Corporate & Commercial

Meridian Lawyers offers personal service with very competitive rates – a number of our senior lawyers have joined us from large national and international law firms, giving clients access to a wealth of experience in a boutique legal practice. Many of our team have experience as consumers of commercial legal services, so our clients have the added confidence that we know what they need and how they need it.

Our corporate and commercial team advises clients across a wide range of industries and professions including Fortune 500 companies, government departments, multinational and Australian public and private companies, large professional member organisations and private clients.

We advise clients operating in many business sectors including health, insurance and financial services, engineering, building and construction, manufacturing and property.

Business advice and services

Our corporate advisory and commercial services include:

  • mergers and acquisitions;
  • corporate governance advice, and drafting and amending constitutions;
  • corporate advice on director and committee member duties, conflicts of interest and corporate compliance;
  • regulatory advice including consumer protection law and privacy;
  • employment and workforce management advice;
  • brand protection and other intellectual property advice;
  • stakeholder relations including advising on, negotiating and preparing agreements, with service providers and alliance partners;
  • capital management strategies including buy-backs, capital reductions and divestments;
  • capital markets and ASX – equities, shares and derivatives;
  • securitisation;
  • Superannuation Guarantee Levy advice;
  • corporate finance (debt and equity, venture capital) and fundraising;
  • business structures, partnership and shareholder documentation;
  • franchising;
  • distribution arrangements and strategic alliances;
  • business succession planning and funded buy-out arrangements;
  • commercial and retail leasing; and
  • contract negotiation, documentation and administration.

Regulation and compliance

Our team’s extensive corporate knowledge means we can offer clients comprehensive legal advice and guidance in the heavily regulated area of corporate operations. Some of our lawyers have completed Chartered Secretaries Australia’s Graduate Diploma in Applied Corporate Governance, the Australian Institute of Company Directors’ course and have postgraduate qualifications in management.

We provide regulatory risk and compliance advice on financial services regulation under the Corporations Act and APRA’s prudential regulation to the insurance and financial services sectors.

We also advise clients on a multitude of regulatory and compliance aspects arising from professional practice in the health and private sectors.

Members of our administrative law team have been involved in government committees and advised many professional member associations and representative bodies about statutory issues impacting on their membership. We have been intricately involved in forming national guidelines for professional practice, particularly in the health industry.

 

Meet our Corporate and Commercial Team:

Legal Insights

  • Commercial Insights – Autumn 2018

    In the Autumn Edition of Commercial Insights we examine: the uncertainties in the proposed disclosure regime that will apply to charities concerning political donations when businesses are obliged to notify a data breach under the new disclosure regime the exposure of employers for unfair dismissal claims under a fixed term…

  • Charities Unclear and Uncertain about Disclosure of Political Donations and Expenditure

    Important changes to funding and disclosure laws which apply to charities are on the horizon under proposed changes to Commonwealth Electoral Act 1918 (‘Electoral Act’). Non-party Political Actors Under the Electoral Legislation Amendment (Electoral Funding and Disclosure Reform) Bill 2017 ('the Bill') which was introduced into Commonwealth Parliament late last…

  • Are you prepared for the mandatory data breach notification regime?

    From 22 February 2018, mandatory data breach notification will apply to any individual or organisation regulated by the Privacy Act 1988 (Cth). This will affect any businesses with an Australian link and a continued presence in Australia. Under the new law, if a business is the subject of an 'eligible…

  • What to consider when you buy a Fitness Franchise

    Franchise systems are prevalent in the Fitness Industry. Buying a franchise has a number of advantages, such as the association with an established and reputable brand or service, assistance with setting up elements of the franchise, initial management training and ongoing support via established policies and procedures, and access to…

  • Assigning your Commercial or Retail Lease

    Premises are one of the most expensive outlays of any business, however do you understand your lease? As the tenant, dealing with any landlord is often a David vs Goliath affair, especially in a major business transaction such as selling your business and assigning your lease.  A very costly but…

  • Fair Go! Are your standard contracts unfair?

