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Learning a legal language
There are two types of vocabulary that you need to learn in Company Law:
- Commonly used vocabulary
- Topic-specific vocabulary
Commonly used vocabulary
The following words are often used when explaining the law in case studies. Your lecturers and tutors may use these words to explain the law in lectures and tutorials. These words may also be useful when writing your legal case study answers.
| Verb | Noun | Definition | Example |
|---|---|---|---|
| enforce | enforcement | implement; action a legal requirement |
The company is entitled to enforce the statutory contract. |
| contravene | contravention | any breach of the law | The company has contravened a provision of the Corporations Act. |
| incorporate | incorporation | to create a body corporate | The process of incorporating a company involves... |
| evade | evasion | to avoid | Under common law the veil of incorporation could be lifted if a company is set up to evade an existing legal obligation. |
| liable | liability | any legal responsibility, duty or obligation | All no-liability companies are mining companies. |
| proceed | proceedings | legal action | ASIC could initiate proceedings under s... of the ASIC Act. |
| disclose | disclosure | make known | There are considerable disclosure requirements for companies listed on the stock exchange. |
| expropriate | expropriation | take or take over | Alterations to the constitution involving expropriation of minority shares must be for a proper purpose and fair in all circumstances. |
| comply | compliance | obey or fulfil the requirements of the law | Failure to comply with s 136(5) is an offence of strict liability. |
| repeal | take back | A company can repeal a constitution by putting replaceable rules in its place. | |
| adopt | adoption | take on | A company with replaceable rules may get rid of these rules by adopting a constitution. |
| bind, binding, bound (past tense) | required obligatory | Is the company bound to this contract? | |
| resolve | resolution | decide, a decision or motion passed at a meeting | A special resolution was passed at a general meeting. |
| assume | assumptions | presume, accepted as true | The statutory assumptions of s129 are... An outsider could assume that the secretary had been validly appointed. |
| vary | variation | a change; to change | S 246 D is concerned with the right to challenge a variation of class rights. |
Topic-specific vocabulary
Each topic in Company Law has its own legal language. It is important to understand and remember these terms in order to build your understanding Company Law. For example, topic two (registration and its effects) introduces the concept of the corporate veil. You need to understand this legal term as it is fundamental to this subject.
Activity
For each sentence, select the correct definition from the drop down list.
The company is entitled to the statutory contract.
Under common law the veil of incorporation could be lifted if a company is set up to an existing legal obligation.
S 246 D is concerned with the right to challenge a of class rights.
The company has a provision of the Corporations Act.
Failure to with S 136(5) is an offence of strict liability.
Strategies for remembering law vocabulary
Keep a list of key words for each Company Law topic. Arrange the words in categories so that words are organised in meaningful groups.
For example - topic two - registration and its effects
- Corporate veil
- Veil of incorporation
- Lifting the veil
Registration and its effects
Make a list of key words after each topic. Make sure you understand and revise these legal terms after each topic.
Example of a topic sheet
