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Listed AGAIN in The Best Lawyers in Australia for Corporate Law

Motus Legal is stoked that Craig Yeung has again been listed in The Best Lawyers in Australia for Corporate Law, this time in the latest 2018 edition.  

Also, just like last year Craig is the only lawyer listed in Adelaide in Corporate Law from a non-traditional/NewLaw specialist legal consulting company model.  

This again proves what a lot of clients already know:  Motus Legal is a genuine alternative to the top corporate law firms in Adelaide for corporate M&A and transactions work.

From the team at Motus Legal, we want to thank all of our clients, referrers and supporters, all of whom have helped us build on our successes from last year - and having fun all along the way.

Keep moving.

The team at Motus Legal

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Quick refresher on privacy and "small businesses"

The Australian Privacy Principles (APPs) contain many obligations and requirements as to how "APP Entities" collect, hold, use and disclose personal information.   An APP Entity is any organisation (whether a sole trader, company, partnership or trust) that is not a "Small Business Operator" - that is, any organisation that does not have less than $3 million annual turnover.
 
However, even if your organisation is a "Small Business Operator" with annual turnover of less than $3 million, do not assume the APPs don't apply to you.  There are a number of exceptions to the Small Business Operator rule, which may require your organisation to comply with the APPs.
 
For example, if your organisation has less than $3 million annual turnover but provides health services and holds "health information" about an individual (other than in an employee record), then your organisation must comply with the APPs.  "Health information" includes any personal information about:
•    the health or disability of an individual at any time (whether physical or mental);
•    a health service provided to or requested by an individual; or
•    other information collected to provide, or in providing, a health service.
 
"Health information" is interpreted broadly.  For example, the records of fitness clubs relating to individuals will fall within this exception, and therefore such fitness clubs must comply with the APPs regardless of whether it was a Small Business Operator with less than $3 million annual turnover.
 
Another example where your organisation may be required to comply with the APPs (regardless of whether it has less than $3 million annual turnover) is where your organisation discloses personal information about individuals to receive a benefit or advantage, or to provide a service.  This also applies to organisations that provide a benefit, service or advantage to collect personal information about individual from anyone else.  Organisations caught by this include those that sell lists of personal information to another entity so that the other entity can use it for direct marketing.
 
However, a Small Business Operator will not be required to comply with the APPs for trading in personal information if the Small Business Operator does so with the consent of the individuals concerned.  Whether satisfactory consent has been obtained from the relevant individuals for this to apply then becomes critical to get right.
 
As you can see, whether your business is bound by the APPs is not simply a matter of whether or not your organisation exceeds an annual turnover of $3 million.  At Motus Legal, we have advised many of our clients on privacy matters and compliance with the APPs, including specifically in the health sector.
 
Get in touch with us at Motus Legal to find out how the Australian Privacy Principles apply to your business.
 

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Blockchain and Smart Contracts

Last year saw some major developments in blockchain technology. If these trends continue throughout 2017 and beyond, many commentators predict that blockchain technologies will revolutionise business in all sectors and industries.
So – what are these?  At a fundamental level, blockchain technologies provide a means of permanently recording transactions on a tamper-proof digital ledger that is available to the world.
Each “block”, which contains data about a transaction or transactions, must be verified by multiple “nodes” before the block is included on the blockchain ledger. This distributed verification process is intended to make blockchains highly resistant to unauthorised attempts to manipulate the blockchain ledger (such as by trying to process an artificial block with false transaction data). 
For this reason, blockchain technology is often touted by supporters as perhaps the most significant advancement for the Internet since the World Wide Web.   Big call, we know.
Advocates claim that blockchains provide a transparent and secure means for making transactions without requiring a central authority or trusted third party. This apparent ability of blockchains to provide the “trust” required in a transaction has led to predictions that the technology will completely overhaul the way information and assets are stored, tracked and traded across all industries.
Some businesses seem to have recognised this potentially new ground for experimentation and have begun to explore the opportunities. One exciting area is the emergence of “smart contracts” in commercial relationships.
In simple terms, unlike traditional contractual agreements, smart contracts are written in source code and recorded on a blockchain. When a given event occurs (e.g. X transfers money to Y), the smart contract automatically executes and processes the transaction on the blockchain ledger (e.g. title to Y’s shares and other given assets are transferred to X).
In this way, the smart contract is automatically enforced without either party having to trust that the other party will perform their obligations (or having to rely on a central authority or escrow).
That said, it is still now sure how these blockchains (at least for now) can completely replace traditional contractual agreements.  That is because commercial agreements are far broader in scope than the simple processing of transactions, and are carefully drafted to address many more aspects and uncertainties inherent in commercial dealings.
We have a lot of clients in the technology space, and we love talking to them about how technology will affect not only businesses in general, but the ‘business’ of law.

