Wentworth Lawyers & Partners

28/04/2026

🟠 Australia’s New Merger Control Regime (Effective 1 Jan 2026)

Australia has introduced a mandatory, suspensory merger notification system, requiring qualifying transactions to be notified to the ACCC and not completed until clearance is granted.

This reform brings Australia in line with leading global jurisdictions and places regulatory strategy at the centre of deal planning.

🟠 Key Impacts
• Mandatory filing for deals meeting statutory thresholds
• Closing prohibited until ACCC approval
• Stronger competition assessment
• Greater timing and ex*****on risk for investors

For dealmakers, early competition analysis and structured regulatory planning are now essential.

16/04/2026

In the matter of Ulrich Pty Ltd as trustee for Tortuga Trust [2026] NSWSC 381.

1. Outcome
- Winding‑up application dismissed with costs.
- The Commonwealth Bank of Australia (CBA) failed to establish the presumption of insolvency under s 459C of the Corporations Act 2001 (Cth).

2. Central Issue
The entire case turned on whether the statutory presumption of insolvency applied, which depended on:
A. The effective date of service of the statutory demand (6 Feb vs 14 Feb 2025).
B. Whether Ulrich was precluded by s 459S from arguing that service occurred on 6 February 2025.

If the presumption applied, Ulrich accepted that a winding‑up order should follow.

3. Background Facts
- CBA issued a statutory demand dated 5 February 2025 for $1,012,305.50.
- CBA claimed:
- Attempted service at the registered office on 6 February 2025.
-Effective service by email on 14 February 2025.
- Ulrich applied to set aside the demand on 7 March 2025, assuming service was on 14 February.
- Ulrich later paid $736,711.68 (29 May 2025).
- The set‑aside application was discontinued by consent on 20 June 2025.

CBA commenced winding‑up proceedings on 19 September 2025.

4. Competing Positions on Service
CBA’s position
- Service was effective on 14 February 2025.
- Therefore:
- Ulrich’s set‑aside application (7 March) was within time, engaging s 459F(2)(a).
- Failure to comply occurred on 27 June 2025 (7 days after discontinuance).
- This date fell within the 3‑month window before 19 September → presumption of insolvency applies.

Ulrich’s position
- Service was effective on 6 February 2025.
- Therefore:
- The set‑aside application was out of time → not an application “in accordance with s 459G”.
- s 459F(2)(a) never applied.
- Failure to comply occurred 21 days after 6 February → late February 2025.
- This was outside the 3‑month window → no presumption.

5. Section 459S Issue — Was Ulrich barred from raising the 6 February service argument?

CBA’s argument
Ulrich was precluded because:
- It could have raised the “effective mode/date of service” issue in its set‑aside application but did not.
- Therefore s 459S(1)(b) prevented it from raising that ground now.

Ulrich’s argument
- The ground it now relies on could not have been raised in the set‑aside application.
- Therefore s 459S does not apply.

Court’s approach
The judgment proceeds to analyse:
1. Whether s 459S(1) actually bars Ulrich from raising the 6 February service date.
2. If not barred, whether service was effected on 6 February.

the final orders confirm that the presumption did not arise, meaning Ulrich was not precluded, and/or service was found to be 6 February.

6. Why the Application Failed
Because the presumption of insolvency was not available, CBA had no evidentiary basis to support a winding‑up order. Ulrich did not attempt to prove solvency, but that was unnecessary once the presumption failed.

7. Practical Takeaways
- Service date is critical in statutory demand litigation; even small discrepancies can determine insolvency presumptions.

- Discontinuance of a set‑aside application does not automatically trigger s 459F(2) unless the application was validly made under s 459G.

- s 459S is not a blanket bar; it only applies where the company could have raised the ground in the set‑aside application.

- A creditor relying solely on the presumption under s 459C must ensure the statutory demand process is flawless.

08/04/2026

Employment Law Brief.

⚖️ 1. What a General Protections Claim Is (Core Definition)
A general protections claim alleges that an employer took adverse action against a person because they:

- exercised a workplace right
- proposed to exercise a workplace right
- engaged in industrial activity
- possessed a protected attribute (e.g., race, s*x, age, disability)
- made a complaint or inquiry about their employment

The protection applies to employees, prospective employees, independent contractors, and contractors’ employees.

⚠️ 2. What Counts as “Adverse Action”

Adverse action includes:
- dismissal
- demotion or reduction of hours
- altering a person’s position to their detriment
- refusing to hire
- discriminatory treatment
- threats to take any of the above actions

The key legal test is causation: the adverse action must be taken because of the protected reason. It does not need to be the sole reason—only one of the reasons.

