Tag Archives: corporate advisory

Hall & Wilcox help Moelis Australia sail away with Armada

A Hall & Wilcox team (led by Corporate and commercial section head, John Hutchinson, and including Chris Brown (Partner), Caroline Raw (Senior Associate), and Max Chung and Rebecca Schot-Guppy (Lawyers)) has provided legal support to Moelis Australia in its acquisition of real estate funds manager, Armada Funds Management. The transaction completed on 1 June for consideration valued at A$29.5 million (comprising A$9.8m cash and shares in Moelis Australia).

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AAT finds DDP purchaser of goods liable for duty – and a new legal issues webinar!

In a decision handed down on 28 May 2015, the AAT has found that the purchaser of goods on a DDP basis is liable for the duty underpaid on those good even though the supplier was responsible for the payment of all border charges in its contract with the purchaser.

The decision enlivens, once again, the difficult position of a purchaser of goods under a DDP contract who could become liable to pay duty underpaid by the overseas supplier even though the correct duty was supposed to be paid under the DDP contract.  It also raises the issue of the changing position of the Australian Customs and Border Protection Service (“Customs“) following the revocation in July 2014 of a Customs Notice from 2000 dealing with liability for various obligations in DDP transactions (2000/30) and the publication of a replacement notice on DDP transactions in Customs Notice 2014/50 (which was actually published early in 2015). More…

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Compliance in times of uncertainty – dealing with new and missing regulation

Introduction

One of the key elements of good regulation is to ensure that the regulation is transparent and known to those who it affects and must observe the regulation.  This is the reason why there are procedures in place to ensure that proposed new regulation and changes to regulation are communicated to those affected well in advance to their introduction to allow for proper response to the implementation.

Although the notion that “Ignorance of law is no excuse” does exist, I think that it is accepted by all that reliance on that notion is not advisable and that it is in everyone’s interests for law and regulation to be communicated and understood before it commences.  After all, the aim of law and regulation is not to raise revenue from breaches of an unknown law but to secure the aims of the law and regulation by their observance. More…

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Board spills: ASIC proposals to make it harder for shareholder activism: ASIC Consultation Paper 228: Collective Action by Investors – Regulatory Guide 128 and ASIC Class Order [CO 00/455]

ASIC has released a consultation paper on collective action by investors[1] and updated its guidance on the takeovers and substantial holding notice implications of investors taking collective engagement with listed entities.

The potential results of ASIC’s guidance (intended or unintended) is to make it harder for investors to join together to call a general meeting and propose a board spill resolution.  This is because ASIC includes in the draft updated regulatory guide[2] its analysis that a group of investors signing a board spill notice[3] is likely to give each signatory a relevant interest in all of the other signatories’ shares and if the total shareholding within the group of signatories is more than 20% then all the signatories will be in breach of the 20% takeover threshold[4]. More…

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“Community standards” plays a key part in unconscionable conduct: the Full Court’s decision in ACCC v Lux Distributors

On 15 August 2013, the Full Federal Court handed down its judgment in Australian Competition and Consumer Commission v Lux Distributors Pty Ltd [2013] FCAFC 90, overturning the Federal Court’s decision and taking a rather different approach to the assessment of unconscionable conduct under the Australian Consumer Law, and its predecessor the Trade Practices Act 1947 (Cth). More…

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The viability of an SMSF for your client

This article was published in the September 2013 edition of SMSF Adviser magazine.

Introduction

Australian Taxation Office statistics show that as at March 2013 assets held in self-managed superannuation funds (SMSFs) had a combined value of approx. $496,204,000,000.  These assets are spread (not evenly) across approximately 500,000 funds – and the quantum of assets and number of funds continues to rise.[1]  It seems that everyone is ‘getting in on the act’.  But are superannuants entering the self-managed space with “eyes wide shut”? More…

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Removing personal details of company officers from public registers

Introduction

Personal information of company officeholders is recorded and disclosed on various state and federal public registers. In certain situations an officeholder may apply to the public sector agency which maintains the register to have their personal information suppressed from these public registers:

(a) ASIC registers;

(b) Australian Electoral Commission registers; and

(c) NSW public registers

Removing personal information is usually done where a person’s safety is at risk by leaving the information on the public register. Removing personal information from public registers is an option for officers, but ensuring absolute anonymity is virtually impossible. More…

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