Oceania: Corporate/Commercial Law

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Article
Frustration Of Contract Explained: Can You Legally Walk Away?
Frustration of contract is widely misunderstood in Australian law, with many assuming contracts automatically end when circumstances become difficult or expensive. This guide examines the strict legal test applied by Australian courts, explaining when supervening events truly discharge contractual obligations and why financial hardship, increased costs, and commercial difficulties typically fall short of the frustration threshold.
Australia Commercial
SL
Stonegate Legal
Article
Mobile Asset Minority Shareholder Successfully Challenges Drag-along Provisions Before The Takeovers Panel
In Mobile Asset Holdings Ltd [2026] ATP 7, the Takeovers Panel considered a situation where the Board, directors of which represented 50%+ of the shareholdings in the company, put a resolution to shareholders for a constitutional amendment which would enable them to compel all shareholders to sell their shares (aka drag-along rights) without the usual guardrails. This blank cheque approval request was most likely going to be approved, given the voting majority who benefited from it were themselves voting, but for the successful application to the Takeovers Panel of an individual applicant.
Australia Commercial
KL
Herbert Smith Freehills Kramer LLP
Article
Some Lessons From The Humm Situation
When a takeover proposal is received, the board must rigorously assess whether any director has a personal interest that could be affected by the outcome of the proposal. If there is any reasonable perception of a lack of independence — even if the director believes they can act impartially — that director should be excluded from the board's consideration of the matter and an independent board committee should be formed.
Australia Commercial
KL
Herbert Smith Freehills Kramer LLP
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Related Country Guides

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Franchising

Franchising

Article
Part 6: Independent Legal Advice For Franchise Buyers: Negotiation And Committing With Clarity
By the time the evaluation is done, the remaining task is to commit well: to take advice that is substantive rather than a formality, to ask for clarification even where negotiation is unlikely, and to carry the disciplines of due diligence into the operation of the business. None of it removes risk, but together these change the character of the risk you accept.
Australia Commercial
Whelan Lawyers
Article
Part 5: The Franchise Premises Lease, Capital Expenditure, And Exit Exposures Overlooked By Buyers
Buyers tend to study the start of a franchise relationship in detail and give far less attention to three exposures that sit slightly out of view: the premises the business trades from, the capital the franchisor can require you to spend after you have signed, and the provisions that govern how the relationship ends. Each is capable of reshaping the economics of the deal, and each is easier to address before you commit than after.
Australia Commercial
Whelan Lawyers
Article
Part 4: The Franchise Agreement And The Code: Terms That Shape Your Market And Margins
If financial due diligence tests whether the opportunity adds up, the franchise agreement tests what you are actually agreeing to. Around that agreement the Code builds a framework of protections, and within it sit a handful of clauses that will shape your market and your margins for the life of the relationship. Both deserve closer reading than they usually receive.
Australia Commercial
Whelan Lawyers
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Compliance

Article
Building (Approvals And Practitioners) Bill 2026 Insights – Part 2: Registrations, Proceedings, Investigations & Secretary Powers
The Building (Approvals and Practitioners) Bill 2026 introduces sweeping reforms to NSW's construction regulatory framework, consolidating multiple Acts into a unified system. This second instalment examines the Bill's provisions on practitioner registration, disciplinary proceedings, investigations, and expanded Secretary powers—revealing how the new regime will reshape compliance obligations, enforcement mechanisms, and oversight of both practitioners and approval authorities across the building ind
Australia Real Estate
HR
Holding Redlich
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Executive Remuneration

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M&A/Private Equity

Article
Mobile Asset Minority Shareholder Successfully Challenges Drag-along Provisions Before The Takeovers Panel
In Mobile Asset Holdings Ltd [2026] ATP 7, the Takeovers Panel considered a situation where the Board, directors of which represented 50%+ of the shareholdings in the company, put a resolution to shareholders for a constitutional amendment which would enable them to compel all shareholders to sell their shares (aka drag-along rights) without the usual guardrails. This blank cheque approval request was most likely going to be approved, given the voting majority who benefited from it were themselves voting, but for the successful application to the Takeovers Panel of an individual applicant.
Australia Commercial
KL
Herbert Smith Freehills Kramer LLP
See more

Latest Videos

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