Business & Company

Building & Construction Law 15/10/2018 by Sam Roberts

Will your business be able to rely on the Security of Payment Laws when it counts? The single most important thing to do.

Disputes and withheld payments are common occurrence in the construction industry. Contractors and suppliers operate with increased risk of these occurrences if they are not prepared to use the Building & Construction Industry Security of Payment Act 1999 (“the Act”) immediately when a problem arises. I regularly get people downloading our Security of Payment Guide looking […]

Business & Company 10/09/2018 by Amanda Crosbie

ATO Director Penalties: What Company Directors Need to do to Avoid Personal Liability

Under the ATO’s Director Penalty regime company Directors can be personally liable for company obligations. The Director Penalty regime applies to unpaid “PAYG” withholding amounts and Superannuation Guarantee Charge “SGC” obligations. The effect of the Director Penalty regime is that if a company of which a person is a Director fails to ensure that the […]

Business & Company 27/03/2018 by Sam Roberts

Safe Harbour & Directors’ Liability for Insolvent Trading

On 19 September 2017 amendments, to the Corporations Act 2001 commenced which create a “safe harbour” for Directors to protect them from personal liability for debts incurred by an insolvent company in certain circumstances. Why the need for Safe Harbour Prior to the amendments, the provisions of the Corporations Act governing corporate insolvency focused on the need […]

Business & Company 13/02/2018 by Sam Roberts

Statutory Demands and Proving Insolvency when Winding Up a Company

The appointment of a Liquidator to wind up a Company that is unable to pay its debts is a significant enforcement option and equivalent with Bankruptcy for individuals. The appointment of a Liquidator means that all assets of the Company come under the control of the Liquidator including any loans owing from Directors or Shareholders […]

Business & Company 25/10/2017 by Sam Roberts

Private Sale of Industry Leading Holiday Rentals Booking Management Software Business to Public Listed Company a Breeze.

Midac Technologies Pty Limited (“Midac”) started up in 1981 in Sydney and pioneered early “smart building” direct digital control technology. In 1994 Midac made an early start developing online software and solutions. The then Dungog based business was instrumental in encouraging and assisting many organizations to make their online debut, including large corporate entities like […]

Building & Construction Law 6/06/2017 by Amanda Crosbie

Common Misconceptions about Contracting in the Building & Construction Industry and what to do to avoid getting caught out.

When I ask clients whether a written contract was in place or whether variations had been documented, too often I receive the following response “no there was no contract, we just agreed to it” or “I didn’t think it was necessary it was a small job“. Firstly, it is an incorrect assumption that just because […]

Business & Company 27/07/2016 by Sam Roberts

Is your business ready for sale?

Early Legal Considerations To ensure that a Business Sale Contract can be promptly submitted to your eventual buyer following negotiation of a price and sale terms, you should consider the following and provide us with early instructions to address any matters and/or to prepare a draft Business Sale Contract, when you have decided to sell […]

Business & Company 14/06/2016 by Sam Roberts

Why ignorance of loan balances can lead to tax nightmares.

Do you own a private company? Have you received payments not accounted for as wages or salaries this financial year? As 30 June approaches it is time to ensure your business affairs are in order. This includes ensuring you have Division 7A Loan Agreements in place, where necessary. What is Division 7A? Division 7A of […]

Business & Company 28/01/2015 by Sam Roberts

Consequences of not making Effective Business Contracts

As an Accredited Specialist in Commercial Litigation I have dealt with all kinds of business disputes. By far the most common cause of commercial disputes is the failure of the parties to adequately record the terms of their agreement in writing. This is particularly common in the building and construction industry. When there is an […]

Business & Company 27/08/2013 by Sam Roberts

Growing Your Business by Franchising: Are you ready to become a parent?

For people who have a successful business and are interested in expanding by granting Franchises of their business, obtaining practical advice about what is involved in the day to day operation of Franchisor business is essential from the outset. From a Franchisor’s perspective, a Franchise relationship is not unlike having a child. Once you have […]

Business & Company 27/08/2013 by Sam Roberts

Do you take this Franchisor to be… “I do”. Are you ready to sign a Franchise Agreement?

Buying a Franchise is a bit like getting married. You are making a long term legal commitment to another party who you hopefully know and can trust. The failure of the marriage can have significant financial implications. However, unlike a marriage, where around 50% of your assets are at risk if it breaks down, you […]

Business & Company 16/08/2013 by Sam Roberts

Introduction to Business Succession Planning

Congratulations on taking the first step to protect your interest in your co-owned business. Business Succession Planning is essential for protecting your interest in a co-owned business and is an integral part of every business co-owner’s individual Estate Planning. “Business Succession Planning” means: Planning for the sale or purchase of a co-owners’ interest in a […]

Business & Company 16/08/2013 by Sam Roberts

What is a Buy/Sell Option Agreement?

Introduction to Business Succession Planning What is a Buy/Sell Option Agreement? A Buy/Sell Option Agreement is an agreement between co-owners of a business granting each other options to buy or sell their respective interests upon the occurrence of specified Option Events. The Option Events are typically: the Death of a co-owner; the Permanent Disablement of […]

Business & Company 16/08/2013 by Sam Roberts

Why do I need a Buy/Sell Option Agreement?

Introduction to Business Succession Planning What is a Buy/Sell Option Agreement? Why do I need a Buy/Sell Option Agreement? In the absence of a Buy/Sell Option Agreement disputes between co-owners or their executors/beneficiaries following the occurrence of an Option Event are common. These disputes typically relate to: Who may purchase the co-owner’s interest; Whether the […]

Business & Company 16/08/2013 by Sam Roberts

What is a Shareholders’ Agreement?

Introduction to Business Succession Planning What is a Buy/Sell Option Agreement? Why do I need a Buy/Sell Option Agreement? What is a Shareholders’ Agreement A Shareholders’ Agreement (similar to a Partnership Agreement) is an Agreement between two (2) or more co-owners of a business setting out their agreements with respect to the management and control of […]

Business & Company 16/08/2013 by Sam Roberts

Why do I need a Shareholders’ Agreement (Partnership Agreement)?

Introduction to Business Succession Planning What is a Buy/Sell Option Agreement? Why do I need a Buy/Sell Option Agreement? What is a Shareholders’ Agreement? Why do I need a Shareholders’ Agreement (Partnership Agreement)? Anyone who is a co-owner in a business should have a Shareholders’ Agreement (if the business is carried on by a company) […]

Business & Company 16/08/2013 by Sam Roberts

Funding the Purchase Price under a Business Succession Plan

Introduction to Business Succession Planning What is a Buy/Sell Option Agreement? Why do I need a Buy/Sell Option Agreement? What is a Shareholders’ Agreement? Why do I need a Shareholders’ Agreement (Partnership Agreement)? Funding the Purchase Price under a Business Succession Plan When a co-owner exercises an option to buy or sell their equity in the […]

Business & Company 16/08/2013 by Sam Roberts

CGT & Insurance Proceeds in Business Succession Planning

Introduction to Business Succession Planning What is a Buy Sell/Option Agreement? Why do I need a Buy/Sell Option Agreement? What is a Shareholders’ Agreement? Why do I need a Shareholders’ Agreement (Partnership Agreement)? Funding the Purchase Price under a Business Succession Plan CGT & Insurance Proceeds Death Benefits Pursuant to section 118-300 of the Income […]