10 Hours in One Day Commercial Practice
Calling all commercial lawyers! Have your pressing questions answered as you will examine insolvency, tax and trust updates and receive timely updates on shareholder agreements, data breaches, AML and credit law reforms. You will also hone your skills in business development strategies, sale and purchase considerations, contract and agreement drafting, negotiation and franchising disputes. Receive all of your CPD hours, all in one day while elevating your commercial practice. WEB233NZA26Z
Description
Attend and earn 10 CPD hours
Session 1
Recent Developments in Property, Tax, and Trusts
Chair: Chris Harker, Partner, Mayne Wetherell
7.30am to 8.30am Sustainability in Property Law
- Understanding the current sustainability framework in New Zealand as it relates to property
- Practical sustainability considerations in common property transactions
- Additional considerations (such as green finance) and tools (including NABERSNZ and Green Star)
Presented by Holly Hill, Partner, and Hannah McCay, Senior Solicitor, MinterEllisonRuddWatts
8.30am to 9.30am Tax Law Round-up
- Recent tax law update
- Common tax topics of interest
Presented by Greg James, Senior Partner - Tax Advisory, Findex
9.30am to 10.30am A Primer and Update on the Trusts Act 2019
- A run through the main parts of the new legislation
- An update on caselaw decided under the act and common law
- What to consider if you are asked to be a trustee
Presented by Carmel Walsh, Barrister, Bankside Chambers
10.30am to 10.45am Morning Break
Learning Objectives:
- Receive a key update on sustainability in property law
- Receive an important update on tax changes and their impact on commercial practice
- Consider developments and updates to the Trusts Act
Session 2
Update on Shareholder Agreements, Business Development, Sales and Franchises
Chair: Paul Dalkie, Barrister
10.45am to 11.30am Shareholder Agreements and Constitutions
Presented by Bret Gustafson, Barrister
11.30am to 12.15pm Buying and Selling a Business: From Preparation to Post Completion
- Confidentiality: importance of pre negotiation NDA
- Identify the assets: due diligence has an important role in this
- Identify the parties who do you actually need to contract with?
- Form of agreement: standard (ADLS) or bespoke
- Conditions and covenants: due diligence should guide you on what is needed:
- Completion of due diligence
- Property: lease?
- Employees
- Intellectual property
- Stock/WIP issues
- Finance: to complete and cashflow/capital requirements
- Supply/customer contract assignments/notations
- Licences and permits
- Price allocation: and GST issues
- Restraints of trade
- Combined business/property transaction issues
Presented by Patrick Learmonth, Partner, Stace Hammond Lawyers
12.15pm to 1.00pm Franchise Law Update
- Essential elements of a franchise agreement
- Franchise Association of New Zealand: Code of Practice and Code of Ethics
- Update on legislation affecting franchising in New Zealand: unfair contract terms and unconscionable conduct
- Recent cases in relation to restraint of trade
Presented by Stewart Germann, Principal, Stewart Germann Law Office
1.00pm to 1.45pm Business Development: Strategies for Success
Lawyers within law firms need to develop great client relationships to help them build their practices. One of the major hurdles in this is having the time available to be able to effectively do Business Development (BD) In this session, Ben Paul, the CEO of The BD Ladder, will run through some practical BD steps and advice to help you grow your practice without absorbing too much of your time. You will learn:
- How to do BD and LinkedIn, without it absorbing too much time
- How law firms can grow their revenue
- The BD playbook: the basic disciplined structure to doing BD in a law firm
Presented by Ben Paul, Director and Founder, The BD Ladder
Learning Objectives:
- Decipher complexities in shareholder agreements and constitutions
- Dissect sale of business transactions
- Learn about essential elements of franchising law updates
- Explore business strategies to excel your practice
Session 3
Spotlight on Privacy, AML, Credit and Insolvency
Chair: David Alizade, Partner, Jackson Russell
2.15pm to 3.15pm Privacy, Confidentiality and Data Protection/Breach
- Privacy – NZ’s privacy laws in a global context
- Confidentiality – why this is important
- ICT challenges to Data Protection
- Contractual Protections
- Cross Border Disclosures
- Remedies
- Liabilities
- Insurance
- Practical steps in a breach situation
Presented by Phil Taylor, Partner, and Tabs Rauf, Senior Associate, Tompkins Wake
3.15pm to 4.15pm AML/CFT Update
- Making your AML/CFT compliance work for you
- Common areas of non-compliance, including Russian sanctions, PEP checks, record keeping issues
- Crypto-issues and the Metaverse: can the AML/CFT regime cope?
