Business Lawyers

innovative business lawyers

innovative business lawyers

In business, it’s essential to have excellent legal advice, whether you are just starting up and considering the structure of your new business, or whether you are responsible for an established company and its people and products.

Business Lawyers
Business Law

James Stokes, Legal Practitioner Director
James Stokes
Legal Practitioner Director

Damien Manganaro, Lawyer
Damien Manganaro
Lawyer

  • Commercial law advice;
  • Contract drafting and negotiation;
  • Business sale and purchases;
  • Estate and business succession planning;
  • Entity establishment and trusts;
  • Lease advice;
  • Shareholder agreements;
  • Insurance-funded or buy sell agreements;
  • Partnership or director disputes;
  • Business structures;
  • Trusts.

esourcelegal are specialist business lawyers.

We are the partners you can call on for advice and assistance with all aspects of getting your business on a firm legal footing. We understand the importance of working closely with our clients in order to deliver the best possible outcome. Whether it’s a contract negotiation, a buy-out or any other business matter, esourcelegal’s business lawyers will bring the experience to help you succeed.

Truly high quality advice from business lawyers is an essential foundation for all businesses – large, small and everything in-between. esourcelegal’s business lawyers are qualified professionals with experience in guiding SMEs through the minefield of contracts, agreements, leases, loans and many other aspects of business law, protecting you and your company now, and in the future.

Rather than simply resolving a single problem that arises, the advice we deliver extends further, enabling business decision makers to plan and strategise beyond the current situation. Our early involvement can help you steer clear of potential pitfalls, safeguarding your assets and your business cash flow.

And as with all of our services, esourcelegal’s business lawyers also offer excellent value for money, so you can get the help your business needs on a realistic budget.

business law services in detail:

Click a heading to learn more about our specific business law services.

BUSINESS SUCCESSION PLANNING

business succession planning

Family-owned businesses are more than a job to those who start and operate them.

Businesses are usually a unique creation involving a combination of financial and personal investment. In many cases businesses represent a life’s work or are an integral part of a family’s story. Similar to starting a business, achieving business succession effectively in life or death will often require careful attention to a combination of relevant issues. In these situations, the questions we know to ask are almost as important as the questions we answer.

We work with clients and their other professional advisers to formulate and effect plans for both ideal and unplanned succession scenarios. As business lawyers with a recognised understanding of taxation issues, we ‘speak tax’ – the common language of estate and business succession planning professionals of all disciplines.

Common scenarios we assist clients with regularly include:

  • Manufacturing and construction businesses with various turnover levels.
  • Professional services firms, including accountants, financial planners, medical practices and other law firms.
  • ‘Family farm’ estate planning to ensure viable agriculture businesses in the next generation.
  • Businesses without an ‘heir apparent’ that will necessitate a sale to management or third party.
  • Dynastic wealth held in property or other investment portfolios.

Whether it is baton-changing to another generation, selling to employees, passing on death or another life-changing event we have the understanding and experience to assist business owners achieve business succession – whatever form that takes for them.

BUYING A BUSINESS

buying a business

Buying a business is often one of the most significant personal decisions an individual or family makes.

Not only is it a career decision for one or more members of the family, the financial success of the business will often be one of the greatest influences on the standard of living and day-to-day situation of the business owners.

Businesses are often likened to a ‘living thing’ – a description that holds true for both their dynamic nature and the number of considerations to keep them in good health. Failure at any one of a number of important points may cause the investment in the business to be lost. Businesses are particularly fragile in the time before, during and immediately after changes in ownership. For these reasons business purchases should be guided by business lawyers who are:

  • experienced – having assisted clients across the spectrum in a range of business sale transactions across a wide range of industries, business sizes and commercial factors.
  • attentive – From small retail businesses with no staff to industry leaders worth more than $20 million, from private sales and sales to private equity and publicly listed companies, the service level standard is the same – direct contact and prompt action.
  • pragmatic – understanding that practical, commercial outcomes are the objective, rather than a comprehensive consideration of esoteric legal principles.
  • specialists – preferably recognised by their peers and their law society, such as James Stokes, our Accredited Specialist in Business Law and legal practitioner director.

We understand that buying or selling a business is a life event that requires the attention of a range of professional advisers, including a lawyer with these characteristics. We take pride in our client-focussed approach and are passionate about assisting with business sales and business purchases in the most effective way.

In our experience, early advice can greatly assist to anticipate and overcome later obstacles or avoid unviable transactions altogether. Esourcelegal offers an obligation free discussion and initial review of contract documentation to current or future business owners.

SELLING A BUSINESS

selling a business

Selling a business is the last step in a long process of investment and building of the business, the last hurdle to cross before realising the return on your invested capital, risk and time in lieu of other projects and pursuits.

It involves careful management of the buyer’s expectations, as well as others parties such as your family, financiers (yours and the buyer’s), customers and suppliers of the business, landlords, business brokers and agents.

The process of selling a business is a balance of ensuring that you are, among other things:

  • paid on the agreed terms;
  • that you, where possible, realise proceeds in the most tax-effective way; and
  • ensuring that a business owner no longer carries unexpected liability or risk associated with the business.

