1: The concept of corporate governance ;
2: A brief thematic history of corporate governance ;
3: The concept of the corporation ;
4: The concept of corporate control and its relevance ;
5: The corporation as legal actor: questions of risk, authority and liability ;
6: Division of power between the board of directors and the general meeting ;
7: Meetings ;
8: The legal role of the board of directors and delegation and reliance ;
9: Definition of director and officer: appointment, retirement and removal of directors ;
10: Duties of directors and officers: overview ;
11: The basic duties to act in good faith and for a proper purpose ;
12: The duty to avoid self-dealing ;
13: Duties of care and business judgment ;
14: Directors’ duties and corporate governance in troubled companies ;
15: Shareholder rights and duties ;
16: Excusing directors ;
17: Holding directors accountable: remedies of the company ;
18: Holding directors accountable: minority shareholder remedies ;
19: The role of the auditor and audit committee in corporate governance ;
20: The Australian securities and investments commission, the statutory penalty regime and disqualification of directors in Australia and New Zealand ;
21: Use and abuse of corporate groups ;
22: Insider trading ;
23: Investigation of serious fraud ;
24: Key relationships: chairperson, managing director/CEO, company secretary and the board ;
25: Determining the appropriate roles of the board and management ;
26: The role of institutional investors in corporate governance ;
27: Systems of self-regulation ;
28: Current issues in corporate governance of listed public companies ;
29: Corporate governance in small and medium-sized enterprises ;
30: Corporate governance in not for profits ;
31: Corporate governance in corporatised enterprises ;
32: Business ethics ;
33: Comparative corporate governance systems: an overview ;
34: Globalisation, the new financial architecture and effective corporate governance ;
35: Thinking new thoughts on corporate governance .