Corporate & Commercial

Contracts, structures and governance for businesses that need the paperwork to hold when something goes wrong.

Mergers & Acquisitions

Buying or selling a business, from the term sheet and due diligence through to completion and the restraints that follow.

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Litigation & Dispute Resolution

Commercial disputes in the NSW, ACT and Federal courts, resolved early where that is possible and run properly where it is not.

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More of what we do

Property

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Industries we act for

International Service

Government and Defence

Supplying government and the defence industry.

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Technology and Software

Your product scales digitally. Your contracts have to scale with it.

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Financial Services

A regulated business, on solid legal footing.

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Real Estate and Construction

Retail, Trade and Consumer Goods

Transport, Logistics and Shipping

Legal Administration Assistant, Canberra

Canberra office, full time, on site.

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Wahlstation for German Referendare

Sydney or Canberra, open all year.

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The track record

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The track record

Judgments and tribunal outcomes, transactions completed, appointments taken, and the conversations we are part of in Australia and in Germany.

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Latest, and longer form

Modern award coverage: what a high salary does not buy

Pathological arbitration clauses in Singapore

Auditor liability in Singapore and Australia

Guide: company constitutions

Guide: shareholder agreements

Germany

A German desk for businesses moving between Australia and the German-speaking market.

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Singapore

Singapore law where it governs the contract, and the arbitral seat that carries much of the region’s work.

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Vietnam

Market entry, supply arrangements and dispute resolution for Vietnam.

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Worth reading first

Vietnam arbitration

Defective arbitration clauses in Singapore

European privacy law for Australian business

Award coverage for German employers

COURT AND TRIBUNAL

OneSteel Trading v Arnold: sale proceeds held on trust for our client

30 March 2015

Our client had supplied a company that went into liquidation, compromised the liquidator’s demand, and then claimed what it had paid from the individual who had guaranteed the company’s debts. It protected that claim by caveat, released the caveat to let the guarantor’s property be sold, and accepted undertakings about the proceeds when the sale did not proceed.

The dispute was about what the undertakings covered. They allowed deductions for agency fees, solicitors fees and conveyancing fees, and $21,800 was sought out of the proceeds for costs of the litigation under that wording.

The Court held the undertakings did not reach those costs: OneSteel Trading Pty Ltd v Arnold [2015] ACTSC 81. Conveyancing costs mean the costs of effecting the conveyance, which were $1,976.40. The general word charges, in a clause listing rates, land tax and the like, takes its colour from the government charges around it and does not pick up a solicitor’s fees. The sum was declared to be held on trust under the undertakings, and the costs of the application were ordered against the first defendant.

Read the judgment: AustLII

WHERE THIS SITS

Commercial litigation Insolvency and restructuring

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