Corporate Advisory Update – November 2018

In the Media Franchise Council welcomes $2b boost for SME loans As a major contributor to the Australian economy, small businesses and their franchises have been embroiled in a prolonged period of financial strain. The Franchise Council of Australia has welcomed the Federal Government’s initiative to act to underpin availability of credit for cash deprived
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APRA’S New Information Security Prudential Standard

By Luke Hooper, Special Counsel Background In March, this year, APRA released a discussion paper and draft proposed Prudential Standard CPS 234 Information Security (CPS 234/Standard) that will apply to all APRA-regulated entities, including superannuation funds, for consultation. On or around 7 November, APRA issued t­­­­he finalised version of CPS 234, which will commence on
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On your Mark, Get Set, Stop — Jumping the Gun on Cartel Conduct

By Matthew Lawson, Foreign Legal Advisor and Scott Colvin, Lawyer Picture this. After long, gruelling negotiations you’ve finally managed to wet the ink on a deal to merge your company with a key competitor. All the grand standing and the stress — the deal is finally over the line. You are free to begin work under
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Beyond Mergers and Acquisitions — Alternative M&A Structures to Maximize Value

By Matthew Lawson, Foreign Legal Advisor and Scott Colvin, Lawyer Ask anybody: working in M&A is a lot like working in fashion. The two are defined by their trends — last season’s highlights are yesterday’s news, and the market is always ready to pick up and move on to the next big thing. On the runway at
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Bitcoin spikes as speculation spreads of rival’s collapse

By Daniel Livingston, Partner and Scott Colvin, Lawyer The world’s most notorious cryptocurrency, Bitcoin, spiked up to 21% on some trading exchanges last week as uncertainty mounted regarding claims made by alternative cryptocurrency Tether that the Bitcoin-rival was backed by fiat currency. The jump in Bitcoin prices seemed to be isolated to exchanges offering trading
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MOving Ahead October 2018

By Luke Hooper, Special Counsel Welcome to the October edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… APRA updates its outsourcing and cloud computing guidance; ASIC announces a review
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Corporate Advisory Update – October 2018

In the Media Crust franchisee accused of underpaying staff $35,000 A Crust Gourmet Pizza Bar franchisee in Melbourne is currently in hot water over allegations it underpaid seven employees a total of $35,725. To read more, see: http://www.franchisebusiness.com.au/news/crust-franchisee-accused-of-underpaying-staff-$35 Has ABC chairman overstepped his role asks Governance Institute Governance Institute believes Michelle Guthrie’s controversial departure as
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Corporate Advisor Stung for Misrepresenting Initial Coin Offering

By Daniel Livingston, Partner and Scott Colvin, Lawyer. Publically-listed DigitalX Limited (ASX:DCC) is being sued by a consortium of investors after allegedly making misleading representations during the promotion of an initial coin offering (ICO) earlier this year. DigitalX was acting as the corporate advisor for the issuance of OMX Tokens on behalf of Omix Ventures
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US again confirms tight-regulation of cryptocurrencies

By Daniel Livingston, Partner and Scott Colvin, Lawyer A recent New York State Court decision has reaffirmed the broad powers of US regulators to prosecute the cryptocurrency space. Judge Raymond Dearie rejected an application to dismiss charges of fraud brought against Maksim Zaslavskiy by the New York State Attorney after Mr Zaslavskiy’s lawyers claimed that
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ASIC Crypto Clamp Down Highlights confusion in market

By Daniel Livingston, Partner and Scott Colvin, Lawyer ASIC has issued a final stop order on a product disclosure statement issued by Investors Exchange Limited for units in the New Dawn Fund. The Fund, which had been marketed as the world’s first retail cryptocurrency fund, was offered to investors as a vehicle to invest in
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MOving Ahead September 2018

By Luke Hooper, Special Counsel Welcome to the September edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC releases its report analysing trustee conduct and disclosure impacting member insurance
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Expect the UK to increase regulatory power over crypto

By Daniel Livingston, Partner and Scott Colvin, Lawyer It was reported to the UK parliament this week that sweeping changes are required to the regulation of the ‘wild west’ cryptocurrency market. The report stressed the urgency of the need to update UK laws on cryptocurrencies, and advocated for an approach in the short-term that involved
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MOving Ahead August 2018

