A director has an array of obligations or duties towards the company and its shareholders that must be adhered to pursuant to common law and statute. There are circumstances such as when the company is insolvent or is at risk of insolvency where duties are also owed to creditors and other members of the public. Obligations imposed by the Corporations Act 2001 (Cth) include: The [...]

The High Court's recent decision in Peter Mann & Anor v Paterson Constructions Pty Ltd HCA 32 has limited the circumstances in which a builder can bring a claim in quantum meruit. A claim by a builder or other contractor in quantum meruit is a claim for the reasonable value of work done. Prior to the decision in Mann v Paterson, if a builder chose [...]

What is the PPSR? The Personal Property Securities Register (PPSR) is the official government register of security interests in personal property.  When a person or business borrows money or purchases personal property on credit terms (such as a car or items of stock), the debt secured by that property is registered on the PPSR.  The register acts as an online public noticeboard detailing all registered [...]

What is a shareholder agreement? Properly drafted shareholders agreements provide a clear framework of agreed principles across a range of issues. The owners of a business operated by a company should execute a shareholders agreement as soon as possible and preferably before commencement of trade. Shareholders agreements provide various benefits throughout the establishment and operation of a business, covering important issues such as who can [...]

The distinction between contractors, permanent employees and casual employees is a vital but often overlooked part of running a business. To ensure a business' legal obligations towards employees are met, it is critical that team members are classified and documented correctly. What is a permanent employee? A permanent employee is usually engaged under an employment contract or Award as either part-time or full-time, and has [...]

It is anticipated that later this year a proposed Bill will be introduced into Parliament in relation to Off the Plan contracts in New South Wales. If the Bill is passed as expected, then these changes will bring about: A new disclosure statement regime; Wider sunset clause protection for purchasers; and A 10 business day cooling off period (instead of the current 5 business day [...]

Your business’ terms of trade are the conditions on which your business sells goods and services to its customers. Your terms of trade should: Be in writing; Be tailored to fit your business; Reflect how your business interacts with customers; Be readily available to your customer; and Be easily understood. You should establish your terms of trade to ensure your business is protected from costly [...]

In light of the Banking and Financial Services Royal Commission, small businesses and sole traders might be excused for thinking that the Federal Government's legislative reforms are wholly focused on the large corporations. Those who have been following the news will recall the massive prosecution of the Commonwealth Bank for failing in its anti-money laundering and counter-terrorism financing obligations. This prosecution is part of a [...]

In an environment of declining housing affordability, more parents are helping their children out by financially assisting them in their housing purchase. When deciding on the best way to assist a child financially, there are some important matters you need to consider: ·         Do you want to provide money as a loan or as a gift? ·         What will happen to your money if your [...]