We handle a comprehensive range of company, corporate and commercial matters. We can assist you with the governance of your business, acquisition of new businesses, succession planning, shareholder agreements, loans, finance, and corporate insolvency.
What is Governance and Compliance?
Corporate governance is the process of identifying and establishing protocols to ensure the legal compliance of your business, while mitigating risk. Compliance is the process of ensuring that your business complies with the regulations, reporting and auditing requirements on Australian businesses.
We can work with you to ensure that your company’s operations, policies, and systems are in legal compliance, with a particular focus on:
- Director duties, exposure and risk management measures
- Asset protection strategies
- Methods for debt funding and capital raising
- Terms and conditions for enterprise services
- Compliance with competition and consumer law, and privacy requirements (including the notifiable data breach scheme)
- Regulatory compliance with the Corporations Act and other regulations
What are Shareholder Agreements?
All proprietary companies must have a constitution that addresses the rights and obligations of shareholders. However, this constitution is usually limited in scope and focuses on the company’s objectives and activities. For this reason, it can be useful to also have a shareholder agreement. While it is not compulsory to have such an agreement, it is highly recommended for all companies, especially smaller privately held companies.
A shareholder agreement is a private contract that requires the consent of all shareholders. It outlines the rights and obligations of shareholders and their role in the management of a company. It establishes up front how disputes between shareholders not covered in the constitution should be resolved. It can be an effective tool to avoid costly litigation.
How Can a Solicitor Help with Lending?
A financial service provided by a bank or other institution can range from a simple loan facility to complex structured facilities. You may be familiar with speaking to your accountant about banking and lending for your business, but you should also consider speaking to a solicitor about these matters. We can help you with:
- Negotiating the terms and conditions of your loan
- Guarantees and security documents
- Documents to comply with the National Credit Code
- Self-managed superannuation fund lending
- Default proceedings and repossessions
- Mortgagee sales
What is Corporate Insolvency?
We deal with a range of matters pertaining to the financial health of companies and businesses and advise companies on insolvent trading and the duties and responsibilities of directors of companies in financial difficulties.
A company is insolvent when it cannot pay its debts when they are due for payment. It does not matter if the company has good future prospects, or significant assets, or is a leader in the market. Once the business is insolvent, the directors have a legal obligation to stop the business from continuing to trade. At that stage, the insolvent company usually has no other option other than to enter into either voluntary administration, receivership or liquidation to avoid running up additional debts.
If the company directors continue to trade without alteration, they can incur personal liability such as financial penalty, disqualification from director positions or even face imprisonment (for cases of fraud or dishonesty). It is crucial to get in touch with a lawyer if you suspect that your company is facing insolvency to avoid personal liability.
We can help whether you are facing a financial crisis or may be affected by someone else’s insolvency. We have experience in all aspects of insolvency law including:
- Bankruptcy
- Company liquidation/winding up
- Receivership
- Administration
- Litigation related to insolvency issues
- Preferences
- Part X arrangements
If you need assistance, contact one of our lawyers at [email protected] or call 07 3391 7511 for expert legal advice.