Our clients benefit from the expertise of our dispute resolution and litigation, corporate and commercial, finance, workplace relations, intellectual property and real estate lawyers, who work collaboratively to deliver commercial and legal solutions on all aspects of corporate restructuring and insolvency.
When confronted with financial or operational complications, we work closely with our clients to diagnose issues early and develop innovative and commercial solutions. Our expertise enables us to provide strategic advice on all aspects of insolvency, restructuring through insolvency, compliance, litigation and dispute resolution.
As a leading litigation firm with real restructuring and insolvency experience, we have been part of the creation of Australian law around the interpretation of the Corporations Act and complex counterparty arrangements.
We advise clients on any recommended changes to a company’s financial, ownership or operational structure and assist in strategic engagement with third parties. We act for a range of stakeholders, including insolvency practitioners, creditors, debtors, investors and company directors, and can act against banks without conflict. We have significant experience representing clients in State Supreme Court and Federal Court proceedings.
Vast negotiation and alternative dispute resolution experience means we understand the art of deal-making. The development of strategy, detailed study of parties and the creation of atmosphere are all key to our success and appeal.
Our expertise includes:
We regularly assist clients seeking to divest assets to improve the performance of their portfolio, raise equity or increase capital, or as a result of a company’s de-merger or arising from the appointment of a liquidator, receiver or administrator.
Our Intellectual Property team works closely with a diverse client base across a wide range of sectors, including fashion, food and beverage, cosmetics, retail, and information technology. The team has extensive experience in intellectual property protection, enforcement, due diligence, commercialisation and restructuring including trade marks, copyright, designs, celebrity endorsements, software licensing, patent strategies.
Our national corporate and commercial team advises clients on a range of equity capital markets transactions, including seed capital raising transactions for start-up companies, initial public offerings, as well as secondary equity capital raisings such as share purchase plans and rights issues.
As companies move to address recent developments in the rapidly evolving and increasingly prominent area of Australian corporate governance, we work closely with our clients and their other professional advisers to develop funding strategies which are appropriate in the context of enhanced regulatory scrutiny, and increasing shareholder activism.
Leveraging our expertise, we assist clients in securing capital to support their execution of business objectives, organic and acquisitive growth strategies, and funding requirements for major transactions.
We also assist clients with their capital management strategies by advising on dividends, dividend reinvestment plans, returns of capital, capital reductions, share buyback programs and share sale facilities.
We advise clients undertaking a corporate restructure on the most effective way to manage existing contracts, which may include the variation or renegotiation of contracts, the transfer of rights by way of assignment or the transfer of rights and obligations by way of a novation. Such advice often requires negotiation with third parties to attain agreement.
Our experience advising clients on corporate restructures ranges from joint ventures, mergers and acquisitions and divestments and de-mergers, to complex restructures involving takeovers, buy-outs and roll-ups of businesses.
Deeds of Company Arrangements (DOCA) are a flexible restructuring solution for companies experiencing temporary liquidity issues to recapitalise the business for the benefit of shareholders whilst retaining some value for creditors. We advise companies in distress, directors, financiers and insolvency practitioners about the prospect of restructuring by way of a DOCA, preparing and negotiating DOCA proposals, drafting deeds, challenging or defending DOCAs in court proceedings and administering deeds.
Our insolvency team regularly acts for insolvency practitioners, directors and creditors where a formal insolvency appointment cannot be avoided. Having been involved in some of the most complex corporate insolvencies in Australia, our team has the capability and insight to assist insolvency practitioners with asset realisations, investigations and liquidator examinations, applications for court directions, insolvency trading and voidable transaction claims and other insolvency litigation.
Our experience in acting for insolvency practitioners means we are also well equipped to advise directors and creditors in defending claims and proceedings brought by liquidators or other third parties.
We also have a thorough understanding of the safe harbour regime and the temporary changes to insolvency laws introduced by the Commonwealth Government in response to COVID-19.