🧭 3. Workplace Rights Covered. Examples include:

- making a complaint or inquiry about pay, safety, or conditions
- taking or requesting leave (personal, annual, parental)
- joining or not joining a union
- participating in lawful industrial activity

👥 4. Who Can Bring a Claim
- current employees
- prospective employees
- independent contractors
- persons under a contract for services

For this claim, there is no minimum employment period and no income cap, unlike unfair dismissal.

⏱️ 5. Time Limits

Dismissal-related general protections claims must be lodged with the Fair Work Commission within 21 days of dismissal.

Non-dismissal claims can be filed directly in the Federal Court or Federal Circuit and Family Court.

💰 6. Remedies
General protections claims are powerful because remedies can include:

- injunctions
- reinstatement
- compensation for economic loss
- compensation for non-economic loss (distress, humiliation)
- no statutory cap on compensation (unlike unfair dismissal)

Wentworth Lawyers & Partners
1300 140 291 / 0410 626 909 /
Sydney | Melbourne | Perth | Brisbane |
Level 10 -11, 20 Martin Place, Sydney NSW 2000.

24/03/2026

📌 Most Common Lease Disputes

1. 💰 Rent & Payment Disputes

Non-payment or late payment of rent

Disputes over outgoings (operating expenses)

GST misunderstandings

Whether certain costs are recoverable from tenant

2. 📈 Rent Review Disputes

Typical disputes:

Market rent review disagreements

CPI vs fixed increase interpretation

Valuer appointment disputes

“Ratchet clauses” (no decrease allowed)

3. 🏗️ Repair & Maintenance Obligations

Typical disputes:

Who pays for structural repairs?

“Make good” obligations at end of lease

Fair wear and tear vs damage

Hidden defects (e.g. water, electrical)

4. 🔒 Bank Guarantee / Security Deposit Disputes

Typical disputes:

Landlord calling on bank guarantee

Whether landlord is entitled to draw down

Timing of release of security

5. 🚫 Breach & Termination

Typical disputes:

Whether breach is “material”

Validity of termination notice

Relief against forfeiture (tenant protection)

6. 🏢 Use of Premises / Permitted Use

Typical disputes:

Tenant using premises outside permitted use

Change of business model

Planning/zoning conflicts

Key legal issue:

Interpretation of “permitted use” clause
Interaction with local council laws

7. 🔁 Assignment & Subleasing

Typical disputes:

Landlord refusing consent to assignment

Conditions imposed (bank guarantees, fit-out upgrades)

Whether refusal is “reasonable”

Key legal issue:

“Consent not to be unreasonably withheld”
Financial standing of incoming tenant

8. 🔄 Option to Renew Disputes

Typical disputes:

Tenant missing option exercise deadline

Defective notice (wrong form, timing)

Conditions precedent not satisfied

Practical risk: Missing deadline = loss of lease entirely

9. 🔊 Quiet Enjoyment / Landlord Interference

Typical disputes:

Construction noise

Access interruptions

Building works affecting business

Key legal issue:

Breach of covenant for quiet enjoyment
Whether interference is “substantial”

10. ⚠️ Misrepresentation & Disclosure

Typical disputes:

Misleading statements about foot traffic, zoning, condition

Failure to disclose defects

Key legal issue:
Australian Consumer Law (misleading or deceptive conduct)

📊 From a Lawyer’s Perspective (Priority Ranking)

1. Rent & outgoings
2. Make good / repairs
3. Bank guarantee
4. Rent review
5. Termination / breach
6. Option to renew

🎯In practice: we can position advisory around:

Pre-lease risk review (most valuable
Outgoings audit
Make good cap negotiation
Bank guarantee limitation clauses
Option diary system

Wentworth lawyers & Partners


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#상가임대차 #임대차분쟁 #호주법률 #부동산법 #계약분쟁 #법률자문 #비즈니스법률 #임대차계약 #리스크관리 #법률상담

Wentworth Lawyers & Partners
📍 Level 10–11, 20 Martin Place, Sydney NSW 2000
📞 1300 140 291
📧 [email protected]

17/03/2026

📌 Commercial Lease Essentials Every Business Owner Must Know (Australia)

If you’re running a business from a leased premises, one bad clause can cost you tens of thousands.

Read this before you sign 👇

---

✅ 1. Lease Term

- Check both the initial term and renewal options
- Miss the option window = you may lose the right to stay

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✅ 2. Rent Structure

- Base rent + GST + outgoings
👉 Know your real total cost, not just headline rent

---

✅ 3. Rent Review

- Fixed annual increases (e.g. 4%)?
- CPI or market review?
👉 Small increases now = big impact long term

---

✅ 4. Security (Bond / Bank Guarantee)

- Usually 3–6 months required
- Check when and how it’s returned

---

✅ 5. Permitted Use

- You can only operate what the lease allows
👉 Any change requires landlord approval

---

✅ 6. Repairs & Maintenance

- Understand exactly what you’re responsible for
👉 Watch out for clauses shifting structural costs to you

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✅ 7. Assignment / Sublease

- Selling your business? You’ll need landlord consent
👉 Strict conditions can block your exit

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✅ 8. Make Good

- End of lease = restore premises
👉 This can become a major hidden cost

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📌 Bottom line
👉 Your lease can make or break your business.

