Commercial & Business Law

Your Partner in Business Success

Whether you’re starting a new venture or expanding an existing one, navigating the legal complexities of business transactions and compliance can be daunting. Our combined experience in business, commercial and property law ensures we can provide comprehensive legal support and guidance for Australian businesses for a range of commercial matters, including:

• Business sales and purchases
• Structuring and restructuring businesses
• Commercial and business contracts
• Incorporation of companies
• Partnership and shareholder agreements
• Intellectual property
• Debt recovery

Strategic Business Structuring

Setting up an ideal business structure is critical when starting a new venture. The legal structure through which you run your business will typically depend on your financial situation, personal circumstances, and objectives for growth and expansion. We can help you implement a suitable structure for your needs and navigate any associated compliance and reporting requirements.

Types of Business Structures

For solo small-scale businesses, a sole proprietorship using an Australian Business Number (ABN) may be suitable. However, as a sole trader, you are directly responsible and liable for all aspects of the business.

If one or more other parties are involved in your venture, a partnership might be a viable option. In such cases, a formal partnership agreement is essential to clarify responsibilities, establish procedures for the termination, retirement, or sale of a partnership interest, and outline dispute resolution processes.

Many Australian businesses will establish a company through a registered corporate entity. This can offer a certain level of legal protection for directors and officers. Companies have annual reporting obligations, and directors must comply with a range of duties. Some of these duties include acting in the best interests of the company, avoiding conflicts of interest and not continuing to trade while insolvent. If forming a company, a shareholder agreement can help manage its internal operations, define shareholder rights, responsibilities, and liabilities, and set out provisions to manage contingencies and disputes.

Trusts may be beneficial for asset protection and tax management, however, these are complex legal structures that require meticulous setup and administration to realise their intended benefits.

We can guide you through each option, ensuring you make an informed decision aligned with your business goals.

Buying or Selling a Business

Buying or selling a business requires careful planning and due diligence. A written contract is essential, and the buyer and seller should obtain independent legal and financial advice. Your professional team can help structure the transaction to optimise outcomes and protect your interests.

Key considerations typically include:

Purchase price structure: How the purchase price is allocated across goodwill, stock, plant, equipment, and inventory.

Tax implications: Goods and Services Tax (GST) and other taxes, such as Capital Gains Tax (CGT).

Ancillary agreements: Suitability and transfer arrangements for commercial leases and service contracts.

Intellectual property: Transferring assets like business names, trademarks, and domain names.

Employee arrangements: Managing existing employee transfers, offers, redundancies, and leave entitlements.

Restrictive clauses: Restraint of trade and confidentiality provisions.

Transition support: Agreed training periods, representations, and warranties.

Intellectual Property: Protecting Your Innovations

Your intellectual property is a valuable asset. We’ll help you protect your trademarks, copyrights, and other intellectual property rights, ensuring your brand is safeguarded. We can help with:

• Trademark registration and protection
• Copyright advice
• Intellectual property licensing

Effective Debt Recovery Solutions

Maintaining a healthy cash flow is vital for business sustainability. We employ a pragmatic and cost-effective approach to debt recovery, ranging from formal demand letters to legal proceedings, always prioritising a favourable cost-benefit ratio.

We provide clear, actionable advice tailored to our clients’ needs and objectives, freeing them up to do what they do best – running and growing their businesses.

With experience in all aspects of business and commercial law, we can guide you through compliance issues, help with your commercial transactions and anticipate potential issues to provide proactive solutions.

If you need assistance, call 02 9130 6661 or email and