If you lease or own retail premises in Western Australia within a strata complex (for example, a small shop in a strata shopping centre or mixed-use building), the question of who pays the strata levies can be surprisingly complex.

Landlords naturally want to pass on as much as possible as “outgoings”. Tenants are rightly concerned not to pay more than the law allows. The problem is that strata law and WA retail leasing law use different concepts – and they don’t line up neatly.

This article explains, in practical terms:

• When strata levies can be recovered from a retail tenant;

• The difference between the Administration Fund and Reserve (Sinking) Fund; and

• Which parts of those levies must remain a landlord’s cost under WA’s Commercial Tenancy (Retail Shops) Agreements Act 1985 (WA) (the CT Act).

When the Seller Is Late, the Buyer Doesn’t Wear the Cost: GRM LAW Secures Default Interest for Client.

Settlement was scheduled, the Buyer was ready, and the Seller wasn’t—because of a caveat they needed to resolve. Rather than let time drift or absorb the cost of delay, we issued a formal default notice under General Condition 34 (GC 34) of the LIV/REIV (Jan-2024) contract, reserving all of the Buyer’s rights and confirming that default interest would accrue.

When a retail lease is signed, the landlord must disclose the first-year outgoings—what categories are recoverable, how they’re calculated and apportioned, and when they’re payable. That opening disclosure is not a promise that the dollar amount stays the same for the entire term. Costs move—council rates, water/sewerage, body corporate administration levies, shared services, etc.—and the RSLA is designed to handle that movement on a period-by-period basis.

From the second year onward, the regime resets each financial year via two documents:

• an annual outgoings estimate (provided at least a month before the period starts), and

• an audited annual statement (provided after the period ends).

If either document arrives late, the tenant can withhold outgoings until it’s provided. That is a timing right, not a permanent waiver.

Key principle: The Act fixes the types and method of recovery, but not a term-wide dollar cap.

The report uses a broad definition of private credit: non-bank, non-consumer lending that is not publicly traded or widely issued, covering everything from senior secured loans through to mezzanine, special situations and real estate development finance.

Globally, private credit now sits at around US$2.5 trillion of assets under management and has roughly quadrupled over the decade to 2023.

In Australia, estimates put the market at roughly $200 billion, with:

• 40–60% in real estate (much of it construction and development)

• 20–40% in corporate/commercial lending

• 10–30% in asset-backed/securitised structures.

Private credit emerged as banks pulled back from higher-risk lending after the GFC and as superannuation and private wealth chased higher yields in a low-rate world. Done well, it fills a genuine funding gap for businesses and projects that can’t access bank or bond markets on acceptable terms.

• NSW: Since 1 Jan 2023, gyms/fitness studios (including yoga, barre, pilates and dance) are expressly listed as retail shops under the Retail Leases Regulation 2022 (NSW). NSW retail leasing rules apply.

• QLD: Not automatically retail. In Queensland, fitness uses are not on the prescribed “retail” list. A gym/yoga/pilates lease in QLD is only a retail shop lease if it sits inside a “retail shopping centre” (location test) and no exclusion applies (e.g., large floor plate over 1,000 m², etc.).

• Stand-alone QLD sites (like many Toowoomba sheds/warehouses converted to gyms) are usually commercial / non-retail, so landlords can pass through the full suite of outgoings if the lease says so (including land tax and management fees, which are typically restricted under the retail regime).

The Full Court allowed ASIC’s appeal against Downes J’s 2024 decision, holding that BPS Financial Pty Ltd (BPS) could not rely on the ‘authorised representative’ exemption in s 911A(2)(a) Corporations Act for a 10‑month period in which it issued and promoted the Qoin Wallet—a non‑cash payment (NCP) facility—because, as a matter of fact and substance, BPS was acting on its own behalf, not “as representative of” the AFSL holder (PNI Financial Services Pty Ltd). The Court therefore declared BPS had contravened s 911A(1) by dealing in a financial product and providing financial product advice between 5 November 2020 and 30 August 2021. Costs: no order, save that ASIC was to pay the costs of the amicus.

In the Personal Property Securities Register (PPSR), each security interest registration is protected by a unique registration token (a 16-digit alphanumeric code). This token functions like a password – it’s required (along with the registration number) to amend, transfer, or discharge the registration. When a financing statement is first registered, the PPSR system emails the token to the secured party’s address for service on record. In addition, registrations are associated with a Secured Party Group (SPG), which has its own SPG number and an SPG access code (a 12-character password) that can also be used to manage all registrations under that group.

In Queensland’s construction industry, defects are generally classified as major or minor. A major defect is typically one that compromises the structural integrity of the building, poses a safety risk, or fundamentally impairs the building’s intended use. In other words, a major defect might risk serious damage to the shed (e.g. structural collapse or failure) or prevent the facility from being used as designed.Examples of major defects in an industrial shed could include significant foundation cracks, failures in steel framing connections, or a roof installation so faulty that it allows major water ingress affecting structural components. By contrast, a minor defect is any issue that does not meet the threshold of a major defect.

