Coursework
Master of Private Law
- CRICOS Code: 076224M
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What will I study?
Overview
Course structure
Students must complete 100 credit points in total.
Students who do not have a law degree from a common law jurisdiction must complete Fundamentals of the Common Law, as well as 87.5 credit points of study from the prescribed list of subjects.
Students with a law degree from a common law jurisdiction must complete 87.5 credit points of study from the prescribed list and may choose 12.5 credit points from the subjects available in the Master of Laws (excluding Fundamentals of the Common Law and the Minor Thesis).
Subject timing and format
The Melbourne Law Masters program has been designed around the busy schedules of working professionals. Subjects are offered from February to December each year. Most subjects are taught intensively over five days, with some subjects taught for two hours each week during the semester.
Subjects delivered online will have a combination of pre-recorded lecture content, live sessions and discussion boards among other resources. On-campus subjects involve interactive, seminar-style classes in the Law Building in Melbourne.
Class sizes are typically limited to 30 students regardless of delivery mode.
Duration
Full-time students enrol in 50 credit points per semester (or half-year period) and have an expected course duration of one year. Part-time* students enrol in 25 credit points per semester (or half-year period) and have an expected course duration of two years. Semesters without enrolments require a student to apply for a leave of absence.
*Part-time enrolment is for domestic students only. Part-time students may reduce their study load to 12.5 credit points per half-year period and thus have a maximum course duration of four years.
For detailed course and subject information, see the Handbook: Master of Private Law.
Professor Andrew Robertson
The field of private law is concerned with the rights and obligations that lie at the heart of commercial transactions and commercial litigation. Director of Studies, Private Law - Andrew Robertson
Sample course plan
View some sample course plans to help you select subjects that will meet the requirements for this degree.
Students with a law degree from a common law jurisdiction must complete at least 87.5 credit points from the prescribed list and may choose the remaining 12.5 credit points from the subjects available in the Master of Laws (excluding Fundamentals of the Common Law and the Minor Thesis).
Year 1
100 pts
- Subject 1 12.5 pts
elective
12.5 pts
- Subject 2 12.5 pts
elective
12.5 pts
- Subject 3 12.5 pts
elective
12.5 pts
- Subject 4 12.5 pts
elective
12.5 pts
- Subject 5 12.5 pts
elective
12.5 pts
- Subject 6 12.5 pts
elective
12.5 pts
- Subject 7 12.5 pts
elective
12.5 pts
- Master of Laws elective 12.5 pts
elective
12.5 pts
Students who do not have a law degree from a common law jurisdiction must complete Fundamentals of the Common Law, as well as 87.5 credit points from the prescribed list.
Year 1
100 pts
- Subject 1 - Several intake periods 12.5 pts
- Subject 2 12.5 pts
elective
12.5 pts
- Subject 3 12.5 pts
elective
12.5 pts
- Subject 4 12.5 pts
elective
12.5 pts
- Subject 5 12.5 pts
elective
12.5 pts
- Subject 6 12.5 pts
elective
12.5 pts
- Subject 7 12.5 pts
elective
12.5 pts
- Subject 8 12.5 pts
elective
12.5 pts
Students with a law degree from a common law jurisdiction must complete at least 87.5 credit points from the prescribed list and may choose the remaining 12.5 credit points from the subjects available in the Master of Laws (excluding Fundamentals of the Common Law and the Minor Thesis).
Year 1
50 pts
- Subject 1 12.5 pts
elective
12.5 pts
- Subject 2 12.5 pts
elective
12.5 pts
- Subject 3 12.5 pts
elective
12.5 pts
- Subject 4 12.5 pts
elective
12.5 pts
Year 2
50 pts
- Subject 5 12.5 pts
elective
12.5 pts
- Subject 6 12.5 pts
elective
12.5 pts
- Subject 7 12.5 pts
elective
12.5 pts
- Master of Laws elective 12.5 pts
elective
12.5 pts
Explore this course
Explore the subjects you could choose as part of this degree.
- 12.5 pts
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
- 12.5 pts
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
- 12.5 pts
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
- 12.5 pts
Contract is central to the legal regulation of most commercial and economic activity, and underlies many specialist areas of legal practice. As market costs and values move, many contracts become increasingly valuable to one party and burdensome to the other. One party’s ability to terminate, or to successfully resist the termination of, a commercial contract is frequently a matter of considerable financial importance. The complex interaction between common law termination rights and rights to terminate expressly conferred by clauses in the contract in question is seldom properly understood, as illustrated by many of the cases from which this subject is taught.
This subject is taught from selected cases rather than textbooks. Principal topics include:
- Breach of conditions, including what makes a promissory term a strict condition
- Non-fulfilment of conditions precedent, and associated promissory obligations
- Breaches of intermediate terms, and what makes them sufficiently serious to justify termination
- Repudiation in its different forms
- Breach of time obligations, and the use and consequences of Notices to Perform/Complete
- Express termination clauses—the different principles concerning their operation, and ‘compare and contrast’ the principles concerning termination at common law
- Possible limits on an aggrieved party’s right to terminate through:
- Election/affirmation
- Estoppel
- Breach or an absence of readiness, willingness and ability to perform on his/her own part
- Relief against forfeiture
- Remedies accompanying effective or attempted terminations, including:
- Principles of quantifying expectation damages at common law
- Limited rights to damages on termination pursuant to an express clause
- Contractual rights to remuneration accrued due prior to the termination
- Exceptional limitations on the recoverability of contractual remuneration.
