O'Dor Lawyers, Level 5, 180 Albert Road, South Melbourne (2026)

23/03/2022

Signed, Sealed and Delivered - Electronic Signing of Documents

Recent amendments to the Corporations Act 2001 (Act) now allow for companies to use technology to sign company documents (including deeds) and sign meetings-related documents in a ‘technology neutral manner’.

Historically, the common law embedded three requirements to creating a deed, in particular that it:
1. must be written on paper, parchment or vellum;
2. must be sealed – by a wax, wafer seal or rubber stamp; and
3. must be delivered.

When executing deeds for a company, they are now no longer needed to be 'witnessed' or 'delivered' to be valid, hence ensuring that document ex*****on will not fail due to non-compliance with mere formalities.

Where a company has 2 directors (or a director and company secretary), the company may execute a document by one director signing a physical form of the document by hand, together with another director signing an electronic form of the document by electronic means. However, both will still need to sign to get the benefit of the assumptions under section 129 of the Act.

This also means that corporate documents lodged under the Act can now be signed and executed electronically.

The amendments also allow an individual with express or implied authority (such as agents) to make, vary, ratify or discharge contracts and execute documents (including deeds), without having to be appointed by a deed. Importantly, where an agent has executed a deed on behalf of a company, parties will be able to rely on the assumptions set out in section 129(3) of the Act.

Meetings can also now be held in a hybrid format, however wholly virtual meetings can only be held if it is expressly permitted to do so under a company’s constitution.

The changes are certainly welcoming for company officers as it will reduce the regulatory burdens involved as traditional means of holding meetings physically, sending documents in hard copy and executing documents physically in wet-ink no longer need to be adhered to.

For more information about the update to the Corporations Act and technology neutral laws, please feel free to contact us for a free quote or consultation: (03) 9005 0829 or [email protected]

*****on

30/09/2021

Trademark Registration - Are you looking to protect your brand or logo for your business?

A trademark is a word, symbol, logo or phrase that identifies a business, its services or its products. It is what defines a business from others and forms part of a business's intellectual property (IP).

A business name, company registration or domain name does not automatically allow you to use that name as a trademark. Only a registered trademark can give you a proprietary right to exclusive use, license and sell the business name.

This means no one else in Australia (or overseas) can commercially use your trademark for the same goods or services you have it registered for. It takes legal precedence over both a business names, company registration or domain names (regardless of when they were registered).

If you don’t register a trademark, another trader could register your business name as a trademark for their goods or services, thereby preventing you from using it. Once registered, the trademark is protected in all Australian states and territories for an initial period of 10 years.

Our service includes a fixed fee for the professional services connected to the advice, preparation and lodgement of a trademark application with IP Australia. We also regularly advise businesses in relation to passing off and misleading and deceptive conduct claims that arise from both registered and unregistered marks.

Some of the other services that we provide include trademark searches (for other competing trademarks), licensing, opposition and assignment of trademarks, together with taking enforcement action and defending matters from competing trademark owners. We can even assist you in overcoming examination objections from IP Australia to secure trademark registration in Australia (and overseas).

Contact us for a free quote or consultation: (03) 9005 0829 or [email protected]

29/05/2021

Independent Contractor v Employee: Deliveroo Rider Classified as an Employee

In the recent decision of Diego Franco v Deliveroo Australia Pty Ltd [2021] FWC 2818, the Fair Work Commission (FWC) found that a Deliveroo rider was an employee of Deliveroo and protected from unfair dismissal despite the ability of the worker being able to work for competitors, the terms of the written contract providing for an independent contractor relationship & the ability for the rider to subcontract.

The FWC based the decision on a number of factors, including the ‘Degree of Control’ - Deliveroo directed the worker to undertake work at particular times, to make himself regularly available for work and to not cancel booked engagements.

A secondary consideration was ‘Presentation’ - the worker was encouraged to wear a uniform and, in this way, was encouraged to present himself to the world as part of Deliveroo and its business.

Other factors included the method of remuneration, taxation obligations, paid leave & goodwill created by the parties.

Having found that the worker was an employee, the FWC found his dismissal to be unjust, unreasonable & unnecessarily harsh. The FWC ordered the worker be reinstated, the continuity of his service be recognised and Deliveroo pay the worker remuneration lost because of his dismissal.

If you are an independent contractor and would like clarification as to your rights or an employer being met with a claim, contact us for an assessment of your position.

[email protected]
(03) 9005 0829
www.odorlawyers.com.au

22/05/2021

Recent amendments to the Australian Consumer Law (ACL) which came into effect on 18 December 2020 have expanded the scope of what constitutes a "major" failure under the consumer guarantee regime.

A good will be deemed to have a major failure if it:

- is unsafe;

- departs from the description or sample model;

- is substantially unfit for a common or specific purpose, and the defect cannot be easily and quickly repaired; or

- would not have been bought by a reasonable customer knowing the nature and extent of the failure.

Importantly, a consumer's rights to a remedy depend on whether a fault with a good amounts to a major or minor failure.

Where the fault is deemed to be a major failure, a consumer has the right to choose whether to have the good repaired, replaced or refunded from the supplier.

Please also note that the monetary threshold for the definition of consumer will rise from $40,000 to $100,000 as of 1 July 2021.

If you are concerned about the nature of the good (or service) that you have acquired or seeking advice as to the prospect of a potential claim made by a consumer, contact us to discuss your rights: (03) 9005 0829 or [email protected]

15/05/2021

Mandatory vaccinations - can an employer require an employee to take a vaccination in the workplace?

Two recent decisions of the Fair Work Commission (FWC) found that it was lawful for an employer to dismiss an employee after refusing a “lawful and reasonable direction” to receive a flu vaccination.

In Barber v Goodstart Early Learning [2021] FWC 2156, Deputy President Lake of the FWC was not satisfied on the evidence that the dismissal of an employee in an early learning and childcare centre was harsh, unjust or unreasonable in the circumstances.

Similarly, in Jennifer Kimber v Sapphire Coast Community Aged Care Ltd [2021] FWC 1818, Commissioner McKenna found that the employer acted in an ‘objectively prudent and reasonable way’ in not permitting the employee to work within an aged care centre without an up-to-date vaccination.

If you are an employer operating in a high risk industry (such as child care, aged care and health care) and you are intending to implement a vaccination policy, it may be lawful and reasonable to give such a direction to an employee particularly where the policies are supported by Government medical advice. However this will always depend on the circumstances.

Address

Level 5, 180 Albert Road
South Melbourne, VIC
3205

Telephone

+61390050829

Website

http://www.odorlawyers.com.au/

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