The case of BBHF Pty Ltd v Sleeping Duck Pty Ltd [2024] provides useful guidance regarding shareholder oppression claims in the context of investment in start-ups.  The decision highlights the need for clear, written shareholder agreements and the objective test applied when assessing whether oppressive conduct has occurred. 

The Treasury Laws Amendment (2021 Measures No. 2) Bill 2021 (Bill) has introduced a key reform in the Not-For-Profit (NFP) space in relation to Deductable Gift Recipient (DGR) status.

The Administrative Appeals Tribunal (AAT) recently rejected the Australian Charities and Not-for-profits Commission’s (ACNC) decision to deny a charity known as Global Citizen Limited (Global Citizen) access to Public Benevolent Institution (PBI) status because its activities included advocacy.

The impacts of COVID-19 have sped up Australia’s transition to a digital economy and accelerated virtual means of conducting business.

Following multiple cyber-attacks to financial service adviser RI Advice Group Pty Ltd (RI), the Australian Securities and Investments Commission commenced proceedings against RI alleging contravention of its obligations under the Corporations Act 2001 (Cth) (Corporations Act) for failure to have adequate cyber security systems as an Australian Financial Services licence holder.

Further to our article here where we wrote about the Australian Securities and Investments Commission’s (ASIC) guidance regarding annual general meetings and the COVID-19 pandemic, the Treasurer has released the Corporations (Coronavirus Economic Response) Determination (No 1) 2020 (Cth) (Determination), which commences on 6 May 2020 and will be automatically repealed on 5 September 2020.

In this case, the High Court reiterated that a person can be deemed to be an “officer” of a company even if that person does not hold a position as a named ‘Director’ or ‘Secretary’.

On the weekend ASIC released guidelines for upcoming AGM requirements as companies are impacted by social distancing requirements in response to COVID-19.

Lawyers are often the butt of jokes when it comes to how expensive we are. We get it. But if you are engaging a lawyer to sell (or buy) a business, the right lawyer can add value to your bottom line.

The long awaited extension of the Corporations Act Crowd-sourced Equity Funding (CSF) regime to private companies is now in place. 

‘Climate-related risks’ have moved from a corporate buzzword to an actionable obligation for company directors, who should consider these risks in the context of their organisation and understand that a failure to act with regards to a climate-related risk can result in a contravention of the Corporations Act 2001 (Cth)  (Act).

All businesses increasingly rely on other service providers to deliver their products and services, and even a small business will have a surprisingly large supply chain made of many large and small suppliers (who of course have many of their own suppliers). 

As a director of a company, you have a duty to act in its best interests. 

In undertaking your role as a director, you may face a situation where the interests of the company come in to conflict with your own personal interests. 

What duties do you owe to the company in relation to conflicts of interests?

Do you ever provide advice to company directors, and they act on that advice? Do you ever give instructions to company directors and they act on those instructions?

People have a general awareness of the implications of personal liability as a director. For example, directors can find themselves personally liable for debts to employees, tax debts and penalties owed to the Australian Tax Office or for breaches of The Corporations Act 2001 (“the Act”).

I recently represented Harwood Andrews at an International Corporate Governance Forum focusing on mandatory gender quota legislation. The forum featured overseas representatives from The Netherlands, South Africa, Germany and Norway, as well as corporate representatives from Australia.