- 12.5 pts
This subject introduces students to the fundamentals of the law of contract in common law jurisdictions, with a particular focus on English and Australian law. It offers a grounding in the foundational principles of contract law as well as insights into current issues and influences on the development of the law. The subject also offers the opportunity to develop deeper insights into the law of contract and common law method. It lays the foundations of knowledge and skills necessary for the study of more specialised subjects and for the exploration of particular contract issues and problems that arise in practice.
The lecturer has taught contract law for many years and has published extensively in the area.
Topics to be covered, principally through a series of case studies, include:
- Principles of contract formation: agreement; intention to be bound; consideration; certainty
- The doctrine of privity of contract
- Terms of the contract: express and implied terms; written contracts and their interpretation
- Vitiating elements: misrepresentation; mistake; duress; undue influence; unconscionable bargain
- Discharge of contracts: breach; frustration
- Remedies for breach of contract: damages; specific performance
- 12.5 pts
This subject provides an introduction to the global law relating to international commercial contracts. A major focus will be on contracts of sales, as codified by the Vienna Convention on the International Sale of Goods (CISG). However, some issues of the general law of contract will also be covered in detail (eg formation, interpretation, third party rights, the duty of good faith and fair dealing). The treatment of some of these topics will be based on an examination of the 2016 UNIDROIT Principles of International Commercial Contracts (PICC). The approach is comparative. Examples will be drawn from the decisions of national courts as well as arbitral awards.
Principal topics include:
- Global commercial contracts
- Applicability and application of the CISG and the PICC
- Interpretation and supplementation of the CISG and the PICC
- Contract formation
- Interpretation of international commercial contracts
- Third party rights
- Obligations of sellers and buyers
- Contractual remedies
- Good faith and fair dealing
- Transnational commercial dispute resolution.
- 12.5 pts
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.
- 12.5 pts
This topical subject deals with the interface between private law and public law in common law systems from the perspectives of history, doctrine, theory and practice. It will explore the traditional absence of such a division in the common law, and the reasons for this, as a basis for understanding the relevance of the distinction in the contemporary legal system. The subject will critically assess the distinction from a theoretical perspective, testing whether the idea of a distinction between public law and private law can withstand scrutiny. A range of cutting-edge doctrinal issues will be examined and placed in wider context. These include whether public law principles should extend to the activities of non-governmental entities such as private firms and charities; whether the law should recognise a special set of rules to regulate public contracts; whether public authorities should be governed by the ordinary law of tort or a set of special administrative liability principles; procedural divisions between public law and private law; the role of the public interest in private remedies and of private remedies in public law cases; and whether public law issues should be heard by specialist administrative courts. The subject should be of interest to lawyers working in any field in a common law legal system and to those trained in the different traditions of the civil law who are interested in better understanding the structures and assumptions of the common law.
Principal topics are likely to include:
- History of the concept of public law in common law legal systems
- Concepts of public and private
- Implications of a distinction between public law and private law
- Overview of current practice
- Law applicable to non-governmental entities
- Legal framework for public contracts
- Liability of public authorities
- Remedies
- Specialist or generalist courts.
- 12.5 pts
This subject examines the remedies commonly awarded in commercial litigation. All the major common law, equitable and statutory remedies will be covered, along with personal remedies, such as damages and proprietary remedies, such as the constructive trust. The strategic selection of remedies in commercial disputes will be considered and Australian law will be compared, where relevant, with the law of other major commercial law jurisdictions.
Principal topics include:
- Damages in tort (excluding personal injuries) and for breach of contract, including issues of concurrency, where both tort and contract damages are available. Expectation and reliance damages and the protection of the ‘performance interest’ in contract. The role of liquidated damages clauses, and the penalties doctrine, will be considered, as well as the principles governing the award of exemplary and nominal damages.
- Statutory damages awards, with particular reference to damages awarded under the Competition and Consumer Act 2010 (Cth)
- Equitable compensation for breach of equitable obligations, including breach of fiduciary obligation. Statutory damages under the Chancery Amendment Act 1858 (Imp) and equivalent Australian legislation
- Specific performance of contracts, with particular reference to the role of specific performance in common law and civil law jurisdictions
- Injunctions, including a study of the interests protected in injunction litigation. Interlocutory orders, including Mareva orders, will be examined
- The account of profits as a remedy for equitable wrongdoing, and debates about the availability of the account of profits as a remedy for breach of contract
- Proprietary remedies, with particular reference to the distinction between institutional and remedial constructive trusts
- A comparison of the role of the constructive trust, in commercial litigation, in Australia, the United Kingdom and the United States.
Compulsory subject
- Fundamentals of the Common Law 12.5 pts
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.