LAWS20059 – Business Law & Ethics – Term 2, 2026

Assessment 1: Business Structure Advisory Project

Weighting: 40% of total course mark
Submission Mode: Online via Moodle (Turnitin integrated)
Format: Single .docx or .doc file with the video link embedded within the document
Due Date: Monday, 24 August 2026, 23:45 AEST
Word Limits:

• Part 1: 800 words

• Part 2: 1000 words

• Part 3: 10-minute video

Students must comply strictly with word limits. A tolerance of plus or minus 10% is generally acceptable under standard Australian and UK university assessment policies unless otherwise specified. Work exceeding this range may attract penalties.

Assessment Context

You are a junior associate at a commercial law firm. A partner has assigned you a new client file involving advice on establishing an appropriate business structure. You must select one of the client profiles below and provide comprehensive structural advice.

You must analyse the following possible structures:

• Sole Trader

• Partnership

• Joint Venture

• Company

You must not discuss Trusts or Tax Law. Submissions that substantially focus on excluded areas will not meet the task requirements.

Your mandate involves three distinct deliverables:

1. Industry Analysis – Research the client’s specific industry to determine prevalent business structures and explain why those structures are commonly adopted.

2. Partner Report (Technical Memorandum) – Prepare a formal legal memorandum analysing available structures and recommending one, supported by statute and case law.

3. Client Advice (Video Presentation) – Deliver a plain-language oral explanation of your recommendation tailored to the client’s level of legal understanding.

All analysis must demonstrate independent research, critical evaluation, and application of law to fact scenarios. Mere description of legal principles without tailored application will not achieve higher grade bands.

Client Profiles (Select One)

Client 1: The Artisan Bakery (Alfred & Gina White)

Alfred, a retired military officer, and Gina intend to open a retail bakery. They possess significant personal savings and wish to employ local unemployed youth as part of a social enterprise initiative. They require a structure that balances operational control with social objectives and appropriate management of liability exposure. Consider issues such as employment risk, consumer law exposure, and asset protection.

Client 2: Property Development (John & Stephen Green)

The Green brothers have inherited $3 million and plan to acquire land for multi-unit development. They are risk-tolerant but require a structure that facilitates property ownership, manages construction and insolvency risks, and allows efficient profit distribution. Consider litigation exposure, financing arrangements, and succession planning.

Client 3: Fitness Expansion (Penny Grey)

Penny has operated a solvent sole proprietorship for ten years. She now intends to expand aggressively, requiring external capital and additional staff. She questions whether her current structure remains viable for a high-growth model. Consider capital raising limitations, personal liability, and long-term scalability.

Client 4: Tech Startup (Jason Brown)

Jason has developed proprietary high-resolution drone imaging software. He anticipates rapid scaling and requires a structure that protects intellectual property while enabling future equity investment without loss of operational control. Consider investor expectations, share structuring, and corporate governance obligations.

Task Specifications

Part 1: Industry and Real-World Analysis (800 Words | 10 Marks)

Conduct detailed research into the business sector relevant to your selected client. Identify dominant business structures within that industry and explain why they are preferred.

Your analysis should:

• Identify prevailing structures within the industry.

• Explain legal and commercial reasons for their prevalence.

• Evaluate liability exposure, operational efficiency, scalability, and governance implications.

• Demonstrate commercial awareness beyond purely doctrinal legal discussion.

You are expected to use credible academic and industry sources. Assertions about industry practice must be supported by evidence. This section assesses your ability to integrate real-world commercial insight with legal reasoning.

Part 2: Report to Supervising Partner (1000 Words | 15 Marks)

Draft a formal legal memorandum addressed to your supervising partner. The memorandum should follow a recognised legal structure, such as Issue, Rule, Application, Conclusion or a similarly coherent analytical format.

Requirements:

• Identify relevant legal issues including liability, capital raising, management control, transferability of ownership, and continuity.

• Apply relevant statutes such as the Corporations Act 2001 (Cth) and relevant Partnership legislation.

• Incorporate leading case law where applicable.