---

💬 We regularly see business owners lose
$50K–$200K due to poorly negotiated leases.

If you’re signing or renewing a lease,
get it reviewed properly.

Wentworth Lawyers & Partners
[email protected]
1300 140 291

13/03/2026

❗Visa Refused in Australia? - Understanding Your Options

A visa refusal — whether it involves a student visa, partner visa, skilled visa, visitor visa, or any other category — can be confronting. However, a refusal does not necessarily mean the end of your pathway in Australia. In many cases, there are clear and structured steps you can take to protect your position.

🔍 1. Carefully Review the Refusal Decision
The Department’s refusal letter outlines:
- the legal basis for the decision
- the evidence considered
- whether you have review rights
- the deadline for any appeal or further action

These time limits are strict. Missing a deadline can remove your ability to challenge the decision.

📝 2. Assess Whether You Can Appeal to the AAT
Many onshore applicants have the right to seek a review at the Administrative Appeals Tribunal (AAT).
The AAT can:
- reassess the entire application
- consider new evidence
- overturn the refusal

Appeal periods are usually short (often 21 days), so early action is essential.

🧾 3. Consider Whether a New Application Is Appropriate
In some situations, lodging a fresh visa application may be more effective, particularly where:
- new or stronger evidence is now available
- circumstances have changed
- the original application contained errors or omissions

Your ability to reapply may be affected by the section 48 bar, so professional advice is important.

🎓 4. For Student Visa Refusals
Common refusal reasons include:
- Genuine Student / GTE concerns
- insufficient financial evidence
- unclear study progression
- doubts about future intentions

Depending on your circumstances, you may be able to:
- appeal to the AAT
- lodge a stronger new application
- provide updated COE, financial documents, or personal statements
- address GTE concerns with clearer supporting evidence

⚖️ 5. Obtain Professional Guidance Early
Visa refusals are technical and time‑sensitive. A small detail can significantly affect your options.
A migration lawyer can help you:
- understand your rights
- identify the best pathway
- prepare an appeal or new application
- avoid further refusals

📌 Final Note
A refusal is not the end. it is a point where informed, strategic action becomes critical. Many applicants successfully overturn refusals or secure new visas with the right approach.

Wentworth Lawyers & Partners
📞 1300 140 291
📧 [email protected]

VisaRefusal

10/02/2026

🇦🇺 호주에서 형사 혐의를 받았을 때 반드시 해야 하는 일

1. 침착하게 행동하기
- 체포 상황에서 저항하거나 언성을 높이면 추가 혐의(resist arrest, hinder police)가 붙을 수 있습니다.
- 침착함은 이후 절차에서 매우 중요합니다.

2. 묵비권 행사하기 (Right to Silence)
경찰에게 반드시 말해야 하는 것은 단 두 가지입니다:
- 이름
- 주소

그 외에는 정중하게 이렇게 말하면 됩니다:
“변호사와 상담하기 전까지 진술하지 않겠습니다.”

왜 중요한가?
- 경찰 진술은 법정에서 증거로 사용됩니다.
- 선의로 한 말도 불리하게 해석될 수 있습니다.

3. 즉시 변호사 요청하기
변호사는 다음을 도와줍니다:
- 경찰 인터뷰 전 조언
- 권리 보호
- 보석(bail) 신청
- 유죄/무죄 판단 전략
- 초기 증거 분석 및 방어 전략 수립

초기 대응이 결과를 크게 좌우합니다.

4. Charge Notice(기소 통지서) 꼼꼼히 확인하기
기소 통지서에는 다음이 포함됩니다:
- 혐의명
- 경찰이 주장하는 사실관계
- 첫 번째 법원 출석일
- 최대 형량

내용을 정확히 이해해야 올바른 대응이 가능합니다.

5. 유죄/무죄 판단하기 (반드시 변호사와 상의)
선택지는 두 가지입니다:
- Guilty (유죄 인정)
- Not Guilty (무죄 주장)

주의할 점:
- 사실관계를 인정하지 않는다면 절대 유죄로 인정하면 안 됩니다.
- 유죄 인정은 형량 감경에 도움이 될 수 있지만, 사실관계를 정확히 이해한 뒤 결정해야 합니다.

