Tax Essentials for Commercial Lawyers and In-House Counsel

Build a solid foundation for dealing with important tax issues commonly faced by commercial lawyers and in-house counsel. Gain a practical and working understanding of transfer pricing risks and how these issues arise & play out in practice so that you can spot the potential risks early on. Learn how the proposed new property tax will blend with other state taxes and stay up-to-date on all the key tax rules in the taxation of trusts. WEB233N52Z

Description

Attend and earn 3 CPD units in Substantive Law
This program is applicable to practitioners from all States & Territories

Chair: Dr Mark Brabazon SC, FCIArb, 7 Wentworth Selborne

2.00pm to 2.45pm Why Commercial Lawyers Need to Understand Transfer Pricing Risks

This is a helicopter ride for non-tax lawyers into the world of transfer pricing to understand why these transactions can trigger legal risks. It is not intended as a tax technical session though provides practical insights including easy to understand anecdotes and fact patterns from recent cases and settlements.

Some key points of coverage are:

  • Transfer pricing arrangements are business decisions, that trigger ATO and international counter party scrutiny
  • The new Australian Government is especially focused on transfer pricing and multi-nationals paying their fair share of tax, as well as the ATO
  • Transfer pricing is not confined to multi-nationals and relates to all public and private groups engaged in cross border, related party transactions
  • Understand what kinds of transfer pricing arrangements are likely to attract ATO attention from recent cases and settlements
  • Tax risk is part of the overall governance, risk and compliance framework within a business that legal counsel should be abreast of
  • Understand the extensive powers of the ATO to scrutinize transfer pricing arrangements, including the taxpayer onus of proof and the operation of legal professional privilege
  • Reputational risk is significant in high profile transfer pricing disputes with the ATO and attracts considerable media attention
  • Legal costs can also be significant
  • Understand why it’s not a good idea to leave transfer pricing solely to the finance and tax teams
  • How to manage multiple revenue authorities and avoid conflicting approaches by them to the one transaction.

Presented by Leslie Prescotthaar, Partner and Sophie Day, Senior Manager, Nuwaru

2.45pm to 3.30pm ATO Focus on Discretionary Trusts

  • Quick refresher on key tax rules in the taxation of trusts
  • Hot topics with the ATO and in the courts
    • 99B & 100A: Sleeper, Awake!
    • Foreign trusts: post Greensill
    • Disclaimers: post Carter
    • Division 7A
    • Tax avoidance: Part IVA and trusts

Presented by Michael Bersten, Barrister; Leading Tax Law Barrister, Doyle’s Guide, 2022

3.30pm to 3.45pm Break

3.45pm to 4.30pm NSW Property Tax Update

Changes to the NSW property tax system are proposed to commence in 2023. Inevitably, introducing a targeted and additional type of state tax will add complexity to the existing mix of State taxes. This session will cover how the proposed new property tax will work and how it fits in with existing stamp duty and land tax provisions in NSW. This session is relevant to anyone who advises individuals, companies or trustees in relation to the acquisition, holding or change of ownership interests in all types of land in NSW.

  • New First Home Buyer Choice Scheme
    • Current status of measures announces in NSW Budget
    • How does it work?
    • Interaction with other NSW Property taxes
  • NSW Stamp Duty Update
    • Recent changes
    • Tips and traps

Presented by Michael Malanos, Partner, Brown Wright Stein Lawyers

4.30pm to 5.15pm Why Tax Matters in an M&A Transaction

Tax Considerations in Structuring a Sale:

  • Vendor considerations
  • Purchaser considerations
  • Differences between a share sale and an asset sale
  • Case studies: Common Income tax, GST, stamp duty mistakes

 

Due Diligence:

  • Vendors: importance of issue remediation
  • Vendors: preparing a data room
  • Purchasers: scope of DD, areas of focus
  • Differences between share sale and asset sale

 

Document the deal

  • Importance of documenting the deal to deliver desired tax outcome
  • Case studies of what can go wrong
  • Managing identified risks
  • How to think about warranties and indemnities
  • Limitations and enforceability

 

