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Good corporate decisions depend on clear responsibilities, sound documents and an understanding of the risks involved. Whether you are establishing a company, reviewing its governance, restructuring a business or preparing for a sale, Boss Lawyers can help you put the legal framework in place.
As a Brisbane law firm advising on corporate law and related business and commercial law matters, Boss Lawyers helps owners and directors make decisions with their business interests in mind.
Our Brisbane corporate lawyers advise business owners and directors on their obligations under the Corporations Act 2001 (Cth), company governance, transactions and ASIC compliance. We focus on practical advice that supports the decisions you need to make.
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The right advice depends on your company’s structure, its stage of growth and what you are planning next. Boss Lawyers assists with director duties, shareholder agreements, company constitutions, restructuring, mergers and acquisitions, and ongoing compliance.
Our legal services cover a broad range of corporate matters, from establishing private companies and documenting ownership arrangements to managing governance obligations and preparing for transactions.
Discover more about our commercial law services and resolution of commercial disputes.
Directors need to understand how their decisions affect both the company and their own legal obligations. Sections 180–183 of the Corporations Act cover care and diligence, good faith and proper purpose, and the improper use of a director’s position or company information. Section 184 provides for criminal offences involving dishonest or reckless conduct in specified circumstances. Directors must also consider their duties concerning insolvent trading under section 588G.
Boss Lawyers has an in-depth understanding of business law. A corporate governance lawyer can confidently advise directors on these obligations and help companies establish workable governance processes, including:
If a disagreement between directors has already arisen, see our director disputes service.
The decisions made when a company is established can shape how it operates for years. Boss Lawyers can advise on the initial shareholding, the roles of directors and shareholders, and the documents needed to govern decision-making. We can also help you decide whether the company should operate under the Corporations Act’s replaceable rules, adopt a constitution or use a combination of both.
The decisions made when a company is established can shape how it operates for
A shareholder agreement sets out how owners will make decisions, transfer shares and manage changes in their relationship. A company constitution provides rules for how the company operates. These documents should work together and reflect the way the business is actually run. If the documents set different rules for approving decisions or transferring shares, owners may be left uncertain about which process to follow. Reviewing them together helps ensure they support the intended ownership and governance arrangements.
For businesses entering joint ventures, clear agreements can also set out each party’s contributions, decision-making rights and exit arrangements.
As your corporate lawyer in Brisbane, we will draft and review provisions dealing with decision-making thresholds, reserved matters, share transfers, pre-emptive rights, dividends, exits, valuations and deadlock. Clear terms can make future decisions easier and reduce uncertainty when ownership changes.
For an existing disagreement between owners, visit our shareholder disputes page.
years. Boss Lawyers can advise on the initial shareholding, the roles of directors and shareholders, and the documents needed to govern decision-making. We can also help you decide whether the company should operate under the Corporations Act’s replaceable rules, adopt a constitution or use a combination of both.
A restructure may support growth, succession, a planned transaction or a simpler company structure. It can also involve changes to ownership, assets, governance and reporting obligations.
Boss Lawyers advise on the legal steps involved in corporate restructures, including share and asset transfers, changes to company constitutions, and director or shareholder changes. Where tax or financial advice is needed, we can work alongside your accountant and other advisers so the legal documents reflect the agreed commercial plan.
If financial distress is driving the proposed change, our insolvency lawyers can advise on the available options.
Buying or selling a business involves more than agreeing on a price. The transaction documents need to address what is being transferred, the conditions for completion, each party’s obligations and how identified risks will be allocated. We review the commercial contracts relevant to a proposed deal and advise on how key rights and obligations will be addressed in the transaction documents.
Boss Lawyers assists with legal due diligence, transaction structuring, and the drafting and negotiation of business and company sale agreements. We work with your financial and tax advisers where their input is needed to carry the transaction through to completion.
We can assist throughout the transaction, from reviewing the proposed structure and key commercial contracts to conducting due diligence, negotiating the sale documents and identifying the approvals needed before completion. For buyers, this includes examining the assets, liabilities and contractual obligations being acquired so the agreement reflects the risks identified.
Companies have ongoing obligations to maintain accurate records, review their details and notify Australian Securities and Investments Commission (ASIC) of relevant changes. Keeping these matters current is part of sound governance, particularly when directors, ownership or the company structure changes.
Boss Lawyers can advise on company reporting and compliance requirements, officeholder changes, company deregistration or reinstatement, and the legal approvals needed for particular corporate decisions. ASIC guidance confirms that officeholders have obligations concerning annual reviews and notifying ASIC when company details change.
Implementing a corporate change may also require board or shareholder resolutions, updates to company documents and notifications to ASIC. We can help identify the required steps and put them in the right order, with decisions recorded under the company’s constitution or applicable replaceable rules.
It is useful to get advice before you commit to a transaction or make a significant change to how your company operates.
Common significant changes include:
Early advice can help you identify the documents, decisions and approvals required, and give everyone involved a clear path forward.
If you are planning a corporate transaction or reviewing your company’s governance, speak with Boss Lawyers about what needs to be done and the risks to consider. We provide tailored advice and clear communication throughout the matter, so you understand the legal steps and the decisions required of you.
Contact Boss Lawyers’ Brisbane commercial lawyers on 1300 267 711 or request a consultation online. We offer clear, practical advice focused on achieving the best outcome for your business.
This is general information only and is not legal advice. You should obtain professional advice specific to your circumstances.
