Keep up to date with the latest news from Nicholson Ryan Lawyers.

Unfair contract terms under the Australian Consumer Law

Andrew Bini (Principal)

Since 12 November 2016, the unfair consumer contracts terms regime in the Australian Consumer Law (ACL) has also regulated unfair terms in small business contracts.  In essence, if a term is found to be unfair it is void. In this article we describe how these laws apply to consumer and small business contracts. Consumer and…

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AMA’s unusual, but successful, takeover of 4WD

Leath Nicholson (Principal) and Andrew Bini (Principal)

On 19 January 2018 AMA Group Limited (ASX : AMA) announced the successful completion of its takeover of Automotive Solutions Group Limited (ASX : 4WD). The takeover was achieved by way of a conditional off-market bid for all of the shares in 4WD. The takeover was initially launched as on-market takeover bid, which was announced…

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Warranties and Indemnities in M&A

Leath Nicholson (Principal) and Veroshan Sripragasan (Solicitor)

With most mergers and acquisitions (M&A), there is a commercial risk that some fact, matter or circumstance might be uncovered once the deal has completed which, if known from the outset, would likely have caused one party to reconsider the terms on which the deal was to be consummated. As lawyers, we help manage this…

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Crowd sourced funding – A guide for public companies

Shannon Ryan (Principal) and Andrew Tsirikis (Solicitor)

Legislation governing the crowd-sourced funding (CSF) regime for public companies is now in full effect with the following checklist being designed to assist those companies navigate their way through this process. Eligible companies To engage in CSF, your company must: (1) be an unlisted public company limited by shares with assets and annual revenue caps…

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Structuring an unregistered managed investment scheme

Shannon Ryan (Principal) and Will Kiernan (Solicitor)

Managed investments schemes are versatile investment structures which can be used to manage trusts (including cash management, property and equity funds) and a variety of other collective schemes (including agriculture, timeshare, mortgage, strata title or even film funds). Regardless of the investment, the key components of any managed investment scheme (‘MIS’) are that: (a) people…

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Credit provider’s obligations

Shannon Ryan (Principal) and Sevda Tankir (Solicitor)

An individual or company that provides credit to consumers, must be aware of the obligations under the National Consumer Credit Protection Act 2009 (Cth) (the NCCP Act) and National Credit Code (the NCC) (which is contained in Schedule 1 of the NCCP Act) and know if they apply to them and their credit activities. What…

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Succession planning for your business

Andrew Bini (Principal) and Sophie Lefebvre (Solicitor)

As the saying goes, failing to plan is planning to fail. You have run your business successfully and are thinking about the future, perhaps you want to move on to new ventures or maybe you are looking to step away from day to day operations and retire.  Either way, succession planning is the key to…

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Access to crowd-sourced funding for proprietary companies in the pipeline

Shannon Ryan (Principal) and Andrew Tsirikis (Solicitor)

Crowd-sourced funding (CSF) involves a company raising funds from a large number of individual investors who make relatively small financial contributions to the company. The Corporations Amendment (Crowd-sourced Funding) Act 2017 which is due to commence on 29 September 2017 currently only allows unlisted public companies to engage in CSF as a means of fundraising….

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The implications of an employer’s conduct on restraint of trade clauses

Gerard Maxted (Solicitor)

Restraint of trade clauses are common in employment contracts today. Simply put, they restrain the ability of employees to compete with their employers upon termination of their employment. However, critically, the recent decision of the Victorian Court of Appeal in Crowe Horwath (Aust) Pty Ltd v Loone [2017] VSCA 181 involved a comprehensive review of the authorities…

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Liquidated damages clauses and unenforceable penalties

Andrew Sarraf (Senior Associate)

In many commercial contracts, parties seek to agree liquidated damages amounts or formulas to determine such amounts resulting from any breach, which are meant to be a genuine pre-estimate of the loss that would be suffered by the non-defaulting party as a result of the breach. In Australia, the law of contract upholds the freedom…

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