Corporate
Our corporate team offers a focused, results driven capability to act in significant corporate transactions and important, sensitive governance matters.
We advise across a range of corporate law matters in a variety of industries including energy and resources, aged care, recruitment, retail, franchising, information technology, financial services and manufacturing.
We are a cost-effective and technically excellent alternative to larger legal transactional service offerings. Acting for SMEs (of various sizes), high net worth individuals, small and mid-cap listed companies and larger listed companies, we provide legal advice in the following areas:
- private equity
- capital raisings
- transaction due diligence
- company law and governance
- debt for equity exchanges
- shareholder matters
- joint ventures
- internal restructures
- asset sales and transfers, and
- start-ups and venture capital.
Business Succession and Co-Ownership
We provide advice to the owners of small and medium sized enterprises of various sizes on business succession and co-ownership issues including:
- general business succession advice and planning
- preparing for sale or generational transition
- structuring advice
- asset protection
- shareholder agreements and other forms of co-ownership agreements, and
- buy/sell agreements.
Capital Markets
We provide advice to clients across the full range of their capital markets needs including:
- IPOs
- backdoor listings
- secondary capital raisings including rights issues (both renounceable and non-renounceable), other secondary offers and private placements
- underwriting agreements
- share purchase plans and dividend reinvestment plans
- option and convertible note issues, and
- employee share plans.
Corporate Finance
We provide clients with advice on all types of corporate finance matters, including:
- structuring commercial and property finance transactions
- commercial lending agreements
- mezzanine lending
- due diligence
- all forms of security documentation
- guarantees
- priority and subordination agreements, and
- stamp duty issues.
Corporate Governance
We provide clients with advice on all corporate governance matters including:
- holding and conducting board meetings, annual general meetings and extraordinary general meetings;
- takeovers
- fundraisings
- directors duties
- related party transactions
- continuous disclosure and compliance with other disclosure requirements under the Corporations Act and the ASX Listing Rules
- financial assistance, and
- insider trading.
Mergers and Acquisitions
We provide advice across the full range of services in relation to mergers and acquisitions including:
- assisting with pre sale or acquisition strategies and negotiations in both regulated and unregulated mergers and acquisitions – including confidentiality agreements and term sheets and heads of agreements
- advising on structuring and restructuring
- advising on business, asset and share sales
- due diligence
- shareholder agreements, joint venture agreements and other forms of partnership agreements, and
- advising on all regulatory issues associated with mergers and acquisitions including the Corporations Act, the ASX Listing Rules, the Foreign Acquisition and Takeovers Act (and any related FIRB approvals) and the Competition and Consumer Act 2010.
General Commercial
We have been providing corporate and general commercial services to our clients since the firm’s inception in March 2006. Many of our clients view us as an extension of their in-house legal teams and call upon us for general commercial work in times of high workload. Key areas of commercial work include:
- all aspects of in-house legal practice
- legal issues arising from commercial activities online
- product sourcing and procurement agreements
- training and compliance in competition and consumer law, privacy and spam laws
- licensing agreements – including the licensing of intellectual property
- day-to-day advice on marketing and advertising issues and review of advertising materials
- consumer promotions including developing terms and condition, obtaining permits and reviewing point-of-sale material for legal compliance
- drafting and negotiating commercial agreements of all sorts including:
- supplier agreements
- terms and conditions with customers
- service agreements with consultants and other service providers
- tenders and tender responses
- manufacturing agreements
- distribution agreements
- IT agreements, and
- sponsorship agreements.
