Say goodbye to your everyday struggles and unlock a world of possibilities with our shareholder agreements intensive. Acquire essential insights into skilled drafting, valuation methodologies, exit mechanism implications, and succession strategies for shareholders. Explore the intricacies of dispute resolution within shareholder agreements and utilise the experts experience to form iron-clad agreements for your clients.
Fiona Hansen, Head of Valuations Advisory, FTI Consulting Australia
- Who is the client?
- Designing shareholder agreements: Common pitfalls
- Governance, control, and finance in shareholder agreements
- Entry and exit strategies: Tips and traps
Presented by Thomas Kim, Partner and Josh Hanegbi, Solicitor, HWL Ebsworth Lawyers
- Drafting of valuation clauses in shareholder agreements
- Interrelationship of valuation clauses with other parts of a shareholders agreement
- Valuation methodologies commonly applied
- Obtaining a commercial outcome for shareholder entry or exit in accordance with shareholder agreements
Presented by Dan Taylor, Partner, Prime Financial Group: Fellow, Chartered Accountants Australia & New Zealand, Certified CA Business Valuations Specialist
- What constitutes oppressive conduct?
- Who has standing to bring an oppression proceeding?
- How can those proceedings be brought?
- What members’ remedies are available?
- Derivative actions
Presented by Tara Privitelli, Special Counsel, King & Collins and Michelle Khor, Senior Associate, King & Collins
Focus on the legal and practical issues which legal advisors and their clients should consider when addressing the topic of business succession planning for private businesses:
- The value of an effective and well drafted buy/sell agreement for multi-owner businesses
- Key terms of a buy/sell agreement
- Funding issues and structuring insurance arrangements
- Issues with superannuation policy ownership
- Tax implications arising from buy/sell arrangements
- Other stakeholder agreements (such as shareholder agreements, partnership agreements and unitholder agreements)
- Employment / management succession plans
- Intergenerational family succession planning
Presented by Amanda Comelli, Partner, Brown Wright Stein Lawyers
Attend and earn 4 CPD units including:
3 units in Substantive Law
1 unit in Professional Skills
This program is applicable to practitioners from all States & Territories
Presenters
Ms. Tara Privitelli, Special Counsel, King & Collins
Tara is a commercial litigator known for her approachability, her direct and clear communication style, and her solution-oriented and practical approach to disputes. She has broad experience in personal and corporate insolvency matters, banking and finance litigation, loan recovery and security enforcement, leasing disputes, shareholder oppression disputes, class actions, ASIC investigations and family wealth disputes and general commercial disputes. Tara’s approach in many instances results in the early resolution of matters prior to litigation becoming necessary. Tara has represented clients in proceedings before the Federal Court of Australia, State Supreme Courts and at the district and local courts, at both trial and appellate levels.
Ms. Michelle Khor, Senior Associate, King & Collins
Michelle is a commercial litigation lawyer known for her confident and pragmatic approach in dealing with a wide variety of disputes. She has experience in corporate dispute matters, contentious insolvencies, and regulatory disputes. She advises clients in numerous sectors including technology start-ups, medical supplies and services, mining, sports, gaming, and primary production. She has experience advising insolvency practitioners, private and public companies, and their directors. Michelle joined King & Collins in 2022, having practiced most recently at Cornwalls in their Litigation & Dispute Resolution and Restructuring, Insolvency & Turnaround teams. She has previously completed a clerkship in Beijing and is fluent in Mandarin and an advanced level speaker of Cantonese. Michelle also completed the N2 level of the Japanese Language Proficiency Test. Michelle is a Communications Sub-committee Member at Women in Insolvency and Restructuring Victoria, and is studying the ARITA Advanced Certification in Insolvency. She was a finalist in the 2021 and 2022 Lawyers Weekly 30 Under 30 Awards. Michelle graduated from Monash University with a Bachelor of Arts and a Bachelor of Laws. She is known for the zeal and candour with which she engages with her clients’ matters.
