The Federal Government has just released its much-anticipated Mandatory Code of Conduct - SME Commercial Leasing Principles during COVID-19.
The Code adopts principles emanating from National Cabinet Meeting discussions concerning commercial tenancies and is to be implemented by states and territories through legislation or regulation. Until is it effected at a state level it has no legal force. However, landlords and tenants need to be prepared for the eventual discussions and amendments to current leasing arrangements which need to be negotiated on a case by case basis.
Copyright provides creators like artists and writers with legal ownership of the work they produce. This means they have some control over the work they create and allows them to make a living from their efforts. In this way, copyright provides an incentive to encourage the production of new works and helps protect and sustain creativity, which benefits the broader community.
The Unfair Contract Terms Regime (UCT Regime) was extended to cover standard form contracts entered into with ‘small business’ in November 2016.
The Regime is fully operational and has a significant impact on the way Australian businesses contract with each other. It is important to understand how the UCT Regime affects your business dealings and contracts, now that it is in force.
As at the date of introduction, Australia is the only country in the world to apply this type of stricture to business to business contracts.
This article provides an overview of the UCT Regime and a brief case study showing how the court has applied the reforms.
Removing a director
When forming a company, certain documents are prepared which will be pivotal to its existence. Once registered, the replaceable rules contained in the Corporations Act 2001 (Cth) may be adopted or a constitution specially prepared to govern the operations of the company.
A shareholders agreement may also be used which creates a private contract between the shareholders of the company and sets out their respective rights and responsibilities.
The importance of consistency between these documents, and understanding the interplay of the Corporations Act, when managing the company is critical.
The issues arising from conflicting documents and unfamiliarity with the processes required to appoint and remove company directors, was evident in Shearwood (Trustee) In the matter of Allied Resource Partners Pty Ltd v Allied Resource Partners Pty Ltd  FCA 1451.
Business Structures – Trusts
When commencing a business venture, it is necessary to consider the most appropriate type of business structure to put in place. Different business structures have different benefits and disadvantages. This article looks at trusts - how to set up a trust and the pros and cons of the trust structure.
Does your employment contract measure up?
If you are entering into an employment contract do you know what should be included? If you are an employer and using an old contract, should it be reviewed first? Contracts should be individually structured to meet the needs of those involved and in reality both employer and employee should seek legal assistance first before offering or accepting an employment contract.
This article is intended to provide a starting point only and attempts to clarify some of the important information all parties should know.
Company directors have many responsibilities when carrying out their duties.
Generally, company directors and officers are not personally liable for a company’s debts. Certain circumstances however can arise where directors may find themselves facing legal or other regulatory action exposing them to personal liability. Generally, the more complex the role, the greater the risk.
In addition to potential civil proceedings being brought against a company and personally against its directors, regulatory bodies such as the Australian Securities and Investment Commission (ASIC) have the power to personally fine directors for certain breaches of company law.
The threat of personal liability could cause directors to become overly risk averse which may jeopardise potential opportunities for the company’s growth and development. It is therefore appropriate that companies might wish to protect their officers against such liability and that company directors should insist on protection.
Personal Liability for Company Directors
A company is an association incorporated under the Corporations Act 2001 (Cth) (the ‘Act’). The effect of incorporation gives the company a separate entity, distinct from its directors and shareholders. It can enter into contracts, sue and be sued in its own right.
The Australian Investment and Securities Commission (ASIC) is the Government body authorised to administer the Act and may investigate and impose civil and criminal penalties for breaches under the Act.
As the company is a separate legal entity, generally its directors are not personally liable for the company’s actions. However, increasingly, creditors of companies that have limited assets and ASIC are pursuing recovery personally from company directors who may have breached their duties under the Act.
In certain circumstances, directors can be held personally liable for losses of the company. Some of these circumstances include:
Buying or starting a business can be overwhelming. There is a lot to consider – the most suitable structure for your business, the financial and taxation implications and ensuring from the start that you are placed in the best position for future growth and profitability.
Despite recent media attention, a franchise remains a popular choice when looking at business opportunities. The good reputation of the product or service has already been established and there are usually several franchise outlets that appear to be doing well, supported by strong marketing campaigns.
Following are some of the things you need to know before committing hard-earned funds and time to your new venture.
Business Structures: Company
When commencing a business venture, it is necessary to consider the most appropriate type of business structure to put in place. Different business structures have different benefits and disadvantages. This article looks at companies - how to set one up and the pros and cons of a company structure.
A company is a separate legal entity capable of holding assets in its own name and liable for its own obligations. A company is owned by shareholders. The liability of shareholders is usually limited to the amount of their shareholding guarantee. This means that shareholders can limit their personal liability and are not generally liable for the debts of the company.