Smarter Lawcast with Hall & Wilcox: Recent Episodes
Hall and Wilcox
Welcome to Smarter Lawcast, the official podcast of Hall & Wilcox, a leading independent Australian law firm. We pride ourselves on our Smarter Law approach, where we work with our clients to creatively solve their legal and business challenges. Tune in to be educated and entertained by our experts’ take on topical legal issues.
Nathan Kennedy, Alison Choy Flannigan and guest Alex Green from Loom Consulting explore the drivers behind not-for-profit mergers – from regulatory pressures to funding and leadership change – and share practical guidance on how boards can navigate mergers with clarity, care and purpose.
Frank Hinoporos and Bradley White uncover the hidden traps in state taxes – covering land tax, payroll tax and stamp duty quirks that continue to catch businesses off guard across different jurisdictions.
Todd Bromwich and Frank Hinoporos discuss why strong corporate tax governance matters – and how in-house legal and boards can build a framework that protects against financial, legal and reputational risk.
Alison Choy Flannigan is joined by Alison Daly-Thomson, Michael Tangonan and Maxine Evers to discuss how inclusive recruitment can support greater cultural diversity in the legal profession. They explore barriers facing graduate lawyers and students and share practical ways firms and universities can foster belonging and representation.
Ilona Strong and Angela Brookes discuss when an injury may be considered to have occurred in the course of employment. They outline two real-world scenarios and explore how workplace boundaries, conduct and employer instructions shape claim outcomes.
Juliet O'Brien and Lizzy Goldfinch explore how women can define their purpose and bring all aspects of wealth planning together. They discuss legacy, values and the importance of aligning financial, legal and personal decisions to support what matters most.
Stephanie Driscoll and Ben Clarke join Ilona Strong to discuss how WA and SA determine whether an injury may be considered work-related. They outline two real-world scenarios and explore how workplace boundaries, conduct and employer instructions shape claim outcomes.
Juliet O'Brien and Chloe Rattray explore how women can use legal tools like binding financial agreements to protect their assets and financial voice. They discuss why asset protection matters, how to navigate conversations about financial agreements and the power of planning ahead – before, during or after a relationship.
Rebecca Huleatt and Kate Frost join Ilona Strong to discuss how no-fault schemes in the Australian Capital Territory and Northern Territory influence workplace injury claims. They outline two real-world scenarios and explore how workplace boundaries, conduct and employer instructions shape claim outcomes.
Juliet O'Brien and Laura Peressini discuss how financial planning can help women build confidence and take control of their future. They explore superannuation, wealth strategies and the importance of knowing your financial position.
Ilona Strong and Andrew Stamp examine how Victorian self-insurers should assess whether a workplace injury occurred in the course of employment. They walk through two real-world scenarios and discuss how factors such as workplace boundaries, worker conduct and employer instructions can influence claim outcomes.
Juliet O’Brien and Emma Woolley discuss why estate planning is essential for women at every stage of life. They explore wills, powers of attorney and trusts and explain how major life changes – like divorce or loss – should trigger a review of your legal affairs.
Ilona Strong and Olivia Raiman discuss how NSW law applies to injuries at or around the workplace. They outline two real-world scenarios and explore how workplace boundaries, conduct and employer instructions shape claim outcomes.
Eden Winokur and James Finlay, from Coveware, a ransomware incident response company, discuss one of the biggest cybersecurity questions: should you pay a ransomware demand? They outline the scenarios where organisations may consider a payment, why cyber criminals are not to be trusted, the regulators’ view, including where it is a criminal offence to pay a ransom demand, and Australia’s mandatory ransom payment reporting regime, the first of its kind in the world.
Alison Choy Flannigan, Oliver Jankowsky and Ranny Fan discuss why understanding diversity and inclusion in business, from language to customs, can help when servicing clients.
Eden Winokur and James Finlay from Coveware, a ransomware incident response company, discuss ransomware and threat actors, what to do if attacked, what vulnerabilities threat actors exploit, ransomware trends and what happens when a company is impacted by ransomware.
Eden Winokur is joined by Joe Smith, Assistant Secretary from the National Office of Cyber Security (the NOCS) to discuss the role of the NOCS in coordinating national responses to cyber incidents. They explore lessons from major cyber breaches, support for private sector organisations and why data mapping and tabletop exercises are essential to building cyber resilience.
The "bamboo ceiling" is a metaphor used to describe the barriers that prevent Asian Australians from reaching senior leadership positions, even when they are highly qualified and experienced.
William Lye OAM Kings Counsel is one of Australia’s pre-eminent barristers. He joins Alison Choy Flannigan for a fireside chat about his personal journey in breaking beyond the bamboo ceiling.
From the dichotomy of feeling invisible but hyper visible at the same time, code switching and answering questions such as ‘where do you come from’ and ‘how do you say your name?’: Sumith Perera and Seun Idowu, members of our Cultural Inclusion Committee, discuss why cultural inclusion is important to them, share their personal experiences, and outline why diverse representation in the legal industry and business is so important.
What can be done if a trust deed is lost? William Moore and McLane Edinger discuss practical steps to take, including speaking to any professional who may have had dealings with that trust, applying to a court for an order or declaration, or seeking a deed of confirmation.
What rights to information do beneficiaries of a trust have? As many trusts pass to the next generation, some beneficiaries want information from the trustee, such as what assets it holds what the terms of the trust deed are. William Moore and McLane Edinger discuss the approach courts take and issues trustees should consider if they receive an information request.
William Moore and David Dickens discuss the themes they are seeing in trust disputes, including trustee decisions being challenged by beneficiaries, and how trustees should approach the exercise of their powers including making distributions.
