Based in Melbourne, Coghlan Duffy & Co is a boutique corporate and commercial law firm that is fortunate to work with an enviable list of clients, including start ups and ASX-listed companies.
As trusted advisors to business owners, high net-worth individuals and entrepreneurial clients, we provide consistent, high-quality, commercially focussed legal advice in the areas we know best and enjoy going the extra mile to get the best outcome for our clients (and celebrating with them once the hard work is done!).
Above all else, at CD+Co, we enjoy our work and working with good people - this is what makes us good at what we do.
COMMERCIALLY FOCUSsED ADVICe to Add value to your business
Whether it’s a minority investment, share or business acquisition (or sale), capital reduction or a management buy-out, we have experience in all areas of corporate law. We assist our clients to understand the relevant legal issues, find time and cost effective solutions, negotiate and draft their transaction documentation, and work closely with other advisors to achieve the optimum commercial outcome.
We often assist our clients with...
- business and share sales, acquisitions and investments: including due diligence, corporate structuring, transaction negotiation and documentation and strategic advice;
- new business structures and governing documentation, including: incorporation of new entities and establishing family, discretionary, trading and unit trusts;
- shareholder and unitholder agreements;
- convertible note agreements; and
- ASIC, ASX and regulatory compliance issues.
With comprehensive experience across a wide variety of industries, we assist our clients in drafting, negotiating and implementing the various commercial contracts required to operate and grow their businesses effectively.
Our clients frequently seek our advice on...
- customer and supply contracts, licences, standard T&Cs;
- employment issues;
- intellectual property advice and registrations;
- finance documentation, including complex finance arrangements and asset protection issues;
- commercial, industrial and retail property leases;
- consumer and privacy law issues;
- planning and environmental advice; and
- representation in property and leasing related dispute resolution.
We act for some of Australia’s most successful start ups, investors and entrepreneurs. We are proud to work with these clients to create and build successful companies by supporting them through the life cycle of their business - from formation and fundraising, to growth and exit events.
We often help our start up clients with start up specific...
- business structures and documentation;
- seed and pre-IPO investment rounds;
- exit transactions;
- employee share option plans;
- shareholder agreements;
- corporate policies, T&Cs, customer and supply arrangements;
- employee and contractor arrangements; and
- intellectual property protection issues.
equity capital markets
With broad experience with ASX listed and unlisted public companies of all shapes and sizes, we have advised clients on matters relating to compliance with the ASX Listing Rules and Corporations Act.
We often advise our listed (or unlisted) clients on...
- initial public offers, reverse takeovers and secondary capital raisings, including: entitlements issues, placements and share purchase plans;
- ASIC and ASX compliance matters, including: continuous disclosure, related party issues, directors' duties, conflicts of interest and share trading issues;
- takeovers regulations, including: preparation of bidder's and target's statements and Takeovers Panel advice and proceedings;
- corporate advisory mandates, underwriting agreements and associated issues;
- preparation of Notices of Meeting for shareholder annual general and extraordinary meetings and advising on the relevant legal issues;
- preparing and maintaining their corporate governance policies and corporate secretarial records, and advising on corporate governance issues; and
- preparing and advising on employee incentive plans.
company secretarial services
We work closely with our related business, cdPlus Corporate Services, which provides our clients with in-depth company secretarial services with a particular focus on that client’s legal requirements.
Our clients engage cdPlus to fulfil the role of company secretary, including to...
- provide a qualified and practising corporate and commercial lawyer to act as company secretary and provide all statutory and best practice corporate secretarial services;
- coordinate, attend and advise on monthly Board and Committee Meetings and shareholder meetings, including: preparation of agendas, board papers and minutes in compliance with all legal, regulatory and best practice requirements;
- provide company secretarial assistance to the various IPO advisors to assist with IPO preparations, including due diligence requirements, satisfying ASX admission conditions and shareholder communications;
- liaise with shareholders, ASX, ASIC, share registry and brokers on its behalf in respect of all company secretarial matters; and
- establish, maintain and advise on corporate governance policies and best practice recommendations.
John is a founding Director of CD+Co. He has a broad commercial practice with a focus on serving entrepreneurial clients through incorporation, investment rounds and exit transactions.
John also has considerable experience in general corporate, property and leasing matters, and acts as outside general counsel to certain key clients in diverse industries.
Charly is a founding Director of CD+Co and separately operates cdPlus Corporate Services to provide our clients with company secretarial services. Charly’s practice predominantly focuses on corporate, commercial and governance legal issues of ASX listed and unlisted public companies.
Charly has comprehensive experience with IPOs, secondary capital raisings, takeovers, ASX and ASIC compliance, customer and supplier contracts, finance arrangements, intellectual property and employment matters.
Carlie has experience in corporate and commercial law and litigation, property law and mergers and acquisitions.
Carlie acts for a broad range of corporate and commercial clients in areas including health and medical practice, pharmaceutical and environmental laboratory services, telecommunications, retail and technology.
Sarah has experience in corporate and commercial law, mergers & acquisitions and particular expertise in property and leasing law.
Sarah acts for a broad range of corporate and commercial clients in a range of areas including utilities service providers, manufacturing and distribution, retail and commercial leasing, medical practitioners and start-ups.