ACL Alternative Final Exam PDF

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This document shows the Alternative Final Examination for 2021 (taken in Dec of 2021). This can be used as a past paper to study with....

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79014 Spring 2021 ALTERNATE Take Home Exam

Start Time: 9:30AM Thursday, 23 December 2021 AEDT Finish Time (Must be submitted in full): 3:30PM Thursday, 23 December 2021 AEDT NB: You do not need to PASS the Final Exam to PASS 79014 (provided you have attained 50 marks in all 79014 assessments overall) Instructions – Please carefully read before attempting the exam. It is your responsibility to ensure you understand, and agree to any instructions/penalties for failure to adhere to the advice below before proceeding. EXAM SUPPORT: Please carefully read the following link before attempting the exam. It contains essential information about IT Support, What to do if you are https://www.uts.edu.au/current-students/managing-yourfeeling Unwell etc. course/classes-and-assessment/exams 79014 ACADEMIC EMAIL AVAILABILITY: Associate Professor Colin Hawes will be available on email at the following times: 9:30am-10:30am AEDT and 2:30-3:30pm AEDT on 23 December 2021 to answer exam clarifications ONLY for example: “The Exam question says 10 April 2021 do you mean 19 April 2021?” Questions that have already been answered in this information sheet may not be answered, as priority must be given to essential student queries at this time. Email: [email protected] 1. GENERAL INSTRUCTIONS • The take home exam is LIMITED OPEN BOOK. Only the Texts and Resources outlined in page 10 of the Subject Outline, the 79014 Seminar Guide and 79014 Lectures and Podcasts should be used to help you in your take home exam. ·

Answer the compulsory exam question worth 50 marks parts 1A and 1B. For the ALTERNATE exam there will be ONE (1) HIRAC Problem Question: No MCQ, No short answer, No essay question etc. Give clear headings for each question so it is easy for the marker to mark each question • Topics 6 to 10 (inclusive) are potentially examinable • Abbreviations are ok as long as your references are clear, eg Adler (2003) is fine, s124 CA is fine. No need for formal AGLC or Harvard style or relevant type of referencing as this is not a research essay paper. Endnotes are not permitted • Use HEADINGS, BOLD, UNDERLINE, ITALICS, HIGHLIGHT to guide your argument and structure your paper and bring key points to the attention of the marker

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• Refrain from quoting from legislation or cases, this will take up valuable word count. We encourage for example “s95A defines insolvency” rather than copy and paste section 95A. The markers have the Corporations Act 2001 (Cth) and cases in-front of us, we do not need to see the section in full, or the entire case • There is a strict word limit of 2, 500 words (no 10%rule). Your teachers do not expect that you will use footnotes but if you do, footnotes that are used only as references are not included in the word count. Any material over the 2,500 word limit will not be marked or read. Any attempt to circumvent this limit by including text analysis in the footnotes will not be marked or read • The minimum font size is 10 point, standard Arial or Times New Roman font. Anything smaller will be difficult to read • This is not a research assignment. You can just rely on materials provided in the textbook, podcasts, lecture slides and any other prescribed reading posted on Canvas and that is what the marking guide will be based on • It is not intended that you take six hours to complete this exam. This will be marked as if you had completed a 2 hour sit down exam with more time to read and understand the facts. 2. HOW TO SUBMIT YOUR EXAM • You must submit your exam in WORD DOC into Turnitin via Canvas. • You must upload your exam onto Turnitin by 3:30pm AEDT on Thursday, 23 December 2021. No hard copy is needed. Penalties apply for late submission including a ZERO mark. • Please put your name and student number in the header of your word document or pdf file. Your file name should be [79014_SURNAME] for example “79014_ROBINSON” If you are having difficulty on the day submitting your exam and have attempted to contact IT on (02) 9514 -2222 and are still experiencing difficulties, send it via WORD DOC before the deadline to [email protected]. Please do not panic!

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ACADEMIC HONESTY DECLARATION Academic Honesty Declaration I confirm that these exam answers are entirely my own work, except where indicated by in text referencing. I confirm that I am aware of the University rules regarding plagiarism and academic misconduct. I agree to be bound by the university’s rules, codes of conduct and other policies relating to examinations. *This applies to Business/Law Students and/or potential Law Students: I confirm that I am aware of the obligation to disclose any plagiarism or academic misconduct matter(s) at the time of applying for admission as a lawyer to the Supreme Court of New South Wales* A subject coordinator may follow up any suspected cheating by requiring a student to undertake a viva. *A viva is an oral examination which is closed book, and may test either any part of the subject matter of the final exam and/or examinable material in topics 6-10 inclusive* Misconduct action will be taken against you if you breach university rules. By submitting this exam you are agreeing to the “ACADEMIC HONESTY DECLARATION”.

QUESTION 1 (50 marks) Minehard Ltd is a mining exploration and development company located in Western Australia. Scott, Tony, Sally and Ben are four directors of Minehard Ltd who own 20 million of the company’s 45 million issued shares. Sally is responsible for all negotiations for the purchase of certain promising mining rights by Minehard Ltd. At a meeting of the board of directors in May 2021, a proposal was presented for the purchase of exploration rights over a site in far North Queensland for $4 million. Three of the directors, Scott, Tony and Sally strongly oppose this proposal and argue the land is difficult to access and that they had heard rumours that it is being sold, because the vendor Jenna has not found any minerals after expending large amounts of money on exploration. In fact, Scott and Tony have been separately told by Jenna that preliminary exploration on the site had been very promising. The exploration rights are later purchased by Profitmining Ltd whose share capital is held in equal proportions by Scott and Tony. Sally knows this but Ben has no idea. Profitmining Ltd paid $3.5m to Jenna for the exploration rights and then subsequently sold it to Ausminerals Ltd for $7m. In July 2021, the directors of Ausminerals Ltd asked Sally to join its board as a nonexecutive director. After Sally’s appointment to the board of Ausminerals Ltd it secured the contract to acquire these mining rights instead of Minehard Ltd. Sally is paid $500,000 as a commission for negotiating the deal. In August 2021, Tony who is also a geologist by profession makes a presentation in a board meeting of Minehard Ltd that the company engages the services of Geotech Ltd, a company owned by his best friend Larry, as consultant geologists for all future 3

exploration programs. Tony is a minority shareholder of Geotech Ltd. Tony stays in the meeting when the board is discussing Geotech Ltd but steps outside during the meeting when the directors voted in favour of this proposal and engaged the firm to provide consultancy services to the value of $500,000. The remaining director Ben later discovers the full facts surrounding the activities of Scott, Tony and Sally. Advise Ben: (1) On issues relating to breaches of directors duties, defences, and legal consequences under general law and the Corporations Act 2001 (Cth) (35 marks) (2) Ben and some other angry shareholders of the company requests a meeting with the Board to discuss the serious misconduct and other matters including bringing proceedings against the company. The Board reluctantly agree but during the meeting they refuse to allow Ben or any other shareholder time to ask questions or discuss any issues. What proceedings and remedies are available to Ben and the other shareholders? (15 marks)

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