Corporate Advisory & Commercial Law
Generally, a business will move through 4 stages in its life-cycle – start-up, growth, maturity and exit. For each of these stages the needs and issues relevant to the business will change. Corporate advisory involves providing strategic, commercial and realistic advice to assist the business to move to the next stage and for you to achieve your outcomes.
Walker & George draws on our wealth of experience in the private and commercial sphere to advise on the issues facing your business at each of these stages. Examples of how we have assisted our clients in this area include drafting and advising on:
1. Terms and conditions including privacy policies
Necessary for determining the rights of the business and the client, terms and conditions typically include clauses relating to invoicing and payment, security and termination.
2. Loan agreements including and general security deeds
Necessary for raising funds or obtaining a cash injection, a loan agreement typically includes clauses relating to amount and term of the loan or facility, repayment, security and default.
3. Shareholders’ agreements including share sale and subscription agreements
Necessary for determining a company’s shareholders’ rights, common issues covered by a shareholders’ agreement include voting rights, incoming and outgoing shareholders, share transfers and share valuations.
In parallel with a shareholders’ agreement, shareholders ought to consider the company’s constitution and whether it is appropriate to adopt the replaceable rules contained in the Corporations Act 2001 (Cth) or have a separately drafted constitution.
4. General & Specific Security Agreements
Security agreements or deeds secure a party’s obligations created under another agreement, for example a loan agreement.
Security interests over personal property must be recorded on the Personal Property Securities Register in order to be perfected and therefore able to be enforced against third parties. It is important to ensure your security interests are perfected so that your ability to recover monies owed to you, if the party providing the security defaults, is preserved.
5. Licence agreements
Necessary for protecting the interests of the licensor, important terms of a licence agreement include licence fee, term of the licence, permitted use and indemnities.