Commercial Law

At Matthews Folbigg you can be confident in knowing that our Solicitors have the right skills, knowledge and expertise – so you’ll have the best legal representation to fight for what you deserve! 

Call us today on 1800 300 308

At Matthews Folbigg Parramatta, our specialist commercial lawyers are dedicated to delivering business focused advice to achieve the best possible result for our corporate and commercial clients.

Matthews Folbigg commercial and business lawyers are committed to:

  • giving each commercial client direct access to the person that does their work;
  • helping each commercial client control their legal costs where appropriate;and
  • being aggressive in the execution of our commercial client’s work.

Through the consistent delivery of outstanding work from our specialist commercial lawyers for over 50 years, Matthews Folbigg has achieved market prominence and leadership with companies operating their businesses in Parramatta and Greater Western Sydney.

What our commercial and business clients say:

With significant industry experience and technical know-how, Matthews Folbigg is our firm of choice. We rely on Matthews Folbigg to advise us on all our clients’ major business transactions including Shareholder Agreements.

Chris Coulton,
Director Coulton Isaac Barber Accountants

Success in any endeavour is delivered by people and it is the people at Matthews Folbigg that make it such a success with good commercial advice delivered promptly backed up by business results driven litigators who for us have always delivered. ”

Justin O’Dowd,
Spirax Sarco Australia

More Information

Our business lawyers have advised clients for over 50 years in all aspects of commercial law including:

  • Board appointment proceedings and documentation
  • Business owner dispute resolution
  • Capital raisings and public listings
  • Commercial contracts, letters of intent, heads of agreement
  • Corporations Act and compliance advice
  • Corporate reconstruction
  • Directors’ duties and continuing education
  • Due diligence investigations
  • Establishing and varying trust deeds
  • Establishing corporate governance guidelines
  • Licensing, rental, agency and distribution
  • Liquor licensing
  • Taxation advice

Our commercial and business law specialists have advised some of Australia’s largest businesses and ASX listed companies, as well as many small-medium sized companies and high net worth individuals.

The advice received from a Matthews Folbigg specialist commercial lawyer will help manage your risk and protect you. A poor contract can be a source of risk, commercial dispute, financial loss or business distraction. Our business law experts help you protect your interests and assets with expert and practical advicecontract review and preparation in areas such as:

  • Business ownership whether as a shareholder, unitholder or partner
  • Business succession
  • Confidentiality and non-disclosure obligations
  • Distribution rights
  • Financing
  • Franchise system establishment and ongoing documentation and compliance
  • Joint ventures
  • Procurement and supply
  • Risk minimisation
  • Sale and purchase of businesses
  • Sale and purchase of shares
  • Technology transfer and licensing
  • Terms of trade

Our commercial team have extensive experience in assisting clients in each and every stage of the franchise process, from purchasing a franchise, ensuring that it complies with the Franchising Code of Conduct, to selling a franchise. Our skilled team can assist you with:

  • Preparing, reviewing and advising you on franchise agreements, licensing and distribution agreements and disclosure documents.
  • Ensuring your franchise complies with the Franchising Code of Conduct.
  • Advising you on suitable business structures with respect to your franchise.
  • Drafting and advising you on Master Franchise Agreements where you wish to start up or develop a franchise in Australia.
  • Buying or selling a franchise.

Matthews Folbigg provides clients with comprehensive advice with respect to matters of corporate governance and regulation. We have expertise on advising clients from a diverse range of industries on entering that they comply with legal requirements specific to their given industry and also having regard to their obligations under Australia’s corporations legislation.

This includes:

  • Directors duties.
  • Shareholder rights and remedies.
  • Rules for the conduct of shareholder and director meetings.
  • Transactions with related parties.
  • Compliance with disclosure obligations.
  • Establishing corporate governance guidelines.

Buying and selling a business involves the consideration of a number of legal and commercial issues, including:

  • Preparation and review of contracts for sale of business.
  • Advising with respect to the preparation or assignment of leases with respect to the business premises.
  • Advising you with respect to employee entitlements, agreements and adjustments upon the sale of the business.
  • Intellectual property protection and/or assignment.
  • Restraint of trade issues.
  • Taxation implication.

Our commercial team have extensive experience in these transactions across business of all scales and varieties.

In business today, some of the most critical activities a Board and Executive Team will need to manage include mergersacquisitions and disposals, corporate and business restructuringcapital raising, company secretarial duties and governance. These issues create the opportunity to achieve outstanding results for shareholders and to ensure shareholders best interests are protected. They also expose the corporation to moments in time where there is risk and they are critical issues for all organisations whether they are large or small, private or public.