By Luke Hooper, Special Counsel Welcome to the August edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC’s independent expert report into fees and costs disclosure is released; APRA
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MOving Ahead July 2018

By Luke Hooper, Special Counsel Welcome to the July edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… APRA identifies examples where “cash” investment options appear to include exposure to
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MOving Ahead May 2018

By Luke Hooper, Special Counsel Welcome to the May edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC releases its consultation paper on the approval and oversight of compliance
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Trade in China – Using IP to defeat Piracy

By Stuart Gibson, Partner and Cassandra Taylor, Lawyer In the last two years, intellectual property and in particular the number of trade mark registrations has exploded in China.  China is now a sophisticated jurisdiction for the registration of overseas IP.  A key reason for this is that it has become notoriously difficult for overseas exporters
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MOving Ahead April 2018

By Luke Hooper, Special Counsel Welcome to the April edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC states its indicative minimum levy for the 2018 Financial Year; APRA
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Proposed Amendments to Whistleblower Laws

By Andrew Crean, Special Counsel and Daniel White, Special Counsel The Treasury Laws Amendment (Enhancing Whistleblower Protections) Bill 2017 (Whistleblower Bill) will, if passed (it is currently before the Senate), amend the Corporations Act 2001 (Cth) and the Taxation Administration Act 1953 (Cth) to improve Australia’s corporate and tax ‘whistleblower’ protections. The new legislation, as
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MOving Ahead March 2018

By Luke Hooper, Special Counsel Welcome to the March edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC appoints an independent expert to review fee and costs transparency; the Insurance in
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Turning your business into a franchise model

By Warren Scott, Partner and Cassandra Taylor, Lawyer at Mills Oakley Have you ever considered implementing a franchise model for your business? If you are a business owner and are looking to expand your business, you should consider turning your business into a franchise network. Franchising offers a number of benefits to business owners who
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Strengthening Superannuation Member Outcomes

By Luke Hooper, Special Counsel Special Counsel, Luke Hooper, details APRA’s proposals to amend and/or introduce APRA Prudential Standards and Reporting Standards as part of its intention to strengthen ‘the key requirements and expectations applying to RSE licensees in important strategic and operational areas’ which are ‘expected to facilitate RSE licensees being able to demonstrate
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Abolition of Third Line Forcing and what it means for you

By Warren Scott, Partner The absolute prohibition on third line forcing has been abolished. On the 6 November it was replaced with a test to judge whether it is likely to result in a substantial lessening of competition.  What is third line forcing? Third line forcing is where a franchisor requires a franchisee to acquire
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MOving Ahead October 2017

By Luke Hooper, Special Counsel Welcome to the October edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… Superannuation Industry (Supervision) Tax File Number approval No. 1 of 2017 prescribes
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MOving Ahead September 2017

By Luke Hooper, Special Counsel Welcome to the September edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… APRA releases its 2017-21 Corporate Plan APRA advises trustees of the metrics it
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August 2017 Competition Update: The “effects test” becomes law, and other competition reform news

By Mick Coleman, Partner, Corporate Advisory  In March 2017, Mills Oakley published a Competition Update on amendments proposed to the Competition and Consumer Act 2010 (Cth) (“CCA”) by the Competition and Consumer Amendment (Misuse of Market Power) Bill 2017 (“the Bill”).  This note explains the final form of the Bill, with the main s46 reform
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MOving Ahead August 2017

By Luke Hooper, Special Counsel Welcome to the August edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… Treasury releases the draft Legislation Amendment (Improving Accountability and Member Outcomes in
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MOving Ahead July 2017

By Luke Hooper, Special Counsel Welcome to the July edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… APRA amends 7 APRA Reporting Standards; ASIC provides feedback in respect of
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The pitfalls of hiring your competitors’ employees – Beware accessorial liability and accounting for profits may be looming around the corner

By Stephanie De Vere, Senior Associate A recent decision of the Full Court of the Federal Court should cause boards of companies to think twice before embarking on a new venture with its competitors’ former employees.  Lifeplan Australia Friendly Society Ltd v Ancient Order of Foresters in Victoria Friendly Society Limited [2017] FCAFC 74 demonstrates the
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Corporate Advisory Update – June 2017

In the Media ASIC commences consultation on proposed guidance on crowd-sourced funding Last week, ASIC released two consultation papers proposing guidance for public companies and intermediaries (i.e. crowd funding platform operators) to assist them in using the new crowd-sourced funding (CSF) regime commencing on 29 September 2017. Under the CSF regime, eligible public companies will
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MOving Ahead June 2017

By Luke Hooper, Special Counsel Welcome to the June edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC’s Supervisory Cost Recovery package of Bills have been passed and await
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Is Your Standard Form Business to Business Contract Enforceable?

