Welcome


Escaping Melbourne Winter

The end of financial year coincides with some very cold weather here in Melbourne! A few of the team have taken the opportunity to escape to some warmer climates – Dani has spent two weeks in Bali with her family and Andrew has been in Brisbane for a long weekend with his family to get some sun and to watch the Tigers at the Gabba (though we aren’t talking about that particular match…).

We were glad to support our clients in getting though the end of financial year and look forward seeing what is in store for FY24. As always, if you would like any assistance, please reach out.

Best Wishes

Andrew, Roxie, Yee, Dani & Ash

Quarter Highlights


CaseWare

We’d like to congratulate the team at CaseWare Australia and New Zealand on the sale of the business to CaseWare International in May. CaseWare Australia and New Zealand has been an independent distributor of CaseWare International’s cloud-enabled audit, financial reporting and data analytics solutions for 25 years, and this transaction was the final step in consolidating the CaseWare business. We were pleased to advise the CaseWare Australia and New Zealand team on the sale.

Nomad Atomics

Congratulations to our Alliance member Nomad Atomics on a successful capital raise. We were please to assist founders Paul, Kyle and Christian in raising $12 million from existing investors Blackbird Ventures and Right Click Capital. This investment will help the founders to continue to grow the business which builds miniaturised quantum sensors for mining underground resources exploration and navigation. Elevate Legal is looking forward to continuing to support the team through our Alliance service.

Alliance

We continue to grow our Alliance subscription service, to provide business as usual legal support for a fixed monthly price. If you are looking for a better model for commercial legal support, please contact us at alliance@elevate.legal.

Legal briefing

 

FIRB– Register of Foreign Ownership of Australian Assets 

On 1 July 2023, a new Register of Foreign Ownership of Australian Assets (Register) came into effect under the Foreign Acquisitions and Takeovers Act 1975 (Cth) (FATA) with corresponding obligations on foreign persons to report ownership of Australian assets. The Register and new obligations replace and expand on the existing reporting framework.

Under the new reporting obligations for the Register there is a substantial increase in the compliance burden on foreign persons, and it will require notification for certain events (not just where FIRB approval has been obtained) if the action occurs after 1 July 2023. Reporting under the Register will be done through the ATO’s Online services for foreign investor functions (here) and failure to notify within 30 days may incur fines.

The new Register will be administered by the ATO and will replace existing registers – Residential Land Register, Agriculture Land Register and Water Register. It is important to note that the new Register will not replace the Register of Critical Infrastructure Assets maintained by the Infrastructure Security Centre or the Register of Foreign Owners of Media Assets which is maintained by the Australian Communications and Media Authority.

Further information about the Register and the reporting requirements can be found at the ATO website here and at the Foreign Investment in Australia website here (which is a new website that replaces firb.gov.au for foreign investment applications).

Small Business Cyber Security Guide 

The Australian Cyber Security Centre publishes resources aimed at assisting small businesses and their advisers in defending the business against common cybersecurity threats. One of these resources is the Small Business Cyber Security Guide which was recently updated on 16 June 2023. The Small Business Security Guide contains some basic security measures for helping small businesses protect themselves against cybersecurity threats and includes new recommendations.

The Small Business Cyber Security Guide is available here.

Pay Secrecy

In late 2022 there were updates made to the Australian Fair Work legislation which we have included in a previous newsletter. One of those changes related to pay secrecy, whereby employers cannot prevent employees from sharing information about their employment including their remuneration. This means employers cannot include ‘pay secrecy’ terms in the employment contracts with their employees.

From 7 December 2022, any pay secrecy terms in employment contracts would have no effect and cannot be enforced, this however has been updated. From 7 June 2023 pay secrecy terms cannot be included in any new employment contracts. If they are included, employers can face penalties. Further information about the pay secrecy rules can be found here.

Unfair Contract Terms – penalties increase in November 2023 

We have previously included an update on new unfair contract term laws which impose significantly tougher penalties for some breaches of the Competition and Consumer Act 2010 including the Australian Consumer Law. These changes are due to come into effect in November 2023, which means businesses have until this time to remove or amend any unfair contract terms in their standard form contracts.