Trusts are a significant part of estate planning, but there are risks if the trust deed is not prepared or administered properly. William Moore and McLane Edinger discuss variation powers for trusts, including the breadth of variation powers, problems to look out for, what to do if there is no variation power, and how to avoid triggering capital gains tax issues.
Bridget Wall, Mitch Stein and guest Helen Townley, the National Directory of Policy and Accreditation at the Australian Health Practitioner Regulation Agency (AHPRA), discuss changes to AHPRA’s social media guidance to clarify the types of notifications that are more likely to trigger an investigation, for example publishing false or misleading information or breaching confidentiality. They also discuss AHPRA’s changes to advertising guidelines, particularly in relation to cosmetic surgery and cosmetic services.
Scott Butler, Alison Choy Flannigan and Ed Paton discuss the regulatory changes, financial challenges and M&A consolidation being experienced by the aged care sector. They outline specific regulatory issues affecting M&A in the aged care sector, why directors need to be aware of the safe harbour provisions, and differences between distressed and non-distressed transactions.
Partners Nicole Tumiati and Jacqui Barrett discuss how the challenging economic environment is impacting on the retail industry. Cost of living and high interest rates mean consumers are cutting back on discretionary spend, while retailers are trying to manage high operational costs, such as supplier contracts, leases, insurance, cyber risk, supply chain issues and retail crime. Nicole and Jacqui outline how retailers can manage these impacts by being innovative and resourceful, such as re-examining contracts with suppliers, pivoting into online offerings, managing stock levels better, streamlining the business if there are multiple streams, or buying complementary businesses to secure supply chains.
Bridget Wall, Mitch Stein and guest Luke Kelly, a pharmacist and Pharmaceutical Society of Australia NSW Branch President, discuss major reforms to Australia’s regulation of vaping products, which has changed the way vapes can be imported, manufactured, supplied and advertised in Australia, and the impact this has had on pharmacists, as all vapes and vaping products, regardless of whether they contain nicotine or not, now only able to sold in a pharmacy for the purpose of helping people quit smoking or manage nicotine dependence.
Partners Mark Petrucco and Stefan Fenk discuss the stresses the building construction industry has experienced over the past 12-18 months, and impacts on head contractors, subcontractors, project owners and developers. With cost pressures increasing insolvency risks, they discuss voluntary administration, ipso facto provisions, how to mitigate risks of engaging parties that may become insolvent down the track, and what pockets of the market have been more robust against insolvency risks.
Bridget Wall, Mitch Stein and Alison Choy Flannigan discuss Australia’s booming medicinal cannabis market. What activity are we seeing from regulators including the Therapeutic Goods Administration and AHPRA? What is best practice for medical and pharmacy practitioners when prescribing and dispensing, and does telehealth pose any risks? They also outline tips for practitioners on how to best prepare their practices to appropriately and legally dispense medicinal cannabis.
Mitch Stein and Bridget Wall discuss recent prosecutions against health practitioners across various state tribunals and what areas regulators, such as the HCCC, OHO and AHPRA (Australian Health Practitioner Regulation Agency), are focusing on. The most common complaints are around clinical care, inadequate or inappropriate procedures, and communication. Mitch and Bridget discuss what practitioners should have top of mind if they are subject to a disciplinary investigation and why good contemporaneous note-taking is vital.
John Hutchinson is joined by Sevan Gore and Rebecca Gilbert to explore the ins and outs of reverse takeovers and backdoor listings. They clarify what these terms mean, examine a recent example and weigh the pros and cons of this path to listing. A must-listen for those interested in unique capital market strategies.
Emma Bechaz and guest Garry Andrews, executive director of construction consultancy company Anvelo, unpack some common misconceptions about the role of superintendents in construction projects, the dual nature of their role, common problems that can arise, and how to minimise the risk of encountering disputes.
John Hutchinson is joined by James Morvell and Caitlin Byrne to break down capital raising issue pricing restrictions for listed and unlisted funds. They dive into essential terms like net asset value (NAV), net tangible assets (NTA) and issue pricing for new units and explain applicable restrictions under the Corporations Law and the ASX Listing Rules, including the key differences between listed and unlisted funds. Whether you’re new to fund management or looking for a refresher, this episode is packed with valuable insights.
Langton Clarke and Taylor Green discuss independent reviews of AML/CTF programs: what are they and why are they important? They outline a three-tiered approach to take account of risks and cost inefficiencies.
John Hutchinson is joined by Eden Winokur and Michelle Eastwell to discuss the critical issue of continuous disclosure in the face of cyber incidents. With several high-profile cyber-attacks impacting ASX-listed companies, they unpack the updated Guidance Note 8, the challenges of disclosure and the requirements for listed entities during a cyber breach. They also explore the Australian Cyber Security Bill, focusing on ransom payment notifications. This episode offers essential insights for directors and executives navigating cyber security risks.
Want to know more about the Australian Cyber Security Bill? Read our analysis.
Langton Clarke and Andrew Ong discuss how to deal with high-risk customers, especially politically exposed persons (PEPs), whether or not a business should choose to onboard a high-risk customer and why an AML/CTF program should be specifically tailored to a business and its risk appetite.
Join John Hutchinson, Deborah Chew and Chris Wright as they dive into the complexities of the critical decisions listed companies face around capital raising when the company needs to obtain shareholder approval to issue equity securities. They explore when shareholder approval is necessary, key approaches to raising capital and the legal considerations under the related party benefits and takeover provisions of the Corporations Act and the separate ASX requirements for issues of equity securities to related parties and substantial shareholders. Tune in for valuable insights into shareholder approvals and understanding the regulatory landscape.
Langton Clarke and Elliott Stumm discuss outsourcing AML/CTF obligations, why a business might choose to outsource, who is legally liable if there is a breach of the obligations, and how to manage risks, quality assurance and record keeping.
