AYB230 · Corporations Law
The Complete Exam Bible · S2 2026Corporations Law
AYB230 Corporations Law is QUT's second-year accounting-core unit on the law of companies — a CPA/CA accreditation requirement built around the Corporations Act 2001 (Cth) and the prescribed text Company Law: An Interactive Approach (3rd ed., Chapple et al., the unit coordinator's own text). Across its examinable topics it follows the company life-cycle: what a company is (separate legal entity, the corporate veil), how it is formed (types, registration, constitution, promoters), who runs and owns it (members, meetings, governance, directors' duties), how it raises money and reports, and how it ends (insolvency and external administration), plus current risk issues in climate and privacy.
It is assessed by two 1,000-word problem-solving assignments (20% each — an urgent-advice scenario on Topics 1–5, and an ILAC report) and a 60% open-book, invigilated face-to-face final exam combining MCQ, short-answer and problem questions, with all topics examinable. There is no per-component hurdle — you pass on 50/100 overall — but the exam holds most of the marks, and because it is open book the marks come from application, not from memorising the Act. The signature skill is the ILAC method (Issue, Law, Application, Conclusion): the coordinator's own marking feedback shows students lose marks by stating the law without pinpointing the section, citing the case, and applying it to the specific facts.
What AYB230 covers
The whole unit → one exam-ready map. Each topic links to its free chapter guide.
How AYB230 is assessed
| Component | Weight | Format |
|---|---|---|
| Assessment 1 — Scenario: urgent advice (online assignment) | 20% | Individual problem-solving task, 1,000 words; act as an accounting professional giving same-day urgent advice to a client; covers Lecture Topics 1–5; must cite primary sources (case law + Corporations Act 2001 sections); 16-hour window + automatic 48-hour extension; GenAI allowed for understanding/summarising only |
| Assessment 2 — Problem-solving task (Turnitin assignment) | 20% | Individual, 1,000 words (±100, up to +10% tolerance); analyse a real-world business situation, identify the relevant corporate law and socially responsible solutions; must answer using the ILAC method; ~8 references; professional report plus 1 PPT slide of 3 key messages (source A2 drew mainly on Topic 5 + Topic 7) |
| Assessment 3 — Final Exam | 60% | Invigilated face-to-face, open book (paper or book material only, no electronic devices); MCQ + short-answer + problem-solving; all topics examinable; held in the Central Examination Period (specific date subject to confirmation) |
Breach of the s181 duty — good faith & proper purpose (A1/A2 style, ILAC mark by mark)
- +1Issue: Did Wei breach the s181 duty to act in good faith in the best interests of the company and for a proper purpose when he issued the new shares?
- +2Law: s181 requires directors to act in good faith in the best interests of the company and for a proper purpose. Issuing shares to raise capital is a proper purpose; issuing them to entrench control or defeat a bid is improper. Where purposes are mixed, the test (the "but for" / dominant-purpose test) asks whether the issue would still have occurred absent the improper purpose. Good faith means genuine, honest and reasonable conduct (Equiticorp).
- +2Application: The dominant purpose here was to dilute the bidder and entrench management, not a genuine capital need. Even though some capital was raised, on the mixed-purpose test the issue would not have been made but for the improper purpose of defeating the bid — so the proper-purpose limb is not satisfied.
- +1Conclusion: Wei has breached s181. ASIC may seek a civil penalty (up to $1.11M), disqualification (s206C) and a compensation order; the company may apply to have the share issue set aside.
Key terms
- ILAC method
- The answer structure for a legal problem: Issue (state it generally), Law (pinpoint the section and cite the case + its principle), Application (apply the law to the specific facts, arguing both sides), Conclusion (a clear recommendation). The coordinator's feedback is that most marks live in Application — citing the law without applying it loses marks.
- Separate legal entity (SLE)
- Once registered, a company is a legal person distinct from its members and managers, with most of the legal capacities of a natural person (s124). The leading authority is Salomon v A Salomon & Co Ltd [1897] AC 22; it is what gives shareholders limited liability.