Some important things to note about the upcoming changes are:

  • The penalties that can be imposed for unfair contract terms are severe (and is not simply that the contract term is  unenforceable). This includes the greater of $50 million or 3 times the total value of the benefit (or if the court cannot determine this value, 30% of the adjusted turnover during the ‘breach turnover period’) for companies and $2.5 million per contravention for individuals.
  • The definition of small business (i.e. who is protected by the law) has expanded to be a business with fewer than 100 employees or that has an annual turnover of less than $10 million.
  • Contracts can be considered ‘standard’ even if the parties have had a chance to negotiate them.
  • Clauses that may be considered unfair include auto-renewal, one-sided indemnities, one-sided termination rights, and one-sided variation clauses.

Now is the time to review your standard form contracts to ensure they do not contain any unfair contract terms.

Change to Timing of Payment of Superannuation 

In May 2023 the Federal Treasurer announced that from 1 July 2026 employers will be required to pay superannuation contributions for their employees on the same day their salary or wages are paid. This change is being made to reduce the risk or non-payment of superannuation and wage theft by employers. The ATO estimates that $3.4 billion worth of superannuation went unpaid in 2019-2020.

The 1 July 2026 start date is designed to provide employers, superannuation funds, payroll providers and the other parts of the superannuation system with sufficient notice to prepare for the change.

ASIC Fees Increase 

As of 1 July 2023, some ASIC fees will increase based on the Consumer Price Index. This includes the late lodgment fees which will increase as follows:

  • if a document is received within one month of the due date – increase from $87 to $93; and
  • if a document is received more than one month after the due date – increase from $362 to $387.

You can download a copy of INFO 30 – Fees for commonly lodged documents here which lists the other fee changes.

 

Diversions

A selection of things taking up time outside work:

  • Startmate First Believers program – from April to June I participated in the First Believers program run by Startmate. It’s a hands-on program to learn about Angel investing and mentoring founders and startups.  About 50 of us in the cohort got to learn directly from experienced VC investors, review hundreds of pitch decks and meet and interview dozens of founders.  I spend a lot of time negotiating across the table from VC investors, so this program gave me a great insight into how investors assess a start-up investment, and being exposed to so many passionate and capable founders doing amazing things is a privilege.  I look forward to continuing my involvement as a mentor to some of the startups.  If you’re interested in early stage investing (hint: you don’t need $$$$ to start) then check out Startmate’s future programs: https://www.startmate.com/first-believers. (Andrew)
  • Life is Tough (but so are you), by Briony Benjamin – Briony was a young professional when she was diagnosed with Leukemia. This memoir is full of wise guidance on how to navigate life when difficult things happen (especially unexpected ones). It aims to help you gain perspective on what is truly important in life. Well worth a read whether you are currently going through a hard time or not. (Roxie)
  • Exiles, by Jane Harper – I have loved all of Jane Harper’s other books and her newest one didn’t disappoint. It re-introduces the reader to the character Aaron Faulk (an AFP officer who is the protagonist of her most successful book The Dry) who is again caught up in a mystery surrounding a missing woman in a small town in South Australia. I read it in a day, and it kept me guessing until the end. (Roxie)
  • Love Language ( A Memoir of Family, Music & Pasta) by Linda Marigliano. I was attracted to this as I come from a large, complicated Italian family and resonated with the author as someone who built a career out of performing for others and a product of her environment. (Dani)
  • Succession (TV series) Albeit a little slow to join this bandwagon, who can deny recapping a chillingly similar storyline to that of the Murdoch’s?! Also, if you’ve got any experience in corporate finance and acquisitions, then I promise you’ll like it and its shonky cinematography! (Dani)
  • Libby (App) My kids and I love the library, and the Libby app has opened a world of endless reading opportunities for us. The Libby app is a popular digital reading application that allows users to access and borrow e-books and audiobooks from their local public libraries. Libby provides a user-friendly interface and seamless borrowing experience (no more late fees!). To use the Libby app, you will need a valid library card from a participating library. Once you’ve set up the app and connected it to your library account, you can start borrowing and enjoying digital books on the go. (Yee)
  •