By Tim Cox, Partner The unfair contract terms regime could render terms in your standard form business to business contracts void and unenforceable.  Small businesses can challenge standard form contract terms as “unfair” after the Australian Consumer Law (ACL) unfair contract terms regime extended to small business contracts last year.  Checking compliance with the regime
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Longer requirement for ‘PPS Leases’ means less burden on businesses

By Tim Cox, Partner Changes to the meaning of ‘PPS Lease’ are likely to reduce the administrative burden the Personal Property Securities Act 2009 (Cth) (PPSA) has on businesses involved in leasing or bailing goods.  Once the proposed Personal Property Securities Amendment (PPS Lease) Act 2017 (Cth) receives Royal Assent, businesses will only be required
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FIRB buyers impacted by 2017-18 Federal Budget

By Tim Cox, Partner Foreign investors face new financial and compliance hurdles following new regimes introduced by the 2017-18 Australian Federal Budget. These changes include foreign investors receiving reduced capital gains tax benefits, having annual levies imposed for any unoccupied or under-utilised residential real estate they own and developers being restricted on the number of
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MOving Ahead May 2017

By Luke Hooper, Special Counsel Welcome to the May edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super fund trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… Treasury releases draft legislation for consultation in respect of ASIC’s costs recovery
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Foreign Investment Changes Announced in the 2017-18 Australian Federal Budget

By Robin Lonergan, Special Counsel Changes to foreign investment in real estate were announced in the 2017-18 Australian Federal Budget.  The most significant changes for foreign investors being reduced capital gains tax benefits, the introduction of an annual levy for unoccupied or under-utilised residential real estate and a cap on the number of residences in
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MOving Ahead April 2017

By Luke Hooper, Special Counsel Welcome to the April edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC releases consultation papers in respect of self-reporting of contraventions by financial services
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Accessorial Liability for Company Acts – Are you Indemnified?

By Andrew Crean, Special Counsel It is well understood that under the Corporations Act (Cth) 2001 (Corporations Act) and general law principles, a director or officer owes a range of fiduciary duties[1] to his or her company which, if breached, may lead to personal liability. Perhaps less understood is that: in some circumstances, a director
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March 2017 Competition Update: Misuse of market power – the proposed “finger in the air” test

 By Mick Coleman, Partner, Corporate Advisory Competition reforms before parliament will prohibit conduct with anti-competitive effect.  They have been amended to remove the requirement to consider whether the conduct creates efficiency, innovation, product quality or price competitiveness.  Which leaves the court to consider … not much.     On the last parliamentary sitting day of 2016,
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MOving Ahead March 2017

By Luke Hooper, Special Counsel Welcome to the March edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC has released its report outlining the enforcement results it achieved during the
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New notification requirements under the Privacy Act. Privacy Amendment (Notifiable Data Breaches) Act 2017

By Luke Hooper, Special Counsel The Privacy Amendment (Notifiable Data Breaches) Act 2017  (Cth) amends the Privacy Act 1988 (Cth) (Privacy Act) to introduce mandatory “eligible data breach” notification provisions for entities regulated by the Privacy Act, and will likely take effect by 22 February 2018. These entities include super funds. What are the requirements
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R&D Tax Offset – Are you missing out?

