Pexels Photo By Binyamin Mellish

Commercial & Business Law

When it comes to business, the stakes are high, and the laws are often changing. With qualifications in business and law, we can help with a range of commercial and corporate matters. From starting a new venture to drafting shareholder agreements and advising on corporate insolvency, we have helped numerous Australian businesses navigate various business transactions, challenges and opportunities.

Our commercial and business law services include:

  • Buying and selling a business
  • Business structures and restructuring
  • Commercial and business contracts
  • Shareholder and partnership agreements
  • Joint venture agreements
  • Loan agreements and guarantees
  • Corporate insolvency
  • Debt recovery
  • Dispute resolution and commercial litigation

Choosing a Business Structure

If you are starting a new venture, you will need to decide on the right legal structure for your business. You may be able to operate successfully as a sole trader using an Australian Business Number, however, you will be personally responsible for all decisions and losses in the business.

If you want more legal and financial protection, you can register a company. This creates a separate legal entity which can help insulate you from certain losses incurred by the business and protect your personal assets. There are, however, exceptions to this protection and company directors and officeholders have a range of duties and obligations to fulfil when acting in their capacity. A company is also a more complex structure to run with additional reporting, regulatory and compliance requirements.

Other business structures such as partnerships and trusts may also be suitable for different business types. We can help you to identify and create the most suitable structure to align with your circumstances and business goals and objectives.

A shareholder agreement is a legally binding contract between the shareholders of a company and the company, and between each shareholder of the company. It is a fundamental legal instrument to help manage a company’s operations, growth and future.

The agreement sets out the rights, responsibilities, and liabilities of each shareholder to help put everyone on the same wavelength from the start. A well-drafted shareholder agreement can help minimise business interruption and potential disputes by setting out clear processes on how certain events or contingencies will be dealt with before they occur.

Debt Recovery

As most business owners and managers know, making money is one thing, ensuring that the business gets paid is another. Regular cash flow is essential for any organisation to prosper, and for small businesses in particular, financial viability can be heavily dependent upon whether accounts are paid promptly.

A business can often recoup an outstanding account with a friendly reminder. When informal methods fail, the next step may be to outsource the job to a lawyer who can advise on the best strategy to use to recover the debt. In doing so, you need a pragmatic, cost-effective approach that considers the debtor entity, the amount owed and likelihood of being paid, and the relevant circumstances. While a letter of demand may work in the first instance, other methods might include issuing a statutory demand on a corporate debtor or filing a summons in court. In all cases, a commercial approach that uses a cost-benefit ratio must be considered.

Terms of Trade

Terms of trade are the basis of a business’ trading relationships. The terms and conditions that you offer to your customers and accept from your suppliers are a basic aspect of your business model. Poorly thought out or unfair terms of trade can impede the success of your business. For instance, if your suppliers require upfront payment but your clients only pay after 30 days, your business could suffer from cash flow disruption every month. We can assist you to identify changes to your terms of trade that can help mitigate risk and reduce the need to chase outstanding debtors.

Corporate Insolvency

A company is insolvent when it cannot pay its debts when they are due for payment, notwithstanding that the company may have good prospects, 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. An insolvent company may need to enter 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 consider an appropriate way forward and avoid personal liability.

If you need assistance, contact [email protected] or call 0415 260 521.