Todd Bromwich and Frank Hinoporos discuss current tax issues facing globally mobile clients and their advisors. They offer practical guidance on navigating complex cross-border tax scenarios and avoiding costly mistakes, including for tax residency, managing offshore assets and structures and bringing money into Australia.
Want to know more about Section 99B? Watch our on-demand webinar.
Langton Clarke and Taylor Green discuss KYC, or knowing your client, under AML/CTF legislation, and the importance of identifying, verifying and authenticating your client by building a client profile. They outline all you need to know about KYC, including how to deal with trust deeds, why a KYC refresh can help avoid exploitation by bad actors, and why cyber security and privacy issues need to be top of mind.
Anthony Bradica and Todd Bromwich delve into the intricacies of setting up payroll arrangements correctly. They discuss how to avoid common pitfalls, the costs and processes involved in rectifying wage and superannuation underpayments and provide guidance on navigating these issues. Learn about your obligations and discover proactive steps to ensure compliance.
Langton Clarke and Peter Jones discuss the latest reforms and developments in anti-money laundering and counter-terrorism financing (AML/CTF). With a new Bill recently tabled in Parliament, they outline the impact of the proposed reforms, including that 90,000 ‘tranche two’ entities are expected to become subject to regulation.
Learn more about HW Funds: https://hallandwilcox.com.au/expertise/sectors/investment-funds/
Frank Hinoporos and Jacqueline McGrath discuss the new Administrative Review Tribunal, which replaces the Commonwealth Administrative Appeals Tribunal from 14 October 2024, and highlight the key changes practitioners need to be aware of.
Emma Woolley and guest Carly Severino, Director of Community at Australian Communities Foundation, discuss the power and joy of collective giving, why community foundations are a model for giving across the world, the benefits of structured giving and how to democratise structured giving to make it as accessible as possible across Australia.
Australian Communities Foundation is a nationally focused community foundation that connects those who can give with the people and organisations leading the way. It aims to make philanthropy easy and accessible for people from all over Australia.
Emma Woolley and guest Peter Winneke, a generosity and life legacy adviser, discuss how Australia’s philanthropic sector has grown over the past 20 years, the importance of philanthropic role models in developing a strong ‘giving culture’, why families should discuss ‘how much is enough’, ‘how much to leave the kids’ and how family foundations can be a great educational tool for the next generation.
Peter Winneke has more than 20 years’ experience in strategic, impactful giving. His book, Give While You Live: A practical guide to more & better giving in Australia, explores how much is enough, how much to leave the kids, best practice giving, and how it will enhance your purpose and legacy.
Juliet O’Brien and Todd Bromwich discuss charitable trusts and private ancillary funds, their key features and tax benefits, and why clients choose these funds to establish a long-term charitable legacy.
Juliet O’Brien and Todd Bromwich discuss everything you need to know about philanthropy and philanthropic giving, including whether to give during your lifetime or through your estate plan, the most appropriate and tax-savvy structures, and how to establish a ‘living legacy’ that your family may choose to carry on.
Hall & Wilcox partner and co-lead of our healthcare sector group Alison Choy Flannigan chats with Julian Smith and Jill Mason, partners at UK firm Mills & Reeve, about healthcare trends in Australia and the UK, including key issues when entering into the UK market, opportunities for Australian businesses, M&A trends in the healthcare sector, wider NHS and regulatory developments in the UK, and potential growth in the health tech sector.
Hall & Wilcox partner and co-lead of our National healthcare sector group Alison Choy Flannigan chats with James Fry, a partner and head of life sciences at UK firm Mills & Reeve about key trends in life sciences in the UK, Europe and Australia, including the accelerated pace of technology and the associated legal issues it brings, regulatory change in the UK, supply chain issues, ESG issues and developments around AI.
Mark Dunphy and Jacqueline McGrath discuss Australia’s customs system and outline its particular requirements, including permits, the role of customs brokers, recent customs trends, penalties for false statements and why it’s critical to obtain advice about the valuation of goods to be imported.
Mark Dunphy and Jacqui Barrett discuss key issues for investors and companies from the United States to understand about the Australian market, including business structures, the need for resident directors, what sectors in Australia that US entities are investing in, and what Australian laws US companies will find different to their home markets.
Many Australians have a connection to another jurisdiction, whether they are born overseas, have parents or children who were or own assets overseas. International connections create complexity around succession planning and wealth. Mark Dunphy, Emma Woolley and James Whiley discuss why it’s essential to make a plan that covers multiple jurisdictions, ensures Wills are valid in each jurisdiction and covers the impact of inheritance tax and capital gains tax where applicable. They also discuss some specifics for US and UK jurisdictions.
Oliver Jankowsky, Mark Dunphy and Kristopher Kunasingam discuss the latest employment and migration trends in Australia, including Australia’s complex and multi-layered system of employment laws, termination rights, what happens to an employee’s visa if their job is terminated, restraints of trade, the changes in Australia’s sexual harassment laws, and whether it will be easier or more difficult to obtain a skilled work visa to come to Australia over the next year.
Mark Dunphy, Oliver Jankowsky and Ranny Fan discuss Australia’s Foreign Investment Review Board (FIRB) regime: what it does, what transactions are subject to FIRB notification, the different criteria applied to private investment and foreign government investors, FIRB thresholds, what conditions FIRB applies to approvals and key tips for foreign investors or advisors looking at investing in Australia.
Alison Choy Flannigan and guest Lyle Steffensen from Lockton discuss the potential risk and insurance implications of the proposed new Aged Care Bill for both individual board members and organisations in the aged care sector. The discussion covers crucial risk and insurance considerations for aged care boards, including the need to understand existing insurance coverage and the scope of cover for both individuals and the organisation. They also discuss who is included in the new definition of ‘responsible persons’, and the vital role of good governance in ensuring both business success and organisational viability.