- Best practice for law firms
- Recent DIA review, audit, and enforcement action
- SARs: key issues for lawyers
- Case law review
Presented by Charlotte Beale, Senior Associate, Russ + Associates
4.15pm to 4.30pm Afternoon Tea
4.30pm to 5.30pm Credit Enforcement Update
- Market update
- What to consider before you enforce
- Compromising debt – things to think about.
- Insolvency regimes – Practical considerations
- Selling secured property – Creditor duties
Presented by Ben Upton, Partner, Simpson Grierson
5.30pm to 6.30pm Insolvency Law Update: 10 Things to Have on Your Radar
- Ten things you need to know about insolvency
- Recoveries: top tips
Presented by Lynne Van, Partner, Anthony Harper
Learning Objectives:
- Gain valuable tips for privacy, cyber protection and resilience
- Receive guidance on the key AML compliance issues
- Receive a timely update on insolvency and recoveries
- Examine credit law updates, forms and issues in credit enforcement
Presenters
Chris Harker
Chris advises on tax law. He has advised on a number of significant transactions including mergers and acquisitions, restructures, Public Private Partnerships (PPPs), and financing arrangements. He has also acted for clients seeking binding rulings from Inland Revenue in respect of prospective transactions, and represented clients in respect of Inland Revenue investigations and disputes.
Holly Hill
A commercial property expert, Holly is based in MinterEllisonRuddWatts’ Wellington office. Holly works on a range of commercial property transactions and developments, including significant residential developments across New Zealand. She regularly advises public and private sector clients on the application of various social and affordable housing policies and initiatives. Holly also has a strong interest in commercial leasing matters, along with a wealth of experience acting on property acquisition and divestment projects. She advises on a number of public and private sector client’s, providing both long-term strategic and day-to-day advice on matters arising under their national property portfolios. Her expertise also extend to building compliance issues, property aspects of M&A transactions, and property finance transactions.
Hannah McCay
Hannah is a Senior Solicitor in MinterEllisonRuddWatts’ commercial property team, assisting clients with matters ranging from commercial leasing to large scale development projects. She graduated from the University of Otago with a Bachelor of Laws (Honours First Class).
Greg James
Greg has over 20 years of tax structuring and consulting experience, including 12 years providing advice to New Zealand businesses and 8 years practicing tax in China, Hong Kong and New York. Prior to joining Crowe Horwath, Greg held various senior positions with another large accounting firm. He prides himself on being able to communicate intricate tax law and regulations, into easy to understand and practical advice, continually adding value to his clients. Greg specialises in providing advice to: Private equity funds; Indirect taxes (GST and payroll tax); International groups; Entrepreneurs and Property developers and investors
Carmel Walsh
Carmel has over 25 years’ experience as a litigator in New Zealand, Hong Kong, and England. She was admitted as a barrister and solicitor in New Zealand in 1993; and a solicitor and solicitor advocate (Higher Courts Civil) in London in 2000/2001. She holds both a New Zealand and English practising certificate. Carmel is a former contributing author to Informa’s Reinsurance Practice and the Law, and a former secretary and editor of the Negligence and Damages committee of the International Bar Association. Since returning to New Zealand Carmel has specialised in property litigation, equity and trusts, estates litigation and relationship property, particularly where complex issues arise requiring expert forensic accounting evidence. Carmel sits on the board of the New Zealand Symphony Orchestra, NZTrio and the New Zealand Opera School.