By Sam Bassingthwaighte, Associate and Lucy Burke, Paralegal  Over the past 18 months Australia has been positioning itself as the “Innovation Nation”.  A key component of this strategy is increased investment in research and development (R&D), or more importantly, convincing businesses to invest in R&D. While it is true that tax incentives for R&D have
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MOving Ahead February 2017

By Luke Hooper, Special Counsel Welcome to the February edition of MOving Ahead! This publication is filled with legal and regulatory developments designed to help super trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… APRA writes to all APRA-regulated entities advising that Prudential Standard CPS 226 Margining
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Mills Oakley advises on sale of Queensland solar farm

National law firm Mills Oakley has advised Spanish renewable energy giant, Elecnor S.A, on the sale of its 25 MW Barcaldine Solar Farm in central Queensland. The farm has 79,000 panels and its estimated annual output is sufficient to meet the consumption requirements of 5,300 households. The Mills Oakley team was led by Corporate Advisory
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Corporate Advisory Update – January 2017

In the media Former director of plumbing company charged with fraud Mr Paul Joseph Hanson, a former director of Wida Plumbing Supplies Pty Ltd (Wida), has appeared at the Magistrates Court of Victoria in Melbourne, charged with three counts of fraud under the Crimes Act (Vic). ASIC alleges that approximately eight months after Wida was
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Corporate Advisory Update – December 2016

In the media Government response to the final report of the review of the small amount credit contract laws The Turnbull Government has today released its response to the final report of the independent review of the small amount credit contract (SACC) laws. The final report has made a number of recommendations designed to increase
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Hey you, with the fixed network – not so superfast!

By Mick Coleman, Partner An extension to the Superfast Broadband rules beyond 1 January 2017 will impose further obligations on the (very few) superfast fixed networks competing with NBN Co.  But the real competitive threat will come from less-regulated fixed wireless operators that bypass fixed networks altogether.    In December 2014, Malcolm Turnbull (as Minister for
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Franchising Update – ACCC releases industry-specific report for unfair contracts legislation

By Cassandra Taylor, Lawyer and Warren Scott, Partner From 12 November 2016, the unfair contracts law contained in the Australian Consumer Law and Australian Securities and Investments Commission Act 2001 (Cth) was extended to apply to business-to-business standard form contracts to protect small businesses. Until the law is tested, its full scope will not be known. 
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Spotlight on Super – September 2016

Welcome to the September edition of Spotlight on Super! This publication is filled with legal and regulatory developments designed to help super trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… ASIC releases guidance for digital financial advice providers. The Government commences its Budget Reforms. Cases involving
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The Telstra – ACCC regulatory game – the longest running show in town, back for a new season

By Mick Coleman, Partner NBN Co’s purpose in life, since it was a twinkle in Minister Conroy’s eye in 2007, was always the (re)nationalisation of the last, greatest monopoly in Australian telecommunications. Telstra shareholders bought from the government a bunch of nationally significant infrastructure assets.  But in a free market, things change, and most of
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Spotlight on Super – August 2016

Welcome to the August edition of Spotlight on Super! This publication is filled with legal and regulatory developments designed to help super trustees meet the challenge of minimising the impact and maximising strategic opportunities arising from regulatory change. In this edition… The Federal Court has imposed a penalty of $40,000 on one trustee of a self-managed  superannuation
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TSG Franchise Management Pty Ltd v Cigarette & Gift Warehouse (Franchising) Pty Ltd (No 2) [2016] FCA 674

By Warren Scott, Partner, and James Tobin, Partner. Mills Oakley was successful in the Federal Court earlier this week, where it was found that our client’s contractual relations with its franchisees had been unlawfully interfered with by a competing franchise business. The matter involved tobacco product franchisor TSG Franchise Management Pty Ltd (TSG) and market
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Whiter than White? ACCC’s laundry powder cartel case leads to $18 million penalty

The Federal Court has this week made orders that Colgate-Palmolive Pty Ltd (Colgate) pay total penalties of $18 million for breach of the cartel provisions of the Trade Practice Act 1974 (now known as the Competition and Consumer Act 2010) (the Competition Act). The original allegations made against Colgate by the ACCC arose out of
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Business Branding and Marketing – Standing out (safely) in a very crowded market place

It’s important to stand out The success of a business has as much to do with customer brand recognition, as it does with the quality of the goods and services being offered, and price point. Marketing in the modern digital age goes much further than placing an advertisement in the local paper. For maximum reach,
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Can’t escape the law…

By Scott Coulthart, Special Counsel The Australian Communications and Media Authority (ACMA) have filed proceedings in the Federal Court against travel booking company Getaway Escapes Pty and its director Joanne Day. ACMA has alleged multiple breaches of the Telemarketing and Research Industry Standard 2007 (the Industry Standard) and the Do Not Call Register Act 2006
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‘Keep your hands off my customers’ – A look at exclusive franchise territories