Karl Rozenbergs, Clare Kerley and Anthony Bradica discuss employment and tax issues facing the aged care sector, including how to avoid underpayments and the remediation cost of fixing them, enterprise agreements, the positive duty to prevent sexual harassment in the workplace, psychosocial reforms, same job same pay reforms, and the importance of having consistent payroll tax systems across the workforce, especially when acquiring a new business.
Partners Alison Choy Flannigan and Mark Petrucco, and guest Anthony Connelly from McGrathNicol, discuss how the pace of change, supply chain issues, general inflationary pressures and aged care reforms are causing some approved providers to consider restructuring. They outline legal, commercial and financial issues boards should consider if restructuring, including debt collection, engaging specialised advisors, understanding safe harbour provisions, and clearly communicating with stakeholders, including staff and residents.
Partners Karl Rozenbergs and Alison Choy Flannigan, and guest Selina Gerner, a partner at McGrathNicol, outline the Federal Government’s proposed new Aged Care Bill, which will see a significant shift in accountability for aged care approved providers and place greater emphasis on proactive risk assessments and management, and discuss how they are helping clients prepare for the changes.
Aged care reform is likely to result in more consolidation in the aged care sector. Partners Karl Rozenbergs and Alison Choy Flannigan and guest Andrew Fressl, from McGrathNicol, discuss the unique operational, business and financial issues in considering a merger or acquisition with another approved aged care provider. It is vital to be prepared and aware of the common challenges vendors and purchasers face.
Suzie Leask, Lisa Ziegert and guest Katie Scott from Microsoft discuss the benefits and risks involved in using generative AI, which can accelerate research and development, personalise customer experience at scale and solve complex problems. But risks include ‘hallucination’, bias, improper use and corporate governance issues, such as confidential or sensitive proprietary information being put into AI platforms that can then potentially be shared.
John Hutchinson and Chris Wright discuss the draft 5th edition of the ASX Corporate Governance Principles and Recommendations, which represent an evolution rather than a revolution in best practice standards for governance. Proposed changes include an increased emphasis on stakeholder engagement, director remuneration, increased climate and sustainability reporting, diversity disclosure and disclosure for breaches of code of conduct.
Suzie Leask, Julian Hammond and David Catanese discuss what directors can do to try to prevent employee fraud and corruption from occurring, how to implement a strong workplace culture of integrity and transparency, and provide some tips on how to deal with worst-case scenarios.
John Hutchinson and Vanessa Murphy discuss proposed changes to the wholesale client and sophisticated investor tests, which have not been updated since 2001. They examine what the tests are, how they are used and how the changes may impact companies wishing to raise capital, among other issues.
Suzie Leask, Julian Hammond and David Catanese discuss employee fraud and corruption. What are the key workplace issues? What structures and processes can boards have in place to deal with alleged employee fraud?
John Hutchinson, Deborah Chew and Michelle Eastwell discuss convertible notes: what are they, how and when can they be used as a fundraising option and what is the ASX’s view of convertible notes? They also offer some tips for listeners on the use of convertible notes.
Suzie Leask, Eden Winokur and Alison Baker discuss current cyber and privacy issues facing boards and directors, why cyber and privacy need to be on the agenda at every board meeting, and offer tips on how boards and directors can be cyber and privacy ready.
John Hutchinson, Suzie Leask and Sevan Gore discuss a new Bill that sets up the mandatory Australian climate reporting framework and will affect how organisations prepare their financial reports and collect data. They outline which companies will be affected, when reporting requirements will commence, and director liability, among other issues.
Scott Butler, Jacqui Barrett and Nicole Tumiati discuss what happens when there’s a complete breakdown between the parties, what owners should keep in mind when negotiating a restructure involving the exit of an owner, and issues to consider if you are the person leaving the organisation.
Scott Butler, Jacqui Barrett and Nicole Tumiati discuss how professional services firms can restructure equity and manage owner exits, especially when things get tough. They look at the common reasons why a firm may change its ownership structure – both good and bad – and the key obstacles owners may face to negotiate an acceptable outcome.
Sam Kelsey and guest Julia Halioua from the Footprint Company continue their discussion about green construction, looking at carbon emissions from a contractor’s perspective. With a large portion of a contractor’s emissions coming from its supply chain, Sam and Julia offer tips on how contractors can reduce their emissions and effect change in the industry.
Tax issues are core to any business restructure and must be considered at the beginning of any restructure planning. Scott Butler and Jim Koutsokostas discuss common tax and duty consequences, how these may differ from state to state, and why involving a tax lawyer early in the process can help avoid some nasty surprises later.
Sam Kelsey chats with guest Julia Halioua from the Footprint Company about green construction, which is sustainable and environmentally friendly construction with a focus on carbon emissions. Sam and Julia discuss carbon emissions from a developer’s point of view: what are they? How are they measured? What can you do to reduce emissions? And why should you?
Scott Butler and Mark Petrucco discuss how safe harbour provisions protect directors against potential insolvent trading liability while restructuring companies, how to access the provisions, and the importance of engaging good advisors to steer the right course.
Scott Butler and David Dickens discuss how a director may become liable for unpaid taxes under the Director Penalty Regime, why it’s critical that directors lodge activity statements, and what options are available if a director receives a Director Penalty Notice.
Host Suzie Leask, Partner Meg Lee and special guest Debbie O’Byrne, founder of Planet Price, discuss recent interesting cases that provide guidance on the ways in which boards need to manage ESG-related risks, why climate and nature related risks and dependencies, including throughout the supply chain, are something directors and boards need to consider, and why there is an obligation to use data to make informed long-term business decisions that are in the best interests of everyone, not just the business.