Post-acquisition

  • Stamp duty
  • Compliances
  • Entity restructures/reduction
  • Delivering on the tax strategy

Presented by Sam Lo Ricco, Partner, Nuwaru

Presenters

Dr Mark Brabazon SC
Dr Mark Brabazon SC practices as a barrister and arbitrator. His main areas of practice are tax, equity, commercial law, professional regulation and appeals. He is the author of International Taxation of Trust Income (Cambridge University Press, 2019), the GTTC chapter on The Application of Tax Treaties to Fiscally Transparent Entities, and numerous other publications on Australian and international tax. He is a Senior Fellow of Melbourne Law School and teaches international tax: anti-avoidance in the Melbourne Law Masters programme. He chaired the Costs Committee of the NSW Bar Association from 2009 to 2019, was a member of the Chief Justice’s Review of the Costs Assessment System, and is an expert on the law relating to costs. He chaired the Council of Law Reporting for NSW from 2015 to 2021. He was called to the bar in 1984 and took silk in 2008.

Leslie Prescott-Haar
Leslie is responsible for the Australia and New Zealand transfer pricing practice of Nuwaru. She has over 25 years of specialised transfer pricing experience and expertise based in Australia and New Zealand, working with the world’s and this region’s major multi-national groups, and a further 10 years of corporate taxation experience in Big 4 practices specializing in mergers, acquisitions, bankruptcies and reorganizations based in the United States (New York City and Chicago). Leslie has been operating TP EQuilibrium | AustralAsia LP (formerly, Ceteris New Zealand) since early 2010. TPEQ has been recognized as a top tier TP firm in Australia and New Zealand for the last 7 years (International Tax Review’s World Transfer Pricing 2015 to 2021). Prior to this, Leslie commenced the previous market-leading transfer pricing practice of Ernst & Young New Zealand, and served as a Partner and the National Leader of the practice for a number of years.

Sophie Day
Sophie is a Senior Manager at Nuwaru involved in the Australia and New Zealand transfer pricing practice. Sophie has over 7 years of transfer pricing experience and expertise across both the Australian and New Zealand markets, working with the world’s and region’s major multinational groups. Sophie initially joined TP Equilibrium | AustralAsia LP (formerly, Ceteris New Zealand) in a university internship role and started working for the firm in a full-time capacity in 2016. TPEQ has been recognised as a top tier TP firm in Australia and New Zealand for the last 7 years (International Tax Review’s World Transfer Pricing 2015 to 2021).

Michael Malanos
Michael Malanos is a tax partner, who specialises in taxation and commercial matters at the boutique taxation law firm Brown Wright Stein Lawyers. Michael has practiced in taxation law for over 25 years.  He has primarily advised owner–managed businesses and aspirational individuals in relation to all areas of State and Federal taxation law including stamp duty, land tax, payroll tax, income tax, capital gains tax, goods and services tax, fringe benefits tax and superannuation.  He also assists clients to resolve audit activity and taxation disputes with revenue authorities or to bolster their position by preparing private ruling applications or position papers. Michael's commercial law experience includes advising clients on sales and purchases of businesses, trusts, aspects of corporations law, finance, trade marks, intellectual property licensing, shareholders agreements, property development and commercial leasing.  He has also assisted individual clients with estate and succession planning. Michael often assists accounting firms and other law firms with taxation advice. Michael is able to assist clients and other advisers by drawing on his broad taxation law and commercial law experience to identify issues and provide practical and strategic advice.

Michael Bersten
Michael Bersten has been in legal practice for 37 years and since 2018 as a Barrister. Michael specialises in tax and related corporate, commercial, trusts and financial crime matters. Michael’s current clients comprise mainly business and private wealth clients. Michael is also a sessional Lecturer in the UNSW Business School ATAX Masters Program. Michael is the NSW Deputy Chairman of the Law Council Tax Committee and a member of the Australian Bar Association tax committee. Michael has been regularly voted by clients as a Tax Controversy and Disputes leader in the International Tax Review Survey. Michael was a tax and legal partner from 2004 -2018 at PwC and before that a partner at Deloitte from 2001-2004. Michael founded their tax controversy and dispute resolution practices. Before that Michael Bersten was head of the ATO Tax Counsel Network and chaired the GAAR Panel amongst other senior roles. Michael was a Deputy Australian Government Solicitor (1996-1999) and national head of the tax and customs practices. Michael is ranked as a leading Tax Law Barrister with Doyle’s Guide, New South Wales, 2022 Connect with Michael via LinkedIn.