Watch this space and get in touch with us to talk more.
 

The team at Motus Legal

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Cracker start to the year!

What a start to the year!  After a well-deserved break for the team, we  jumped straight back into the deals for our awesome clients.

Deals that we have worked on over the last couple of months or are currently on the go around the country and overseas include:

 - acquisition of a Melbourne based manufacturing and distribution company for our Adelaide client;
- sale of a logistics software company to a London based global company;
- acquisition of an engineering and manufacturing business from a Sydney company;
- sale of an Adelaide based engineering / distribution company to a Victorian company;
- acquisition of a multi-state motor vehicle hire business; and
- Capital raisings for four different startups from seed and angel investors.

Add to that some more commercial work for our amazing clients:

    - Massive licensing deal for Xped, click here;
    - Tenderfoot moves to Paris, click here; and
    - Senior exec appointment to listed tech company, click here.

We are continually amazed at the amount of quality and cool work that we get to do here at Motus Legal.  We certainly "punch well above our weight" as they say.  So thank you to all our clients for trusting us with your projects.

We are looking forward to working on your next deal!

Keep moving,

The team at Motus Legal

 

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Sandbox for Fintechs

As previously mentioned, fintechs in Australia have recently received a gift from ASIC in the form of an exciting and world-first "regulatory sandbox" initiative. These regulatory exemptions give Australian fintechs the opportunity to enter the market and test their products where they were previously held back by restrictive red-tape.
 
Under ASIC's recently released regulatory exemptions, eligible fintechs will be able to test certain products on the market for up to 12 months without requiring an Australian Financial Services Licence (AFSL) or an Australian Credit Licence (ACL).

This is exciting news for many fintechs that have found it difficult to really develop their businesses due to the high costs of obtaining these financial licenses.
 
To be eligible for this licensing relief, your fintech must:
 
•    have no more than 100 retail clients;
•    plan to test for no more than 12 months;
•    have total customer exposure of no more than AU$5 million;
•    have adequate compensation arrangements (such as professional indemnity insurance);
•    have dispute resolution processes in place;
•    meet disclosure and conduct requirements; and
•    comply with the relevant responsible lending obligations.
 
If your fintech meets the applicable criteria (including product eligibility requirements), then you are entitled to rely on ASIC's licensing exemptions for a 12-month period; giving you the opportunity to test out your fintech in the marketplace.
 
We already work with a few fintechs and have many years advising in the financial services sector in Australia, so get in touch with us and let us partner with your fintech.

Keep moving.

The team at Motus Legal

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Mandatory privacy breach reporting

New laws, if passed, will require businesses that experience a data breach to notify the Australian Information Commissioner and any affected individuals that an unauthorised disclosure of personal information has occurred.
 
Cyber attacks and data breaches are becoming increasingly common in commercial life and will be experienced by most organisations at some stage. Now, under the proposed amendments to the Privacy Act 1988, certain businesses that fail to notify the Commissioner and affected individuals as soon as practicable may be exposed to hefty penalties.
 
Businesses and organisations that are considered "APP Entities" under the Privacy Act 1988 will be subject to the mandatory notification obligations if:
•    there is unauthorised access to or unauthorised disclosure of personal information; and
•    such access, disclosure or loss of personal information is likely to result in serious harm to any of the individuals to whom the information relates.
 
Providing notification of a data breach will likely result in significant negative publicity and scrutiny from the Commissioner. At Motus Legal, we have advised clients on policies and procedures that can be implemented to minimise the risk of a data breach occurring, as well as responding to claims of breaches of privacy.  However, businesses cannot entirely eliminate the risk that human error, a technology glitch or a malicious hack will cause a data breach.
 
It is therefore crucial that you act quickly if you become aware that a data breach has occurred or is likely to occur. Under the proposed amendments to the Privacy Act 1988, APP Entities that take effective remedial action before any serious harm occurs may be exempt from the costly mandatory notification obligations.
 
Get in touch with us at Motus Legal to find out how these new laws will affect your business and how we can help you manage data breaches before they occur.