    The Federal Court in ACCC v JJ Richards & Sons has provided guidance on what may constitute an unfair contract term in a small business contract. As of 12 November 2016, statutory protections in the Australian Consumer Law (ACL) against unfair contract terms in standard form consumer contracts was expanded…

  • Commercial Insights – November 2017

    In this edition of Commercial insights, we discuss how a recent decision of the Queensland Supreme Court emphasising the importance of contractual rights under a shareholders’ agreement to protect minority shareholders, we examine the newly increased powers of the Fair Work Ombudsman. We include some handy tips on how to ensure…

  • How fit are you, legally?

    Working as a Fitness Professional (FP) can be a rewarding career in helping others achieve their health and fitness goals, but the responsibilities also carry a number of substantial and potential legal and business risks, so it is always a good idea to check that you, and your business, are…

  • How to avoid copyright infringement

    With so much information publicly available, you must be careful not to infringe copyright when you use another person’s material. How can you better comply with Australian copyright laws? What is copyright? Copyright is protection over the way an idea or information is expressed. It is not the idea or…

  • Increased Powers of the Fair Work Ombudsman – Is your Business Vulnerable?

    New legislation has recently been introduced which was sparked by the discovery of a number of large organisations found to have engaged in systematic underpayments and exploitation of workers. The Fair Work Amendment (Protecting Vulnerable Workers) Act 2017 provides the Fair Work Ombudsman with greater investigative and enforcement powers, introduces…

  • Put it in writing: Tools to protect and enforce minority shareholder rights (Part 2)

    The Importance of a Shareholders’ Agreement In the previous issue of Commercial Insights we wrote about the utility and importance of a shareholders’ agreement in protecting the rights of a minority holding, as illustrated by the recent case of SDW2 Pty Ltd v JLF Corporation Pty Ltd & Ors[1] in…

  • Partnership Agreements – do you have one and is it up to date? Is it a dispute waiting to happen?

    Most business partnerships do not last forever. Each year Meridian deals with many disputes between business partners. Disputes often happen because the relevant documentation is unsatisfactory or out of date, resulting in the partners having different views on how to deal with commercial matters. Business partners part company for many…

  • Proposal to extend Australian Consumer Law to the activities of charities, not-for-profit entities and fundraisers

    Following a meeting of Ministers for Consumer Affairs held on 31 August 2017, the State Consumer Affairs Ministers have released a Statement committing their respective State regulators to: “issue guidance clarifying the current application of the Australian Consumer Law (ACL) to the activities of charities, not-for-profit entities and fundraisers.” In…

  • Commercial insights – August 2017

    In this edition of Commercial insights we focus on recent legal developments which, where relevant, may impact on SMEs, professional practices, private businesses, companies and associations and highlight recent legislative changes to the Retail Leases Act in NSW, which import new protections for commercial tenants. Also, we discuss some recent…

  • Put it in writing: Tools to protect and enforce minority shareholder rights

    A shareholders’ agreement is a private contract between the shareholders of a company under which they agree to regulate their rights as owners and shareholders of the business. It is distinct from the company’s constitution which is regulated by the Corporations Act. In the absence of a shareholders’ agreement, minority shareholders…

  • ACCC increases franchisor scrutiny

    Under the Franchising Code of Conduct (FCC) a franchisor is obliged to update a disclosure document which has been issued previously to a franchisee within 4 months after the end of each financial year. Recent proceedings initiated by the ACCC suggest an increasing focus on and scrutiny of disclosure obligations in…

  • ‘Phillips arrangements’: It may be time to review your service company arrangements

    Many professional practice owners including medical practitioners and pharmacists enter into an agreement with an associated entity to provide services to the practice, such as the provision of staff, administrative or clerical services, premises, plant or equipment in consideration for the payment of a services fee. Depending on its structure,…