Sam Lo Ricco
Sam has over 25 years of corporate and international tax experience in both professional and commercial roles. This included 15 years with Deloitte based in both Australia and in Asia and over 10 years as the Global Head of Tax for an ASX 100 company in the industrial sector. By combining his technical and analytical skills with excellent commercial judgement, Sam has successfully executed complex, cross border restructures, financing transactions and M&A transactions. Ensuring effective tax governance was key to all these transactions. In the past year, Sam has returned to professional services where his focus has transitioned from working with large multinational enterprises to private groups, high wealth investors and technology start-ups.

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In its 6th year, the Geelong 10 points in One day program offers insights from the industry front line practitioners. You don't have to travel to the CBD to gain updates of current topics and gain your compulsory CPD units. Attend the full program or choose the sessions most relevant to your practice.

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Issues covered include: Win and Retain more Clients, Stress Management, Privileged Evidence and Avoiding Inadvertent Waiver, Contract Disputes and Settlement of Litigation, Exclusion, Indemnity and Insurance Clauses, Insolvency Law Reform, Post-employment restraints, Property, Retail and Commercial Leasing.

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The vast majority of businesses in Australia are small businesses, so you better be prepared to provide up to date and expert advice when a small business client comes to you for help. That means being across the game changing developments stemming from the budget, the election and the Banking Royal Commission. Eleven experts working on small business advisory will give you the latest updates and cutting edge strategies on all of the key issues your small business clients will expect you to know.

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Issues covered include: immigration for business and investors, foreign investment, non-residents doing business, non-residents doing family business, owning a property, anti-money laundering, tax considerations and non-residents, estate planning, administration and sucession for migrations and foreign investors

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Issues covered include: exceeding expectations, plain English techniques, business acumen, resilience and wellbeing

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Issues covered include: Narcotic Drugs Act 1967, Medico Legal aspects, in-house counsel perspective, Courts, prescribing in the clinical setting

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Issues covered include: workplace discrimination, religious organisations, estate planning, crime, parenting, child support, parental rights

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Issues covered include: Technology, Blockchain, WayBack Evidence and Domain names, Directors liability, Quality and financial control, Ethics, manner of manufacture, Infringement, latests cases and developments.

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Issues covered include: Family court proceedings, Subpoena, Separation, Divorce, Family violence, Litigation, Evidence, New Redress Scheme, Child Safety Obligations, Royal Commission, Civil Claims for Institutional Abuse, Criminal Liability and Sexual Abuse, Child Safe Standards.

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Issues covered include: Financial Adviser Standards and Ethics Authority (FASEA) Update, TBAR, Royal Commission, Pension options, SMSF Deed, Superannuation contributions, non-concessional contributions, Transfer Balance Account, Super Death Benefits, Binding death benefit nominations, blended families, incapacity.

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Issues covered include: Enterprise value, Tax strategies, Pre-Sale Restructuring, Selling Business with Property, CGT exemptions, Concessions, Property structure, Business valuation methodologies, Preparing a Business for Sale, Equity transfer to family, Third party sale, tangible and intangible assets, Intellectual Property, Privacy and Data Protection, M & A Merger and Acquisition.

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2019 is a significant year for the retirement village and aged care sectors. The Royal Commission is shaking up the industry, elder abuse and tax law are changing, and there are big shifts in integration and funding issues. Plus the many risks in estate planning, capacity, technology and more. With so much unrest in the sector it’s now more crucial than ever to stay up to date with the latest developments. Equip yourself with the strategies necessary to handle these issues for you client or organisation.

