Peter May, Commercial Lawyer

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Commercial Law

What is Commercial Law?

I am often asked what the term “commercial law” covers. You may be surprised just how much is covered by that expression.

It covers all areas of law related to the buying or selling of land which includes:

  • farms,
  • vacant land,
  • subdivisional land,
  • houses,
  • commercial properties, and
  • industrial properties.

It includes undertaking settlements for urban land, houses, farms, and commercial properties.

The term also includes assistance in the sale or purchase, and settlement, of business contracts. There are many potential pitfalls for those who enter into contracts without the benefit of good advice. The contract and settlement processes are much less stressful if handled efficiently and with a sound contract.

In most cases (except complex cases) settlements for both land and business contracts are charged at settlement agents’ rates, so there is no reason not to get a lawyer on your side, right from the outset.

Recent changes to the law such as the introduction of the Personal Property Securities Act have significantly changed the way the law deals with personal property, meaning almost all assets (including intangible assets such as intellectual property rights). These changes apply to many different types of commercial transactions, and pose potential problems unless you are aware of the requirements of the law. If you own a business, or if you supply goods or inventory to a business, are you aware for example that the common retention of title clauses which have for years operated may no longer provide you with protection?

A very important step in every new business project is to determine which is the best business structure for your purposes. I can advise you on the establishment and management of all forms of business structures including:

  • partnerships,
  • companies,
  • trusts,
  • unit trusts, and
  • joint ventures.

I can also advise you on the duties implications of your transaction or proposed transaction, including transfer duty and other duties under the Duties Act. The Duties Act replaced the Stamp Act for transactions occurring after 30th June 2008.

The expression commercial law includes the arrangements to enable you to enter or exit a business structure. You may also need to arrange your affairs to cover those times when you want to sell or retire from your business structure, or protect yourself from unexpected downturns. I can assist you with the establishment of meaningful contracts between business partners and shareholders or unitholders, such as by the use of shareholders' agreements or unitholders' agreements.

The expression commercial law also covers the important area of contract preparation, interpretation and advice. Whether you are buying or selling, developing, building, franchising, or any of the many other activities where legal documentation is required, you owe it to yourself to ensure that you fully understand the documents, and the fine print. The best advice? Get advice, and get it early.

The expression also includes contracts of all sorts, including loans and securities, and leases (commercial, retail and industrial). The law dealing with retail shop leases is becoming increasingly complex and if you own retail premises, or are buying retail premises, or buying a business which leases retail premises, you should get thorough and competent advice on the law relating to retail shop leases. The legislation will override any lease agreement if there is a conflict between the legal requirements and the lease, and whether you are a landlord, lender or tenant, you need to know what your rights are.

Despite the best of efforts, sometimes disputes arise between landlord and tenant, particularly in retail tenancies, and I am able to assist you in resolving such disputes through the State Administrative Tribunal.

The term also includes advice on, and document preparation for, strata titles (subdividing, establishing, or dispute resolution in strata schemes). It also covers making subdivision applications and the creation of appropriate subdivision controls and covenants for the enhancement and protection of subdivision estates.

Commercial law also includes estate planning, an increasingly important part of life today. Specifically it covers such things as:

  • preparation of wills,
  • living wills (called advance health directives) which allow you to nominate the medical, dental or lifestyle treatment you may or may not want in the event that you are unable at the time to express your own opinion,
  • enduring powers of attorney,
  • enduring powers of guardianship,
  • probate and administration of deceased estates,
  • asset protection, and
  • the use of testamentary trusts.

In fact, the expression “commercial law” covers almost everything that concerns many areas of your home, farm, investment or business, all land developments, and contracts of all sorts.

When should you get advice?

It is essential that you get advice as early as possible, preferably before you make a commitment or sign a contract. If you get it wrong you might be liable for significant costs which could easily be avoided with appropriate advice.

If you have a legal query, or just want to be sure of your rights before you sign that important document, please contact my office and come and see me, and I will be happy to discuss it with you.

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(c) Peter May 2006 |

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