to engage with legal and policy issues in contemporary society through work experience and further develop oral and written communication skills. Students are required to secure and fund their internships personally.

Students are encouraged to discuss their internship proposals with the subject coordinators. Students who successfully enrol in International Legal Internship must arrange a meeting with at least one of the subject coordinators both prior to their internship and upon completion, to develop a better understanding of research and the role of international institutions in international law and relations.

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.