FAQs

You will need to decide on a business structure

Every business structure has its ups and downs. Being a sole trader can be cheap and easy to set up, but you will be personally liable for all the business debts. For some startups, a partnership could be an attractive alternative so that responsibilities can be shared, but like a sole trader, you will still be personally liable for the debts of the business. And in many cases your liability will extend to the debts that the other partners make on behalf of the business. From a legal perspective, a sole trader or partnership is the most risky of structures.

At a minimum, if you want to enter into a partnership, you should have a well drafted partnership agreement that sets out each parties obligations, and expectations. It can limit the potential for disputes down the track.

Many startups set up a company to gain the benefit of limited liability. A company is a separate legal entity – like a separate person – so running a business via a company means the company will be liable for the business debts, and it will be the company that gets sued. This shifts the risk of the business from you individually to the company. You do need to factor in additional costs here; the cost of registration, ongoing company tax returns, and compliance.

You should also make yourself aware of the various duties you have as a director of the company (usually you will be the company director). For example, a director has the duty to act in good faith in the interests of the company as a whole. Investors like to see a company set up, as that enables them to obtain a shareholding. A shareholders agreement will help define the relationship between shareholders, and also limit the potential for disputes down the track.  

In some cases you may be advised by your accountant to set up a discretionary trust  or unit trust. These are also beneficial as they can separate liability from thee business owner(s) to the trust entity.

With good legal and financial advice, you will be able to make the right decision about your legal structure, and set it up properly.  You will also be able to comply with any relevant laws, ATO and other government agency requirements.

We can help you with properly drafted agreements, such as a partnership, founders or shareholders agreement.

You need to protect your confidential information

Having a business idea is awesome, but without entrusting others with that idea, it will never grow. But as much as we want to trust others with our ideas, they sometimes don’t value the confidentiality as much as we do, or value the worth of that idea.

Regan* was worried when she came to us that if her secret recipes were out in public, they would be easily copied. We helped Regan protect the secrecy of her innovative food recipes by drafting a confidentiality agreement for her. She was then able to confidently reveal the information to potential business partners and suppliers so that she could discuss its potential with them. They could then only put the information she revealed to them towards the purpose of furthering her business interests (not anyone elses!). This then lead to some solid business relationships and the launch of her successful food business.

Other clients of ours have asked for help in protecting formulas, marketing strategy, business operations and research and development.

We can help you by drafting a confidentiality agreement or NDA – non-disclosure agreement, and offer a great package here.

You need to be clear on copyright

We helped Amanda* by ensuring she had adequate copyright protection in her blog and website content. We drafted website terms and conditions helping protect her rights in her website content, including all content, graphics, logos, photos and videos. We also made sure that copywriters properly assigned their rights to her so that she could edit and republish the work, and sell it via her online store. We also made sure she didn’t have to attribute the work to the copywriters. Amanda also had a photographer and videographer who were taking pictures and videos of her products. We made sure that the agreement with these people was sound, and that she could use the pictures and videos extensively in the ways that she wanted to.

We can help you by drafting agreements which help protect your copyright and other intellectual property rights.

You need to protect your new brand

Our client, Olivia* didn’t realise that registering her business name did not give her any proprietary rights. When she came to us, she had a business name and domain name but no trademark. Unfortunately there was a copycat in the market who had recently set up with a very similar name. Luckily we were able to help Olivia gain a trademark for her brand so she could have exclusive use rights to the name. We also trademarked some of her product names for added protection. She had tried to do so herself, but her trademark was not in compliance with the Trademarks Act, and she had issues with the Trademarks Examiner. We were able to help her comply with the Act and complete the registration. We were also able to help her with sufficient coverage in the market as she was unsure of the classes and descriptors that she needed to be using.

We can help you by providing advice on trademarks, and attending to registration.