Corporate Advisory and Governance

Our understanding of your circumstances ensures we are well-positioned to provide effective solutions around governance issues – ranging from directors’ duties and liabilities, board composition and effectiveness, through to general board policies and procedures.

We provide pragmatic, informed and focused advice on the legal and regulatory requirements, market practice and emerging trends in relation to the areas outlined below.

Directors’ duties and liabilities

Directors, committee members and officeholders are subject to a range of legal duties and obligations which can vary by industry and entity type. It is essential that all parties, including appointees, prospective appointees and executive staff, are aware of the legal duties and obligations imposed on them, and to consider the extent of the potential personal liability associated with holding the position. Miller Harris Lawyers advise individuals, boards and senior management on these sensitive and often complex issues and can recommend ways in which risks can be addressed and mitigated.

Conflicts of interest

Negotiating potential conflicts of interest with administrators, trustees, senior management and/or board members of an organisation can often be a delicate process that can be resolved more amicably, if there are clear guidelines and protocols in place. Miller Harris Lawyers can assist with the design of policies and procedures relating to potential conflicts of interest and can provide advice on specific conflict of interest issues should the need arise.

Compliance issues

When designing a compliance program, it is important that businesses decide which risks to focus their attention on, from a spectrum of many possible issues. But how do you know you are focused on the right issues? Miller Harris Lawyers can help you analyse and respond to the potential compliance issues relating to your business. We start by understanding the size and scale of the operations, the risk profile of the entity and the regulatory and compliance environment in which your organisation operates. This ensures we are then able to advise you on the specific compliance issues directly relevant to your organisation.

Foreign Investment Review Board (FIRB) Approvals

The globalisation of capital markets has seen increasing interest in Australian assets from overseas investors. Under the Foreign Acquisitions and Takeovers Act 1975 (Cth) (FATA), the Australian Treasurer has the discretion to decline applications for foreign investment which are considered to be contrary to Australia’s national interest. Our commercial team has an in-depth understanding of the FATA and the FIRB application process and are experienced working with foreign investors to develop applications that meet the required approvals.