Corporate Law

Overview of the illegal phoenixing regime

The Treasury Laws Amendment (Combating Illegal Phoenixing) Act 2020 (Cth) (Amending Act) came into force on 18 February 2020 and was designed to prevent illegal phoenixing activity.  The Amending Act introduced reforms such as creditor-defeating disposition provisions to combat phoenixing activity.  Additional provisions amending the Corporations Act 2001 (Cth) were aimed to encourage accountability by preventing the resignation of directors when there is no replacement director in place. [Read more…]

What 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 or the right to terminate the contract for example.  This is often sought due to a concern that a competitor may acquire a controlling stake in the company that a business is contracting with. [Read more…]

Unfair contract terms – automatic renewal clauses

9 November 2023 was a crucial date for Australian businesses because from that date significant penalties can now be imposed on businesses found to have unfair contract terms (UCT) in their contracts.  The Federal Government had introduced significant changes to laws relating to UCT on 10 November 2022. [Read more…]

Amendments to unfair contract terms

The Treasury Laws Amendment (More Competition, Better Prices) Act 2022 (Cth) (Amending Act) received royal assent on 9 November 2022, introducing significant amendments to the Australian Consumer Law (ACL). These amendments target the Unfair Contract Terms (UCT) provisions of the ACL, strengthening the rights of consumers while imposing stricter requirements on businesses using Standard Form Contracts (SFC). [Read more…]

What are retained earnings?

Retained Earnings (Retained Earnings) are a financial metric that offers a valuable insight into a company’s financial health, extended stability and potential for future growth.  They represent the profit a company has retained overtime after accounting for all liabilities including the payment (if any) of dividends. [Read more…]

Paid family and domestic violence leave for small business owners

Legislation providing for paid family and domestic violence leave was passed by the Commonwealth Government in 2022.  The Fair Work Amendment (Paid Family and Domestic Violence Leave) Act 2022 (Cth) (Amending Act) amended the Fair Work Act 2009 (Cth) (Fair Work Act) to provide Australian workers with access to ten (10) days ofpaid family and domestic violence leave’ (Domestic Violence Leave) within a period of twelve (12) months.  This article sets out an update for employers to consider in relation to the Domestic Violence Leave. [Read more…]

ACCC seeks input on environmental and sustainability guidance

On 14 July 2023, the Australian Competition and Consumer Commission (ACCC) published the Environmental and sustainability claims – Draft guidance for business (Draft Guidance).  The Draft Guidance aims to assist businesses in making of environmental and sustainability claims to avoid the risk or misleading or deceptive behaviour. [Read more…]

Greenwashing on Facebook – ASIC fines Future Super

What is Greenwashing?

In the context of financial services and the Australian Consumer Law (ACL), Greenwashing (Greenwashing) refers to a misrepresentation of the environmental impact, sustainability or ethical nature of a financial product or investment strategy or goods and services.

Future Super Investment Services Pty Ltd (Future Super) was the recipient of an infringement notice issued by the Australian Securities and Investments Commission (ASIC) on 21 April 2023.  The infringement notice fined Future Super $13,320 for the company’s alleged Greenwashing claims made on Facebook. [Read more…]

ASIC commences legal proceedings alleged greenwasher

The Australian Securities and Investment Commission (ASIC) announced it has commenced legal proceedings in the Federal Court of Australia against Mercer Superannuation (Australia) Limited ACN 004 717 533 (Mercer) alleging ‘greenwashing’.  ASIC alleges Mercer made misleading statements of the sustainable nature of some of their investment options.  The proceedings commenced in the Victorian Registry of the Federal Court of Australia on 27 February 2023. [Read more…]

Consumer law changes – what business owners need to know

Recent changes to the Competition and Consumer Act 2010 (Cth)(CCA) made by the Treasury Laws Amendment (More Competition, Better Prices) Act 2022 (Cth) (Act) amends various pieces of legislation to provide stronger competition and consumer protections.  In particular the Act bolsters the penalties that apply for offences relating to unfair practices and unfair contract terms under as contained within the Competition and Consumer Act 2010 (Cth) (CCA) and the Australian Consumer Law (ACL), contained within Schedule 2 of the CCA. [Read more…]

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