Exclusive franchise territories Granting an exclusive geographical territory to a franchisee is common in franchise systems as it allows each franchisee to operate in a defined area to the exclusion of other franchisees.  This in turn gives the franchisee the right to prevent competing franchisees setting up business in the exclusive territory, and also to
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Think Before You Release – The latest instalment in the IBM / Queensland Health saga

The Catastrophe Many will be aware of the State of Queensland’s recent attempt to implement a new payroll system for Queensland Health as part of its effort to rationalise government services. For that purpose, IBM was selected as the prime contractor in December 2007. In March 2010, the new payroll system went ‘live’, but proved
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Corporate Advisory Update – January 2016

In the Media CIMIC, Sedgman tussle considered by Takeovers Panel The Takeovers Panel is considering whether to “conduct proceedings” and investigate allegations against Spanish-owned CIMIC following a request from Sedgman, which alleged earlier this month on 20 January that the construction group breached the Corporations Act. After launching a takeover bid to buy Sedgman for
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Unfair Contract Terms Extended to Small Business

Overview The Australian Consumer Law already provides that an unfair contract term in a standard form consumer contract is void.  In October 2015, legislation was passed which extends unfair contract term protections to businesses with less than 20 employees, who agree to standard form contracts valued at less than $1 million if the contract is
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Corporate Advisory Update – 28 September 2015

In the Media ASIC consults on fundraising class orders and guidance ASIC has released a consultation paper covering proposals designed to further the extensive facilitation that ASIC relief and guidance plays in ensuring efficient public fundraising in Australia. The proposals are to remake fundraising class orders that are due to expire, to update and consolidate
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Corporate Advisory Update – 11 September 2015

In the media ASIC consults on remaking employee redundancy funds class order The Australian Securities and Investments Commission (ASIC) has recently released a consultation paper proposing to remake a class order on employee redundancy funds that is due to expire (‘sunset’) in October 2016. ASIC proposes to remake this class order to extend relief until
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Doing Business in Australia – 25 August 2015

In The Media Agribusiness Towns lock horns in abattoir funding bid – Townsville Bulletin [05.08.2015] Hughenden and Charters Towers are continuing their battle to see who can secure an abattoir investor first. The towns have previously put forward plans to establish an abattoir in the North to boost the beef industry, with international investors to
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Corporate Advisory Update – 17 August 2015

In the media ASIC releases enforcement report for the first half of 2015 ASIC has released its enforcement report for the first half of 2015. In the last six months, ASIC achieved 323 enforcement outcomes to protect financial consumers and enhance the fairness and efficiency of Australia’s financial markets. This included criminal as well as
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Corporate Advisory Update – 10 July 2015

In the media Industry boss warns of widespread real estate rorts Geoff Baldwin, Managing Director of RE/MAX Western Australia has received ‘numerous requests’ from overseas buyers for help to flout foreign investment rules and said there is now a recognised practice of foreign buyers trying to purchase established properties in the names of Australian residents.
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Australian Significant Investment Visa Reforms: Capitalising on Opportunity

By Warwick Painter, Partner and Jacqueline McStay, Senior Associate Today marks the introduction of the Federal Government’s highly anticipated changes to the laws regulating the Significant Investor Visa (SIV) programme and the launch of the Premium Investor Visa (PIV) programme.  Initiated as part of its broader agenda to increase Australia’s competitiveness and annual productivity growth
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Proposed Joint Venture between Patrick Container Ports and Australian Container Freight Service to go ahead

The Australian Competition and Consumer Commission (ACCC) will not oppose the proposed joint venture between Patrick Container Ports Pty Ltd (Patrick) and Australian Container Freight Service Pty Ltd (ACFS), a subsidiary of Asciano Limited. Patrick and ACFS are competitors in the market of supplying wharf cartages, including warehousing and distribution services in Melbourne, Brisbane and
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Three ways to limit your chances of being bound to a document unintentionally

