Business Law and Corporate Law

Every franchisor presents its system in the best light, and the strong ones have good reason to. The task for a prospective franchisee is to use financial due diligence and not to second-guess that optimism but to translate it into numbers that reflect your situation, your site and your appetite for risk. A franchise that holds together on conservative numbers is one worth committing to; a franchise that works only on optimistic ones is not, however appealing the brand.

Good due diligence does not begin with the disclosure document, even though that is where most prospective franchisees expect to start. The disclosure document is a legal entitlement and the most detailed source the franchisor provides, but you do not receive it until discussions are well advanced. There is public information you can gather well before it arrives, and the picture is only complete once you have spoken to people already in the network.

For most people who buy one, buying a franchise in Australia is among the largest financial commitments they will ever make. It is also a decision usually reached with enthusiasm already formed: by the time a prospective franchisee begins serious evaluation, they have generally decided the opportunity is attractive. Careful evaluation is not there to displace that enthusiasm but to test it, so that the commitment is one you have examined rather than assumed.

From 1 July 2027, Director Identification Numbers will become mandatory for all director-related reporting in Australia, fundamentally changing how companies manage appointments...

The Federal Court's landmark decision in ASIC v Star Entertainment Group reveals critical governance failures that occurred well before matters reached the boardroom, with profound implications for general counsel, company secretaries, and in-house legal teams. This analysis examines how information flow breakdowns, inadequate risk escalation, and the blurring of legal and operational responsibilities created personal liability exposure for senior legal officers.

ASIC v Bekier & Ors clarifies how governance accountability is likely to be assessed, with courts and regulators focusing on whether governance systems ensure material risks reach the board in time for meaningful oversight rather than individual actions or decisions.

The Full Federal Court's decision in Crowley v Worley Limited marks a pivotal shift in Australian securities class action law by endorsing market-based causation and lowering evidentiary thresholds for proving shareholder loss. This landmark ruling, combined with the earlier Brambles decision, fundamentally alters the risk landscape for ASX-listed companies and their insurers.

Managing third party confidentiality obligations is a critical issue for vendors in conducting a sale process. There can be severe potential consequences for non-compliance.

Where objections are lodged against a proposed compulsory acquisition under Chapter 6A of the Corporations Act, the residual holders can prevent the compulsory acquisition proceeding...

HSF Kramer alumnus Tom Bowes reflects on a career shaped by power and infrastructure, life in Japan and the importance of building lasting relationships and giving back.

The ACCC’s FAQ guidance released on 22 June 2026 sets out its expectations for the disclosure by private equity funds in applying for notification waivers under the new mandatory notification merger regime.

Carroll & O'Dea's Business Lawyers Group provides comprehensive legal services for commercial, private and not-for-profit clients across Australia and internationally.