What should boards and businesses have on their radar about ESG? Host Suzie Leask, Partner Meg Lee and special guest Debbie O’Byrne, founder of Planet Price, discuss how to use data to help set targets, how collecting the right data can help mitigate ‘greenwashing’ and ‘greenhushing’ claims, why planetary boundaries are a critical measure of what a future flourishing society looks like, Australia’s new mandatory climate reporting standards, and why ESG is no longer a ‘nice to have’ but an expected ‘business as usual’ capability within organisations.
Where can boards go wrong and what happens if they do? In an environment where compliance demands on boards are extraordinary, Suzie Leask, Julian Hammond and Steve Knight discuss why boards might lose their way, lessons on what not to do, and advise directors on how best to manage ‘boards behaving badly’ issues.
What transformational cultural change is needed to comply with the Positive Duty under the new Respect @ Work and build diverse, healthy, inclusive and respectful workplaces? Fay Calderone and Suzie Leask discuss this and outline practical steps leaders can take to ensure compliance and moving beyond it.
Fay Calderone and Suzie Leask discuss the key compliance issues boards and executive leaders need to be aware of, from Respect @ Work and everchanging workplace relations laws to cyber security, ESG to corporate governance.
Hosts Sean Kempel and Ariana Saropoulou are joined by Isabella Emanuel, Stephanie Malamas and Victor Yeo to answer questions we received during the season from our listeners. We cover the most challenging and rewarding parts of being a grad at Hall & Wilcox, how to build confidence, why keeping an open mind and having a positive attitude are key attributes, how to balance work with practical legal training, how to network, and how to get involved in pro bono and social and sports committees.
Hosts Sean Kempel and Ariana Saropoulou interview two of Hall & Wilcox’s newest partners, Vanessa Murphy and Ben Cotter. Vanessa and Ben speak about their journey to partner, the areas they practice in and why they chose those areas, how their roles and responsibilities have changed since they were promoted to partner, and offer some advice to grads starting out their legal career.
Jacob Uljans discusses with hosts Ariana Saropoulou and Sean Kempel the importance of work/life balance and why it’s crucial to develop strategies to ensure that work does not become all encompassing. Jake also speaks about his role as National Graduate Partner and the importance of a great graduate program.
Nathan Kennedy and Dan Poole chat about our pro bono and community program with hosts Ariana Saropoulou and Sean Kempel. They talk about how pro bono makes a difference in people’s lives, how the skills learned make for better lawyers, and share their stories about why they love working in this area.
Find out more about our Pro Bono practice.
John Hutchinson, Michelle Eastwell and Sevan Gore discuss cleansing notices, which are an important part of any capital raising toolkit. What is a cleansing notice, when would you use one and what happens if there is a breach of any of the cleansing notice requirements?
The new unfair contracts terms regime comes into force from 9 November. The ACCC and ASIC have signalled that this will be an enforcement priority, and so the new regime will be an important part of a business’s risk and compliance program. Suzie Leask, James Deady and Mark Lebbon outline the changes, which include significant civil penalties and an increase in the number of businesses that these laws will apply to, and offer tips for how businesses can get ready.
You can also find more information on our Unfair Contract Terms Resource Centre.
John Hutchinson, James Morvell and Hamish McNair discuss how defamation issues may arise when claims are made against companies or individuals within companies, what defences are available and how to prevent these issues arising in the first place.
Matt Curll busts some myths around insurance law with hosts Ariana Saropoulou and Sean Kempel. He also chats about what he loves about insurance law, the skills good insurance lawyers need, and why insurance law is an exciting and challenging area to practice in.
Do you have any burning questions for our grads? Submit them below.
Environmental, social and governance (ESG) issues are a big topic in corporate life but have particular importance for listed entities, given the public nature of ESG disclosures, investor interest and the potential for regulatory and class action risk. John Hutchinson, Julian Hammond and Vanessa Murphy discuss the change in ESG emphasis from regulators, what to do if your company receives a notice about ESG-related issues, and why bluewashing is the next issue on the horizon.
Stefan Fenk chats with guest David Gibson, CEO of DGA Group, a specialised construction global consulting firm, about advance payment and price adjustment clauses. These are two quick fixes that can be incorporated into construction contracts that might reduce the risk of contractors going insolvent. David shares his knowledge and experience of these clauses in practice and offers top tips for using both clauses.
With companies gearing up for AGM season, John Hutchinson and Deborah Chew discuss how to best prepare for AGMs, including whether meetings will be in-person, virtual or hybrid, typical resolutions and areas of possible controversy.
Hosts Sean Kempel and Ariana Saropoulou chat with Partner Elisa Paxton and Senior National Early Careers Advisor Gilda Carter about why blind recruitment during the clerkship and graduate application process is so important, how to make your application stand out, how to prepare for an interview and why grads should consider applying to Hall & Wilcox.
What practical steps can tax practitioners, accountants and other professionals take to protect the confidential data of their clients? Eden Winokur and Bradley White discuss two of the most business critical issues facing organisations today: cyber security and data privacy.
Adam Dimac and Todd Bromwich discuss Treasury’s proposed changes to Australia’s complex tax residency rules for individuals, highlighting the key changes, how they may work in practice and what changes they hope to see in the final proposal.
Stefan Fenk and Sam Kelsey discuss whether there are any ‘quick fixes’ that can be incorporated into construction contracts that might reduce the risk of contractors going insolvent, focusing on advance payment and price adjustment clauses.
Hosts Ariana Saropoulou and Sean Kempel chat to Tony Macvean, who outlines his career journey from articled clerk to managing partner, what he loves about the firm, how our Hallmarks articulate and drive our respectful culture, why collaboration is our superpower, what he learned as a leader during Covid, and he shares his advice for law graduates.
