Dentons Kensington Swan

Whether you are starting a new business, investing in an existing one, managing compliance, raising capital or managing a complex transaction, you need to have confidence in the advice you receive.

The corporate world is fast-moving and decisions need to be made quickly and efficiently. You want to work with a team of professionals that understands the markets you operate in and takes the time to prioritise the issues that matter to you. No matter what your goals or where your business is in its lifecycle, having a team that can apply expert legal knowledge to your commercial issues will help you to navigate the complexities of all your business transactions.

We work with listed companies, local subsidiaries of multinationals, private companies, trusts and individuals. We want you to succeed, not just comply, so we work with you to understand your drivers and make your decisions as simple as possible. Our advice is accessible and pragmatic, and our aim is to help you achieve results in an effective and efficient way.

Services

Regulatory

Whether you are just starting out, an established company, or undertaking a complex transaction, we can advise you on the regulatory environment affecting your business or the transaction you are undertaking. We support all forms of corporate entity, providing compliance advice across the business lifecycle in areas such as the Companies Act 1993, Financial Markets Authority Act 2011, Commerce Act 1986 and Overseas Investment Act 2005. 

Corporate Structuring 

Choosing the most appropriate structure for your investment or business venture is critical. Whether you are starting a new enterprise, establishing an employee share scheme or changing as part of a restructure, we can help you to find a model that suits your needs. The right structure could include limited partnerships, companies, joint ventures, unit trusts, trading trusts or partnerships.

Private Equity & Capital Raising 

Whether you require funding as a start-up, or early stage company as an established business, or to gain a strategic stake in an enterprise, we can help you raise the capital you need.
We understand the nuances of private equity and venture capital funding, and can help you to plan, structure, consolidate and manage your investment. We can also help you with management buyouts, exit strategies and leveraged buyouts.

Corporate Governance

The success of your business is in how it operates. Having the right governance structure and processes in place can help you to build brand equity, retain good people and enhance productivity. As well as advising on compliance and best practice, we can help you to understand shareholder rights and negotiate and resolve disputes. 

Distribution and Supply

We are experts in drafting, negotiating and advising on distribution, supply and customer contracts and terms of trade. We are experienced in formulating the best strategy to unwind existing distribution and licensing arrangements which often requires an understanding of intellectual property implications. Our team also has the expertise to support the delivery of your business needs through commercial and online channels. 

Procurement and Outsourcing

Typically, procurement and outsourcing contracts are long term progressions with significant investment and commitment. Key to managing risks for both parties and avoiding a relationship breakdown is having upfront certainty of services, pricing and KPI’s. Our depth of experience in these major contracts, including acting for government and for companies contracting with government, will prove invaluable.

Legislative Compliance (Including Consumer Law and Fair Trading)

Failure to comply with your consumer law obligations can have significant consequences for your business. You could face prosecution, fines, damage to your reputation, loss of profits and wasted staff time. We can assist you to comply with the Fair Trading Act 1986 and other consumer legislation. We can also review your marketing collateral for compliance with both the Fair Trading Act and Advertising Standards Codes, as well as to consider if there are any intellectual property implications. 

Brand Promotion and Sponsorships

The value of your brand can be unlocked and enhanced through appropriate brand promotion and sponsorship either online or at key events. We are experts at drafting and negotiating sponsorship and influencer agreements, including for online promotion of your brand. We link in with our Intellectual Property experts to ensure your brand is appropriately protected, and we can advise on your obligations with regard to sponsored posts on social media.

Joint Ventures and Strategic Alliances

Research shows that 50/50 joint ventures are more sustainable compared to majority/minority arrangements. Mismatched interests require added safety valves such as put and call options (in preference to a Russian roulette) to avoid significant loss of value when there is a falling out.  Our experience with all varieties of joint arrangements will ensure a strong and successful venture or strategic alliance whatever your stakeholding.

Franchising

Our franchise law team is experienced in the design and set-up of new franchises. We can help you develop a greenfield franchising concept or convert existing distribution and sale networks into a franchise format. We also advise on altering overseas franchise arrangements to comply with New Zealand law. Dentons Kensington Swan is a member of the Franchise Association of New Zealand and advises on compliance with its Codes of Practice and Ethics.

Warranty and Indemnity Insurance

Warranties and indemnities can be contentious in a sale agreement and expose the vendor to risk. That risk can now be insured against by both vendors and purchasers, but you need to have the right insurance in place. We advise insurers and the insured in this fast-developing area of the market, giving us a unique perspective to advise you from. 

People are key to your business. Successfully navigating New Zealand’s prescriptive employment law is crucial to your reputation and fostering a positive and dynamic work environment. Your ability to respond to the myriad of issues you face requires advice which keeps you on the right side of the law and gets the best out of your people at all the different stages of the employment relationship. When contentious issues arise, you want to resolve them quickly and economically. If you must litigate, you want to understand the risks to your business and reputation.

We are passionate about employment law. We want to work with you to ensure the people side of the business is working optimally to give you a competitive advantage. We will work with you to ensure you have the flexibility to manage your workforce, and ensure compliance in the highly regulated employment law space. Our specialist team, one of the largest in New Zealand, brings technical prowess coupled with an appreciation of relationships in this space. Always strategic, we cover the full ambit of employment law, including re-organisation, union issues, dispute resolution, and investigations. Whether a local business or government department, or an international company with employees in New Zealand, we are here to add value.