By Lauren Weier, Lawyer It is common practice for parties to negotiate the commercial terms of a contract on the basis that no contract is to be formed until formal contracts have been signed.  Usually this is expressed by using the words such as ‘subject to a formal contract being executed by the parties’. Often
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Mandatory Notification of Data Breaches – Proposed to be introduced in 2015

By Mick Coleman This paper discusses the severity of data breaches and the movement to make reporting these breaches mandatory in Australia. This paper outlines the background of the movement, how data breaches happen, the current Australian position, a discussion on the Parliamentary Joint Committee on Intelligence and Security (PJCIS) Report, the United States’ position
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Important – Extension of the proposed unfair contract protections to small business

The Australian Consumer Law (contained in schedule 2 of the Competition and Consumer Act 2010) currently protects consumers from unfair terms contained in standard form contracts, when the consumer has little or no opportunity to negotiate. The government has recently confirmed that it will extend this protection to small business. “Unfair” terms can include many
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Modern Media’s Legal Impact on the Public Service

Paul Armarego, Special Counsel in our Government & Administrative law, Commercial and Property team, has recently given a presentation on the impact that new technologies and social media are having on the workplace. To view the slides from this presentation, please click here. Contact Mills Oakley For more information, please contact: Paul Armarego | Special
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Constitutions and Conflicts: Shareholders Agreements Do Not Always Prevail

Many shareholders fall into the trap of assuming that an inconsistency clause in a shareholders’ agreement will always be effective in the event of a conflict. As the judgment in Cody v Live Board Holdings Limited [2014] NSWSC 78 demonstrates, it is first important to consider whether there is in fact an “inconsistency” between the
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Corporate Advisory Update – 9 April 2015

In the media Committees of inspection – beware (section 548 of the Corporations Act) A recent decision of the Western Australian Supreme Court has caused confusion of the operation of section 548 of the Corporations Act 2001 (Cth), again prompting the Australian Restructuring Insolvency & Turnaround Association (ARITA) to call for reform of the provision.
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Invoice Alert : Scam Notices for Payment of IP Fees

Have you received scam invoices for payment of trade mark or patent fees? Do not be misled! If you receive a notice which raises any doubts in your mind, please contact us for advice. Numerous clients have contacted us after receiving invoices from third parties requesting payment of trade mark or patent fees. Although the
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A gain for IP owners in the new Food and Grocery Code

Food suppliers regularly make considerable investments in developing and protecting their brands, packaging and advertising.  Unfortunately, it is not uncommon for a retailer to offer a private label with branding and packaging identical or similar to the original product. The introduction of the Food and Grocery Industry Code of Conduct (Code) recognises the importance of
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North American Nudity

By Scott Coulthart Do any of your neighbours annoy you?  Spare a thought then for the neighbours of a fellow from North Carolina who has for ten years now delighted in offending his neighbours by regularly parading up and down his outside balcony totally nude. It appears that he does this for no other reason
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Naked Broadband Ads Catch iiNet with Pants Down

By Scott Coulthart The ACCC announced on 3 March 2015 that it had issued penalties of $204,000 to iiNet for failing to display its total minimum price for its Naked Broadband 250GB product prominently enough. The ACCC contended that the Australian Consumer Law requires that the total product price not only be displayed, but that
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Court Gives Effect to ACCC’s Commitment to Enforce Penalty Provisions Under the Code

This week the Federal Court ordered a $500,000 penalty against a franchisor company for breaches of the Australian Consumer Law (ACL) and the Franchise Code of Conduct (Code). The order confirms and gives effect to the Australian Competition and Consumer Commission’s (ACCC) promise to ensure compliance with the Code. This case highlights the need for
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Revised ASX guidance on share trading policies – Is it time to revisit your share trading policy?

On 30 January 2015, ASX released the updated Guidance Note 27 Trading Policies.  The purpose of Guidance Note 27 is to assist listed entities to comply with their obligation to have a share trading policy.  The revised Guidance Note is far more comprehensive in comparison to its predecessor. In light of the revised Guidance Note,
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Extended Warranties for Consumers – are they necessary?