  • NSW landlords and tenants affected by changes to the Retail Leases Act

    Recent amendments to the Retail Leases Act 1994 (NSW) (RL Act) will affect both landlords and tenants of retail premises. Under the Retail Leases Amendment (Review) Act 2017 (NSW) (Amending Act) various changes will apply to retail shop leases, the rights and obligations of retail landlords and tenants, leasing  processes…

  • Choosing the right not-for-profit structure

    The term ‘not-for-profit’ describes a range of organisations that are bound together by a purpose to achieve a public, social or community outcome, not for the profit or gain (either direct or indirect) of its individual members. Legal structure The term ‘not-for-profit’ does not indicate any specific type of legal…

  • AWB: the next instalment…

    Directors are under a continuing obligation to keep informed about the activities of a corporation (ASIC v Flugge). On 15 December 2016, the Supreme Court of Victoria issued its judgment in the latest round of AWB proceedings in which ASIC commenced an action against the former Chairman of AWB Limited…

  • Commercial insights – February 2017

    In this edition of Commercial insights we provide an overview of common business structures for health and other businesses, as well as an update on the abolition of stamp duty on the purchase of business assets in New South Wales, and important employment advice regarding workplace monitoring. Contents Choosing the right…

  • Is Big Brother watching?

    A common concern for many employers is the extent to which they can monitor employees in the workplace. Specific legislation regulating workplace surveillance exists in New South Wales and the Australian Capital Territory and in other states workplace surveillance is regulated by legislation dealing with specific electronic surveillance devices or…

  • Trends in business sales and purchases: assignment of leases

    During 2016 Meridian Lawyers acted for many clients in the successful sale or purchase of a wide variety of businesses from child care businesses to dental practices, pharmacies and fitness businesses, to wineries. Where a business occupies premises under a lease, the lessor may not always be pleased to learn…

  • Abolition of stamp duty on purchase of business assets in New South Wales

    On 1 July 2016 certain duties were abolished in New South Wales, including stamp duty on the purchase of certain business assets. A business’s purchase price can be, and often is, apportioned between a number of items including goodwill and plant and equipment, and often the most significant portion of the…

  • Choosing the right business structure

    Whether you are entering into an existing professional health practice or other business, intending to set up a new structure or restructuring an existing practice or other business there are a range of legal structures that may apply in your circumstances. Different legal risks and liabilities associated with each business…

  • Pharmacy insights – Autumn 2016

    Pharmacy insights is a legal newsletter for pharmacists and pharmacy related businesses. This edition provides a detailed overview of the legal process involved in selling a pharmacy business, with tips on how to make the process as pain-free as possible. Contents Aim for a pain-free goodbye Online pharmacy retailer pays…

  • Succession planning for your partnership

    At Meridian Lawyers we are frequently asked to advise on succession planning for business owners, especially those in partnerships (whether in the traditional sense or shareholders via a corporate structure). Many partnerships continue over lengthy periods with little emphasis on exit arrangements in their formal partnership or shareholders agreement. In…

  • Commercial insights – Spring 2015

    Meridian Lawyers' Spring 2015 edition of Commercial insights discusses governance issues for business including directors’ duties, good employment policies and practice, the benefits of ownership agreements with partners, brand and logo issues on marketing material, and privacy compliance. Contents Directors’ duties and the consequences of a breach Business owners’ agreements Do you have…

  • How healthy is your relationship with your business partners?

    The relationship between most business partners does not last forever and it is rare to expect it to. Each year we deal with many disputes between business partners, whether they are co-owners of a business set up under a corporate structure or a traditional partnership. Just because partners decide to…

  • Meridian Lawyers assists with NAPSA’s constitution overhaul

    Meridian Lawyers has assisted the National Pharmacy Students’ Association (NAPSA) in a major overhaul of its constitution and restructure of its corporate status. NAPSA aims to be the voice of Australian pharmacy students, representing the interests of 3,500 undergraduate and postgraduate students studying pharmacy at 18 universities across Australia. Prior…