There are frequent changes to immigration laws in New Zealand. Of particular importance are laws governing who can give out immigration advice, and compliance with rules relating to the employment of foreign nationals.

Our specialist immigration lawyers have the proven expertise to ensure you comply with relevant law and policy. We have achieved very successful results for employers and migrants across a range of industries.

We provide strategic advice to a wide range of clients, including employers, senior employees and high net worth individuals (both in New Zealand and overseas), on obtaining immigration approvals to enable individuals to live and work in New Zealand.

Whether you’re a start-up company beginning to develop your brand or a multi-national wanting to enforce your intellectual property rights in New Zealand, you need advice from people who can not only help you identify and protect your IP, but can also assist you to unlock its value.

New Zealanders are a creative lot. We come up with inventions, creative ideas and products that have enormous value to the rest of the world and keep the New Zealand economy growing. But they’re only valuable if the IP at the heart of them is protected to maximise its value and prevent others from misusing your IP and reducing its value.

Our team are confident with all aspects of IP law and have the achievements to reinforce this. We can help you identify and register your IP and make sure you have the right to use it. We can also help you commercialise your IP through licensing or franchising agreements and advise you on the IP issues associated with buying or selling a business.

Our tech lawyers operate at the intersection of technology and law. We have depth and breadth of experience in the key business issues driving change in technology and advising a wide range of participants in the technology ecosystem from emerging growth software and IT companies to multinational technology suppliers and businesses who procure from them.

We are skilled at enforcing and defending IP rights. We have a track record of successful litigation but also regularly resolving IP disputes without the need for costly court action. We advise clients on a wide range of IP disputes, including trade marks, copyright, designs, patents, passing off and unfair trading.

Our IP team have achieved high rankings across directories for 2021. We have been ranked in Band 1 in the Chambers Asia Pacific 2021 directories and ranked in Tier 1 (Gold Status) in the World Trademark Review (WTR1000) 2021 directory. This follows suit in our recognition as the New Zealand IP Firm of the Year for WTR1000 in 2020, and it reflects the skill of our team and work.

Jenni Rutter and Charlotte Henley have also acclaimed global success having achieved top rankings in the WTR1000 2021 directories for Enforcement and Litigation (Jenni achieved Gold Tier), Prosecution and Strategy (Charlotte and Jenni both achieved Silver Tier), and Transactions (Charlotte achieved Silver Tier).

Disputes, particularly complex disputes, are unavoidable and they are difficult and time-consuming to manage. Traditional court-based litigation is expensive and becoming more so as the amount of data kept within organisations increases, making the discovery process more complicated and much more costly.

If you’re involved in a dispute you need input from lawyers who can combine high-quality legal advice with a practical, cost-effective approach. They need to understand how business works and be familiar with all the options available to manage your risk while achieving the best possible outcome. That may mean going to court, but it’s more likely to involve using alternative forms of dispute resolution such as negotiation, mediation or arbitration. 

Our team of lawyers can deal with disputes of all sizes. We’ve been involved with some of New Zealand’s largest commercial disputes and we also help clients solve smaller, more personal disputes, such as disputes between trustees or over estate administration. We’re skilled mediators as well as litigators, and we understand that ultimately it’s about getting a good outcome as quickly and cost-effectively as possible.

Property is New Zealand’s largest non-export industry. It is constantly having to evolve in response to current and anticipated influences - globalisation, market forces, new technology, legislative developments and the risk of natural disasters. Property transactions must take account of the big picture as well as the detail.

If you are buying a house, negotiating a multi-million-dollar lease on a commercial building, or acquiring land for a large development project, you need help from experienced property lawyers who know what they are doing.

Businesses acquiring or disposing of property interests need input from advisers who know the industry as well as the law - advisers who can identify the many risks, and manage them in a way that is commercially appropriate, legally sound, and cost-effective. 

We have a substantial practice in the buying, selling, developing, subdividing, unit titling, financing and leasing of all types of property - especially office, industrial, retail, rural, residential and mixed-use properties. Our clients include overseas and local investors and developers, multi-national tenants, Crown agencies, shopping centre owners, and lessees of high country stations. 

Our work for central and local government agencies covers the acquisition of land interests for roading, power and other public works, related compensation issues, disposals, construction and infrastructure, large-scale development and leasing transactions, treaty settlements, and the management of Crown property portfolios. 

Our team works closely with clients to get a good understanding of their business and their present and future needs. We are supported by colleagues in other teams, such as planning, construction, infrastructure, health and safety, public law, finance, and dispute resolution. 

New Zealand’s strong economy in recent years means the number of formal insolvency appointments remains relatively low. There are some exceptions. Traditional high-street retailers have experienced a challenging environment and, while the construction industry has experienced a boom, resource constraints are putting stress on the sector.

If you are a trade creditor, you need input from someone who can tell you how much you are likely to get back and how long it is likely to take, so you can make the necessary arrangements and move on. If you’re an insolvency practitioner, you need to know that the steps you are taking comply with the law. 

We have acted on some of New Zealand’s highest-profile insolvency cases. Our expertise extends to alternatives to formal insolvency appointments, such as workouts and informal debt restructuring. We draw on the expertise of all areas of our business, including finance, corporate law and dispute resolution, and we have strong relationships with banks and insolvency practitioners.