• Compare at least two distinct structures, including one limited liability and one unlimited liability model.

• Critically evaluate advantages and disadvantages in light of the client’s specific risk profile and objectives.

• Provide a clear and definitive recommendation.

• Include a full Reference List in Harvard style.

The memorandum must be written in formal, objective, and precise legal language appropriate for internal professional communication. Authorities must be accurately cited, and arguments must be logically structured.

Part 3: Video Advice to Client (10 Minutes | 10 Marks)

Record a professional video advising the client on your recommended structure.

Requirements:

Tone:
Professional, empathetic, and authoritative. You should demonstrate clarity and confidence while remaining accessible to a non-legal audience.

Content:

• Clearly explain the recommended structure.

• Explain why it was chosen over at least one alternative.

• Outline key legal implications such as liability, compliance costs, governance obligations, and long-term flexibility in plain English.

• Avoid legal jargon unless clearly explained.

Submission:
Upload the video as Unlisted to YouTube or via OneDrive or Google Drive. Paste the accessible URL into your Part 2 document. Ensure that permissions allow marker access. Failure to provide working access may result in the video component being unmarked.

Presentation quality, structure, timing, and clarity will influence grading. Professional dress, eye contact, and structured delivery are expected under standard professional communication criteria.

Sample Answer Guide

In the context of high-capital property development, the unlimited liability inherent in a general partnership presents an unacceptable risk to the Green brothers’ personal inheritance. Establishing a proprietary limited company under s 112 of the Corporations Act 2001 (Cth) creates a separate legal entity that shields shareholders’ personal assets from construction litigation or insolvency events (Turner et al. 2022). Although regulatory compliance costs are higher for a company, this structure facilitates clearer equity division and succession planning compared to a joint venture. Consequently, the corporate structure offers superior asset protection and scalability for multi-unit development. This reasoning aligns with the principle established in Salomon v Salomon & Co Ltd, which confirms the separate legal personality of a registered company.

Grading Rubric (Summary)

Markers will assess analytical depth, research quality, authority integration, structure, clarity, and professional presentation.

Recommended References

• Fitzpatrick, J., Symes, C., Veljanovski, A. and Parker, D., 2022. Business and Corporations Law. 5th ed. Sydney: LexisNexis Butterworths.

• Gibson, A. and Fraser, D., 2024. Business Law. 12th ed. Melbourne: Pearson Australia.

• Turner, C., Trone, J. and Gamble, R., 2022. Concise Australian Commercial Law. 34th ed. Sydney: Thomson Reuters.

• Vermeesch, R.B. and Lindgren, K.E., 2023. Business Law of Australia. 13th ed. Sydney: LexisNexis.

• Harris, J., Hargovan, A. and Adams, M., 2023. Australian Corporate Law. 7th ed. Chatswood: LexisNexis Butterworths.

The choice of business structure is fundamentally shaped by the doctrine of separate legal personality, which distinguishes the company as an independent legal entity distinct from its shareholders. This principle, affirmed in Salomon v Salomon & Co Ltd, underpins modern corporate law by limiting shareholder liability and promoting commercial certainty. However, limited liability must be balanced against regulatory compliance obligations and governance responsibilities imposed under the Corporations Act 2001 (Cth). As Harris, Hargovan and Adams (2023) observe, the corporate form offers significant advantages in capital formation and perpetual succession, yet it simultaneously introduces statutory duties that demand careful consideration in high-growth or high-risk enterprises.

Next Assessment Task (Weeks 5–7)

LAWS20059 – Assessment 2: Directors’ Duties and Corporate Governance Case Study

In this next assessment, students will analyse a hypothetical scenario involving alleged breaches of directors’ duties under the Corporations Act 2001 (Cth). Students will evaluate statutory duties including the duty of care and diligence, good faith, proper purpose, and misuse of position or information. The task will require application of leading cases to complex factual circumstances and preparation of a structured advisory memorandum. This assessment builds upon Assessment 1 by shifting focus from business structure selection to governance accountability and risk management within corporate entities.