Legal insights
Guides to commercial law, business transactions, tax, disputes and property. General information only; advice depends on your circumstances.
Accountant, tax lawyer or commercial lawyer for an ATO dispute?
Choose the adviser for the issue and stage. An accountant may resolve a records or calculation problem efficiently; disputed legal interpretation, privilege, director liability or court proceedings may call for a lawyer.
Read guide →Business sales and tax · guideSmall business CGT concessions when selling a business
Small business CGT relief depends on the seller, the asset, the ownership history and the group’s finances. A sale price below a threshold does not itself establish eligibility. Test the structure before signing.
Read guide →Business sales and tax · guidePre-sale tax structuring: what to fix 12–24 months before selling
Start with a group map, reliable accounts and a comparison of sale structures. Early preparation gives you time to test concessions and fix documentation before price and legal commitments become difficult to change.
Read guide →Business sales and tax · guideSelling a business before or after 1 July 2027
The enacted CGT reform changes the analysis for some business owners from 1 July 2027. Compare the actual seller, concession eligibility, transition values and commercial price before deciding when to sell.
Read guide →Commercial property and tax · guideRetail leases and ownership structure: a NSW property investor’s guide
The lease and the ownership structure affect the same investment return. In NSW, a retail landlord’s actual land tax may exceed the amount recoverable from the tenant. Compare both before buying or signing.
Read guide →Commercial property and SMSFs · guideRelated-party leases: a checklist for companies, family trusts and SMSFs
When a family trust, company or SMSF owns premises used by the operating business, document and manage the lease as a real commercial arrangement. An SMSF landlord brings additional acquisition, investment and tax rules.
Read guide →ATO disputes and directors · guideDirector Penalty Notices: the 21-day period and your options
A Director Penalty Notice requires urgent attention. The director’s liability can arise before the notice, and the 21-day period runs by reference to when the notice is legally given, not when it is read.
Read guide →Revenue NSW disputes · guideNSW payroll tax audits and objections: records, grouping and contractors
A payroll tax audit needs a reconciled record of who was paid, why, where the work occurred and how the group operates. Match each proposed adjustment to the relevant statutory test before lodging an objection.
Read guide →Choosing a commercial law firm · guideMoving from a larger commercial law firm to a boutique
Compare how your matter will be staffed, scoped and managed. A boutique can suit a defined commercial problem with a clear lead adviser; a larger team may be more appropriate where capacity and several specialties are essential.
Read guide →Commercial & corporate · guideWhat should be in a commercial contract? 12 clauses worth getting right
A useful commercial contract does more than record price. It should define performance, payment, risk, exit rights and what happens when the relationship does not go to plan.
Read guide →Commercial disputes · guideBreach of contract in NSW: what can a business do?
A contract breach does not automatically mean the best response is to terminate or sue. The first step is to identify the obligation, the evidence, the loss and the commercial objective.
Read guide →Commercial contracts & disputes · guideTerminating a commercial contract: getting the process right
Ending a commercial contract can create more risk than the original breach if the termination right, notice process or post-termination steps are mishandled.
Read guide →Business transactions · guideAsset sale vs share sale: what is the difference?
The structure of a business sale affects what the buyer acquires, what liabilities remain and how the transaction documents are drafted.
Read guide →Tax disputes · guideATO assessment objections: deadlines, grounds and next steps
An effective objection identifies the decision, states the grounds fully and in detail, and supplies evidence of the correct tax result. Calculate the deadline before debating the merits.
Read guide →Business succession & continuity · guideBusiness succession planning: what happens to the business if an owner dies or loses capacity?
A will does not by itself solve every business succession problem. Shares, trusts, directorships, shareholder agreements, insurance and control of bank accounts can all determine whether the business continues smoothly after death or incapacity.
Read guide →Business acquisitions · guideBuying a business in NSW: what legal due diligence should cover
The documents you review before signing or completing can be as important as the purchase agreement itself.
