Useful links
Unit of study_
LAWS6008: Takeovers and Reconstructions
2024 unit information
This unit considers the Australian law and regulatory policies governing corporate control transactions. We examine the requirements for a successful acquisition by a bidder of 100% of the issued securities of a target corporation; why 100% ownership of the target is desirable; and how to achieve it if the bid falls short. We consider regulated takeover bids under Chapter 6 of the Corporations Act, and the available alternatives to a regulated bid, including members schemes of arrangement and other control-affecting transactions such as selective reductions of capital and share buy-backs. We also look at corporate control transactions from the targets point of view, considering the available defensive measures and how the law and regulatory policy impose limits on defensive strategies. We review the respective roles of the Takeovers Panel and courts. A special feature of this unit is the extensive experience in corporate control transactions that our team of lecturers will bring to the classroom, overseen by Dr Austin, a barrister and retired judge who is Challis Lecturer in Corporate Law. Further information about this unit is available in the Sydney Law School timetable https://canvas.sydney.edu.au/courses/4533/pages/postgraduate-lecture-timetable, unit of study outline https://www.sydney.edu.au/units and academic staff profile https://www.sydney.edu.au/law/about/our-people/academic-staff.html
Unit details and rules
Managing faculty or University school:
Law
| Code | LAWS6008 |
|---|---|
| Academic unit | Law |
| Credit points | 6 |
|
Prerequisites:
?
|
None |
|---|---|
|
Corequisites:
?
|
None |
| Prohibitions:
?
|
None |
| Assumed knowledge:
?
|
There are no prerequisite enrolment requirements. But students will be required to read and comprehend some technical material, including court judgments, Panel reasons for decisions, regulatory papers and academic literature |
At the completion of this unit, you should be able to:
- LO1. Develop an advanced and integrated understanding of a complex body of knowledge and technical skills in relation to M&A Law and Practice: Specialised knowledge regarding statutory and general law, regulatory guidance and policy concerning corporate control transactions in Australia, with emphasis on the acquisition of shares by takeover bid under Chapter 6 of the Corporations Act 2001 (Cth) and on restructuring by scheme of arrangement under that Act, having particular regard to the work of the Australian Securities and Investments Commission and the Australian Takeovers Panel.
- LO2. Specialised cognitive and technical skills regarding M & A Law and Practice, in order to provide a sound foundation for independent analysis, research and effective communication as follows: Critically analyse, reflect on and synthesise complex information, problems, concepts and theories regarding corporate control transactions, and developing inventive solutions to the practical problems that arise in corporate control transactions;
- LO3. Research and apply ideas regarding the regulation of corporate control transactions;
- LO4. Interpret and communicate knowledge, skills and ideas concerning M&A Law and Practice to specialist and non-specialist audiences (including business and lay audiences); and
- LO5. Apply knowledge and skills acquired regarding M&A Law and Practice to demonstrate autonomous expert judgment, adaptability and responsibility in professional practice and in further learning.
- LO6. Integrate the principles and values of justice and ethical practice in lawyers’ roles concerning M & A Law and Practice, and in the goals and policies that underlie the system of regulation of corporate control transactions.
Unit availability
This section lists the session, attendance modes and locations the unit is available in. There is a unit outline for each of the unit availabilities, which gives you information about the unit including assessment details and a schedule of weekly activities.
The outline is published 2 weeks before the first day of teaching. You can look at previous outlines for a guide to the details of a unit.
Modes of attendance (MoA)
This refers to the Mode of attendance (MoA) for the unit as it appears when you’re selecting your units in Sydney Student. Find more information about modes of attendance on our website.
Important enrolment information
Additional advice
This unit has a restricted class size. Priority will be given to students who are currently completing a Sydney Law School master's degree or graduate diploma. Please apply for Departmental Permission in Sydney Student.