In part 2, Frank Hinoporos, Chris Brown and guest Jason Phillips from JNP Advisory discuss key due diligence issues presented during the sale of a professional services business including structure, employees and employment agreements, insurance, and clients and existing arrangements.
Read Jason's profile.
What issues should be considered when contemplating a sale of a professional services business? In part 1, Frank Hinoporos, Chris Brown and guest Jason Phillips from JNP Advisory discuss how to maximise the benefits while managing the risks.
Read Jason's profile.
In our new law graduate podcast, we’ll explore what it means to be a part of Hall & Wilcox. How can you best prepare for applications and interviews? What’s special about working at Hall & Wilcox? We’ll share plenty of stories and tips from our people. In this episode, meet our law grad hosts: Sean Kempel and Ariana Saropoulou. Learn more about being a grad at Hall & Wilcox: https://hallandwilcox.com.au/careers/early-careers/
There are serious consequences for directors when a company becomes insolvent. In this episode, Scott Butler and David Dickens discuss what risks directors face, what options are available for directors to avoid insolvent trading liability, and how a good turnaround advisor may be able to help save the business.
Scott Butler, Ed Paton and David Catanese discuss the key transactional and employee issues to consider when acquiring a distressed business. In a distressed sale, the timelines are short and access to information may be limited. It is also wise not to treat employee issues as an afterthought.
Scott Butler, Jacqui Barrett and David Cooper discuss what matters a business in distress should consider from a banking and corporate structuring perspective to be able to trade out of its situation and navigate a new path forward.
Scott Butler and Nicole Tumiati discuss the key reasons that can impact a business’s ability to comply with its contractual obligations. How can a business introduce flexibility into contracts to allow it to respond to changing economic conditions?
John Hutchinson, Deborah Chew and Anthony Bradica discuss the tax and corporate law issues surrounding executive remuneration, particularly equity plans. Although there have been no dramatic tax rule changes in the past year, the Corporations Act has changed, with implications for both listed and unlisted companies.
John Hutchinson, James Morvell and Sevan Gore discuss the opportunities in a challenging market for listed companies to buy unlisted companies and/or assets. How do acquisitions by a listed company differ from their unlisted competitors? The path to success lies in careful advance planning, including being aware of the regulatory issues, having a clear PR strategy, and knowing where funding will come from.
With companies facing economic headwinds, John Hutchinson, Michelle Eastwell and Deborah Chew discuss how to raise capital in a challenging market, including the different types of capital raising they are seeing, the quickest way to raise capital with certainty and issues to be aware of in relation to cleansing notices, trading halts and suspensions.
With data breaches and scams exploding over the past decade, what are the risks for individuals who have had their personal information accessed or published during a data breach? Eden Winokur spoke to David Lacey, founder and managing director of Australia’s leading identification protection service, ID Care, about how his organisation helps individuals and corporates who have been impacted by data breaches.
Chris Brown interviews Scott Fletcher about impact investment. What is it, how does it differ from ESG, has it taken off in Australia and what sort of investors does impact investing appeal to?
Janene Bon and Claire Hawke-Gundill discuss the effect of a change of relationship status, such as entering a de facto relationship, marriage, separation and divorce, on succession planning and outline some implications and actions for people to consider.
In the second of a two-part series exploring tax issues to consider during an M&A transaction, Frank Hinoporos and Michael Parker discuss purchase price structure, the allocation of purchase price consideration and some issues arising post-completion of a deal.
Laura Hanrahan and Janene Bon discuss superannuation considerations for blended families, outlining the strategies required to ensure a person’s wishes regarding their superannuation will be carried out after their death.
Meg Lee and Neil Pearson, Head of ESG and Social Value at UK firm Mills & Reeve, discuss the latest ESG developments in the UK. They provide insights into two pivotal court cases, one involving a case against the UK Government, and the other case involving an environmental group against the directors of Shell, and possible implications for companies and boards.
In the first of a two-part series further exploring M&A and related tax issues, Frank Hinoporos and Michael Parker consider the key things clients need to ‘get their house in order’ from a tax perspective before embarking on an M&A deal. This includes managing tax issues before entering into a ‘terms sheet’, the pre sale restructuring risks that need to be managed, and practical strategies to address the historic tax exposures or risks identified during the due diligence process.
Juliet O’Brien and Laura Hanrahan discuss mutual wills. When are they a useful strategy for estate planning for blended families and what are some of the disadvantages?
Jacqui Barrett interviews Jason Schneiderman, about the collapse of Silicon Valley Bank. What caused the collapse? How did social media play a part in sparking the run on the bank? What are the implications for startups, funding and venture capital now that SVB, which was one of the few banks willing to lend money to startups, is gone?
Eden Winokur and James Morvell discuss the continuous disclosure obligations on companies subject to cyber attacks. When should you notify the regulators and what are you required to disclose? What are the consequences if you don’t notify?
Frank Hinoporos and Todd Bromwich update listeners on the most recent developments in relation to section 100A of the Income Tax Assessment Act 1936, and the Full Federal Court’s decision in Guardian AIT.
Juliet O’Brien and Laura Hanrahan discuss the additional challenges for succession planning for blended families, especially if there are family assets to pass on, and why it’s vital to properly consider the succession planning.
Four of our female leaders – Emma Woolley, Natalie Bannister, Barbara Casado and Ann Watson – share their experiences with Managing Partner Tony Macvean about what we can continue to do to ensure better gender equity within our firm and the legal sector. They reflect on what’s working and what’s not, how great it is that so many women now have a seat at the table, the importance of role models, and what needs to be done so that we are not having the same conversation in 10 years’ time.
