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Can you Mislead or Deceive Someone if You Have Honestly Relied on Your Lawyers Advice? A Case Study on ASIC v Retail Employees Superannuation Pty Ltd

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Can you Mislead or Deceive Someone if You Have Honestly Relied on Your Lawyers Advice? A Case Study on ASIC v Retail Employees Superannuation Pty Ltd

The Federal Court of Australia’s judgment in ASIC v Retail Employees Superannuation Pty Ltd highlights that if a corporation honestly relies on advice from their lawyers that may provide reasonable grounds to defend the making of a representation that concerns the present state of affairs.

The Federal Court found that representations made by Retail Employees Superannuation Pty Ltd (REST) regarding their rules and practice were opinions expressed as to the law based on reasonable grounds due to reliance on advice received from their lawyers and other trusted sources. Therefore, the representations made could not amount to misleading or deceptive conduct.

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The Importance of Clear and Formal Documentation by Companies: Lessons from Aurora Australasia Pty Ltd v Hunt Prosperity Pty Ltd

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The Importance of Clear and Formal Documentation by Companies: Lessons from Aurora Australasia Pty Ltd v Hunt Prosperity Pty Ltd

A company director’s request to redeem money from a unit trust has been rejected by the Court. The New South Wales Supreme Court ruling emphasises the need for clear documentation of intended transactions within a company structure.

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When Restructuring Goes Wrong: Lessons from Connelly (liquidator) v Papadopoulos

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When Restructuring Goes Wrong: Lessons from Connelly (liquidator) v Papadopoulos

The Federal Court decision of Connelly v Papadopoulos re TSK Pty Ltd (in liq) highlights some of the implications for professional advisers. directors and officers involved in restructuring of companies and the risks encountered when engaging in restructuring that may be later viewed as asset stripping schemes under the creditor defeating dispositions provisions in the Corporations Act. 

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Part 1: tax consolidation for SMEs series: pros and cons of forming a consolidated group?

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Part 1: tax consolidation for SMEs series: pros and cons of forming a consolidated group?

This is the first article in a series that aims to demystify the application of the tax consolidation rules in Part 3-90 of the Income Tax Assessment Act 1997 for private groups and small and medium enterprises (SMEs).

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TR 2022/3: personal services income: key changes from draft ruling TR 2021/D2

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TR 2022/3: personal services income: key changes from draft ruling TR 2021/D2

On 23 November 2022, the Australian Tax Office (ATO) released Taxation Ruling TR 2022/3, finalising its views on personal services income (PSI) and personal services businesses (PSB).

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Draft Taxation Ruling 2022/D1: Do people still listen to disco music?

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Draft Taxation Ruling 2022/D1: Do people still listen to disco music?

After our semi-serious opening statement on the Australian Taxation Office’s (ATO) recently released guidance on section 100A and unpaid present entitlements, this is one of a series of deep-dive articles on that guidance. These articles look at each of the ATO guidance products separately and then we discuss what the overall impact may be.

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McCarthy: sale of two-lot development taxed as ordinary income

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McCarthy: sale of two-lot development taxed as ordinary income

A recent Administrative Appeals Tribunal (AAT) decision re-emphasizes that taxpayers who purchase, subdivide, and sell land within a short timeframe may have entered into an isolated profit-making transaction, with any gains assessed on revenue account.

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“Stamping” Of Trust Deeds In Victoria

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“Stamping” Of Trust Deeds In Victoria

While the application of land transfer (stamp) duty is reasonably straight forward for land transfers such as a purchase of property under a contract of sale, the application of duty in relation to declarations of trust can be complicated.

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Are you conducting a business in partnership? Make sure you can substantiate your commercial arrangement.

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Are you conducting a business in partnership? Make sure you can substantiate your commercial arrangement.

The recent Administrative Appeals Tribunal (AAT) decision of Holman v FCT highlights once again the importance of documentation and maintaining objective factual evidence to discharge the statutory burden of proof when disputing an assessment.

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Transfers to Bare Trusts: Court of Appeal Provides Clarity on Duty Exemption

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Transfers to Bare Trusts: Court of Appeal Provides Clarity on Duty Exemption

The Court of Appeal handed down its decision in MD Commercial Pty Ltd v Commissioner of State Revenue [2019] VSCA 295 in late 2019. The decision has provided further clarity on the application of section 35 of the Duties Act 2000 (Vic) which provides an exemption from duty for transfers to bare trusts.

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Business restructuring and share buy-backs

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Business restructuring and share buy-backs

When a shareholder in a company wishes to leave, and the remaining shareholders are happy for this to occur, basically there are two ways the separation can occur:

·       The remaining shareholders can purchase the shares from the departing shareholder; or

·       The company can buy back its shares.

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No Discount Capital Gain On The Sale Of Shares - Paule V FCT, Hart v FCT [2019] FCA394

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No Discount Capital Gain On The Sale Of Shares - Paule V FCT, Hart v FCT [2019] FCA394

The Federal Court has ruled, in a decision that the Court itself described as an “unpalatable result”, that the capital gains tax (CGT) discount did not apply to the sale of shares held by a trust.

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Payroll tax cuts in regional Victoria

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Payroll tax cuts in regional Victoria

Thousands of businesses across regional Victoria have already taken advantage of the Victorian Government’s regional payroll tax cuts, which have saved businesses more than $31 million in the first financial year it was introduced.

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Payroll Tax Assessments For Subcontractors Providing RACV Emergency Roadside Services Set Aside By The Victorian Supreme Court

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Payroll Tax Assessments For Subcontractors Providing RACV Emergency Roadside Services Set Aside By The Victorian Supreme Court

In Nationwide Towing & Transport Pty Ltd v Commissioner of State Revenue (No 2) [2018] VSC 609, the Victorian Supreme Court has handed down another decision* against the Victorian State Revenue Office by setting aside payroll tax assessments issued in relation to payments to subcontractors.

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Victorian Supreme Court strikes a blow to payroll tax clampdown against the healthcare industry: The Optical Superstore Case

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Victorian Supreme Court strikes a blow to payroll tax clampdown against the healthcare industry: The Optical Superstore Case

Lately, revenue authorities have focused heavily on investigating medical, dental, optometry and other allied health clinics.

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Corporate Reconstruction and Consolidation Relief from duty – the Victorian provisions and requirements to make an application

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Corporate Reconstruction and Consolidation Relief from duty – the Victorian provisions and requirements to make an application

Under the Duties Act 2000 (Vic) (Act) there are corporate reconstruction and consolidation relief provisions that provide for an exemption for the direct or indirect transfer of dutiable property (including landholder acquisitions).

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Changes in the wind: increased tightening of taxpayers’ eligibility to CGT small business concessions

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Changes in the wind: increased tightening of taxpayers’ eligibility to CGT small business concessions

The application of the small business capital gains tax (CGT) concessions in Division 152 of the Income Tax Assessment Act 1997 (CGT Concessions) is an area of interest for the Australian Taxation Office (ATO).

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Sladen Snippet - Illegal Phoenix Activity – Modernising Business Registers and the new Phoenix Hotline

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Sladen Snippet - Illegal Phoenix Activity – Modernising Business Registers and the new Phoenix Hotline

On 9 May 2018 we reported to you new initiatives regarding proposed laws targeting illegal phoenix activity (https://sladen.com.au/news/2018/5/9/sladen-snippet-proposed-laws-targeting-illegal-phoenix-activity) announced by the Federal Government in the 2018/2019 Budget.  Consistent with the proposed measures announced under the budget, the Federal Government has now: