about us

Anzarut & Holm is a commercial law firm with offices in Melbourne and Sydney.

It was established in 2005 by Charles Anzarut who was a partner at Phillips Fox for 12 years and prior to that, a partner at Darvall McCutcheon (a practice that merged with Phillips Fox in 1993).

In 2007 Paul Holm joined the practice and opened the Sydney office.

We pride ourselves on providing:

• an understanding or our clients’ business needs so we can offer practical, relevant, commercial advice
• fast, responsive service
• attention to detail and a commitment to providing top quality advice
• a close personal relationship with clients
• an up to date awareness of current issues and trends relevant to our clients

Kate McCardel

Kate's principal areas of practice are mergers & acquisitions and general corporate and commercial law.

Kate advises clients in a wide range of industries in relation to various corporate matters, including business structuring, mergers and acquisitions, joint venture and shareholders agreements, transactional and regulatory work.

She regularly provides legal review and clearance of proposed advertising and advises clients on marketing, sponsorship and endorsement arrangements.

Areas of expertise

• General commercial and corporate advisory work for both listed and unlisted entities.
• Business and share acquisitions and sales.
• Capital raising and related transactions.
• Corporate due diligence investigations and reporting.
• Advice on consumer protection issues for advertising campaigns
• Advice on ownership, exploitation and protection of rights in intellectual property, information technology and confidential information.
• Drafting, negotiating and advising on commercial contracts, including outsourcing and distribution agreements.
• Advising in relation to financial products and services, Australian Financial Services licensing and regulation and operation of managed investment schemes
• General Corporations Act and ASX advisory work (including compliance and governance).
• Capital reductions and buy backs.
• Advising foreign companies in relation to registration in Australia and licensing requirements.

Relevant Other Experience

Industry Experience

Kate has spent extended periods working within clients' businesses and on secondment including:

• 12 months working with a leading global credit provider where she advised on a wide range of matters, including corporate governance, compliance and risk management.
• 6 months working with one of Australia's largest private health insurers, where she advised in relation to matters including new product rollouts, advertising and sponsorship materials and contractual arrangements with hospitals.
• She also had a long standing involvement with a boutique fund manager client as secondee compliance advisor, advising on day to day Corporations Act compliance requirements and obligations.

Recent Transactions

Kate regularly advises ASX listed company, Wellcom Group Limited, in relation to general commercial matters, acquisitions, software and technology licensing both in relation to new clients in Australia and in its expanding business in the United Kingdom, New Zealand, Singapore and Malaysia.

Kate is currently advising International Marketing Partnerships, a client which provides services to the Australian agribusiness industry in relation to the establishment of a number of projects involving plant design and construction contracts as well as corporate structuring, shareholders agreements, intellectual property protection and ongoing operational contracts.

Qualifications

BA, Melbourne University
LLB (Hons), Melbourne University

Admission details

Victoria, March 2000

Memberships

• Law Institute of Victoria
• Melbourne Cricket Club

Contact details

Telephone: +61 3 9660 5900

Facsimile: +61 3 9663 6609

E-mail: kcm@anzarut.com.au

Charles Anzarut

Charles founded Anzarut & Partners in 2005 and prior to that he was a partner at Phillips Fox for 12 years and a partner at Darvall McCutcheon for 5 years.

Charles worked in the advertising industry for 4 years and was a board member of the Advertising Federation of Australia.

He has acted for a number of institutions and medium to large companies for many years including banks, lending organisations , advertising agencies, trading corporations and listed entities.

He is a director of Wellcom Group Limited, a company listed on the ASX.

Areas of expertise

• Capital raising and related transactions
• Mergers and acquisitions
• Advertising and marketing law
• Preparing and negotiating commercial agreements
• Corporations Law
• Leasing
• Intellectual Property
• Corporate governance

Experience

Industry Experience

• Advertising/Marketing
• Investment/Financial Institutions
• Manufacturing
• Trading companies
• Not for profit organisations
• Renewable energy and resources enterprises

Recent Experience

• Sale of URSA Communications to Clemenger Group
• Purchase of Mission Unlimited Ltd by Wellcom London Ltd
• Acting for Sustainable Regional Australia P/L
• Advising in relation to Solar City q

Qualifications

LLB Melbourne University
MBA, Melbourne University

Admission details

Victoria, May 1978

Memberships

• Law Institute of Victoria
• Athenaeum Club
• Victorian Racing Club
• Melbourne Racing

Contact details

Telephone: +61 3 9660 5900

Facsimile: +61 3 9663 6609

Mobile: 0411 256 973

E-mail: caa@anzarut.com.au

Jonathan Namey

Jonathan is a senior associate of Anzarut & Holm who's focus is on corporate transactional work and commercial advisory.