The Australian financial landscape has witnessed a notable rise in the significance of non-bank lenders, particularly private entities such as family offices, specialized funds, and private companies. These players provide crucial capital, often catering to borrowers or segments underserved by traditional banking institutions. However, this growth, occurring partly outside the full glare of prudential regulation applied to banks, has attracted increasing attention from regulators.

The Anti-Money Laundering and Counter-Terrorism Financing Amendment Act 2024 (the Amendment Act) represents a significant overhaul of Australia's financial crime regulatory framework. Passed by Parliament on 29 November 2024 and receiving Royal Assent on 10 December 2024, this legislation marks the most substantial reform to Australia's anti-money laundering and counter-terrorism financing (AML/CTF) regime since its inception. The Amendment Act extends regulatory oversight to previously unregulated sectors, modernizes the approach to digital assets, and introduces more flexible, risk-based compliance obligations.

The Queensland government recently announced the proclamation dates for stages two and three of the New Rental Laws, being 30 September 2024 and 1 May 2025 respectively.

Break of Lease

Effective from 1 October 2024, all new leases will be governed by the new legislation in relation to the amount of compensation that a tenant who breaks their lease will be required to pay. They have certainly made the changes in the tenants’ favour, and it will see investors left out of pocket when a tenant breaks their lease.

Leases that were signed prior to 30 September will still be treated within the framework prior to the proclamation so tenants will be remain liable for the full break of lease costs and rent until a new tenancy commences.

The new method for calculating break-of-lease costs will now be determined by how much of the tenancy has passed, existing leases are not affected until they are renewed.

Financiers taking security from a company that does not capture the whole (or substantially the whole) of that company’s assets should consider taking a featherweight security.

A featherweight security should be drafted to ensure that the company is not restricted from dealing with its assets, other than where an administrator is appointed, and the amount secured by the featherweight security should be limited to a nominal amount.

The featherweight security interest must be appropriately registered on the Personal Properties Security Register (PPSR) on time.

Under the Corporations Act 2001 (Act), (Section 601ED) a managed investment scheme (where interests in it are financial products) must be registered if:

• it has more than 20 members; or

• it was promoted by a person, or an associate of a person, who was, when the scheme was promoted, in the business of promoting managed investment schemes; or

• a determination [is in force under which ASIC has determined that a number of managed investment schemes are closely related and must be registered when the total number of investors across all the scheme exceeds 20].

The term “managed investment scheme” is often used but not always well understood.  You might have come across the term while planning a new business venture which will involve attracting investors and having them contribute funds.  Or perhaps you want to provide advice to investors about an investment product and you are not sure whether it is covered by your existing Australian financial services (AFS) licence authorisations.

The Australian Federal Parliament recently passed significant amendments to the unfair contract terms regime to increase the scope of the regime and applicable penalties. The changes came into effect 9 November 2023 and trigger essential changes for Australian businesses to implement over the next 12 months.

Time is of the essence for companies to prepare for changes to unfair contract terms (UCT) laws. The new regime will apply to standard form contracts entered into or renewed following 9 November 2023, and to terms of standard contract terms varied after this date.
In this article, we explore the regime changes and how your organisation can prepare for the new reforms.

A Company Constitution is a legally binding agreement between your company and its internal members that defines rules related to internal governance, business activities and rights and obligations of its internal members. It is submitted as part of a company's incorporation process.

When hiring contractors, it is important to distinguish whether a person is a contractor or actually considered an employee, as there are certain taxation, superannuation and workers compensation rules attached to hiring employees as opposed to contractors.

The company must issue a prospectus (or with ASX’s agreement, an information memorandum if the company is undertaking a compliance listing without raising capital) before it can be listed on ASX.

When an offer of new securities is made to Australian retail investors, a prospectus (which has been lodged with ASIC) must be issued to investors.

A prospectus (or other disclosure document) is also required for secondary sales of previously issued securities in certain circumstances.  The “on-sale” provisions contained in the Corporations Act (which impose this disclosure requirement) are intended to prevent companies or sellers from avoiding the prospectus requirements by issuing or selling their shares to sophisticated and professional investors only (who do not ordinarily require a disclosure document) only for those purchasers to “on-sell” those shares to retail investors.

A proprietary company cannot issue or offer to sell shares to the public or retail shareholders. In this respect, it will be necessary for a proprietary company to convert to a public company before an IPO.  Alternatively, a new public company could be established to be the IPO vehicle and to own the shares in the proprietary company.
It will be important to determine early in the process which entity will be listed. This will depend on a number of factors