Archives for July 2016

Enforcing the terms of a confidentiality agreement

Legally enforceable obligations to maintain confidence may arise in contract or in equity.  Relief is available against a party who discloses confidential information without authorisation, and in some cases against third party recipients of such information.  In order to enforce a breach of confidence in contract or in equity, the presence of a number of elements must be established. [Read more…]

What is a “Confidentiality Agreement”?

A confidentiality agreement (Confidentiality Agreement) is a commercial contract also referred to as a non-disclosure agreement (NDA) where one (1) or more parties provide confidential information to the other, with the expectation that both parties will keep the information provided secret and use it only for an agreed purpose (Permitted Purpose).  Confidentiality Agreements can contain mandatory or elective obligations to disclose, or one (1) way or mutual obligations of confidence, in addition to a range of other obligations relating to the disclosure and use of confidential information which the parties agree to comply with. [Read more…]

Does your start-up qualify for an ESIC tax-offset?

Coming into force on 1 July 2016, the Tax Laws Amendment (Tax Incentives for Innovation) Act 2016 (Cth) (Innovation Act) amends the Income Tax Assessment Act 1997 (Cth) (ITAA) to provide tax incentives for investors in eligible Early Stage Innovation Companies (ESIC’s). [Read more…]

Trust restructures – relief from capital gains tax

Capital gains tax (CGT) is applied to and calculated on the realisation of “capital gains”.  If a business wants to transition from a Unit Trust to a company structure (for example) and the value of the Units in the Trust has increased then it’s likely that the sale or transfer of the Units will result in a capital gain by the Unitholder.  In circumstances where the Unitholder may not have actually received any cash to pay the capital gains tax, surely there must be an exception? [Read more…]

Changes to capital gains tax roll-over relief regime

On 8 March 2016, the Tax Laws Amendment (Small Business Restructure Roll-over) Bill 2016 (Bill) received royal assent.  The explanatory memorandum for the Bill states that it makes a number of amendments to the Income Tax Assessment Act 1997 (Cth) to provide greater flexibility for small businesses to change their legal structure in order to: [Read more…]

Structuring contracts and capital gains tax

It seems that wherever you turn in Australian commercial transactions you are faced with a state or federal tax.   Capital Gains Tax (CGT) applies to a capital gain which is made upon a disposal of a CGT Asset, subject to specific exceptions and exemptions.  CGT forms part of income tax and is not considered a separate tax.  A capital loss cannot be claimed against income but can be used to reduce a capital gain in the same income year.  If capital losses exceed capital gains in an income year, they can generally be carried forward and deducted against capital gains in future years. [Read more…]

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