Choosing the right business lawyer to help you through the transaction can be invaluable.

Business sales should be guided by business lawyers who are:

  • experienced – having assisted clients across the spectrum in a range of business sale transactions across a wide range of industries, business sizes and commercial factors.
  • attentive – From small retail businesses with no staff to industry leaders worth more than $20 million, from private sales and sales to private equity and publicly listed companies, the service level standard is the same – direct contact and prompt action.
  • pragmatic – understanding that practical, commercial outcomes are the objective, rather than a comprehensive consideration of esoteric legal principles.
  • specialists – preferably recognised by their peers and their law society, such as James Stokes, our Accredited Specialist in Business Law and legal practitioner director.

We understand that selling a business is a life event that requires the attention of a range of professional advisers, including a lawyer with these characteristics. We take pride in our client-focussed approach and are passionate about assisting with business sales and business purchases in the most effective way.

In our experience, early advice can greatly assist to anticipate and overcome later obstacles or avoid unviable transactions altogether. Esourcelegal offers an obligation free discussion and initial review of contract documentation to current or future business owners.

STRUCTURING AND ASSET PROTECTION

structuring and asset protection

Structuring is about holding assets in the best way.

In Australia, other legal structures such as companies and trusts are commonly used for:

  • Asset protection, including shielding assets from claims against individuals or individuals. This usually involves considerations of and quarantining of risk apart from structures that own significant assets unrelated to the potential risk, ultimately protecting these assets from litigation or other claims.
  • Tax planning. Business owners and individuals should consider the possible tax consequences that may result in owning assets in a certain way, particularly in the event of future sales. As taxation may result in significant cost, structuring considerations will, together with other factors, help to inform decisions in a financially responsible and compliant way.
  • Industry specific. This includes meeting the professional obligations of an industry, medical or professional society or to more readily meet contractual obligations imposed by third-parties on a business.
  • Succession. Ensuring that if something happens to you or someone else, that the asset benefits those you intended.Structuring may refer to considering these and other important business or personal issues and is often influenced by a number of factors.

For example, a common personal structuring consideration is the use of superannuation, which provides for tax concessions to fund retirement. With minor exceptions, superannuation also provides asset protection benefits. However, there are other factors that may be relevant, including maximum contributions and limitations on the use of those funds which are also relevant to consider.

We are recognised for our ability to assist with personal and business structuring, supervised by our legal practitioner director and Business Law Accredited Specialist James Stokes. We have worked with clients and their professional advisers to deliver practical and effective structuring solutions over a range of situations, circumstances and budgets.

From establishment, to restructure, to new acquisitions or simply a review of existing circumstances, we would be pleased to assist you with your structuring solution.

STAKEHOLDER AGREEMENTS

stakeholder agreements

Private businesses involving unrelated business owners are affected by the death, retirement or other life events of any of those parties.

Multi-stakeholder businesses also risk disagreement or dispute between the business owners paralysing the business itself. There are a number of agreements that can protect business owners and the business, depending on the type of business structure:

  • Shareholder Agreements
  • Partnership Agreements
  • “Buy Sell” Agreements

In addition to these, the basic documents governing the business structures, such as company constitutions and trust deeds, may be adapted to protect certain expectations of the business owners.

These documents provide the “when and how” parties deal with various voluntary and involuntary exit events in the business, including:

  • death and disablement of the business owners
  • how a business owner exits the business
  • how meetings are held and decisions made
  • what decisions about the business require majority or unanimous consent of involved business owners
  • dispute resolution provisions

Without shareholder and partnership agreements, business owners have few effective protections against deadlocks or the tyranny of majority stakeholders.

Also, businesses are at risk of failing due to dispute or a life event occurring to one of the owners. For example, a properly prepared insurance funded by sell agreement not only puts in place rights in these circumstances, they also assist with funding an exit while the business is at the vulnerable stage of losing one of its owners.

Unfortunately, many businesses do not have these essential agreements because:

  • the legal fees are prohibitively expensive; or
  • the process requires an excessive investment of time to implement.

The staff at esourcelegal have prepared stakeholder agreements for businesses large and small, from two to 10 stakeholders and are recognised specialists who have presented for organisations including the Queensland Law Society and The Tax Institute. Our process and experience means that shareholder agreements, partnership agreements and buy sell agreements are completed and implemented following our efficient, no-nonsense method. This includes no more than two ‘in person’ or technology-assisted meetings with you, our review of all necessary information, making all required amendments and collaboration with your other professional advisers.

All prices are fixed, often at less than the cost to prepare a single draft at other big corporate law firms.

DEBT RECOVERY

debt recovery

Cashflow is the lifeblood of businesses and payment failure one of the highest sources of business stress and failure.

We assist businesses to achieve higher rates of debt recovery by assisting in the following ways:

Preparation of customer terms and assisting with their integration into business processes to allow businesses to set their own conditions and payment terms relevant to the particular business.

  • Sending letters of demand to overdue debtors.
  • Filing claims, including small claims and statutory demands.
  • Creating and implementing debt-recovery systems and processes.

We are able to assist businesses debt recovery on a once-off fixed-fee or standardised fee basis. In many circumstances businesses may be able to recover the costs of enforcing a successful claim.

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