During the winding up process, the business of the company is brought to an end, its assets are collected and sold, and the proceeds applied in accordance with the priorities set out in the Corporations Act. First, the proceeds are applied to creditors and any balance is paid to shareholders. Thereafter, the company is deregistered and ceases to exist. Winding up may be either compulsory (court-ordered) or voluntary. The most common reason for winding up or liquidation is the company’s insolvency.

A note on terminology: the terms ‘winding up’ and ‘liquidation’ are sometimes used interchangeably and at other times they are differentiated. For the purposes of explanation in this chapter we separate these terms. ‘Winding up’ is used to refer to the whole process as just described; this accords with the language of the Corporations Act Parts 5.4 to 5.7. ‘Liquidation’ refers to the particular task of realizing (or selling) the company’s assets so that the proceeds are available to be distributed to creditors (and possibly shareholders). Note, however, that the term ‘liquidator’ is used in the Act, and in practice, to refer to the person appointed to conduct the whole winding up process.

This is the first of three chapters dealing in depth with directors’ duties, following the overview provided in Chapter 10. The duties are divided into two themes: duties of care, skill and diligence, and duties of loyalty and good faith. The focus in this chapter is on the duties of care, skill and diligence. These duties are imposed by the common law, equity and the Corporations Act. This chapter commences with the common law and equitable foundations of the duty of care, skill and diligence, and considers their adoption into statute and the current law. It examines the safe harbour provided by the business judgment rule, and recent discussion on the scope and application of that rule. This chapter examines the ability of directors to delegate their duties and to reasonably rely on the information or advice provided by certain types of persons. Finally, the chapter considers the requirements imposed on directors and officers as a company approaches insolvency. The chapters which follow then consider the duties of loyalty and good faith.

In this chapter we extend that discussion by considering classroom management in relation to creating engaging and motivating learning environments. Engagement and motivation are essential to young people’s success in various educational contexts, including early years, primary and secondary settings, and they can only occur in positive teaching and learning environments. Establishing and fostering such environments through effective classroom management is a source of concern for many preservice teachers, and this will continue to be the case as teachers progress throughout their career. This chapter provides an overview of various proactive strategies that serve to promote positive teaching and learning environments along with strategies for responding to student disengagement or off-task behaviour. Positive student–teacher relationships will also be described as an essential component for engaging and motivating students’ learning.

High-quality teachers and teaching are essential for quality educational outcomes, and ultimately Australia’s economic and social wellbeing. This is recognised globally and has resulted in the development, implementation and enforcement of teacher standards to improve teacher quality and teacher professionalisation. The Australian Professional Standards for Teachers (APST) (Australian Institute for Teaching and School Leadership and the Initial Teacher Education Program Standards were developed to enhance and regulate teacher preparation and the quality of graduates. The standards are used by state and territory regulators to describe minimum levels of competence for teacher registration in Australia. Initial teacher education (ITE) programs now have specified entry requirements, including levels of academic achievement and dispositional attributes. However, the focus on preservice education to improve teacher quality is one-sided, overlooking the inservice issues that impact teacher quality, such as teacher shortages, pay and employment conditions.

This chapter will add a further layer of understanding from what you have read in Chapter 7 (diversity, inclusion, and social justice) and Chapters 8 and 9 (classroom management and creating positive learning environments). However, this chapter will focus on one particular group of learners: those who have lived through complex trauma. The reason why an entire chapter is dedicated to this one group is a growing understanding that we need a different way of thinking, believing, planning and acting if we are to be successful in improving the educational and life outcomes for these children and young people. We also know that a trauma-informed approach to educating and supporting these young learners can enhance the personal and professional well-being of the adults working hard to deliver education programs, which is vital.

In this chapter I present the main elements of the theory of bare phrase structure: principally the basic operation Merge. This operation replaces phrase-structure rules of all kinds, including the X′-theoretic ones, as the generative component of the theory. We will see that c-command can be directly derived from the effects of Merge. We will also see that Merge can give us a notion of projection. We look at the relation between Merge and LCA, and also introduce the Labelling Algorithm.

There are three ways of becoming a shareholder: by subscribing to a new issue of shares in a company; by purchasing shares from an existing shareholder; or by transmission of ownership in shares due to the operation of law (for example, where shares are transferred to the beneficiary under a will). In this chapter, we focus on the first method: the issuing of shares and securities as a means of fundraising, commonly referred to as ‘raising capital’ or ‘equity raising’. The term ‘subscription’ describes the relationship where a company issues shares directly to a shareholder. The legal relationship between the company that issues and the shareholder who subscribes for new shares can be analysed using the contractual rules of offer and acceptance.

