1. What are 3 provisions that you would expect to see inafamily company'sconstitution?

1. Identify 2 provisions in the Replaceable Rules that a family company might not want to rely upon.

1. What sort of rights might be said to be given to a member in his or her capacity as a member?

5. Are there any limitations on amendments to the constitution?

6. Is the rationale for the division of powers between the board of directors an the general meeting in CA s 198A(1) different for small proprietary companie and large public companies?

7. Influential US corporate lawyer Martin Lipton has criticised shareholder activism and called for recognition that 'the proper goal of good governance is creating sustainable value for the benefit of all stakeholders, rather than reflexively placing more power in the hands of activist hedge funds or often- transient institutional shareholders who are themselves measured by short- term, quarterly portfolio performance'. Do you agree? How would you assess the balance of decision-making authority between the boards of Australia's large public companies against vocal activist investors?

8. Should shareholders be permitted to make advisory resolutions for public companies? What mechanisms do shareholders have to communicate their opinions to companies that they own shares in?