Jonathan has advised many ASX listed companies including Macquarie Leisure Trust, Calliden, Inventis, ACE Insurance and Nuplex to name a few.

Areas of expertise

• Corporate and commercial law
• Mergers and acquisitions
• Competition and trade practices

Recent experience

General

• Drafting and reviewing various corporate agreements including: sale agreements, consultancy agreements, loan agreements, call option agreements, power of attorney, shareholders agreement, joint venture agreement, distribution and supply agreements, mortgages, fixed and floating charges, investment management agreements, constitutions and trust deeds.
• Maintaining company records and providing advice about company secretarial matters to various clients.
• Assisting with the Australian aspects of several international acquisitions.
• General corporate compliance and advice work for Australian companies and foreign owned subsidiaries.

Clients

• Acting for Tyco International who were subject to investigations by the ACCC. This included settling responses to section 155 notices and negotiating an 87B Undertaking with the ACCC.
• Part of a team acting for the ASX and Perpetual Trustees in relation to the disposal of their joint venture share registry company - now called Link Market Services.
• Advising the Spastic Centre of NSW on a range of commercial issues. Including: drafting a deed of indemnity for their directors. Providing assistance to company secretary in preparation for the AGM and fielding questions by members at the AGM.
• Acting for the Norfolk Group in relation to a number of acquisitions.
• Part of a team acting on the Australian aspects of a global restructure of ACE Insurance Ltd including APRA and related approvals.
• Advising Inventis Ltd on various acquisitions, drafting of Notice of Extraordinary General Meeting and interpretation of ASX Listing Rules.
• Assisting Macquarie Leisure Trust now Ardent Leisure Trust on acquisition of Goodlife Health Clubs.
• Advising Tate & Lyle Plc on set up of Australian subsidiary.
• Assisting Nuplex Ltd on general commercial matters.
• Reviewing, updating and advising on standard form rental agreements for Toyota.

Positions of Responsibility

Jonathan was responsible for setting up Young Professionals at DLA Phillips Fox. Young Professionals was established to facilitate networking opportunities among young professionals across diverse industries through relevant seminars and informal social functions. Speakers have included Stephen Mayne, founder of Crikey.com.

Qualifications

Bachelor of Commerce, 2000 University of Sydney
Bachelor of Laws (Hons), 2003 University of Sydney

Admission details

Supreme Court of New South Wales, July 2004

Contact Details

Telephone: +61 2 9261 2706

Facsimile: +61 2 9261 2558

Mobile: 0423 771 248

E-mail: jpn@anzarut.com.au

Paul Holm

Paul’s practice is in competition law and trade practices, including advising both corporate and government clients on mergers, restrictive trade practices, access to essential services, consumer protection, franchising and compliance issues.

Paul is a former employee of the Australian Competition and Consumer Commission (ACCC) and New Zealand’s Commerce Commission. He is also a former employee of the General Directorate-IV (Competition) of the European Commission Brussels, Belgium.

Paul has acted for a number of major international and domestic corporations subject to investigations by the ACCC. This has included settling responses to section 155 notices, the negotiation of confidential settlements, making applications under ACCC leniency policies and acting in Federal Court proceedings. Paul also acts in relation to seeking ACCC clearance of potentially anti-competitive mergers and acquisitions.

In the regulatory area Paul’s focus is on deregulating industries, including advising participants in the energy, telecommunications/media and rail transport sectors.

Areas of expertise

• Competition and consumer law
• Economic Regulation
• Media
• Codes of conduct and compliance
• Mergers and acquisitions

Recent Experience

Tyco International

Acting in relation to ACCC investigation of aspects of the provision of security services by Tyco business ADT Security. Negotiation of leniency agreement with ACCC with respect to alleged price fixing in fire protection and air conditioning markets in Australia.

Pfizer Australia

Paul is on a retainer with Pfizer to respond to regulatory issues affecting various Pfizer products.

Toyota Group Companies

Drafting and maintaining dealer agreements (Hino trucks); advising on application of Australian Consumer Law to manufacturer's warranties.

Nuplex Industries Limited

Obtaining informal clearances from the ACCC for a number of acquisitions in the chemicals industry giving Nuplex a substantial market share in a number of related markets for manufactured chemical products.

Sydney Water

Preparing a Power Purchasing Agreement for electricity generation from waste gas with Origin Energy. Advising on regulatory issues arising from NSW Greenhouse Gas Reduction Scheme.

Toyota Motor Corporation of Australia

Advising with respect to an ACCC investigation of representations contained on Toyota's website.

Walt Disney

Advising and settling terms of supply with Australian Cinema operators and acting in relation to various disputes regarding film licensing fees.