 

The team at Motus Legal

 

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Top 4 tips to become cyber resilient

Cyber security is an issue of increasing importance for organisations throughout Australia and the world. As businesses chase the undeniable benefits of going ever-more digital, the related cyber risks cannot be ignored.

It is now generally accepted in the business community that virtually all organisations will experience a cyber-related incident at some stage. Data breaches can lead not only to large civil penalties imposed on companies and personal liability for directors, but can also have a devastating effect on an organisation’s reputation. 

You should therefore view cyber security as not just a technical problem requiring technical solutions. As a key stakeholder in your business, you need to be proactive in implementing an effective management strategy to address cyber risk at all levels of your organisation. 

To enhance cyber resilience and succeed in the digital economy, you should at the very least adopt a strategy to: 
•    determine your business’ exposure to cyber risk, including with respect to its assets, supply chain, personnel, and response resources;
•    promote cyber security governance and raise awareness of cyber risks across your whole business;
•    assess and update your business’ policies and procedures, implement a data breach detection and response plan, and ensure your employees and contractors have the necessary training; and
•    review your business’ insurance policies and coverage.

Do not assume your business has satisfactory procedures in place to deal with cyber threats. Unfortunately, it is often only after a business has experienced a data breach and become exposed to the wide range of liabilities that they recognise the necessity of an effective cyber-resilience strategy.  Don’t let that be you. Get ahead of cyber risk by reviewing the above for yourself, or ask the experts to help.

At Motus Legal, we have helped many of our clients beef up their privacy policies and security procedures, and have provided much needed advice on data, privacy and security-related matters.  Get in touch with us so we can help your business become cyber resilient.

The team at Motus Legal

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Another few months, and a few more deals for our clients

Time flies.  A few more months have passed since our last post, our record June revenues and cheeky holidays in July - think Vietnam and Mt Buller :)

Since the last post, the team at Motus Legal has:

  • closed a merger between a couple of innovative and leading SA cleaning businesses: Adams CMS and Adelaide Green Clean, click here and here for articles;
  • closed a merger between a couple of leading boutique accounting / financial planning businesses in Adelaide;
  • closed a seed round investment for an Adelaide tech company from eastern state investors;
  • helped Xped enter into a JV for expansion into China, click here for release.

And fresh off the press, our good friend and client Happyco has also closed a Series A in the US, click here.  

We've got a few more in the pipeline so watch this space.

Keep moving.

The team at Motus Legal

 

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Startups and Fintechs in the Budget

We are happy to say that startup companies have emerged as big winners from the reveal of the 2016 budget. Scott Morrison’s 2016 budget encourages new investments and start up plans through tax cuts and incentives for small and medium sized businesses.

The government has also accepted Fintech Australia’s proposal of the creation of a ‘regulatory sandbox’. A 'regulatory sandbox' is a scheme developed by the government and Australian Securities & Investments Commission to encourage and allow the testing of products, changes to crowd funding legislation and it will provide easier access to venture capital funding.  A consultation paper's just been released by ASIC and we'll be looking through that closely.

The sandbox scheme will enable the testing of startups products in the market with a limited number of retail clients for up to 6 months in a protected environment. This scheme is a great opportunity for entrepreneurs to focus on developing their business ideas and products without having to go through governing hurdles including the reduced need of licenses and legal requirements.

Many startups can take years to develop their concepts, and the new budget shows that the government acknowledges that the fintech space is changing rapidly and that startups need to be given support to develop the space. Now the opportunities in the startup space are bigger than ever!

We look forward to helping our startup and fintech companies grow.  Let us know if you want to know more.

The team at Motus Legal

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Motus Legal closes more deals with an upsized team

Since our senior lawyer Jonathon Comas joined our team, we have closed a few more deals for our great clients:

  • helping our long term client Tim Pope and his team at Portalink raise close to $3m of funds to push his awesome product into the US, see the fantastic article here;
  • close another agri-business deal for our good friend Steve at Port Lincoln;
  • close a sale of a vet business into a US private equity backed global conglomerate; and
  • last but not least close the deal and re-list our friends at XPED Limited (ASX:XPE) after raising $8m and having a fantastic first day of trading, see here.

Again the team is looking like it will be a strong finish to the financial year in the coming months with a few more deals in the pipeline.  You really should check out what we can do for your next deal if you haven't yet.

Thank you all for your support!

Keep moving.

The team at Motus Legal

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