Our primary focus in this chapter is the issue of securities by public companies. Generally speaking, only public companies are permitted to raise capital by issuing securities to a broad cross-section of the public.

This chapter recommends an approach to teaching art in the early years that begins with an underpinning layer of post-structuralist theory. Post-structuralist theories help to examine and question some heartfelt beliefs about art in the early years. There are a number of different theories for teaching the arts with young children. Mostly, it is the role of the teacher that is the focus for examination and analysis. Educators can use theory about discourse and the construction of ideas, thoughts and practices to challenge taken-for-granted beliefs and consciously decide on ways they can support children’s arts learning and their wellbeing.

In this book, we provide a positive, futures-oriented approach to assist you to build on your knowledge, skills, strengths and abilities so that you are prepared for teaching in the current era and able to embrace the many rewards associated with working in the educational sphere. Cognisant of the standardised and high-stakes accountability contexts within which teachers now work, the book will assist in preparing you to understand, and to begin to address, the mandatory accreditation requirements for teaching in Australia. From the outset, you will also be encouraged to develop and reflect on your own personal and professional philosophies of teaching. This chapter introduces some of the literature, research and practices that will help students learn about and reflect on teaching and the teaching profession. It also introduces relevant information about Australia’s school communities and school structures so students can best understand the complex and diverse nature of the work involved in teaching children across the full learning spectrum from early years to senior secondary.

In this chapter, we examine the law relating to corporate finance, focusing on how companies raise capital by issues shares or taking on debt. We examine the nature of share finance (including different types of shares), the different forms of debt finance (including debentures), and the nature of security interests. We consider share capital transactions including dividends, alterations and reduction of capital, share buy-backs and financial assistance transactions. This area of corporate law uses specific terminology. We define these terms in the text, noting that other sources, such as legal and business glossaries, may also assist.

In this chapter, we introduce the concept of phases, a further development of the islands/subjacency/barriers line of investigation, but with many other consequences. We look at the notion of phase and the Phase Impenetrability Condition, in particular Chomsky’s original rigid definition of phases as CP, v*P and DP, which contrasts with Bošković’s contextual definition. We also look

at the consequence of the PIC that successive-cyclic movement has to pass through SpecvP and adduce a range of cross-linguistic evidence in support of this. We then turn to the question of the driver for successive-cyclic movement. The Labelling Algorithm (LA) can provide an elegant account of this. Finally, we see the evidence for a new set of islands and how the contextual definition of phases, the antilocality condition on movement and the PIC conspire to give a narrow window of movement-targets.

Here the focus is on covert cases of wh-movement, i.e. cases where the movement takes place in such a way that it cannot be directly observed in the output of PF, but only in terms of its effects on the semantic interpretation. The best-known example of this kind of wh-movement is found in Mandarin Chinese; accordingly we focus on that language. Next, we look at cases of covert movement in English: Quantifier Raising and wh-movement in multiple questions. Then we turn to the nature of the copies of movement, showing how copies can provide an account of reconstruction of binding-theory relations at the CI interface, as well as of partial movement and doubling at PF.

Digital technologies influence every facet of our lives – education, health, leisure activities, finances and jobs. You may have heard terms for digital technologies, such as information technology and information and communication technology (ICT). In this chapter, we use digital technology and ICT interchangeably. In the first section, titled ‘Digital technologies and you’, we explore pre-service teachers’ personal and educational experiences with digital technologies and investigate attitudes towards digital technologies in education. A historical overview of technology and associated challenges is presented. The second section, ‘Digital technology in education’, explores the current situation in early childhood, primary and secondary school contexts. It offers some insights into theoretical frameworks, curriculum implications, pedagogical implications and practical considerations for contemporary classrooms. The third section, ‘Using digital technologies in class’, provides numerous suggestions and practical information on how digital technologies can be used for teaching and learning in the classroom.

This chapter provides an end-to-end introduction to statistics; this highlights how statistics can be used to develop models from data, to quantify the uncertainty of such models, and to make decisions under uncertainty. The chapter also discusses how random variables are the key modeling paradigm that is used in statistics to characterize and quantify uncertainty and risk.