We are often approached by clients or accountants with problems relating to their trusts – sometimes the deed has been lost or damaged, or the trust was established some time ago and the terms need to be updated. An issue that has become increasingly common in recent years (particularly following the GFC) is that where a trustee company goes into liquidation or has been deregistered. This can become quite a complex issue to resolve, particularly when the trust owns real property, or when the trust is a self managed superannuation fund. This issue was also recently considered by the Queensland Court of Appeal in Thorne Developments Pty Ltd v Thorne & Anor  QCA 63 (Thorne).
KEY CONTACTS Sidnee Jennings Associate Envelope Phone Linkedin Kathy Rundle Special Counsel Envelope Phone Linkedin AREAS OF EXPERTISE SHARE Facebook Twitter LinkedIn Email
For many people, buying (and selling) their home is the largest legal transaction they will deal with. Often it is their only dealing with a law firm. Conveyancing is the area of law dealing with the legal aspects of buying and selling property. While conveyancing is a commonly practised area of law, many people make the mistake of assuming it is simple, or do not appreciate the disasters that can occur if it not dealt with correctly.
It is becoming increasingly common for banks and other lenders to require borrowers or guarantors to obtain independent legal advice about their rights and obligations. Generally, these lenders will require that the solicitor providing the advice gives the lender an Independent Advice Certificate which certifies certain things.
Company directors have a wide range of duties and obligations, and the breach of one or more of these can result in a director’s liability for company debts. As a matter of general law, a company is an entity with a distinct existence from its owners. A company has ‘legal personality’ – it can sue and be sued and it can incur debts. A company is managed by its officers – directors and company secretaries who are also separate legal personalities from the company.
A shareholders’ agreement is an agreement that governs the relationship between a company, its shareholders and other key people. A shareholders’ agreement shouldn’t be an ‘off the shelf’ product, rather the agreement should ideally be negotiated between the shareholders and the company to ensure that it properly deals with the specific issues of that company.
Left unresolved, a shareholders dispute can significantly impact on a company’s profitability, if not destroy the company and irreparably damage the relationship between the shareholders. As with all disputes prevention is almost inevitably better than the cure, and in the case of a proprietary limited company, prevention means a properly drafted shareholders agreement (or similar document). A shareholders agreement should, at a minimum, contain clear guidelines for dealing with potential and actual shareholder disputes and may enable parties to engage in cost effective and cost-effective alternative dispute resolution strategies to prevent costly litigation.
The Prime Minister has announced that the National Cabinet has approved a new mandatory “Commercial Tenancies Code” to assist in dealing with the fallout from the coronavirus pandemic.
Each state is expected to amend legislation to implement the Code’s principles shortly.
The recently announced mandatory Code of Conduct (Code) for commercial tenancy requires landlords and tenants to negotiate appropriate temporary leasing arrangements to achieve mutually satisfactory outcomes during the Coronavirus pandemic and a reasonable recovery period.
The Queensland Government has passed the Covid-19 Emergency Response Bill 2020 (Qld) (the Bill), which among other things: