Property & Business
Corporate & Commercial
Litigation & Dispute Resolution
Criminal Law
Family Law
1. Commercial Law
2. Corporate Law
3. Franchising
4. Intellectual Property
5. Insolvency & Bankruptcy
6. International Expansion
7. Taxation
8. Trade Practices
Corporate & Commercial
1.
Commercial Law
Commercial law primarily relates to commercial transactions and covers a field of areas such as contracts, sale and purchase of businesses, exporting and importing, company and partnership law, supply of goods and services including terms and conditions of trade, franchising, supply and distributorship arrangements, reseller arrangements, contracting and outsourcing.
2.
Corporate Law
Corporate law is about business, which has separate legal personality, with limited liability for its shareholders, who buy and sell their stocks depending on the performance of the board of directors. The five defining characteristics of the modern corporation are a separate legal personality of the corporation, limited liability of the shareholders, transferable shares, control of the company placed in the hands of a board of directors and investor ownership.
3.
Franchising
The franchise agreement is the basis of a relationship between the franchisor and franchisee. A franchise contract and relationship needs to be balanced and respect the need for both parties to benefit commercially. A franchisee is advised to seek independent advise prior to entering into a franchise agreement to ensure any decision is fully informed.
There are critical areas where franchisee rights need to be clearly defined such as key responsibilities, termination and default, payment of monies, supply side relationships, territorial rights, ownership and asset rights, prior disclosure, lease obligations or rights, bank guarantees, marketing, rebates, intellectual property, pricing, and dispute resolution procedures. The exact form of the franchise agreement must reflect the commercial intent and means of operation of the business.
In the event of a dispute it is the starting point for understanding where each party stands and if the agreement is in breach of any jurisdictional codes of conduct or established case law.
4.
Intellectual Property
The field of intellectual property has expanded greatly over the last few years substantially increasing in complexity. Fundamentally, the law endeavours to protect intellectual property including copyright, trademark, patents, designs, licensing and confidential information including trade secrets.
Most corporations, small to medium enterprises and individuals involved in commerce in the 21st century will be faced with issues involving the protection of intellectual property. This may consist of methods unique to your business, client lists, branding or the product itself. In many businesses intellectual property represents the most important asset yet receives little attention. The fact that Intellectual Property is intangible means that many people are unaware of their rights and unfortunately due to this neglect Intellectual property enters the public domain unprotected. The use of someone else's intellectual property amounts to theft hence it is imperative that you protect it like you would any form of real or personal property e.g. your home, car, investment property, business premises, plant and equipment, etc.
There are various strategies available to protect intellectual property so your intellectual capital is protected. Examples of such strategies include Copyright, Confidentiality and Non Disclosure Agreements, Licensing, Manufacturing Agreements, Trademark Protection - the application of trademarks and advice on opposition or infringement actions.
5.
Insolvency & Bankruptcy
When an individual or entity is unable to pay their debts as they fall due, it is usual that many debtors fail to prioritise the manner in which their indebtedness is to be addressed. As the debt ages creditors endeavour to have the debt(s) paid failing which they may engage lawyers to pursue the debt. If direct contact is not successful then a letter(s) of demand is dispatched and if disregarded normally court proceedings ensue.
Initiating process is by way of statement of claim or garnishee where individuals are involved or by way of statement of claim or a statutory demand with companies. Apart from voluntary liquidation, once a judgement debt and a certificate of judgement have been obtained from the relevant court these can be enforced leading to bankruptcy or liquidation depending on the entity concerned. Either voluntary liquidation or liquidation means that the company is wound up and ceases to exist as an independent, legal personality.
During the course of the global financial crisis there has been a severe downturn in business which has led to many people losing their employment and companies incurring debts which they cannot pay. LSB Lawyers works closely with our clients in an endeavour to achieve the best possible results for them in this area.
We have acted in and conducted proceedings from different perspectives in this area – for companies that are both being wound up and for those seeking to obtain an order to wind up a company.
6.
International Expansion
There are many areas to consider for International expansion such as setting up company structures, seeking tax advice, establishing business relationships and entering into contractual agreements under foreign jurisdictions. It is a specialist area that requires an understanding of local tax, compliance, regulatory, workplace, financial market, supply, pricing, corporation and securities law and dispute and arbitration processes.
The process of building an international business has the potential to create significant shareholder value and future asset value. Many of the world's most respected brands have at some time implemented an international expansion in multiple markets. The process is complex and requires a proactive and detailed approach to ensure the foundation is capable of creating the intended outcomes.
For example, international franchise business models have contributed to the expansion of many of the world's largest brands and networks. Our lawyers have substantial experience in international business consulting. We will help you to obtain the right legal advice when you consider expanding your business to a foreign market.
7.
Taxation
After both company and individual have started to make substantial income, it is common that they have sought ways to minimise their tax. Over a period of years the taxpayer is able to avoid paying substantial sums of money. Eventually they come to the attention of the ATO (Australian Taxation Office) through a number of mechanisms including Austrac which tracks money flows in and out of Australia. Of course all financial transactions are receiving greater attention today due to money laundering and heightened sensitivity to terrorist attack. Moneyflows of as little of $10,000 per day are noted, tracked and scrutinised.
The ATO has firmly focussed on the distinction between tax avoidance and tax evasion. Often taxpayers are detected through any number of processes including a simple request, enquiry, field audit, review or business review, investigation or audit. Conspicuous consumption, low salaries, substantial assets, exotic cars, expensive holidays, expensive homes, children at the best private schools and substantial business and other overseas dealings are what the ATO is targeting amongst other things.
Although the accounting profession and financial advisers may provide some level of tax planning advice, they are not entitled to advise on any aspect of the criminal law.
Whenever a taxpayer receives any form of communication from the ATO about any of their taxation affairs we can offer sound advise whether it involves CGT, GST, FBT, Income Tax and the application of GIC (general interest charge).
8.
Trade Practices
The Trade Practices Act (TPA) which is Commonwealth legislation is used for the preservation and enhancement of competition amongst businesses and for the protection of the consumers from the businesses. Federal laws are enforced by the Australian Competition & Consumer Commission (ACCC). These laws can also be used by businesses and consumers to obtain remedies against those who have infringed these laws.
These laws prohibit anti-competitive behaviours such as price fixing, market sharing, boycotts, misuse of market power, exclusive dealing, and resale price maintenance.
These laws also protect consumers from behaviours such as misleading or deceptive conduct, misleading representations about the future supply of goods and services, false and misleading representations, false representations in relation to land, misleading conduct in relation to employment, not specifying the full cash price, falsely offering prizes, misleading the public as to the nature or characteristics of goods and services, bait advertising, referral selling, accepting payment without intending to supply, making false and misleading statements about work-at-home schemes, harassments or coercion, sending unsolicited debit or credit cards and demanding payment for unsolicited goods or services.
If a prosecution is lodged or proceedings commenced, you need to seek legal advice to ensure that your interests are properly protected.
P: 02-9746-3588 Email :
info@lsblawyers.com.au
Privacy Statement
Legal Notice