- Lifting the corporate veil
- The rare cases where the law looks past the SLE to the people behind it — under statute (e.g. insolvent trading s588G, defeating employee entitlements, a holding company liable for a subsidiary's insolvent trading s46) or at common law (the company used to perpetrate a fraud or to avoid an existing legal obligation).
- Ordinary vs special resolution
- An ordinary resolution passes on more than 50% of votes cast; a special resolution needs at least 75% (s9, s249L). Special resolutions are required for higher-stakes acts such as changing the constitution (s136) or a selective capital reduction.
- Statutory officer duties
- The core directors'/officers' duties in the Corporations Act: care and diligence (s180), good faith / best interests / proper purpose (s181), not misusing position (s182) or information (s183), preventing insolvent trading (s588G), and disclosure of material personal interests (s191/194/195) plus related-party rules (Ch 2E). Breach exposes a director to ASIC civil penalties (up to $1.11M), disqualification (s206C) and, where dishonesty is involved, criminal liability.
AYB230 FAQ
Is AYB230 hard?
AYB230 is challenging because it is statute-heavy — you are reasoning directly from the Corporations Act 2001 — and because the marks come from method, not memory. The good news is that the final is open book, so you are not asked to recall the Act from memory; you are asked to apply it. Students who struggle are usually the ones who state the law but never pinpoint the section, cite the case, or apply it to the facts. Build an ILAC issue checklist for each topic and the unit becomes a structured, repeatable skill rather than a memory test.
Is the AYB230 final exam open book, and is it a hurdle?
Yes — the official Assessments overview states the final is invigilated face-to-face and open book: you may bring any written material (course materials, notes, books) in paper or book form only, with no electronic devices. It is worth 60% and there is no per-component hurdle stated — you pass the unit on 50/100 overall — but the exam carries the most weight. Always confirm the current rules in your unit outline.
What does the AYB230 exam look like?
The official overview says the exam may contain a combination of MCQ, short-answer questions and problem-solving questions, and all topics are examinable. The Week 13 practice paper has a Section A of two ILAC problem questions (one worth 20 marks, one worth 10) plus a short-answer Section B (about 30 marks), where you are told to answer with ILAC, in point form if you wish, explaining with case law and legislation.
How is AYB230 assessed overall?
Two individual 1,000-word problem-solving assignments worth 20% each — Assessment 1 is an urgent-advice scenario covering Topics 1–5, and Assessment 2 is an ILAC report on a real-world situation (drawing mainly on directors' duties and climate-risk) — plus the 60% open-book final exam. Confirm the exact weights and due dates in your current unit outline.
Is using AskSia for AYB230 cheating?
No. AskSia is a study reference written in our own words — we host none of your lecturer's files, and Sia teaches you the ILAC method and the sections and cases the exam rewards. It does not complete or sit your assessments for you, and the unit itself allows GenAI for understanding and summarising (just not cut-and-paste).
How to study for the exam
Treat AYB230 as a method subject, not a memory subject: because the final is open book, your edge is the speed and precision of your application, not how much of the Act you can recall. (1) Build an indexed ILAC issue checklist for every topic — for each issue, write the exact section number and the leading case with the principle it stands for, so under exam pressure you march through the elements against the facts. (2) Tab and index your open-book notes so you can find the right test in seconds; an open-book exam punishes searching, not knowing. (3) Drill the high-yield decision trees — the insolvent-trading tree (s588G) and the order of distribution in liquidation (s556) come straight from the revision lecture and reward a structured answer. (4) Learn the standard thresholds cold (ordinary >50%, special ≥75%, member requisition ≥5%, Privacy Act turnover >$3m, civil penalty up to $1.11M) because they let you reach a defensible conclusion quickly. (5) Practise the coordinator's own feedback as a ritual: state the issue, pinpoint the section, cite the case, apply to the specific company, then conclude — never state the law without applying it.
