Whether your business is large or small, you need exceptional legal advice. Partnering with a corporate and commercial lawyer will help your business get off the ground, and it will set you up for success.
Our corporate and commercial lawyers in Melbourne and Victoria offer first-rate services. We’re renowned for pragmatic and cost-effective solutions. But it’s not only about understanding legislation or being able to draft effective legal documents (although we do that too). It’s about getting to know your business operations, goals, strategies and challenges.
We’re skilled at tackling the full range of corporate and commercial issues and transactions. Whatever the challenge, we can help your business.
Our commercial lawyers are skilled in:
- Joint ventures and shareholder arrangements
- E-commerce, intellectual property and data protection
- Business disputes
We provide advice in all areas of corporate and commercial law, for example:
- Business structures including partnerships, joint ventures, companies, discretionary unit trusts and hybrid trusts
- Business succession strategies, including shareholder and unitholder agreements as well as buy/sell agreements
- Asset protection strategies
- Purchase and sales of businesses or shares in a company
- Common and uncommon commercial agreements
- Trademarks, including registration and dealing with infringements
- Liquor licensing, including transfers
- Resolving business disputes, including the breakdown of a business partnership
- Preparing and advising on franchise agreements
Our recent experience
Our recent transaction experience provides an excellent indication of the quality of our services, the effectiveness of our commercial team, and the extent of our knowledge. It includes:
- Advising a leader in the smoke alarm repair and maintenance industry on a number of interstate acquisitions
- Facilitating the sale of a business interest for one of Australia’s largest private landholders and hotel operators
- Acting for a number of renown car dealership franchises in sales and purchases of flagship BMW and Jaguar/Landrover franchises, including in Victoria and South Australia
- Transactions for a large information management client, including transition to a real estate investment trust and purchasing another large entity
- Rolling out the franchise structure for a major relocation services company
- Acting for a gas fireplace supplier in the sale of its interest to an internationally listed company
- Undertaking corporate reorganisation of a national recreational service provider
- Acting for a fast food business in a private equity firm’s investment and debt funding arrangements
- Advising a tea retailer and a social media business on corporate restructure and private acquisition
Corporate + Commercial law FAQs
For information about starting a business, visit our Scale-up and Start-up Companies page.
The answer to this question is different in every situation. Whether you should buy the assets or the company shares will depend on the answers to two questions:
- What is the best tax outcome for your business?
- What is the best legal or risk liability outcome for your business?
Company assets may include plant, equipment, stock, goodwill and intellectual property. When compared with share purchase, asset sales are sometimes seen as lower risk because there are more unknowns about company liabilities when investing in shares.
On the other hand, when buying assets, some things can’t be transferred. For example, contracts with employees, suppliers and even customers. This may mean that a share purchase is more attractive in some circumstances. We’ll help you assess the extent to which you will be relying on those contracts before deciding whether to buy assets.
Buying the shares in a holding company usually leads to the purchaser assuming a higher risk. As a purchaser, you would be responsible for all past liabilities of the company. You’ll need a carefully drafted agreement to reduce your exposure.
This is a complicated question. Protecting your business assets will require legal help. The protection measures that are right for your business will depend on your circumstances but may include adequate insurance cover, choosing the entity that best fits your needs and tax requirements, and getting expert legal advice, right from the start.
You should also consider whether your business has any intellectual property that needs protection, as the registration of a business name will not provide enough protection over your intellectual property.
The primary business structures used in Australia include:
- Sole trader
Each has advantages and disadvantages. When choosing the correct form for your business, you should consider whether there are personal liability and tax implications.
We can help you work out the right structure for your business, and if there are tax implications, we’ll make sure you get the right help from tax experts.