The Australian Competition and Consumer Commission (ACCC) has had another win in the field of consumer protection.  The focus of the action this time was false and misleading representations made regarding warranties. In proceedings before the Federal Court, both Fisher & Paykel Customer Services Pty Ltd (Fisher & Paykel) and Domestic & General Services Pty
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Corporate Advisory Bulletin – 16 December 2014

In the media Murray urges ‘accommodative’ crowdfunding regulation The Financial System Inquiry has recommended the government update fundraising regulation to facilitate crowdfunding for debt and equity, and potentially other forms of financing in the future Under a crowdfunding regime the ‘crowd’ provides small amounts of money to projects or small businesses via an online platform
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Corporate Advisory Bulletin – 19 November 2014

Directors’ confidence in Federal Government slumps The latest Director Sentiment Index released by the Australian Institute of Company Directors (AICD) has shown that directors’ confidence in the Federal Coalition Government has slumped to its lowest level since its election in September 2013. Almost half of all directors rate the Government’s performance in its first year
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Corporate Advisory Bulletin – 5 November 2014

In the media Shareholder primacy a myth: Governance Institute The notion that company boards have a legal obligation to act in the sole interest of their shareholders is a myth, according to a new discussion paper by the Governance Institute of Australia. The paper focuses on section 181(1) of the Corporations Act 2001, which states
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To Agree Or Not To Agree?

Time and again we see disputes between parties that are not so much an argument as to the content of an agreement but whether an agreement has been reached at all. The latest is Pasado Pty Ltd v Totally Raw Pty Ltd & Anor [2014] QCA 252 where the Court considered an agreement may have
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Court Fines Sydney Businesses $8.3million for Cartel Behaviour

The Federal Court has handed down one of the biggest fines in Australian corporate history, totalling $8.3 million against two Sydney based forklift gas suppliers*. On 24 October 2014, the Federal Court held that Renegade Gas and Speed-E-Gas and three senior company members engaged in cartel conduct between 2006 and 2011 finding that senior officers
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The Significant Investment Visa: Early Indications of a New Direction for Complying Investments

By Warwick Painter, Partner and Jacqueline McStay, Senior Associate A little over a week ago, we reported on the release by the Federal Government of its Industry Innovation and Competitiveness Agenda. One important initiative under the Agenda is a reform of the “complying investment” criteria under the Significant Investor Visa (SIV) programme as well as
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The Industry Innovation and Competitiveness Agenda: Encouraging Start-Up Businesses and Foreign Investment

By Warwick Painter, Partner and Jacqueline McStay, Senior Associate The Federal Government has released its highly anticipated Industry Innovation and Competitiveness Agenda (Agenda), which is a blueprint of the Government’s plans to increase Australia’s competitiveness and annual productivity growth rate.  It covers a broad range of initiatives designed to streamline regulation, encourage innovation and break
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The Gatekeeper – a new role for directors?

Directors must act as ‘Gatekeepers’ Company directors may have to assume an additional role as leaders of their organisations, with ASIC Chairman Greg Medcraft recently stating that the role of company directors also included an obligation to act as ‘gatekeepers’ of the Australian financial market. In a speech to the Australian Institute of Company Directors
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Foreign Investor: Doing Business in Australia

Mills Oakley and HLB Mann Judd are pleased to present Foreign Investor: Doing Business in Australia. We have joined forces to create a newsletter containing tax and legal advice as relevant to the Australian market, in an effort to keep you informed. You will find the most recent issues below. Issue 1 Issue 2 Contact
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Corporate Advisory Bulletin – 25 August 2014

In the media Competition watchdog ACCC head Rod Simms denies claims an ‘effects test’ would be ‘economically dangerous’ Chairman of the ACCC, Rod Sims, has hit back at claims that a proposal to stop big businesses from excluding smaller players from the marketplace is ‘economically dangerous.’ The ACCC wants the Federal government to broaden the
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PLACE OF ORIGIN LABELLING – Don’t get caught misleading your customers!

Food manufacturers should be aware that the ACCC is targeting misleading labelling on food products. Those caught doing so will pay the price. A finding of misleading conduct can also lead to negative publicity towards your brand and potentially damage your reputation. The Barossa Valley in South Australia is considered a premium food and wine
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Corporate Advisory Bulletin – 5 August 2014

In the media ASIC cancels 8 AFSLs after review Eight businesses have had their Australian financial services (AFS) licenses cancelled while a further seven face possible suspension or cancellation after an ASIC review into AFS licensees that have been failing to lodge their annual statements with ASIC. The review has resulted in the cancellation and
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