The theme of International Women’s Day 2023 is ‘Cracking the code: innovation for a gender equal future’. Susie Dobbs and Jasmine Koh spoke with guest Andrea Koch, a digital agriculture and agtech entrepreneur, about female founders, women in agtech, how the tech industry can support women leaders, and the role of education and mentorship in empowering women to pursue careers in tech.
Eden Winokur talks to Ray Loh, cyber product leader at global insurance company AXA XL, about cyber insurance, including how the current claim and legal environment could impact the cyber insurance market, the keys to obtaining cyber insurance, possible solutions if you are unable to purchase cyber insurance, and added to the conversation about whether or not to ban ransomware payments.
In the second of a two-part series ‘Demystifying the M&A process’, Frank Hinoporos and James Bull discuss the process of drafting and negotiating a sale agreement through to the deal’s completion, covering purchase price adjustments, earn outs, warranties and indemnities.
In the first of a two-part series ‘Demystifying the M&A process’, Frank Hinoporos and James Bull examine the early stages of an M&A process, from pre-sale preparation to due diligence and the term sheet.
Lisa Ziegert and Julian Hammond discuss how AI is being used in the public sector, including risks, as highlighted by the Robodebt Royal Commission, ethical issues and potential regulation.
How does the content generated by AI fit within existing copyright laws? Lisa Ziegert and Ben Hamilton discuss how copyright laws may, or may not, apply to AI-generated content.
How will AI tools such as ChatGPT change the way legal services are delivered? Lisa Ziegert and John Gray discuss AI’s impact on the legal sector, potential benefits and downfalls, and whether a new legal framework to deal with AI is required.
In this episode, Meg Lee and Jacob Uljans discuss why greenwashing is a key regulatory priority for ASIC and the ACCC, and what action companies can take to minimise their risk.
Mark Dunphy, Nicole Tumiati, Chris Sacré and Kendall Messer discuss risks for the Fast Moving Consumer Goods (FMCG) sector, where impacts of severe weather go beyond physical damage and reach into the supply chain.
Mark Dunphy, Meg Lee and Brendan Tobin discuss how the planning & environmental laws plan for, and respond to, climate change and extreme weather events.
In this episode, Julian Hammond talks to Dr Yee-Fui Ng, Associate Professor at Monash University and Acting Director of the Australian Centre of Justice Innovation, about anti-corruption and executive accountability, particularly given influences such as ministerial advisors and lobby groups, and the proposed National Anti-Corruption Commission.
Shownotes:
Dr Yee-Fui Ng is an Associate Professor at Monash University and Acting Director of the Australian Centre of Justice Innovation.
Dr Ng is the author of The Rise of Political Advisors in the Westminster System (Routledge, 2018) and Ministerial Advisers in Australia: The Modern Legal Context (Federation Press, 2016), which was a finalist of the Holt Prize. Dr Ng also co-authored Douglas and Jones's Administrative Law (Federation Press, 8th ed, 2018).
Dr Ng is a prolific commentator on contemporary political issues in both electronic and broadcast media, including in The Conversation, ABC radio, as well as ABC and SBS television.
Yee-Fui's work has been recognised by the High Court, federal government and Parliament. She was invited to deliver the Senate lecture at Parliament House in 2017, where she presented on the accountability of ministerial advisers.
She was also invited to give evidence to federal parliamentary inquiries into political donations and freedom of information. She has provided training to senior military officers on dealing with ministerial advisers at the Centre for Defence and Strategic Studies.
Yee-Fui has co-written key reports for the New South Wales Independent Commission Against Corruption and the New South Wales Electoral Commission on the regulation of political lobbying, and the Commonwealth Attorney-General's Department on the federal government's use of automation and new technologies and its implications for the integrity law frameworks. She has also been an expert witness at both Victorian and NSW anti-corruption commission inquiries.
In this episode, Eden Winokur talks to Rhys Ryan, leading crisis communications expert and CEO at Porter Novelli Australia, about why it is vital to get communications messages right during a cyber incident, given the speed at which the crisis unfolds and the tension between the need to quickly inform customers while also being accurate in what is said.
In this episode, Eden Winokur talks to Shane Bell, cyber partner at McGrathNicol, about the cyber risk landscape, including whether data breaches will become a bigger risk than ransomware, whether companies should pay cyber ransom demands, and how important it is for companies to road-test their cyber incident response scenario before a crisis hits.
In this episode, Meg Lee chats with Clint Wilson, General Manager Sustainability at Centuria Capital Group, about Centuria’s ESG approach, developing an ESG framework across diverse sectors, and how the company has tackled ESG reporting.
Aon client director and cyber insurance practice leader Michael Parrant joins Head of Cyber Eden Winokur to discuss the recent Federal Court decision in Inchcape v Chubb, mitigating cyber risk and whether cyber insurance is getting a bad rap. Eden and Michael also discuss the latest in the Optus data breach (as at recording date of 28 September).
In this episode, listeners will hear from Dr Wolfgang Babeck and guest Linda Romanovska, an Australia-linked member of the EU platform on sustainable finance, who discuss the latest ESG issues and legislation in the European Union, including the EU Taxonomy Regulation and its linkage to the ISSB, the Sustainable Finance Disclosure Regulations, and how Australian companies should proceed with ESG strategy and reporting, particularly if they want to see where the journey is going or have a footprint in Europe.
