Aughtersons has a wide ranging Commercial Law practice, headed by Kathy Adams and Denis Vukicevic. Our goals are to assist you to achieve success and to make the right decisions to protect both you and your business. Our team has extensive expertise in a wide range of business and financial activities, including:
Buying, selling or acquiring a business
We assist with business sales and purchases, company acquisitions and the agreements that support a proposed transaction. Early legal advice can help ensure the documents reflect the commercial arrangement and identify matters that require attention before signing.
Business structures, companies and ownership arrangements
Our team advises on business structures, corporate and company law, business name registrations, trusts and shareholder agreements. These arrangements should be considered in light of the ownership, decision-making and risk profile of the business.
Commercial and retail leasing
We assist landlords and tenants with commercial and retail leasing matters. A written lease is important for clarity and security of tenure, and lease arrangements can be particularly important where a sale of business is contemplated.
Commercial agreements and business continuity
Our commercial-law services include agency, distributorship and confidentiality agreements, joint ventures, franchise agreements, business succession planning, and copyright and trademark matters.
Commercial matters can involve issues beyond the preparation or review of an agreement. If your matter involves a dispute, a threatened claim or another issue requiring litigation-related advice, please tell us about the circumstances when you contact Aughtersons. Our team can help direct your enquiry to the appropriate practice area.
Lease
As a matter of law, a written lease is not required. However, without a signed lease in writing, you have no security of tenure and can be required to vacate premises on thirty days’ notice at any time. However, if you are the tenant or landlord of a retail premises, a lease must be in writing and signed by all parties. Any tenancy of twelve months or greater of retail premises constitutes a retail lease which must be in writing.
For security of tenure, it is always desirable to have a signed written lease. This is particularly important should any sale of business be contemplated.
Heads of Agreement
Usually a Heads of Agreement is not intended to create a legally binding Contract until a subsequent Contract is signed by the parties. However, Heads of Agreement can set out an intention to be legally binding.
Sale of Business
First, in most cases, the sale of a small business requires preparation of s.52 Statement by a practising accountant. Until the buyer has been provided with a copy of a s.52 Statement, a Contract of Sale will not be legally binding.
A list of plant and equipment and other assets comprised in the sale should be cornpiled. A Contract of Sale should then be prepared. Usually the Contract of Sale of Business is prepared by the vendor.
Where a business broker is appointed to negotiate a sale, a Heads of Agreement will often be prepared by the agent for signature by a proposing purchaser. Such Heads of Agreement is not usually binding until a formal Contract is exchanged.
Purchase of Business
Once a suitable business is identified, negotiations should be concluded with the vendor. However, a Contract of Sale should not be signed until legal advice has been received upon the Contract and an accountant has reviewed the vendor’s s.52 Statement. Any deposit should be paid to the trust account of the vendor’s lawyer or business agent and not directly to the vendor. A deposit will usually be required upon signing a Heads of Agreement (even if not legally binding). If paying a deposit to a business broker, you should first enquire of Consumer Affairs Victoria to ensure that the broker is a licensed real estate agent.
Business Structures
When setting up a business, matters to be considered include personal financial liability, tax implications, establishment costs, profit distributions and exposure to risk. It is important to consult with an accountant and/or solicitor to assist in making such a decision.
There are a number of business structures available, such as sole trader, partnerships and proprietary limited companies. Consideration should also be given to trust structures. Not all businesses are the same and each structure has varying advantages and disadvantages.
Aughtersons Lawyers has been serving clients from Ringwood and states that it has been respected and trusted since 1964. Our commercial law practice is headed by Kathy Adams, Director, and Denis Vukicevic, Senior Lawyer. Clients can discuss commercial and business matters with our team at 267 Maroondah Highway, Ringwood VIC 3134, by telephone on (03) 9845 8200, or by contacting our office online.
To help us understand your enquiry, please tell us whether it relates to a business sale or purchase, company acquisition, business structure, shareholder agreement, lease, succession plan, franchise agreement or another commercial document. If there is a proposed signing date, include it when you contact us and provide any relevant draft documents or correspondence.
Telephone: (03) 9845 8200
Email:legal@aughtersons.com.au
Office: 267 Maroondah Highway, Ringwood VIC 3134
Hours: Monday to Friday, 9:00AM–5:00PM. After-hours appointments are available on request.
When you contact us, you may also ask about the lawyer who will run your matter and the likely fee arrangement for the work required.
Telephone: (03) 9845 8200
Opening Hours: Monday - Friday: 9:00AM – 5:00PM (After hours appointments available on request)
Address: 267 Maroondah Highway, Ringwood, VIC, 3134
Postal: PO Box 211, Ringwood, VIC, 3134
