Corporate, Commercial & Contracting
We offer a broad range comprehensive legal solutions tailored to meet the diverse commercial needs of our clients, ranging from providing careful and considered advice on a variety of commercial matters to drafting and negotiating agreements and contracts which protect our clients’ interests and meet their objectives.
Our expertise
- Structuring and negotiating acquisitions, disposals, and takeovers for startups, scale-ups, and established corporate groups.
- Conducting legal due diligence, risk assessments, and regulatory compliance reviews.
- Advising private equity firms and investors on transactional strategy and structuring.
- Supporting businesses in executing seamless transactions and post-merger integration.
- Advising on corporate finance, capital raising, and funding strategies, including debt and equity financing.
- Advising on corporate finance, capital raising, and funding strategies, including debt and equity financing.
- Structuring investment vehicles, managed funds, and capital management solutions.
- Negotiating lending agreements, security arrangements, and refinancing deals.
- Helping businesses at all stages optimise their capital structures for growth and expansion.
- Establishing and de-registering private and corporate entities and government-owned corporations.
- Providing insolvency advice and guiding clients through litigious matters.
- Assisting with the establishment of joint ventures, public-private partnerships and alliances and providing advice on various matters associated with these.
- Providing competition and consumer law advice.
- Assisting with corporate governance advice, such as advising on the liability of directors and officers and engaging directors and officers.
- Reviewing contracts for unfair contract terms and proposing amendments to ensure compliance.
- Drafting templates suites of bespoke contracts and amending template suites of Australian Standard contracts to ensure compliance with legislation and to tailor their use to the needs of the client.
- Drafting a variety of agreements and other documents such as information technology agreements, shareholder agreements, services agreements, supply agreements, consultancy agreements, research collaboration agreements and funding agreements.
Mergers and Acquisitions
We have extensive experience advising on public and private mergers, acquisitions, takeovers and disposals. From due diligence and deal structuring to negotiation and completion, we provide pragmatic guidance to manage risk, streamline execution, and protect our clients’ interests. Whether acquiring, selling, or restructuring, we work closely with businesses to ensure transactions are well-structured, efficient, and aligned with strategic objectives. We also assist in establishing investment and joint venture vehicles for strategic acquisitions, advising on equity investment, financing and governance. Our approach ensures that investment frameworks are optimised from the outset, supporting long-term commercial success. With deep transactional expertise and a results-driven approach, we help clients to navigate the complexities of mergers and acquisitions with confidence.
Finance
The right financial strategy is crucial for the sustainable growth and long-term success of a business. We have advised leading financial institutions, financiers, and borrowers on a broad range of lending and financing matters across diverse industries. Our experience spans straightforward loan facilities to more complex arrangements, including senior, mezzanine and subordinated debt, both secured and unsecured. Whether navigating standard financing or structuring intricate debt solutions, we ensure that our clients receive sound legal advice, enabling them to make informed decisions that drive business value.
Capital Structuring
Effective capital planning is essential for businesses at every stage of their lifecycle. Whether securing investment for a new venture, optimising an existing corporate structure, or preparing for a strategic shift, our team provides tailored legal solutions that align with your long-term objectives. We assist startups, scale-ups, and established businesses in structuring their capital efficiently, ensuring compliance with legal and regulatory requirements while maximising flexibility for future growth. Our expertise spans a wide range of capital structuring strategies, including equity raises, convertible instruments, shareholder arrangements and restructuring multi-entity groups.
For emerging businesses, we provide legal guidance on funding rounds, investor negotiations and governance frameworks to position companies for sustained success. For larger organisations, we streamline complex ownership and operational structures to reduce inefficiencies, enhance tax effectiveness and facilitate market expansion or divestment strategies.
Contracting
Being experts in contract law and drafting, we have prepared numerous bespoke contracts, agreements and other documents for a variety of different projects and purposes, as well as suites of contracts, deeds and standing offer arrangements to streamline processes, assist with better contract management and administration whilst achieving value for money. We also regularly review contracts to ensure legislative compliance and best practice and have more recently been involved in 40+ contract reviews in light of the recent amendments to the unfair contract terms regime.
Project Highlights
Sunshine Coast Council Telecommunications Cable Landing Station Contract
Paul Muscat, Craig Tanzer and team acted as legal advisers to Sunshine Coast Council in relation to the Sunshine Coast International Broadband Network project, Queensland’s first connection to the Japan-Guam-Australia subsea telecommunications cable. The project involved facilitating the landing of a new international submarine cable to Maroochydore via an international submarine cable contract between Council and RTI Connectivity Pty Ltd (RTI-C). The station was Queensland’s first ocean data cable connection to Asia and the United States.
Shareholder’s Agreement Advice
We acted as legal advisers to a national construction company in relation to advice on the company’s shareholder agreement and constitution, providing advice on legal issues, process and preparing board material and resolutions. Supplementary advice concerned the structuring of the company arising out of the initial brief and outcome of the shareholder agreement advice.
Subcontractor Suite Amendments
We assisted a large construction and engineering company to update their subcontract agreements for use in engaging transport industry subcontractors, which required consideration of the Heavy Vehicle National law and regulation, risk management and contract determinations for the transport industry pursuant to the Industrial Relations Act 1996 (Qld).
Beneficial Enterprise – investLogan
We acted as legal advisers to Logan City Council to assist with the establishment of investLogan, a Logan City Council-owned corporation, and subsequently investLogan to facilitate property development and investment activities in the Logan City local government area. Over six years we provided numerous advices and assistance from corporate governance, Board engagement and Directors’ duties and obligations and policies and procedures to contract drafting, contract reviews, risk management, development work and more. More recently we have advised investLogan throughout its deregistration, including ensuring that all due diligence tasks are carried out, advising on the cessation of activity and carrying out all deregistration activities.
Various Local Governments and Private Clients – Template Contract Suites
We have acted as legal advisers to numerous local governments and private clients in relation to the comprehensive review and amendment of their Amended Australian Standard contract suites, and in the development and amendment of bespoke contract suites to streamline their contracting practices and ultimately reduce costs. This has included ensuring that each contract aligns with the client’s commercial objectives, legislative requirements, and industry best practice while mitigating potential risks. We have also provided training and developed guides and contract notice templates to assist with the administration of the contract suites.
Airport baggage handling system and airbridges operation
We acted for an airport client in the development of a contract for the operation and maintenance of the baggage handling system and several mobile airbridges at one of Australia’s largest international airports. The contract was a services contract for the operation of the baggage handling system and the mobile airbridges, but also for the maintenance, both routine and non-routine, of the system equipment and the airbridges. We also acted for the same airport in relation to the project to upgrade the checked baggage screening infrastructure.
Company structuring
We acted for a large Sydney-based developer/builder in relation to their entry into the Queensland market, managing the establishment of a company structure which ensured optimal asset protection coupled with agility to succeed in the market. We drafted the necessary documents to resolve existing shareholder tension and establish the new company structure.