Paul Dalkie
Paul Dalkie has practised as a barrister for more than 24 years in New Zealand and Australia. He appears in and has appeared in a wide range of civil and commercial cases and arbitrations. Prior to becoming a barrister he practised as a solicitor in Queensland for more than 8 years including at two global firms Blake Dawson Waldron (now Ashurst) and Cannan & Peterson, Sly & Weigall (now Norton Rose Fullbright). He has appeared and argued cases and conducted trials and appeals at all Court's levels, including the Privy Council. His practice has particular emphasis on contract disputes of all kinds, and corporate law, especially insolvency and shareholders and directors disputes. He is admitted to practice in New Zealand, Queensland and Victoria, and in the Federal Courts of Australia.
Bret Gustafson
Bret Gustafson has practised as a court lawyer for the last 27 years. He was a litigation partner at Kensington Swan from 2000 to 2009. In April 2009 he moved from practice as a barrister and solicitor to practice as a barrister sole and has chambers at Level 31 of the Vero Centre in Shortland Street Auckland. Bret has appeared as senior counsel in the Privy Council and in two Supreme Court cases, winning all three. In the last two years Bret has been instructed on 4 appeals to the Court of Appeal and has won 3 of those appeals. Bret regularly advises on commercial disputes including shareholder disputes, PPSA issues and banking and insolvency law. He appears regularly in mediations, arbitrations and in the High Court on injunction applications and trials.
Patrick Learmonth
Patrick Learmonth is a partner in the Auckland office of Stace Hammond Lawyers and specialises in advising business clients on a wide range of legal issues relevant to their businesses. He has over 30 years experience advising on corporate, commercial and trust matters with particular expertise in company law matters and company insolvency, mergers and acquisitions, restructuring and succession planning, joint ventures and shareholder agreements, trust law and trustees advice, intellectual property - licensing, copyright, trademarks and franchising, information technology - software development and licensing and websites and consumer and business competition protection laws - trade practices, fair trading and anti competitive behaviour in business markets, advertising standards, privacy laws and mediation of commercial and trustee disputes. Patrick acts for a wide range of business clients, local and international, particularly in the consumer product retail, wholesale and manufacturing sectors and the IT industry. Patrick is a member of the New Zealand Law Society Complaints Service Committees and also convener for the Franchise Association of New Zealand complaints committee. Prior to joining Stace Hammond Patrick was a partner for over 20 years at the Auckland office of national law firm, Kensington Swan.
Stewart Germann
Stewart Germann founded Stewart Germann Law Office (SGL) in 1993 as a boutique law firm at Auckland, New Zealand, specialising in franchising, licensing and business law. SGL is New Zealand’s longest established specialist franchising law firm and Stewart is included in the International Who's Who of Franchise Lawyers 2020. Stewart Germann has over 40 years’ experience in franchising law and acts for franchisors in New Zealand, Australia, USA and the UK. SGL also act for franchisees and provides legal advice. Stewart has spoken at franchising conferences in New Zealand, Australia, Italy, South Korea and USA and he was on the Board of the Supplier Forum of the International Franchise Association (“IFA”) for 6 years until March 2007. SGL clients include many of New Zealand’s best known national and international franchise brands and Stewart has extensive franchising contacts worldwide and locally. He is actively involved in international franchising and has written many articles which have been published overseas including in the International Journal of Franchising Law. Stewart is the only person in New Zealand to graduate Certified Franchise Executive (CFE) following an accreditation ceremony held at Australia’s National Franchise Convention and at the IFA in Orlando, Florida in 2020.
Ben Paul
Ben Paul is the founder of The BD Ladder, a BD and marketing consultancy specialising in providing practical advice to lawyers and professional services firms. He has over 20 years’ experience in providing sales and marketing advice. He has worked in BD roles in several professional services and law firms. Prior to establishing The BD Ladder, he was the BD & Marketing Director at one of NZ’s leading law firms and oversaw their successful rebranding to Dentons Kensington Swan. Ben provides regular BD coaching and skills sessions to his clients which help them to grow their practices. One of his key strengths is that he brings active change to the way things are done, so that his clients can achieve the results that they aspire to.
