Businesses in Australia have a lot of moving parts and a mountain of ever-changing regulations that govern them.
We’ve advised all kinds of businesses at various stages of their lifecycle and, as a business ourselves, at Nevett Ford we know the needs of an organisation and the people within it will change over time. Therefore, as business advisors, we know we need to be nimble.
We’re confident in adapting our guidance to suit each unique client and what’s most important to them at that moment in their evolution – for example, a small family business looking to raise funds by selling down assets usually requires quite different guidance to a Board of directors deciding whether to recommend a merger to shareholders.
Our clients, past and present, include a broad range of small to medium businesses (SMEs) as well as large companies and national institutions.
We know anyone involved in business requires practical, quick and cost-effective legal guidance and solutions that are tailored to fit your circumstances and objectives. –Regardless of the size, shape or industry of our client, we factor all of the above into our advice.
We’ve worked with a range of stakeholders and industry participants with varying needs who are impacted differently by corporate and business operations including:
- established family businesses, whether operating as trustees or corporate entities
- small businesses & sole traders
- contractors & employees
- partners & joint venturers/co-owners
- CEOs & management
- Boards & Company Secretaries
- through to more sophisticated and complex corporate structures with independent directors, external investors & shareholders, and layers of corporate and statutory regulation.
Unfortunately, experience has also shown us what can go wrong when risks are ignored rather than managed or when compliance isn’t proactively implemented. For this reason, we very much prefer working in true partnership with clients to help safeguard their future – not just as emergency advisors.
BUSINESS LAW, OPERATIONS & TRANSACTIONS
We have a strong multi-skilled team based in Melbourne that comes together on matters to advise clients in all stages of their business – start-up, maturity or in need of turnaround/divestment.
The following are examples of common matters our business and corporate teams can assist clients with:
Business Structures to ensure interests, aims, risks and goals are reflected in the agreements that form the foundations of a business.
- Business purchases and sales including formation of new companies, trusts, co-ownership entities and other structures.
- Shareholder agreements, unitholder agreements, partnership agreements.
- Joint venture & co-investment structures.
- Business succession planning.
- Advice for directors and shareholders, trustees and beneficiaries
Commercial and Operational Contracts
Commercial and Operational Contracts advice such as the review and/or development of operating contractual terms so that your interests are protected and advanced throughout your commercial dealings and you understand the practical implications of any contracts your business signs.
- Franchising and distribution including distribution agreements, franchising agreements, and franchising Code of Conduct matters.
- Services or supply contracts, Cconsulting & specialist agreements.
- Trading terms and conditions.
- Restraint of Trade and confidentiality arrangements
- Advice on releases and indemnities.
- Protecting, enforcing or contesting security interests.
- Consumer and competition laws including Australian Competition and Consumer (ACCC) matters, Australian consumer law – misleading or deceptive conduct, unconscionable conduct, unfair practices, availability and enforcement of conditions and warranties.
- Finance agreements including advice on loan and debt agreements, securities and negotiation of terms with funders.
Corporate Matters for ASIC registered organisations or businesses wishing to move to or currently operating with a company structure, a legal partner is essential for assisting with regular issues that arise in the course of doing business. We can advise on any of the following common corporate issues:
- corporate governance and company secretarial services, including resolutions, meeting procedures and registry guidance
- advising on, protecting and advancing the rights of shareholders and other business participants (see corporate- link)
- advice on Corporations Act requirements and constitutional matters
- share subscriptions, options and restructures
- business acquisitions and sales, including shares and assets
- compliance failures and regulator investigations and/or disputes, including assisting with internal investigations, regulator ‘Notice to Produce’ and formal investigations by ASIC or other state and federal regulators.
Workplace Relations advice for employers and business owners. Especially with Australia’s complex employment laws, help with compliance and practical advice on employment related issues is essential for businesses regardless of size or industry. We regularly support business clients with advice on the below workplace issues.
