Corporate & Commercial

Whether your business is a start-up or a large-scale organisation, our expert legal team will help you mitigate risk, solve challenges and pursue new opportunities. As well as structuring deals and negotiating transactions, we provide advice in:

Acquisitions, Disposals & Mergers

Our experienced transactional lawyers provide practical and strategic advice on:

share, business and asset acquisitions and disposals;
management buy-ins and buy-outs;
joint ventures and strategic alliances;
corporate restructures and re-organisations; and
venture capital and start-ups.

Corporate Advisory

Our specialist advisory team provides assistance and advice in relation to:

ASX and Corporations Act compliance, including Directors’ duties and indemnities, and reporting and disclosure requirements;
corporate structures, including internal policies, constitutions and charters;
joint ventures, partnerships and other forms of consortium agreements;
shareholder, unitholder or stapled security structures;
broad privacy advice, including drafting privacy policies and procedures, advising on regulatory developments in State and Federal jurisdictions and advising on the transfer, retention or unauthorised release of personal information; and
Australian Consumer Law and National Credit Code advice including designing and implementing competition and consumer law compliance programs, conducting compliance training and responding to ACCC investigations and enforcement actions.

Energy

Our experienced energy lawyers advise on the full spectrum of legal issues encountered by infrastructure owners and participants in the energy sector, including:

construction of energy facilities, including preparation of EPC turnkey contracts and structuring construction contracts to ensure bankability from a project finance perspective;
operation and maintenance (O&M) of energy facilities;
connection agreements, distribution agreements and supply agreements for electricity and gas infrastructure;
planning and environmental compliance matters;
leasing, licensing, easements and neighbour agreements;
joint venture arrangements; and
energy derivatives and power purchase agreements.

Information Technology

Our specialist team works on all aspects of information and communication technology including:

outsourcing – complex IT and business process outsourcing agreements, whether delivered traditionally or via the cloud;
telecommunications – advising on the roll-out of telecommunications infrastructure, agreements for its management and regulatory requirements;
cloud services – the provision of services using remotely accessed infrastructure, applications or services;
data management – advising on transactions involving the construction of data warehouses, data ownership, management and security;
licensing – advising on technology and software licensing, and support agreements;
cybersecurity – data analytics agreements and advice on data ownership, transfer, and storage. Analysis and advising on security standards and contractual and practical measures to address data security and breaches, including cyber insurance; and
marketing and advertising – providing clearance of marketing communications across print, broadcast, outdoor and digital media, including user generated social media.

Intellectual Property

Our commercial lawyers have specific expertise and experience in complex IP including:

trade marks – registering and administering trade mark portfolios, including advice under the Trade Marks Act 1994 (Cth), and liaising with IP Australia;
copyright – advising on copyright protections and infringements;
domain and business names – advising on the registration and protection of domain and business names;
licensing – preparing intellectual property licence agreements;
R&D and technology exploitation – advising technology start-ups on the establishment, protection and exploitation of intangible assets; and
infringement – advising on options in the event of suspected IP infringement, including prosecution, enforcement monetisation and exploitation strategies.

Procurement & Probity

Our procurement and probity experts regularly assist large clients with:

procurement strategies and processes such as requests for Expressions of Interest, tenders and Requests for Proposal;
the preparation of procurement contract templates including service and consultancy agreements;
probity issues involved in high risk or complex procurements; and
the establishment and implementation of contract structures, such as joint ventures, alliance contracts and public/private partnerships.

Projects, Construction & Infrastructure

Our experienced construction lawyers can act for you in relation to:

project development – identification of delivery models (such as Construct-only, D&C, Alliance and PPP), tender process and form of contract;
commercial and contractual risk management – identifying, evaluating and managing the legal and commercial risks of projects;
contract management – understanding, managing and enforcing the rights, obligations and processes set out in relevant contracts;
security of payment – managing cash flow by pursuing unpaid amounts or responding to claims under the relevant security of payment legislation; and
contract issues – including payment, variations, defects, termination and the impact of changed circumstances, such as unforeseen conditions, changes in law and delay and disruption.

Recent Experience

Our team has recently acted for:

ASX listed and non-listed companies on equity and hybrid capital raisings including rights issues, convertible notes and placements of shares;
private sector and government owned businesses on the sale and purchase of businesses/assets and the sale and purchase of shares;
ASX listed and non-listed entities on finance and security arrangements including loan agreements in excess of $100m;
companies, incorporated associations, government owned businesses and not for profit entities on governance advice including in connection with Corporations Act 2001 (Cth), ACNC requirements and constitutions;
multiple companies and trusts on shareholder agreements and stapled security deeds;
developers in relation to major CBD developments including Hobart Parliament Square and a number of hotel and office building developments;
principals and contractors in relation to large scale infrastructure projects such as dam upgrades, runway overlays, road and bridge construction, marine redevelopments, civil works and rail infrastructure projects;
community housing providers in the construction of large scale affordable housing across Tasmania;
government owned and private sector businesses in the procurement of complex IT solutions including infrastructure as a service, software as a service and managed service solutions;
government and local government entities on regulatory compliance issues including in connection with the Privacy Act 1988 (Cth), Personal Information Protection Act 2004 (Tas), Right to Information Act 2009 (Tas), Spam Act 2003 (Cth), Modern Slavery Act 2018 (Cth);
principals and contractors in relation to renewable energy infrastructure projects, offtake agreements, funding agreements and procurement contracts;
state-owned energy companies in relation to their energy infrastructure, electricity and gas off-take arrangements, electricity transmission and distribution connections, gas pipeline access and transportation arrangements, and other contractual arrangements that underpin their market strategies, such as collective purchase arrangements, and exclusive dealing notifications to the ACCC;
large-scale electricity users in relation to both their gas and electricity supply and connection arrangements;
private renewable developers and operators in relation to their obligations under the National Greenhouse and Energy Reporting Act 2007 (Cth), load interruptibility services agreements, connection and power purchase agreements, and large-scale generate certificate (LGC) purchase agreements;
multiple clients regarding successful applications for authorisation from the ACCC in relation to potential cartel conduct in relation to the acquisition of services by groups of competitors;
government and private sector businesses in providing intellectual property licensing, registration and enforcement advice; and
government and local government entities in providing probity and procurement advice.