730-413 Corporate Banking and Finance Law

Legal Method and Reasoning; Principles of Public Law; Torts; Legal Theory; Contracts; Obligations; Property; Corporations Law or in each case their equivalents.

Risk allocations between stakeholders in corporate financial transactions are driven by various legal considerations. An understanding of the fundamental legal issues underpinning any financial transaction is essential for a commercial lawyer to successfully advise banks, corporate borrowers and security providers. The subject begins with a brief overview of the legal risks relating to corporate financial transactions and the objectives of stakeholders in relation to those risks. In the second part of the subject, students will explore the key terms of financing transaction documents that attempt to allocate risk based around a debt finance case study. The third part of the subject will consider elements of risk management, including corporate authorisations, and the decision to take/give security. The fourth part of the subject deals with types of security commonly taken in Australia, in particular, fixed and floating charges and guarantees, and the risk that a borrower will fail to repay. Finally, we will briefly consider some of the legal aspects involved in intercreditor relations. Class discussion will include case studies and hypothetical problems designed to give students an opportunity to practice risk allocation in a legal context. This course complements Retail Banking and Finance Law. Although it is not necessary to enrol in both courses, students who have completed both subjects should have a good understanding of the foundations of retail financial services and corporate financial transactions

A three hour examination 100%.

Printed Materials will be issued by the Faculty of Law

• Malleson Stephen Jacques, Australian Finance Law. 5th ed. 2003.