Mr. Dan Taylor, Partner, Prime Financial Group
Dan has over 20 years of advisory experience in areas of mergers & acquisitions, performance improvement, strategy, valuation, and corporate restructuring, through working in corporate advisory roles for major accounting firms and boutique practices in Sydney & Adelaide. His key sectors of expertise are infrastructure, financial services, industrial products, and construction. Dan has undertaken numerous engagements in these and other sectors involving business acquisitions, sales & divestments, due diligence, business valuation (for transactional, tax and financial purposes), expert witness reports, independent expert reports, strategic board / management analysis, operational & financial performance improvement as well as sitting on advisory boards of significant Australasian businesses. In the past, he has consulted and provided advice to a diverse range of businesses including Virgin Australia, Metcash, Incitec Pivot, BUPA Australia, NIB, Gloria Jeans, AMP Capital, IFM Investors, UniSuper, SA Government, Commonwealth Government, Sydney Airport, FlexiGroup, Schefenacker, Hills Industries, Sumitomo, Broadspectrum (previously Transfield Services), Flight Centre, Seven West Media, Pacific Magazines, Chubb Security, Salmat, SportsBet Australia and many other private entities in Australia and Asia. He has completed a Bachelor of Commerce and is a Fellow at the Institute of Chartered Accountants Australia and Financial Services Institute Australia as well as a certified CA Business Valuation Specialist.
Mr. Josh Hanegbi, Solicitor, HWL Ebsworth Lawyers
Josh works under the mentorship of Thomas Kim and Sam Dwyer in the HWLE Melbourne Corporate team. Over the past 2.5 years, Josh's practice has spanned the areas of private M&A, fundraising, equity capital markets, corporate restructures and corporate governance. He also has experience with shareholder disputes, including shareholder oppression and business valuation matters.
Mr. Thomas Kim, Partner, HWL Ebsworth Lawyers
Thomas specialises in corporate and commercial law, mainly in the areas of equity capital markets, mergers and acquisitions, public company takeovers, corporate restructures, private equity and venture capital transactions, corporate governance, foreign investment and international business advisory (in particular, Korea, China, Malaysia and the US). Thomas also advises on matters and transactions in the Energy, Resources and Infrastructure sectors. Thomas has also been involved in the formation of several managed investment schemes (unregistered/wholesale schemes and registered schemes) including property trusts, mortgage schemes and agribusiness funds. Thomas advises on, and prepares product disclosure statements and private offer information memoranda (including the preparation of underlying transaction documents) in respect of managed fund products and advises on compliance with ASIC, ASX and Corporations Act requirements.
Ms. Fiona Hansen, Head of Valuations Advisory, FTI Consulting Australia
Fiona is a Senior Managing Director and leads FTI Consulting’s Valuation Advisory practice in Australia. She has over 28 years' experience in corporate finance and business valuations having held senior roles in the Big 4 accounting firms working in Australia, Europe and South Africa. Fiona specialises in valuations of businesses, intangible assets, equity and debt instruments, executive options, impairment testing and independent experts reports. She has prepared numerous valuation reports for a range of purposes, including mergers and acquisitions, accounting, taxation, stamp duty, Corporations Act and ASX requirements. Fiona’s valuation reports comply with the relevant standards or professional requirements. They are succinct, easy to read and give clients confidence in the final outcome. Fiona has also undertaken numerous corporate finance assignments involving mergers and acquisitions, divestments and financial due diligence.
Ms. Amanda Comelli, Partner, Brown Wright Stein Lawyers
Amanda is a Law Society of NSW Accredited Specialist in Business Law and currently sits on the Law Society's Specialist Accreditation Advisory Committee for Business Law. With more than 10 years' experience as a business lawyer, Amanda provides commercial and corporate law, tax law and estate planning advice to businesses and business owners. Amanda likes to keep her practice broad, to provide her clients with well-rounded and practical legal advice. Amanda has acted for a range of clients including both private and public companies, accountants, financial planners, retailers, business owners, manufacturers, individuals (including high net worth individuals) and not-for-profit organisations. She is also a founder of the Women in Tax Discussion Group, which is hosted monthly by Brown Wright Stein, as a forum for female tax professionals to meet and discuss recent key changes in tax law in a relaxed and supportive environment. Outside of work, Amanda enjoys travel, fitness, and spending time with her family. She has also represented Australia in several international karate tournaments!