Corporate Merger and Acquisition are normally outside the everyday skill set of the Boards and Executive Team members and it is for this reason that these activities are most often conducted with the benefit of expert, external advice. To achieve the best outcome, qualified external advice should be made available to the organisation the moment these activities are commenced.

Matthews Folbigg’s Corporate Mergers and Acquisition’s team is one of the few if not the only such team operating in the heart of Sydney’s west at Parramatta. They bring CBD legal expertise and experience to your door-step.

The team’s approach is to seek practical solutions to client issues, thinking logically and considering solutions that are “outside of the box” and working co-operatively with a company’s officers and other advisors.

Matthews Folbigg’s Intellectual Property team comprises experts who provide a complete range of contentious and non-contentious specialist intellectual property services.

We offer a complete service to register, commercialise and enforce any intellectual property (IP) right. We develop legal strategies to maximise and protect the commercial potential of brands, ideas and technological advances.

We are familiar with a broad range of industry sectors, in particular businesses in the wholesaling, importing, professional services, manufacturing and retail industries.

Our Services

  • Lodgement of trade mark applications through to registration including overcoming related opposition to any lodgement.
  • Infringement of copyright, notices of breach or defence of alleged infringement.
  • Preparation of Release Forms, Confidentiality Agreements, Licence Agreements and Assignments in order to maintain the integrity of your protected intellectual property.
  • IP Litigation inclusive of Trade Mark, Design registration and Copyright disputes before the Registrar of Trade Marks, Supreme Court of NSW, Federal Court of Australia, Court of Appeal of both NSW and Commonwealth.
  • Trade Mark registrations, complete range of services.

Matthews Folbigg can advise and represent you in relation to all aspects of competition and trade practices law, including all forms of competition and consumer legislation, claims, compliance programs and litigation.

Our specialist team can assist you with the most effective way to structure the partnership to achieve the best business outcomes.

Business ownership structures fall under three main headings, companies, unit trusts and partnerships.

Why do I need a business owners agreement?

Statistics show that a high proportion of new businesses fail in the first 12 months. This is largely due to their being under-capitalised or due to some fundamental problem in the intended business model or simply the unsuitability of the business participants to the world of business which they have adopted.

In our experience, of the balance of businesses which survive this initial period, a considerable percentage undergo significant trauma within the next three to five year period due to a serious break down of the relationship between the business participants.

A carefully thought out business ownership agreement will not only minimise the likelihood of disputes but also provide guidelines as to how to manage disputes should they arise. Occasionally we find that going through the process of discussing the various issues reveals that there are in fact some deep seated differences between the prospective business participants – it is far better to have these issues identified before hard earned capital and energy have been put on the line.

The best time to negotiate the terms of a business ownership agreement is at the outset of a business venture – whilst everyone is in the same position and there is a “level playing field”. In our experience it is much more difficult to negotiate the terms of a business ownership agreement once people have vested interests. Having said that, it is not too late to enter into a business ownership agreement years after commencement.

Such agreements have different names depending on the type of ownership structure. So the term business ownership agreement can apply to a shareholders agreement in relation to a company structure, a unitholders agreement where there is a unit trust structure (with either an individual or much more common corporate trustee) or partnership structure (with either individual or corporate partners).

We have developed a questionnaire that provides a convenient way for business owners to consider and hopefully agree on many of the issues that should be considered and included in the agreement.

For a copy of this questionnaire or any advice on business ownership structures or other issues please contact Phillip Brophy on (02) 9635 7966.   We will provide a fixed price quote to draft the business ownership agreement once we have received the completed questionnaire.

The Corporate Secretarial function is vitally important to ensure proper and effective administration and compliance of a company.  Not only must advice and documentation be correct, it must be timely.

Catriona has over 15 years’ experience in Company Secretarial practices including working in-house, with listed companies, providing advice to Boards, individual directors and company secretaries, acting as company secretary as well as writing and lecturing on Company Secretarial procedure.

Matthews Folbigg provides Company Secretarial Services and advice to a wide range of companies including start-up, small and large private and unlisted companies, local subsidiaries of foreign companies, charities as well as listed companies.

Our Services include:

*    Advice to Boards, Directors and Secretaries

*     Maintenance of company records

*    ASIC and Stock Exchange notifications and lodgements

*    Preparation of corporate action procedures such as changes to officers
and shares

*    Review and amending of constitutions and shareholder agreements

*    Preparation of notices of meeting

*    Conduct of meetings

*    Co-ordinating with accountants, ASIC and Stock Exchanges.

We offer a variety of fee structures to suit most companies including:

*    Hourly fees

*    Fixed fees on instructions; and

*    Monthly and annual retainers.