  • Media release: Insurance and financial services law expert joins Meridian

    Meridian Lawyers has announced that leading financial services legal practitioner Michael Bracken will join the firm’s Sydney team on 9 February 2016. With a client base that is complementary to Meridian's, Michael advises insurers, brokers, health funds, health and medical service providers, medical defence organisations, medical indemnity insurers and reinsurers.…

  • Pharmacy insights – Summer 2015

    Pharmacy insights is a legal newsletter for pharmacists and pharmacy-related businesses. This edition includes a 'must read' for anyone considering buying a business. Also in this edition, why you really should make a will, and the dangers of dismissing employees without proper procedure. Read more... Contents Buying a pharmacy: an…

  • ACCC given greater powers to enforce new Franchising Code of Conduct

    Since 1998 the mandatory Franchising Code of Conduct has been the key instrument regulating the conduct of franchises in Australia, as prescribed under the Competition and Consumer Act 2010 (Cth). A new Franchising Code of Conduct was made public on 3 November 2014 (“new Code”). The implementation of the new…

  • Commercial insights – Summer 2015

    This edition includes a 'must-read' for anyone considering buying a business. This article overviews the process from due diligence to completion of the sale - the purchase process will be considered in more detail in our next edition. Also in this edition, why you should really make a will. Contents …

  • Power couple

    Vet Practice magazine recently interviewed Georgina Odell, Senior Associate at Meridian Lawyers - read her insights into how to succeed in a business partnership in the article “Power couple”. Thinking of going into partnership with a colleague? Vet Practice magazine's writer Charmaine Teoh shares some legal and financial issues to consider before opening the…

  • Commercial insights – Spring 2014

    This edition contains an important update on changes to the Franchising Code of Conduct, which will come into force on 1 January 2015. The new Code is arguably the most significant reform to franchising and licensing law since the original Code was enacted and includes significant enhancement of the ACCC’s…

  • Commercial Insights – August 2014

    In our Commercial Insights, we introduce our new team members, Principal Sharlene Wellard and Special Counsel Ian Goddard. Also in this issue we look at some upcoming events including the Pharmacy Business Network (12 September 2014). Articles: Dismissal may be warranted but still unfair without proper procedure Is this the end of…

  • Positive partnerships: the comforts of a good partnership agreement

    Talking to your business partner about how day-to-day business will be managed is an invaluable step in your business planning and road to success. As change is one of the certainties of life, also talking to your business partner about the future, and what should happen if circumstances change, is…

  • Is this the end of your lease?

    From years of experience, we know that concerns over business leases can be the greatest and most frequent worry faced by our clients. It’s surprising how often clients come to us with serious worries over whether their lease will be renewed by the landlord. Many of these worries could be…

  • Retail shop leases: your rights as a tenant

    Any lease you enter into for premises in New South Wales that are to be used as a retail shop will likely be subject to the Retail Leases Act 1994. The Act governs many aspects of the relationship between the landlord and the tenant of leases that fall within the…

  • Thinking of buying a franchise?

    Think about some of the most successful businesses in Australia and you will no doubt visualise the business name and the logo. These will often be referred to as the ‘trademarks’ of the business. If you are thinking of buying a franchise, then one of the key assets you will…

  • Spotlight on Fitness: an overview of Australian Consumer Law

    On 1 January 2011 the Australian Consumer Law (ACL) introduced some significant changes to the obligations on suppliers of services and goods. This update sets out a few practical tips on how fitness businesses can limit complaints and stay on the right side of the consumer law. Under the ACL,…

  • Choosing the right business structure for your child care service

    Whether you are entering into an existing child care business, intending to set up a new structure or restructuring an existing business there are a range of legal structures which may apply in your circumstances. Different legal risks and liabilities associated with each business structure may apply: Sole Trader Appropriate for…

  • AFS licensing relief for foreign financial services providers

    Overseas counterparties to derivatives and foreign exchange transactions:  In September 2003, ASIC introduced Class Order 03/824 which sought to address regulatory concerns that: overseas counterparties to derivatives and foreign exchange transactions may be caught by those counterparties engaging in “inducing conduct under s911D” when issuing financial products to Australian wholesale clients…

  • ASIC to get stronger powers to ban financial services managers

    On 6 September 2017, Treasury released a consultation paper reflecting the position of the ASIC Enforcement Review Taskforce which proposes the possible expansion of ASIC’s powers under the Corporations Act to allow it to ban senior managers in the financial sector from performing their functions. The proposed extension of ASIC’s…

What our clients say

  • “Thank you to all the Meridian team for your support... I’ve never experienced such superior service from any partner/supplier in my professional career.”

