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LEGT2741 Week 5 Lecture Summary
TABL2741 - Business Entities
7 Pages • Topic Notes • Year: Pre-2021
LEGT2741 Week 5 Lecture Internal governance & corporate liability Before Company Law Review Act 1998 (Cth) reforms: 1. Memorandum of association (external document): purposes and objectives; capital structure; nature of members liability; some have objects clause for business activities that the co would or might engage in. 2. Articles of association (internal): rules regulating the operations of the business After CLRA in 1998, for co that existed before 1998 reform: 1. Do nothing, existing memorandum and articles are consolidated and become the corporate constitution 2. Repeal corporate constitution, accept the replaceable rules of the CA 3. Retain their corporate constitution in part and allow the replaceable rules applied. After 1998, for co that existed after1998: 1. No corporate constitution and allow the replaceable rules to automatically apply 2. Create specific corporate constitution
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