Changes to the Director Penalty Regime

Written by rouse_admin on August 21, 2012

On 29 June 2012, the Federal Government passed changes to the director penalty regime.   The amendments widen directors’ personal liability in relation to company liabilities, particularly tax and superannuation liabilities.   The legislative changes target directors participating in “phoenix activity.”*

THE EXTRA RISKS FOR DIRECTORS

Under previous law, directors were personally liable for PAYG withholding tax.   Under the new laws, directors will also be personally liable for unpaid employee superannuation.
Under previous laws, when the Tax commissioner filed to enforce personal

Continue Reading


Trusts, family law and asset protection

Written by rouse_admin on August 13, 2012

The recent decision in Morton v Morton (Morton) illuminates the importance of thorough planning when incorporating a family trust as part of your asset protection and tax minimisation strategies.

The central issue in Morton was whether or not the assets of a discretionary trust, of which Mr Morton was a beneficiary, should be included in the pool of financial resources subject to division in the divorce.

FACTS

Mr Morton was one of a number of beneficiaries of a discretionary trust. The other beneficiaries

Continue Reading


Supplying goods and services in an online environment?

Written by rouse_admin on March 5, 2012

It’s no secret that online sales of goods and services are growing, and fast. The very efficacy of certain retail models is being questioned.  There are a number of legal risks to consider before trading online.  Some are unique to e-commerce, but the bulk of normal contractual principles also apply, some of which are often overlooked by online entrepreneurs.

It is not news to any business owner that online transactions (and their resultant contracts) are as important as their paper counterparts.

Continue Reading


What happens if you die without a Will?

Written by rouse_admin on March 5, 2012

In the event that you do not have a valid Will, on the date of your death, your estate will be distributed in accordance with the rules of intestacy, which are as follows:

If you have a Spouse and no Children

Your entire estate will go to your spouse.

If you have a Spouse and Children

If the value of the estate is less than $150,000.00 excluding household chattels, then all to your spouse.  If the value exceeds $150,000 excluding household chattels then household

Continue Reading


Retention of Title clauses: the effect of the new PPSA Legislation

Written by rouse_admin on March 5, 2012

Under the new Personal Property Securities Act 2009 (Cth) (“the Act”) a security interest is an interest in personal property and in substance secures payment of a debt or other obligation.   A security interest incorporates the previous forms of security such as mortgages and charges over assets; however, it also incorporates transactions such as:

traditional retention of title (“ROT”) clauses in contracts (where a purchaser has possession of the property but does not acquire title from the seller until the full

Continue Reading


Directors update

Written by rouse_admin on August 25, 2011

The recent Federal Court decision of Australian Securities and Investments Commission v Healey [2011] FCA 717 (“Centro”) shows the significant obligations that directors need to take into account when approving financial statements of their company. In this instance, the directors approved financial reports for Centro Property Group and Centro Retail Group which failed to disclose that the cumulative liabilities of both companies were $3.75 billion.

Justice Middleton held that certain directors and former officers of Centro had:

Breached their duties to act

Continue Reading


Shareholders’ Agreements: a sound investment

Written by rouse_admin on July 12, 2011

A shareholders’ agreement is a contract that regulates the rights and obligations of members of a company.  A shareholders’ agreement is not a mandatory document required under the Corporations Act2001 (Cth) (“the Act”), however, it provides an important mechanism for regulating aspects of a company not catered for in either the company’s constitution or the replaceable rules of the Act.  It further assists in the overall running of the business by providing certainty with respect to the obligations/expectations/rights of the

Continue Reading


Franchising Update: the case of the Hose Doctor

Written by rouse_admin on June 28, 2011

Franchisors ongoing health and safety obligations for franchisees

The Defendant, Parker Hannifin (Australia) Pty Ltd operates ‘The Hose Doctors’ franchise.  Franchisees purchase a Hose Doctor Van which is a customised and stocked van with the Franchisors’ logo.  The rear of the van is a mobile service centre, which stores equipment, including hazardous gases.  In 2008, a franchisee’s van exploded with significant damage caused to neighbouring buildings and vehicles.  The Franchisee was also injured in the explosion.  An investigation by Workcover (NSW)

Continue Reading


How to prevent a claim for Unfair Dismissal by a “redundant” employee: Ulan Coal Mines Limited in focus.

Written by rouse_admin on May 24, 2011

In November 2010, the Full Bench of Fair Work Australia (“FWA”) handed down the authoritative decision of Ulan Coal Mines Limited (“Ulan”) v Honeysett and others (“The Honeysett Employees”) which provide the steps an employer needs to take to redeploy a redundant employee (so as to prevent a claim for unfair dismissal under the Fair Work Act2009 (Cth)) (“FWA 2009”).

Under the Unfair Dismissal provisions of the FWA 2009, an employee cannot bring an action for unfair dismissal in the instances of

Continue Reading


Unauthorised alterations to leased premises: a costly exercise…

Written by rouse_admin on December 21, 2010

A recent High Court decision has made it clear that Lessee’s face potential liability in the event they alter leased premises without the Lessor’s consent.

In 1996, the applicant Tabcorp Holdings Ltd (“Tabcorp”) and the respondent Bowen Investments Pty Ltd (“Bowen”) entered into a ten year lease term with two five year options to renew.  Prior to entering into the lease, Bowen had taken considerable care and expense in the construction of the foyer to the leased premises, with the foyer

Continue Reading