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Directors’ obligations to comply with Accounting Standards
Directors are personally liable for ensuring their company operates in accordance with corporate governance and accounting standards. Obligations contained in part 2M.2 and 2M.3 of the Corporations Act 2001 (Cth) (Corporations Act) outline obligations for companies to keep financial records and prepare annual financial and director’s reports. Sections 180 and 344 of the Corporations Act…
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Accounting standards matter: the company’s obligation
Australian accounting standards (Accounting Standards) are often considered solely the domain of auditors and accountants. However, they are a crucial aspect of corporate law and governance in Australia. For directors, officers, and their professional advisers, the key issue is not the technical details of the Accounting Standards, but rather their legal enforceability. A failure to…
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When a thumbs up emoji means accepting an offer
In a time where communication increasingly takes place through text messages and social media platforms, the legal recognition of non-traditional expressions, such as emojis, presents a potential evolution of the doctrine of acceptance in contract law. The 2023 Canadian decision by the Saskatchewan Court of King’s Bench (Court) in South West Terminal Ltd v Achter…
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What is an indemnity clause?
The word indemnity, in its’ legal context, is defined as “legal protection against liabilities arising from one’s actions.” An indemnity clause therefore, represents the contractual embodiment of this definition, serving as a formal mechanism which protects one party from the from the actions or inactions of another. In effect, it enables parties to allocate risk…
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Introduction to the Trusts Bill 2025 (Qld)
On 1 May 2025, the Trusts Bill 2025 (Qld) (Bill) passed its final reading before the Queensland Parliament and, at the date of this article, awaits royal assent. When in force, the Bill will completely replace the current Trusts Act 1973 (Qld) (Act) to reflect the recommendations of the Queensland Law Reform Commission’s 2013 review of the…
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New Anti-Money Laundering Bill introduced
On 11 September 2024 the (Bill) was introduced to the House of Representatives.[1] The Bill will amend the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) (AML/CTF Act) to include provisions regarding deterrence, detection and disruption of money laundering and terrorism financing.[2] Most changes will take effect from 31 March 2026.
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How to read a commercial contract
A commercial contract (Commercial Contract) is a legally binding agreement between two (2) or more parties that contains the terms and conditions for a mutual exchange of value, such as goods or services for financial compensation. This article aims to assist the reader on how to understand the contents of such a document.
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Are contract recitals legally binding?
Recitals, also known as the “preamble” or “details” clauses (Recitals) are introductory statements at the start of a contract that provide context, background or reasons for the terms and conditions that follow. They have been historically used by the Courts to aid in the interpretation of ambiguous terms and are capable of including essential provisions…
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What exactly is a change of control clause?
In commercial contracts, a change of control clause is one that allows one of the parties to an agreement to terminate or modify its terms if a third party acquires a controlling stake in the other. A change of control clause grants a party certain rights, such a right to accelerate an obligation to pay…
Corporate law
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