6. 경찰서에 연행된 경우 해야 할 일
- 침착하게 행동
- 묵비권 재차 행사
- 변호사 요청
- 변호사 없이 인터뷰 참여 금지
- 신체·소지품 검사는 협조하되, 불법 수색 여부는 나중에 변호사가 다툴 수 있음

7. 보석(Bail) 문제
경찰은 다음 중 하나를 결정합니다:
- 조건부 보석 후 석방
- 소환장 발부 후 귀가
- 구금 후 법원 출석

경찰이 보석을 거부하면 법원 보석 신청이 가능합니다. 폭력·마약 등 중대 범죄는 보석이 더 어려울 수 있습니다.

8. 혐의 유형 이해하기
혐의 유형에 따라 절차가 달라집니다:

| Summary Offence | 경미한 범죄, 지방법원(Local Court)에서 처리 | 경미 절도, 대부분의 교통 위반 |

| Indictable Offence | 중범죄, District/Supreme Court에서 처리 | 강도, 성범죄, 중대한 폭행 |

| Either-way | 상황에 따라 Local 또는 상급 법원 | Assault occasioning actual bodily harm 등 |

9. 법원 출석 준비
첫 출석 전 해야 할 일:
- 변호사와 상담
- 경찰 사실관계(PF: Police Facts) 검토
- 증거·증인 확보
- 가능한 방어 전략 논의
- 예상 결과 이해

10. 피해자 또는 증인에게 연락 금지
연락하면:
- 보석 조건 위반
- 증인 협박(intimidation) 혐의 추가
- 사건이 더 불리해짐

모든 소통은 변호사를 통해야 합니다.

⚠️ 주요 위험 요소와 피하는 방법

❗ 경찰에게 불필요한 말 하기
→ 묵비권 행사로 예방

❗ 보석 조건 위반
→ 조건을 정확히 이해하고 철저히 준수

❗ 증거 훼손 또는 삭제
→ 절대 손대지 말고 그대로 유지

❗ 변호사 상담 지연
→ 가능한 빨리 법률 조언 받기

📞 웬워스 형사전담 변호사 연락처

형사 사건과 관련하여 도움이 필요하시면 언제든지 아래로 연락 주십시오.

Wentworth Lawyers & Partners

형사 전문팀
전화: 1300 140 291
이메일: [email protected]

24/08/2025

🚨 DRUG OFFENCES IN NSW – KNOW THE LAW

In New South Wales, drug offences are governed by the Drug Misuse and Trafficking Act 1985.

Common drug-related offences include:

• Possession – having a prohibited drug in your custody or control (even for personal use)
• Use / Consumption – self-administration of an illegal drug
• Supply – selling, giving or distributing a drug to another person
• Deemed supply – in NSW, if you possess more than the “trafficable quantity” (e.g. 3g of co***ne, 3g of methamphetamine or 0.75g of M**A), the law can presume that you intended to supply, even if no sale takes place
• Cultivation – growing prohibited plants such as cannabis
• Manufacture – producing or preparing prohibited drugs
Penalties are serious

Depending on the quantity and type of drug involved, penalties can include:
– Fines and community orders
– Significant periods of imprisonment, especially for supply or commercial-scale offences
– In large commercial quantity cases, life imprisonment

Courts also consider factors such as:
✔️ Quantity and purity of the drug
✔️ Whether there is evidence of organised activity
✔️ Criminal history and cooperation with police
✔️ Whether police acted lawfully during the search/investigation

👉 If you are unsure about your legal rights or have been charged with a drug-related offence, obtain legal advice immediately.

Wentworth Criminal Defence Team
📧 [email protected]
📞 0410 626 909 / 1300 140 291

19/08/2025

19/08/2025

🚨 DRUG OFFENCES IN NSW – KNOW THE LAW

In New South Wales, drug offences are governed by the Drug Misuse and Trafficking Act 1985. The law covers not only possession and use of prohibited drugs, but also more serious offences like supply, cultivation and manufacture.

Common offences include:

• Possession – having a prohibited drug in your custody or control (even for personal use)

• Use / Consumption – self-administration of an illegal drug

• Supply – selling, giving or distributing a drug to another person

• Deemed supply – in NSW, if you possess more than the “trafficable quantity” (e.g. 3g of co***ne, 3g of methamphetamine or 0.75g of M**A), the law can presume that you intended to supply, even if no sale takes place

• Cultivation – growing prohibited plants such as cannabis

• Manufacture – producing or preparing prohibited drugs

Penalties are serious

Depending on the quantity and type of drug involved, penalties can include:

– Fines and community orders
– Significant periods of imprisonment, especially for supply or commercial-scale offences
– In large commercial quantity cases, life imprisonment

Courts also consider factors such as:

✔️ Quantity and purity of the drug
✔️ Whether there is evidence of organised activity
✔️ Criminal history and cooperation with police
✔️ Whether police acted lawfully during the search / investigation

👉 If you are unsure about your legal rights or have been charged with a drug-related offence, obtain legal advice immediately.

Wentworth Criminal Defence Team
📧 [email protected]
📞 0410 626 909 / 1300 140 291