Corporate law ‘needs some love’: Freehills partners

afr.com:

For Herbert Smith Freehills partners Tony Damian and Amelia Morgan, the opportunity to shape the debate on corporate law reform was too good to pass up.

The result is Bootmakers, Boards and Rogues, which will be launched by ASIC chairman Joe Longo in Sydney on Thursday night.

As editors, Mr Damian and Ms Morgan corralled lawyers from across the top-tier firm to write about an area that they say “needs some love”.

Bringing corporate law to book: Tony Damian and Amelia Morgan. 

While the Australian Law Reform Commission is in the home straight of an inquiry into laws that regulate financial services in Australia, they say a broader look at corporate law is overdue.

Mr Damian, one of the nation’s leading M&A lawyers, said business needs “a program to examine and repair laws that may have once been fit for purpose, but are no longer”.

“Corporate law is important. Clear, thoughtful and contemporary corporate laws drive confidence. Confidence drives investment and investment drives our national prosperity. Doing nothing is not an option,” he said.

He cites his speciality as a case in point.

“Right now, our liability regime is a mess. You can go into deal land, for instance, and you have a different liability standard for an IPO to a scheme of arrangement to a takeover.

“Now, these are all functionally the same documents, yet there are completely different liability regimes ...

“Then you’ve got the Australian Consumer Law, sitting off to the side and doing a whole range of things.

“There are a whole range of outcomes depending on what straw you drew, and what type of deal you’re doing. That makes no sense.

“There is a need for us to go back to the beginning and say, ‘time out, what are we trying to do here?’.”

He also cited