- Employment contracts, including employee incentive schemes and executive contracts.
- Redundancies and terminations.
- Collective contracts and union negotiations.
- Workplace investigations, and dispute resolution including mediations.
- ‘Global Mobility’ / Workforce Migration, including employer nominations, corporate and business sponsored Temporary and Permanent Residence Visas.
Property Law - Commercial & Industrial Real Estate
Property Law – Commercial & Industrial Real Estate, for commercial landlords and tenants looking to lease premises, or developers seeking to ensure a prospective sale/acquisition is thoroughly considered before a transaction is entered into, and to support their team through development projects. We advise across the full spectrum of property law including:
- due diligence and property investigation.
- contracts for purchases and sales, development projects (see Property Development)
- leasing including owner / tenant negotiations and contract review
- planning matters such as Change of Use, subdivisions etc.
See our Property page.
Licencing, Trademarks and IP Law
Licencing, Trademarks and IP Law, including copyright registration and licensing agreements, trademarks, technology agreements and contracts.
Conflict and Disputes
Conflict and Disputes are unfortunately part of business life, and we appreciate that businesses need to ensure continuity and manage exposure when disagreements occur. We work with business owners and individuals with the aim of avoiding costly protracted disputes, advising in relation to:
- pre-litigation dispute resolution and strategies to manage disputes
- shareholder oppression, Cco-ownership and/or partnership disputes
- Breach of Contract, including construction disputes
- other breaches and disputes such as breach of obligations, misleading and deceptive conduct
- commercial property disputes.
AUSTRALIAN CORPORATE LAW, COMPANY GOVERNANCE AND REGULATION
We advise companies on many matters relating to compliance with Australian Corporate Law (the Corporations Act) and regulator compliance across all stages of the business lifecycle. Whether you’re a board, committee or trustee, it is important to have a practical legal advisor familiar with the boardroom – our advice stems from experience serving in governance roles as well as acting for those in them. In addition to Business Structuring, we advise on corporate operations including:
- Corporate Governance and management advice including guidance for directors and business operators, shareholder and board meeting procedures and voting.
- Company Secretarial Services.
- Advice on company constitutions, company meetings and procedures– compliant with Corporations Act and tailored to the objectives and realities of the business.
- Guidance on Board composition, structuring and appointment processes, skills matrix considerations and eligibility criteria.
- Directors’ duties and liabilities, access to documents and indemnification.
- Shareholders and unitholders agreements.
We also work with directors or shareholders on managing disputes and developing appropriate remedies within the bounds of the company constitution and/or the framework of Australian corporate law.
Capital Management and Transactions
- Business acquisitions and sales – share sales.
- Loans and finance – including debt and securities.
- Ventures and collaboration agreements.
- Share issues, redemptions and buybacks.
- Capital finance – preference shares, convertible notes.
- Employee share schemes.
Compliance Issues and Regulator Disputes
- Assisting with ASIC investigations or compliance.
- Advice on directors duties, liabilities, indemnities and insurances.
Regulators we have engaged with on behalf of clients include Australian Tax Office (ATO), ASIC, Foreign Investment Review Board (FIRB), local councils, Department of Immigration and the State Revenue Office (Vic).
We also advise across all operational business law issues including contracts, workforce agreements, trading terms and conditions, equipment leasing, sales and service agreements etc.
PROJECTS, DEVELOPMENTS & INVESTMENTS
With dual experience across Property and Corporate Law, our team is able to create a solid foundation for any property development project. Particularly where co-investment, risk sharing and a range of agreements with different stakeholder groups are required, it’s vital that legal input is obtained from the outset. Common areas our team advise on include:
- due diligence investigations, acquisitions and sales of commercial properties and development sites
- advice on retail and commercial leasing
- advice under the Building Act 2003 (Vic) and Domestic Building Contracts Act 1995 (Vic)
- property joint ventures
- planning advice and negotiations with local councils
- sport and licensing agreements.
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