We have advised and guided clients through high profile insolvency matters including Acquire Learning, Gunns Group, Timbercorp, Willmott, Pluton Mining, Legend Mining, Dick Smith, Napoleon Perdis, Roger David, Oliver Brown, Reed Constructions, Koko Black, Payless Shoes, M Webster Holdings Pty Ltd (trading as David Lawrence and Marcs) and Kobe Jones restaurants, as well as numerous smaller or less highly profiled insolvencies and personal bankruptcies.
Relying on their expertise and knowledge of the property industry, our Property & Real Estate team provides commercial advice on the property aspects of corporate restructures. Our experience includes acting and advising on development structuring and finance, due diligence, acquisition and property disposals. We also manage leasing disputes that arise as a result of a company becoming insolvent.
We provide tailored advice to our clients on a range of refinancing options to replace or restructure existing debts, including restructuring of existing loans and debt facilities, debt-equity swaps and share transfers.
Key Contacts: Darren Pereira
We have expertise advising clients in relation to transactional taxes including transfer duty in each Australian jurisdiction. Our experience includes advising in relation to landholder duty, transfer of business assets, trust acquisitions and relevant exemptions/concessions including corporate reconstruction relief and corporate consolidation relief for transactions between related parties.
Key Contacts: Damien Bourke
Our Workplace Relations & Safety team advises a range of stakeholders on employment and industrial relations aspects of commercial and corporate transactions, including restructures, mergers and acquisitions, administrations, and sales/purchases of businesses. Our advice provides strategies to minimise legal exposure resulting from workplace change, including compliance with consultation and dispute resolution requirements, redundancy, retrenchment and redeployment, and outsourcing/insourcing.
Key Contacts: Charles Power
Unfair preferences usually involve transactions that discriminate in favour of one creditor at the expense of other creditors. We have created a Decision Tree to assist you in your determination.Download your copy
29 June 2022 - Knowledge
In this first instalment of a two-part series on the ATO’s debt collection efforts, we look at two ‘awareness letters’ taxpayers are receiving from the ATO and the penalties for unpaid tax liabilities.
17 January 2022 - Knowledge
The Full Federal Court has confirmed that a creditor of an insolvent company cannot rely on set-off under section 553C of the Corporations Act 2001 (Cth) in response to an unfair preference claim.
17 November 2021 - Knowledge
A recent decision of the Supreme Court of Victoria provides guidance on the drafting of settlement terms and a reminder of the low bar to establishing a genuine dispute under section 459H of the Corporations Act 2001 (Cth).
19 May 2021 - Knowledge
The recent Full Federal Court decision in Badenoch v Bryant changes the governing law of unfair preferences, making it more challenging for liquidators to recover preference payments from creditors.
18 December 2020 - Knowledge
From 1 January 2021, small businesses impacted by COVID-19 will be entitled to assisted restructuring and simplified liquidation processes under the federal government’s new Insolvency Reform Act.
25 September 2020 - Knowledge
Wide-ranging reforms to Australia’s insolvency regime will commence on 1 January 2021. We outline some of the key features under the new scheme and regulatory requirements for insolvency practitioners.
09 September 2020 - Knowledge
For anyone who is a director or considering an appointment, it is worth refreshing your understanding of exactly what "directors and officers" are responsible for. We provide an overview of the duties of directors and some practical steps directors can take to ensure compliance.
25 August 2020 - Knowledge
A recent Victorian Court of Appeal decision clarifies when payments from a third party to a creditor can be considered a payment ‘from the company’ and thereby potentially voidable as a preference.
12 August 2020 - Knowledge
Funding schemes for corporate insolvencies could be subject to increased regulation if they fail to fall within an exempted category.
11 August 2020 - Knowledge
As the COVID-19 pandemic continues to have far-reaching consequences, company directors must continue to ensure they understand the duties they owe to their companies, shareholders and creditors.
22 July 2020 - Knowledge
The Federal Court has provided important guidance for landlords on the operation of the priority regime in s556(1)(a) of the Corporations Act 2001 (Cth).