    Marissa Limberis, Marketing Manager, Blooms

  • “The level of reserving strength is unusual in the industry. I have only ever seen it once before in the professional risks section of a large insurer.”

    Clive Amery, founding director,
    AM Actuaries

  • “Meridian has a fantastic team of professionals. You did the impossible with a calm and thorough approach throughout. Thank you.”

    Cameron McCullagh, former Chief Operating Officer, Steadfast

  • “Meridian Lawyers always provides an outstanding level of service and quality of advice to both the Australian Veterinary Association and our members.”

    Graham Catt, Chief Executive Officer, Australian Veterinary Association

  • “You have been nothing but brilliant, supportive and positive in your professionalism… I have no words to describe how fantastic you have been. Thank you is not sufficient.”

    Claudine Sachwald, Physiotherapist

  • “Meridian are more than just lawyers to us – they are there when our customers need them the most, providing advice and reassurance. They are a vital piece of the puzzle in the analysis of our claims trends, they are well respected in our markets as experts in the field and most importantly they deliver results. It is a unique partnership that I have not seen replicated in the industry.”

    Allison Prince, Head of Claims, Guild Insurance

  • “Guild Insurance has a unique working relationship with Meridian Lawyers. We have always found their service to be cost conscious and they focus upon commercial resolutions taking into account overall cost considerations. They provide a wonderful service to our team.”

    Chris Harcourt, National Liability Claims, Guild Insurance

  • “The Meridian experience combines a depth of experience across a wide group of industries and Associations with integrity, robust advice, support and a tenacious defence of their clients’ legal entitlements.”

    Bill O’Reilly, client

  • “Thinking about the person from Meridian Lawyers who managed your claim, on a scale of 0-10 how satisfied were you: 10 out of 10 for Helpfulness, Knowledge, Courtesy, Professionalism, Clear Communication, Frequency of Communication.”

    Source: GIL customer survey January 2014

  • “Whilst I would never have chosen to be in the position I have found myself to be in, I consider myself fortunate to have come to know and deal with Kellie Dell’Oro. Her absolute professionalism, integrity, palpable expertise and compassion are sincerely appreciated. She has been able to alleviate much of the stress associated with an inherently stressful process and for that I am truly grateful.”

    Physiotherapist, Victoria

  • “I would not hesitate to recommend Meridian Lawyers. Their service has been both professional and personalised – I could not have hoped for better legal support than I have received. Should I need legal advice again, Meridian Lawyers would most definitely be my first choice.”

    Physiotherapist, Victoria

Contact

  • Sydney

    Level 6, 20 Bond Street
    Sydney NSW 2000
    T:
    +61 2 9018 9999
    F:
    +61 2 9018 9900
  • Melbourne

    Level 12, 357 Collins Street
    Melbourne VIC 3000
    T:
    +61 3 9810 6777
    F:
    +61 3 9810 6770
  • Newcastle

    Level 6, 45 Watt Street
    Newcastle NSW 2300
    T:
    +61 2 4047 2600
    F:
    +61 2 4047 2699
  • Brisbane

    Level 8, 60 Edward Street
    Brisbane QLD 4000
    T:
    +61 7 3220 9333
    F:
    +61 7 3220 9399
  • Perth

    Level 3, 225 St Georges Terrace
    Perth WA 6000
    T:
    +61 8 6319 0470
    F:
    +61 8 6319 0499