03 Practice Area
Company Law
Incorporation, compliance, and the disputes that arise inside a company rather than outside it.
Most company law problems are not dramatic. They are a register that was never updated, a board resolution passed without the notice the articles required, a shareholder who has been quietly excluded from decisions for two years, or a filing that lapsed and has since attracted a penalty larger than the fee that would have prevented it.
We advise on incorporation and structuring, ongoing compliance under the Companies Act, board and shareholder governance, and the drafting of articles and shareholder arrangements that hold when relationships fail. On the contentious side we appear in proceedings before the National Company Law Tribunal, including oppression and mismanagement petitions and disputes between shareholders and directors.
We also advise directors personally. Directors carry duties and exposure that are frequently discovered only when something has already gone wrong, and an hour spent on that question early is worth a great deal later.
Common questions
Questions we are asked
We are two founders starting out. What should we put in place first?
A shareholders’ agreement, before there is anything to argue about. It should deal with what happens if one of you leaves, how shares vest, who decides what, and how a deadlock is broken. Founders who record this in month one almost never litigate; founders who postpone it frequently do.
A shareholder is being excluded from the running of the company. Is there a remedy?
Yes. Conduct that is oppressive to a shareholder, or prejudicial to the company’s interests, can be challenged before the National Company Law Tribunal, and the Tribunal has wide powers to set matters right. The strength of such a petition depends heavily on the contemporaneous record, so preserve the notices, minutes and correspondence.
We have missed statutory filings. How serious is that?
Serious but usually retrievable. Late filings attract additional fees and, if left long enough, can expose directors to disqualification. The position is almost always better if you regularise it voluntarily than if the Registrar raises it first — so bring it to us rather than waiting.
Speak to us
Tell us what has happened.
The first conversation costs you nothing but the time it takes. Message the chambers on WhatsApp and we will tell you plainly whether you have a matter worth pursuing, and what it will realistically take.