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Expertise
Industry Focus

Compliance and corporate governance

Overview

The Hall & Wilcox Corporate & Commercial team make it our business to know what's happening in your industry as well as ours. We understand this regulatory environment and can advise you on how to meet your compliance burdens and observe best practice corporate governance protocols.

We advise on all compliance and corporate governance issues, including:

  • directors’ and officers’ duties and liabilities;
  • shareholder rights, participation and communication;
  • executive and directors’ remuneration and compensation;
  • compliance with the Corporations Act and ASX disclosure requirements;
  • ASIC and ASX investigations;
  • Board and Audit Committee composition;
  • auditors’ responsibilities and independence;
  • financial reporting and continuous disclosure requirements;
  • conflicts of interest management;
  • employee incentive plans and programs;
  • meeting protocols and procedures;
  • insider trading controls;
  • anti-money laundering;
  • international financial reporting standards and disclosure requirements; and
  • risk management.

Experience

Members of our team have been involved in a number of compliance & corporate governance matters, which include:

  • advising a range of ASX listed companies (including APN Property Group, Admiralty Resources, Cytopia Limited (formerly ASX listed) and others) on their continuous disclosure obligations under ASX Listing Rule 3.1, including the exceptions to that Listing Rule;  
  • advising ASX listed companies on the application of ASX Listing Rule 7.1 (in regard to share issues requiring shareholder approval) and section 708A of the Corporations Act (resales of securities) to various proposed transactions;  
  • preparing or reviewing notices of meeting and information memoranda for compliance with the ASX Listing Rules and the Corporations Act;  
  • applying to the Australian Securities and Investments Commission for relief from various provisions of the Corporations Act, including Chapter 6D (fundraising), Chapter 6 (takeovers) and Chapter 2M (financial reports and audit);  
  • advising on and preparing and lodging the relevant documentation for transactions involving share capital reductions and buy-backs under Part 2J.1 of the Corporations Act, the giving of financial assistance under Part 2J.3 of the Corporations Act and related party transactions under Chapter 2E of the Corporations Act;  
  • advising on the duties of directors in the context of transactions between the company and related parties; and  
  • advising Ascend Group Limited on readiness for listing on National Stock Exchange; managing the listing process and and drafting the application for listing and supporting documentation. Following listing, obtaining approval/waiver from the NSX to enable Ascend Group Limited to issue securities during a prohibited period.
 

 

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 Key Contact

 
Deborah Chew
Partner
+61 3 9603 3550
Email