Property Joint Venture and Development Agreements Intensive

Don’t let your client’s joint venture development agreement go bust! Get ready to enhance your negotiation skills when drafting effective agreements and understand the implied duty of cooperation as outlined in case law. Discover essential strategies for managing disputes and know how to get yourself and your client out of a deadlock. Ensure you’re equipped to navigate whatever challenges that may arise and ensure that your client’s next partnership runs smoothly. 

Thursday, 20 June 2024

Attend and earn 3 CPD units in Substantive Law
This program is based on VIC legislation

3.00pm to 4.00pm Implied Duties in Joint Venture and Development Agreements

Examine case law and principles which establish that parties to contracts - including joint venture and development agreements - owe one another a duty to cooperate in addition to their fiduciary duties.

Presented by Cameron Charnley, Barrister, Svenson

4.00pm to 4.15pm Afternoon Break
4.15pm to 5.15pm Managing Disputes and Breaking a Deadlock
  • Establishing the nature of a joint venture
  • Existence and enforcement of fiduciary duties
  • Termination: rescission of the contract, by agreement or common law
  • Termination: pursuant to contractual dispute resolution process
  • Russian Roulette and Texas Shootout
  • Drag-along rights, pre-emptive rights, termination rights
  • Assessing equitable compensation
  • Oppression and winding up
  • Co-owned land:
    • VCAT
    • Property Law Act 1958

Presented by Ralph Greenberger, Barrister and Mediator, Patterson’s List Barristers 


Gia Cari, Partner, Arnold Bloch Leibler

2.00pm to 3.00pm Negotiating Effective Agreements: Tips, Tricks and Common Traps when Dealing with Development Agreements
  • Joint Ventures, Development Agreements, Management Agreements:
    • What is the difference? What is most appropriate? What determines the best structure?
  • Tax issues to consider
    • Windfall gains tax, stamp duty, capital gains tax v income tax and the concept of a mere realisation, FIRB approval
  • Economic entitlement
    • How is it calculated?
    • What can one charge for services such as: development fee, management fee, finance fee, guarantee fee, marketing fee
  • The parties and their commercial drivers:
    • The developer and the landowner
  • The parties and their risk appetite:
    • Development risk, finance risk: limited recourse lending, construction risk, market risk, quality of the built lots, occupational health and safety, disagreement between the parties, doing side deals in other jurisdictions
  • What the cases say

Presented by Michael Lanyon, Partner, Colin Biggers & Paisley Lawyers


Gia Cari, Partner, Arnold Bloch Leibler
Gia Cari is a partner in Arnold Bloch Leibler’s property & development group. She provides a broad range of advice to private, corporate and institutional clients. Gia advises on acquisitions, disposals, developments, real estate finance and leasing transactions. Gia is a strong property generalist and regularly acts for private and institutional investors in relation to various property types, including commercial, retail, industrial and mixed-use property and has specialist experience in advising on complex title issues and land subdivisions. She joined Arnold Bloch Leibler in 2008 and was appointed as a partner effective July 2019. She graduated with a Bachelor of Creative Arts and a Bachelor of Laws from the University of Melbourne. She is ranked by Chambers Asia Pacific, Legal 500 Asia Pacific and Doyle’s Guide Australia in the area of property and real estate law, and Best Lawyers® International in the area of leasing law.

Mr. Ralph Greenberger, Barrister and Mediator, Patterson’s List Barristers
Mr Greenberger practises widely in all aspects of commercial litigation, trusts, corporations, securities, joint ventures, insolvency, property law, leases, probate and TFM litigation. Mr Greenberger has had extensive experience in injunctions and freezing orders. Mr Greenberger appears in the Supreme Court, Federal Courts, County Court, VCAT and in commercial arbitrations. Mr Greenberger is a Nationally Accredited Mediator under the Australian National Mediator Accreditation System. He trained with The Accord Group, and obtained a Certificate of Commercial Mediation. Mr Greenberger regularly acts as a mediator in relation to a diverse range of commercial and estate disputes. Mr Greenberger has presented seminars on legal developments in the areas of Heads of Agreement, Mediation Practice and Performance, Misleading and Deceptive Conduct in the Sale of Land, Trust Distributions. Website:

Mr. Michael Lanyon, Partner, Colin Biggers & Paisley Lawyers
In 2021, Michael became a partner and member of Colin Biggers & Paisleys property and development team following the merger with Logie-Smith Lanyon Lawyers. Michael has decades of experience and runs a broad practice with a principal focus on property development. He acts for major corporate property developers and builders in relation to commercial, residential and industrial properties, hotels and serviced apartments, and shopping centres. Michael advises on property development, building and construction contracts, major infrastructure projects including key freight projects such as the inland ports in Victoria, the Building Act, planning issues, land management agreements, commercial leases, and stamp duty. His expertise includes property joint ventures, economic entitlement issues, windfall gains tax, and he acts for developers in finance transactions. He also acts for and assists clients with dispute resolution and litigation. Clients appreciate his calm demeanour, as well as his ability to think laterally and to distil complex legal terminology into plain English. Michael has travelled widely in China over the last 15 years, developing a substantial client base there acting for clients in property developments and business matters. He is currently the honorary secretary for the Chinese Museum in Melbourne's Chinatown and is acting for the Shaolin Temple in relation to construction of a new temple in Australia.

Mr. Cameron Charnley, Barrister, Svenson
Cameron practises in a broad range of corporate and commercial law, including contract law, insolvency, real property, consumer law, equity and trusts, and wills and probate. He accepts briefs to advise and to appear in all Victorian and federal jurisdictions and is also admitted in New Zealand. Cameron signed the Bar Roll in April 2015 and read with Christopher Archibald KC. Before coming to the Bar, Cameron was an associate to his Honour Judge Cosgrave in the Commercial Division of the County Court of Victoria. In that role, Cameron gained experience in commercial litigation across a number of practice areas and assisted with legal research. Prior to that time, Cameron worked as a consultant at PricewaterhouseCoopers where he advised Australian and foreign large business clients on a range of domestic and foreign income tax issues, including Top 100 ASX listed companies in most industry sectors. Cameron studied at the University of Melbourne and holds a Bachelor of Laws with Honours, and a Bachelor of Arts with a major in Chinese Mandarin. He is also self-taught in Korean. As a result of his language studies, Cameron possesses basic conversational skills in both Korean and Mandarin as well as a strong awareness of the respective cultures. Cameron is a reporter for the Victorian Reports. He has also published articles and given papers on various developments in corporate and commercial law. Cameron provides commentary and summaries on recent, topical commercial cases and publishes these on his website, Cameron is a member of the Australian Bar Association and the Commercial Bar Association of Victoria and sat on the Victorian Bar’s ADR Committee for 5 years.


Property Joint Venture and Development Agreements Intensive


Single Session
Thursday, 20 June 2024
2.00pm to 5.15pm Australia/Sydney
CPD Points 3
Online 20240524 20240620


On Demand 20240524 20240620

Post Seminar Recording