Business & Commercial Law

Running a business presents a range of challenges, opportunities, and legal issues. Whatever your business is facing, a good business lawyer can help you mitigate risk and place your business in a position to best deal with a range of contingencies. Whether you’re a start-up, planning to buy or sell a business, or looking for advice on a commercial dispute, we can help. We have been serving Australian businesses for over 44 years and have helped numerous clients across various industries. We offer a range of practical legal solutions for all types of businesses and can help with:

Buying and selling a business or franchise
Business contracts
Commercial disputes and commercial litigation
Property and leasing – commercial and retail
Small business legal advice
Bankruptcy and insolvency
Business succession and asset protection

Starting a new business – choosing your business structure

When setting up a business you will need to choose an appropriate legal structure which should consider your personal circumstances, your plans for future growth, and an assessment of financial risk. We can provide guidance on the different structures and explain the pros and cons of each.

If you’re going solo and plan to stay small, you could operate as a sole trader, which is a simple structure that operates using an Australian Business Number (ABN). Note, however, a sole trader is legally responsible for all aspects of the business including its debts and liabilities.

A partnership may be suitable if you are starting a business with one or more other people. In such cases, a formal partnership agreement is essential to set out each partner’s respective roles and responsibilities. A partnership agreement can also include provisions for termination, retirement, or sale of the business as well as processes to value the business or resolve disputes.

Corporate entities are popular choices for small to medium-sized businesses. Running your business operations through a registered company can provide some level of protection for directors and officers, as the company has its own legal status. However, there are ongoing costs associated with this structure and annual reporting obligations. Company directors must also abide by specific laws when carrying out their roles.

A trust structure may be useful for protecting assets and can help manage tax liabilities. Trusts, however, are complex, and need to be properly set up and managed to achieve their expected benefits.

Buying or selling an existing business

If you are looking to buy or sell a business, shares, or company, it is important to get professional advice. We can draft, review, and negotiate the sale conditions for your transaction, recommend due diligence, and ensure that your interests are protected. We often work closely with clients’ accountants to structure the transaction to provide an optimum outcome that considers the legal, financial and taxation implications.

Buying and selling an established business often involves the consideration and transfer of existing legal arrangements required to continue its operations. This might include current and ongoing employees, assigning a commercial lease for premises from which the business operates, ongoing service agreements and the transfer of intellectual property, domain names and trading names.

Commercial and retail leases

If you need premises to run your business, you may need to enter a commercial or retail lease. A lease involves a significant financial investment, so it is important to ensure that:

the premises are suitable for your business operations
relevant approvals/licences are in place or can be obtained
the commercial provisions (the term, rent and rent increases, renewal options, fit-out provisions, etc.) are suitable for your plans
the lease is compliant with any relevant retail leasing legislation
your legal rights are protected and there are provisions to address a range of contingencies or unforeseen events

Similarly, if you own commercial premises that you rent out, you will need a carefully drafted lease agreement with terms and conditions to ensure your investment is protected. If the premises are retail, the lease must comply with the relevant retail leasing legislation which also imposes specific disclosure obligations on the landlord.

A well-drafted commercial lease with clear terms puts the parties on the same page at the beginning of the relationship and helps avoid leasing disputes down the track. We can assist with drafting, reviewing, and negotiating the terms of a proposed lease agreement as well as lease renewals, transfers, assignments, and sub-letting.

If you need help, contact [email protected] or call 02 9997 7200 for expert legal advice.