Read guide →Commercial leasing · guideAssigning a commercial or retail lease when selling a business in NSW
A buyer may agree to purchase the business but still be unable to operate it if the lease is not transferred. The sale agreement and lease assignment need to be treated as one transaction with coordinated conditions and completion steps.
Read guide →Commercial leasing · guideCommercial lease review: the clauses worth checking before you sign
The headline rent is only one part of the commercial commitment. A lease can allocate substantial cost and risk through other clauses.
Read guide →Commercial disputes · guideBusiness debt recovery in NSW: a staged approach before litigation
Effective debt recovery starts by proving the debt and choosing the right pressure point. The most aggressive procedure is not always the fastest route to actual payment.
Read guide →Tax law · guideDivision 7A loans: what business owners should check before year-end and before a transaction
Division 7A can convert private use of company value into a deemed dividend. The difficulty is that the issue often sits inside ordinary bookkeeping—director loan accounts, trust distributions, drawings and payments made on behalf of owners.
Read guide →NSW land tax · guideNSW surcharge land tax for foreign owners: the 200-day rules and principal place of residence issues
Surcharge land tax can apply even where ordinary land tax does not. For permanent residents who spend significant time overseas, the calendar-year day count and the separate principal-place-of-residence rules can produce unexpected assessments.
Read guide →Business sales & GST · guideGST-free going concern on a business sale: what the contract needs to get right
Calling a business sale a “going concern” does not make it GST-free. The statutory conditions must be satisfied and the legal documents should describe the transaction in a way that matches what will actually be supplied.
Read guide →Independent legal advice · guideGuarantor legal advice: what to expect at the appointment
If a lender requires a solicitor certificate, sending the complete documents before the appointment usually makes the process much smoother.
Read guide →Revenue NSW · guideNSW land tax objections: grounds, evidence and timing
A useful objection identifies the legal issue, the facts that matter and the evidence supporting those facts.
Read guide →Finance & guarantees · guidePersonal guarantees in business and property finance: what you are really promising
A personal guarantee can turn a company or SMSF borrowing into a personal asset-risk issue. The borrower may receive the money, but the guarantor is promising to answer for the debt if the borrower does not.
Read guide →Business sales · guideRestraints of trade in a NSW business sale: protecting goodwill without overreaching
When a buyer pays for goodwill, it usually wants protection against the seller immediately taking that goodwill back. A restraint can be commercially justified, but its drafting needs to match the business that was actually sold.
Read guide →Business sales · guideSelling a business in NSW: legal checklist for owners
A business sale is easier to negotiate when the legal structure is cleaned up before the buyer starts due diligence. The seller’s goal is not only to get the price agreed, but to control warranties, conditions, completion risk and post-sale exposure.
Read guide →Commercial disputes · guideShareholder disputes, deadlock and oppression: what to do before value is destroyed
A shareholder dispute is rarely just a legal argument. It can affect banking, employees, customers, access to information and the value of the business itself. Early strategy should protect the company while preserving the evidence and rights of the owners.
Read guide →Commercial & corporate · guideShareholders agreement: 12 clauses that matter when the relationship is tested
A shareholders agreement is easiest to negotiate when everyone is getting along. Its value appears later—when owners disagree about money, control, work, exit or the future of the business.
Read guide →SMSF property · guideSMSF property borrowing changed on 10 August 2026: what the new LRBA rule means
From 10 August 2026, the law governing limited recourse borrowing arrangements changed materially for SMSF property purchases. A new real-property LRBA generally now requires the asset to be “business real property”, subject to transitional provisions.
Read guide →Company debt & insolvency · guideStatutory demands: the 21-day deadline that company directors should not ignore
A statutory demand under the Corporations Act is designed to test whether a company can pay a due debt. It is not an ordinary demand letter. The procedural rules are strict and the consequences of failing to respond can be severe.
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