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Issues covered include: Tenancy, tenants, franchise lesing, office sharing, subleases, Dispustes, Variation, Surrender provisions and Termination of Leases, remedies, defaults and damages, co-tenancy, covenants, breaches, insolvency, financial issues and risk, Outgoings, Guarantees, Insurance, Indemnities, Case and Legislative Update.

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Issues covered include: Supreme Court of New South Wales, Service of Notices in Probate, Affidavit of Service, Grants of Probate and Administration, Letters of administration on intestacy, Special and limited grants, Taxation, executor and trustees, stamp duty, foregin estate, income tax, Probate case update decisions.

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Issues covered include: Sexual Harassment, Bullying and Work Safety Claims by Independent Contractors, Fair Work Act and Work Health and Safety Act, Uber and the Point to Point Transport Industry, Sham contracting, who is a contractor, who is an employee.

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Issues covered include: Finance and Property proceedings, Dispute Resolution, Pre-nuptial and nuptial agreements, Family Law Settlements, Transfer of tax debt, Bankruptcy, Spouse Maintenance orders variation, post-separation contributions, Accrued Jurisdiction of the Family Court, Contravention applications, Arbitration.

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Issues covered include: National Redress Scheme, Vicarious Liability in Civil Liability Amendment (Organisational Child Abuse Liability) Act, Expert evidence, Royal Commission into Institutional Responses to Child Sexual Abuse, Medico-Legal.

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Issues covered include: Admissibility of expert evidence, High Court and Court of Criminal Appeal, Evidence Act, Admitted facts, Uncontested facts, Disclosure and Privilege, Tendency and Coincidence Evidence.

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Issues covered include: Statutory unconscionable conduct, Indemnities, Contract drafting, Incorporation of Contractual Terms, case law, Jeffrey Goldberger, Special Counsel, Norton Rose Fulbright.

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Issues covered include: Proposed Acquisition Notice, Powers of resumption, Assessments, Instructing Experts and Maximising Expert Evidence, Land valuation assessment and methods, partial acquistion, business valuation and compensation.

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Issues covered include: Phoenix business activities, tax case update, historical loans, unpaid present entitlements, small business restructuring, practical tax solutions for small business

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Issues covered include: wealth accumulation, property tax, insurance payment, cryptocurrency, client's marriage, separations, family and accounting, succession and estate plannning

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Issues covered include: intent, purpose, context and structure, practical problem solving, judicial review, repeal of statute

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Analyse decision making and reason writing and then work through an in depth, interactive workshop where the presenters will examine, dissect and reconstruct a decision in this unique, can’t-miss workshop.

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Issues covered include: 'Ultimate Consumer' test, heads of agreement, guarantees, assignment, special tenancy arragement, lease documents interpretation, breaches of lease, termination

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Facing family law issues in your school? We have a step by step guide to guide you. Dealing with child safety risks? We’re offering real world guidance from the legal, law enforcement and principal perspectives. Want all your questions answered? Our interactive panels are tailor made for you. And that’s just the start of what you’ll gain from this unique, can’t miss event.

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Issues covered include: capacity, unconscionable conduct, sexual issues, privacy, data security, convergence and seniors living

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Issues covered include: three way examination, inspections, defaults and penalties, case law

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Issues covered include: Trademarks, patents, parallel imports, protection of IP in China, policy register for IP Australia, patent remedies, patent drafting,

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Issues covered include: terrorism offences in Australia, prosecuting home grown terror plots, trends in terrorism, human exploitation

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Keep yourself updated on the psychology and the legal trends in psychological and psychiatric injury claims, including bystander PTSD claims. With claims on the rise, understanding both the medicine and the law is essential for all practitioners working in this area. Straddling the medical and legal worlds, this seminar offers a better understanding of how medical professions form their assessments and evaluate claims, and you will gain an update on the Work Accident and TAC claims.

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Issues covered include: third parties in family law disputes, problem solving, property settlements, family violence amendments, alternate dispute resolution

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Issues covered include: serving of notices in different types of probate proceedings, digital assets and the afterlife, probate litigation

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Issues covered include: Parents, legal disasters, Privacy law, mental and physical health of staff, misconduct, disability and discrimination obligations, race, sex and gender identity, children with physical and learning disabilities

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