Chair: Tony Hogarth, Principal, Mullins Lawyers

Private Company Transactions: Due Diligence from a Purchaser and Vendor Perspective

Share and asset sales
Preparation is key
Process
Due diligence checklist and due diligence report
Risk identification and mitigation
Presented by Rupert Copeman-Hill, Team Leader – Corporate and Financial Services, Russells Lawyers

Warranties, Indemnities and Disclosure in Private M&A Transactions

The role of warranties and indemnities in a sale agreement
The relationship between due diligence and warranties
Common forms of qualifications and limitations to warranty and indemnity protection
Tips for preparing and reviewing disclosure letters
Presented by Matt Couper, Special Counsel, Carter Newell

7 Steps to Business Succession and Structuring Buy/Sell Agreements

Getting ‘sale ready’
Exit options
Structuring a buy/sell agreement
Presented by Matthew Burgess, Director, View Legal; recognised in the AFR Best Lawyers List 2014 for Trusts and Estates and Tara Lucke, Director, View Legal

Important Tax Changes in Business Law

What’s changed and what’s relevant?
Top 5 tax issues in business transactions
Proposed GST changes and their impact on business sales
Going concern exemptions
Presented by Michael Ballans, Barrister, Inns of Court

Privacy in a Commercial Context post Reforms

A recap on key privacy obligations on business post reform
Drafting and negotiating privacy clauses in commercial agreements
Data breaches – being prepared and responding effectively
Presented by Helen Clarke, Partner, Corrs Chambers Westgarth; AFR Best Lawyer 2014 in Information Technology Law and Telecommunications Law

PPSA in Commercial Transactions

Security interests: “in substance” and “deemed”
Due diligence in buying and selling: identifying perfection by registration and otherwise under the PPSA
Asset encumbered or not? Section 275 PPSA and other tools
Appropriate partial and full releases and when to demand a removal of a PPS registration
Recent cases and update on the Government Review
Presented by Peter Mills, Special Counsel, Thomson Geer

Transfers of Business, Employees and Entitlements

Transferring instruments
Personal Leave
Annual leave
Long service leave
Redundancy entitlements
Unfair dismissal
Employee rights
Presented by Belinda Winter, Partner, Cooper Grace Ward Lawyers

Unconscionability in Business to Business Transactions

Unconscionable treatment of businesses: ACCC proceedings against Coles
Application of the ACL in business transactions
Unfair terms in business to business agreements
Presented by Justin Oliver, Partner, Minter Ellison; AFR Best Lawyer 2014 in Competition Law and Regulatory Practice