Glossary
- ESG – Environment, Social and Governance
- EU – European Union
- SFDR – Sustainable Finance Disclosure Regulation
- NFRD – Non-financial Reporting Directive
- CSRD – Corporate Sustainability Reporting Directive
- PAI – Principle Adverse Impacts
- CBAM – Carbon Border Adjustment Mechanism
- ETS – Emissions Trading System
- ESRS – European Sustainability Reporting Standards
- TCFD – Taskforce on Climate related Financial Disclosures
- ISSB – International Sustainability Standards Board
- SASB – Sustainability Accounting Standards Board
- CBAM – Carbon Border Adjustment Mechanism
- EFRAG – European Financial Reporting Advisory Group
- IFRS – International Financial Reporting Standards
In this episode, listeners will hear from Meg Lee, Anne MacNamara, Adrian Verdnik and Julian Hammond about avoiding greenwashing, risks and compliance issues for super funds, what the regulators are saying, and how Australia’s approach to greenwashing compares with Europe and the US.
In this episode, listeners will hear from Meg Lee and Nathan Kennedy about why clients might implement an ESG framework, key considerations for implementation, and recent developments.
In this episode, listeners will hear from Anthony Bradica and Adam Dimac on the top seven things startup companies should watch out for when making new grants.
In this episode, listeners will hear from Frank Hinoporos and Adam Dimac from our Tax team, who discuss the latest in cryptocurrencies and NFTs.
In this episode, listeners will hear from Frank Hinoporos and Todd Bromwich from our Tax team, who discuss the Australian Taxation Office’s Top 500 and Next 5,000 targeted compliance program and share some observations about how taxpayers can deal with such reviews.
In this episode, listeners will hear from Frank Hinoporos and Jacqueline McGrath from our Tax team, who discuss the Australian Taxation Office’s debt collection powers, including the director penalty notice regime.
In this episode, listeners will hear from Mark Dunphy and Jacqueline McGrath about the customs compliance obligations for companies looking to do trade in Australia.
In this episode, listeners will hear from Mark Dunphy and Penelope Ford about aspects of Australia’s dispute resolution process which sometimes surprise those not from Australia.
In this episode, listeners will hear from Mark Dunphy, Ranny Fan and Conrad Smith about how Australia’s Foreign Investment Review Board (FIRB) operates.
Access Hall & Wilcox's FIRB app.
In this episode, listeners will hear from Mark Dunphy, Alison Baker and Kristopher Kunasingam about the critical issues of Australia’s employment and visa laws, including how employment relationships are regulated and what Australia’s borders look like post-COVID.
In this episode, listeners will hear from Mark Dunphy, Oliver Jankowsky and Jacqui Barrett about market entry into Australia. What are the main considerations if you want to set up a company in Australia? Are there any common frustrations or roadblocks clients have faced?
In this episode, listeners will hear from Frank Hinoporos and Adam Dimac from our Tax team, who discuss tax basics if you buy, sell or own cryptocurrencies or NFTs.
In this episode, listeners will hear from Anthony Bradica and Adam Dimac from our Tax team, who discuss the tax risks and issues business owners need to know about when they engage contractors.
In this episode, listeners will hear from Frank Hinoporos and Todd Bromwich from our Tax team, who discuss the long-awaited ATO guidance on the scope and application of section 100A of the Income Tax Assessment Act 1936, how the ATO intends to apply compliance resources to reviewing trust arrangements, and give some practical guidance on how to navigate these issues.
In this episode, listeners will hear from Martin Ross and Hamish McNair about defamation reforms in the pipeline, including federal anti-trolling legislation, liability of internet intermediaries and extending absolute privilege in the employment context.
In this episode, listeners will hear from Martin Ross and Hamish McNair about recent game changers in defamation law, including the serious harm threshold, the single publication rule, public interest reporting defence and cap on damages.
In this episode, listeners will hear from Martin Ross and Hamish McNair about responding to defamation claims, the power of apology, offers to make amends and liability as a publisher and republication.
In this episode, listeners will hear from Martin Ross and Hamish McNair about defamation law. Who can be defamed? How and where does defamation arise? Are there any remedies and what are the usual outcomes?
In this episode, listeners will hear from Frank Hinoporos and Adam Dimac from our tax team, who will examine why there’s so much hype around cryptocurrencies and NFTs and what the tax implications are for people who hold or invest in these currencies.
In this episode, listeners will hear from Frank Hinoporos and Jim Koutsokostas from our Tax team, who will discuss the evolving payroll tax crackdown. What particular industries are being focused on and what payroll tax issues should businesses be aware of?
In this episode, listeners will hear from Frank Hinoporos and Todd Bromwich from our Tax team, who will discuss recent ATO compliance activity, key issues taxpayers need to be aware of and offer strategies for how to mitigate potential risks.
In this episode, listeners will hear from Frank Hinoporos and Todd Bromwich from our Tax team. Frank and Todd discuss the Pandora Papers, a leak of millions of documents that reveal hidden wealth and tax avoidance by some of the world’s wealthiest people. We delve into the tax implications raised and what to do if you were named in the papers.
In this episode, listeners will hear from Mark Dunphy and Melinda Bell from our Employment & Workplace Relations team. Mark and Mel discuss steps businesses can take to avoid underpayments occurring and what to do if an issue is discovered.
In this episode, listeners will hear from Mark Dunphy and Kristopher Kunasingam from our Employment & Workplace Relations team. Mark and Kris discuss migration issues, including the impact since COVID-19 closed Australia’s borders, how restrictions are affecting employers and the economy, and what might lie ahead once restrictions are lifted.
In this episode, listeners will hear from Mark Dunphy and Fay Calderone from our Employment & Workplace Relations team. Mark and Fay discuss why flexible work is so important in the ‘new normal’ brought about by COVID-19, why working from home is no longer seen as a ‘privilege’ and how to avoid the risk of proximity bias.
In this episode, listeners will hear from Mark Dunphy and Clare Kerley from the Employment and Workplace Relations Team. Mark and Clare discuss mandatory vaccinations in the workplace, including whether employers can mandate vaccinations, what proof is required and what to do if employees refuse to be vaccinated.