Clients

• CitiPower Ltd
• Harper Collins Publishers
• Nuplex Industries
• Pfizer Australia
• Powercor (Australia) Limited
• Toyota Motor Corporation (Australia) Ltd
• Tyco International Inc
• Tyco Electronics
• TransGrid
• Sydney Water
• Walt Disney Corporation

Qualifications

LLB/BA University of Canterbury, NZ , 1986
LLM University of Melbourne, 1996

Admission details

New Zealand, 1986
Victoria, 1996
New South Wales, 1999
Tasmania, 1996

Memberships

• Competition Law Committee (Business Law Section) of the Law Council of Australia
• Association of Compliance Professionals of Australia
• Law Society of New South Wales

Contact Details

Telephone: +61 2 9261 2702

Facsimile: +61 2 9261 2558

Mobile: 0411 235 374

E-mail: prh@anzarut.com.au

James Paterson

James advises clients seeking to undertake capital raisings, as well as those seeking to acquire or sell business interests.

This includes advising on various Corporations Act requirements and ASX Listing Rules compliance, such as matters addressing shareholder and director rights, and general corporate governance issues.

He also provides general commercial advice to manufacturing and retail clients, including drafting and negotiating commercial agreements with suppliers of goods and services; and advising on consumer protection law issues for advertising campaigns covering television, radio, online and print in both Australia and the USA.

James' experience includes:

• assisting companies obtain further capital, including through private placements, convertible notes and initial public offerings;
• negotiating and drafting various transaction agreements, including sale of business, sale of shares, subscription and share buy-back agreements; and
• negotiating and drafting shareholder agreements.

James has acted for the lead partner in the Central Victorian Solar City (a Federal and State Government public/private partnership with Origin Energy, Bendigo and Adelaide Bank, and Powercor). James is also a legal services provider to Toyota Australia and Nuplex Industries Ltd, and has recently acted for shareholders in the Australian Institute of Fitness business, and joint venture partners in a national retail food chain.

James edits Anzarut & Holm's 'Sports & Entertainment' newsletter, while his views on sport and the law have been published in Australian and overseas publications, including the Company and Securities Law Journal, and the New York State Bar Association's Entertainment, Sports and Arts Law Journal.

James is admitted to practice law in Victoria, Australia, and in the State of New York, USA, where he practised for over 4 years. He is also a director of Online Giving Foundation Ltd, which assists charities and not-for-profit organizations in their fund raising activities, and is a life member of the New York Magpies Australian Rules Football Club.

Qualifications

Bachelor of Laws, The University of Melbourne, Australia.
Bachelor of Commerce, The University of Melbourne, Australia.
Currently undertaking a Master of Commercial Law at The University of Melbourne, Australia.
Master of Commercial Law at The University of Melbourne, Australia (to be conferred).

Admission details

Supreme Court of the State of Victoria, Australia.
Supreme Court of the State of New York, First Judicial Department, USA.

Memberships/Other

Member of:

• Australian Corporate Lawyers Association
• Australia and New Zealand Sports Lawyers Association
• Law Institute of Victoria;
• New York State Bar Association;
• Melbourne Cricket Club; and
• Life member of the New York Magpies Australian Rules Football Club

Contact Details

Telephone: +61 3 9660 5900

Facsimile: +61 3 9663 6609

E-mail: jjp@anzarut.com.au

Andrew Mutton

Andrew is a corporate and commercial lawyer with over 25 years experience, and has been a director with Anzarut & Holm since March 2009.

Andrew was a lawyer and then partner at Phillips Fox 16 years, and worked with Allen & Overy in London for five years. He was also general counsel for a significant privately owned property development group for several years.

Andrew has extensive experience across corporate and commercial law, managed investment schemes, listings and corporate governance as well as experience in real property law.

His experience in the private sector gives him an additional insight into business that assists in his pro-active and pragmatic approach to the practice of law.

Areas of expertise

• Managed investment schemes
• Capital raising for corporations and managed investment schemes
• Corporations Act issues
• Business acquisitions and disposals
• Advice to small to medium business
• Joint ventures and partnerships
• Trusts
• Commercial agreements
• Property transactions

Key clients

• Ardent Leisure Trust
• Baudinet Group
• Fortius Funds Management
• Oracle Funds Management Group
• Johnson Property Group

Qualifications

Bachelor of Laws, Sydney University
Bachelor of Arts, Sydney University

Admission details

New South Wales 1985, England and Wales 1990

Contact details

Telephone: +61 2 9261 2709

Facsimile: +61 2 9261 2558

Mobile: 0450 608 182

Email: azm@anzarut.com.au