David Alizade
David Alizade is a business lawyer with 20 years' of experience in private practice and in-house. He advises his clients on corporate and commercial matters such as joint ventures, mergers and acquisitions, restructurings and commercial contracts. David works across a broad range of industries, and in particular he specialises in the areas of technology, telecommunications, manufacturing, infrastructure and intellectual property commercialisation. David has extensive international experience and before returning to New Zealand and joining Jackson Russell he was a partner in a UK law firm. David's clients include multi-national companies, family businesses and high-growth companies. His clients like his clear, business focused approach. David graduated with a masters degree in law (honours) from Cambridge University. He is admitted as a solicitor in New Zealand and the UK, and is a Fellow of Governance New Zealand.
Phil Taylor
Phil is a corporate and commercial lawyer with more than 20 years’ experience. Phil provides clear, knowledgeable, and strategic advice to clients, specialising in mergers and acquisitions and complex corporate transactions. He has a high level of commercial and strategic acumen and constantly seeks innovative ways to deliver value to his clients. Phil’s experience gives him an international perspective and he works with start-ups and growing businesses to get them investment ready and take New Zealand innovation to the world. Phil joined Tompkins Wake as a partner in 2006, he has international experience working for Australian law firm Gilbert + Tobin, and with Fonterra where he participated in international dealings on a daily basis including the establishment of a $250m joint venture in China. Phil has been noted as a recommended lawyer in The Legal 500 for Asia Pacific.
Tabs Rauf
Tabs is a commercial lawyer with expertise and specific interest in emerging technology, energy projects and regulatory matters, specialising in the energy and technology sectors. Tabs advises clients on matters ranging from international master services agreements, contracts for electricity, gas, solar, infrastructure, electricity meter services, Software as a Service, shareholders arrangements, commercialisation of technology projects, advice on privacy, data protection, acquisitions and start-ups. Her broad corporate and commercial experience, including valuable perspective she gained working within commercial organisations, means she is an effective advisor to businesses
Ben Upton
Ben is a partner and specialist litigator in the banking and finance department at Simpson Grierson. He has extensive experience in complex commercial, banking, and insolvency disputes. Ben advises on all aspects of banking, finance, and insolvency law. He regularly appears as counsel in the New Zealand courts at all levels. He has acted as counsel in numerous mediations, arbitrations, and adjudications. Ben has a particular interest in credit law and lender conduct and has acted for a number of financial institutions in important cases in this area, to include GE Capital in GE Custodians v Bartle (NZSC), Westpac Bank in Westpac v Gardiner (NZCA) and more recently for ASB in Mills v ASB (NZHC). He presented on the same topic last year and will aim to provide comment on what has happened since then and insight into what 2021 and beyond may bring.
Lynne Van
Lynne’s areas of expertise include insolvency, property, securities enforcement and realisation, and recoveries. She has appeared in the Court of Appeal, High Court, District Court and the Maori Land Court on a range of commercial matters, including enforcement of construction bonds. She regularly advises liquidators, receivers and private clients on a range of complex insolvency related matters including restructuring, breach of directors’ duties claims, voidable transactions and other preference claims. She has substantial experience assisting parties with obtaining urgent relief (where appropriate) and has obtained orders for interim liquidations, injunctions and freezing orders.
Charlotte Beale
Charlotte Beale is a senior associate at Russ + Associates. Charlotte is a barrister and solicitor of the High Court of New Zealand, where she was admitted in 2009. Charlotte is a senior tax, trusts and AML/CFT practitioner who has been working with the AML/CFT regime since before the passage of the AML/CFT Act into law, contributing to papers on the topic, and serving on an internal AML/CFT committee. Charlotte advises reporting entities on all aspects of AML/CFT law and compliance and conducts independent AML/CFT audits.