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When buying a business, most people focus on the obvious: the revenue, the client list, the lease, the equipment and the goodwill. What they often don’t think to ask is whether they are also buying the seller’s unfinished work, unhappy customers and legal disputes. A Queensland District Court decision handed down in 2026 shows exactly what can happen when that question goes unasked. What happened in Lam v Wichgers? In Lam v Wichgers Family Pty Ltd [2026] QDC 74, a mechanic’s workshop known as JW Racing was engaged to restore a vintage car. Before the job was finished, the owner sold the business to a new company, Juliet Capital Pty Ltd, which took over the workshop and its jobs in progress. The customer, Mr Lam, did not realise the sale had been completed until early 2020. At that point, he continued dealing with Juliet and left the vehicle with them to complete the restoration. No formal dispute was on foot at the time of the sale. The work, however, was not finished to the required standard. When the matter came before the court, one of the key issues was what happened when the business changed hands. The new owner continued working on the restoration after the sale and Mr Lam continued dealing with the new business as though it had taken over responsibility for the project. The Court found JW Racing liable for $21,354 in damages, subject to further submissions on interest and costs. In reaching that conclusion, the judge discussed whether responsibility for the contract had effectively transferred from the seller to the buyer after the sale. That legal concept is known as novation and has important implications for anyone buying a business. In this particular instance, the judge did not find the buyer responsible for the seller’s errors in the services, but considered that in the usual course if a contract was novated, the buyer would be “obliged to complete the contract including, if necessary, to correct any prior work that did not comply with the terms of that contract” [see para 98]. What is novation and why does it matter to business buyers? Novation occurs when all parties to a contract agree – expressly or through their conduct – that a new party steps in to replace one of the original parties, taking on both the benefits and obligations of the original contract. In a business sale context, novation does not always need to be formally documented. As Lam v Wichgers demonstrates, it can happen through conduct alone, simply by continuing to perform a contract that was originally entered into by the seller. Once a court finds that novation has occurred, the incoming business owner is responsible for fulfilling that contract in its entirety, including correcting anything the outgoing owner got wrong. When you ask a Gold Coast business lawyer for advice, this is one of the first questions to address: what existing contracts and jobs in progress will I be stepping into buying this business? And what liability might follow? What obligations might continue after a business sale? While Lam v Wichgers focused on unfinished customer work, the broader lesson is that a buyer should identify all obligations connected to the business before settlement. Existing customer contracts, jobs in progress, warranty obligations, employee arrangements and known disputes should all be examined carefully during due diligence. The precise risks depend on the structure of the transaction and the terms negotiated between the parties. How can you avoid inheriting the seller’s problems? If you address these issues before settlement, rather than after, you may be able to avoid inheriting unexpected liabilities. This is where experienced Gold Coast business lawyers will be most important. Due diligence on contracts and disputes Before settlement, a buyer should receive full disclosure of all existing customer contracts, work in progress and any actual or threatened disputes. In Lam v Wichgers, the Court noted that the sale agreement contained no indemnity from JW Racing in favour of Juliet for claims arising from pre-sale work. Warranties and indemnities A well-drafted agreement should include seller warranties that there are no undisclosed disputes or defective works, and an indemnity clause requiring the seller to compensate the buyer if a pre-sale liability emerges after settlement. Treatment of existing contracts The sale agreement should address how existing customer contracts are handled, whether formally assigned, novated with the customer’s consent or wound up before completion. Employee entitlements Under Queensland’s Industrial Relations Act 2016 and the federal Fair Work framework, a buyer may inherit long service leave and other accrued entitlements. A proper disclosure schedule is essential. Gold Coast employment lawyers regularly assist buyers in auditing these obligations before contracts are signed. The cost of this thorough due diligence is modest compared to the potential cost of discovering a significant pre-sale liability after settlement, when the seller has long-since been paid and moved on. Asset sale vs share sale The structure of the sale matters significantly and is one of the most important decisions a buyer and seller make. This is a legal decision as much as a commercial one. In a share sale, the buyer acquires the company itself, together with its existing liabilities, obligations and legal risks, whether or not they have been fully identified during due diligence. In an asset sale, the buyer acquires specific assets of the business and liabilities generally remain with the seller. However, as Lam v Wichgers demonstrated, conduct after settlement can create new liabilities even in an asset sale, particularly where the buyer steps into existing customer relationships without clearly addressing the terms on which they do so. Both structures have advantages and risks. A commercial lawyer on the Gold Coast will work through the implications of each structure for the specific transaction before advising which approach is appropriate. Protect yourself before you sign Buying or selling a business is one of the most significant financial transactions most people will undertake, and the legal complexity goes well beyond what a standard contract

Federal Budget 2026–27 has proposed the most significant overhaul of Australia’s capital gains tax (CGT) regime in nearly three decades. If passed, from 1 July 2027, the 50% CGT discount that has shaped how Australians invest for a generation will be replaced by cost base indexation and a 30% minimum tax on capital gains. The changes extend well beyond investment property and into shares, business interests and the assets people leave behind. For Gold Coast families where property investment runs deep and many estates include a mix of assets, the implications are real – and worth understanding now. What is changing and when The Treasury Laws Amendment (Tax Reform No. 1) Bill 2026 passed the House of Representatives on 4 June 2026 and is currently before the Senate. If passed, the 50% CGT discount would be abolished for gains accruing from 1 July 2027. In its place, the government is introducing: The changes apply to all CGT assets, not just residential property. Investment properties, shares, business interests and assets held in family trusts are all within scope. Gains that accrued before 1 July 2027 will continue to be assessed under the 50% discount. For tax purposes, assets are treated as though they were sold and repurchased on that date, splitting the gain between the old rules and the new ones. The deemed disposal itself does not trigger a tax liability – it is a technical mechanism for separating the two periods, not a taxable event. How CGT works with deceased estates in Queensland Under current Australian tax law, assets do not automatically attract CGT when they pass to a beneficiary on death. The tax is deferred. For an investment property, the beneficiary generally inherits the asset at the original purchase price paid by the deceased, and CGT only becomes payable when they later sell. In Queensland, the Succession Act 1981 (Qld) governs how estates are administered, though the tax treatment of inherited assets is a matter of federal law. The ATO has a number of useful examples of how CGT will apply to inherited assets here: https://www.ato.gov.au/individuals-and-families/investments-and-assets/capital-gains-tax/inherited-assets-and-capital-gains-tax/cost-base-of-inherited-assets This is where the Budget’s changes become relevant. If a beneficiary inherits an investment property, a parcel of shares or a business interest and then sells it after 1 July 2027, then subject to final legislation, a 30% minimum tax would apply to the gain accruing from that date. The 50% discount that the deceased may have been counting on to reduce the tax burden would no longer be available for that post-2027 component. This is an area where specialist wills and estates lawyers can help families understand the implications before they arise. The impact on investment properties, shares and business interests Investment properties Gold Coast property has delivered strong capital growth over the past decade, and many families hold investment properties as a core part of their estate planning. Under the new regime, gains accruing from 1 July 2027 would be subject to the 30% minimum tax regardless of how long the property has been in the family. Property lawyers on the Gold Coast are well placed to advise on how these transitional rules apply to a specific estate. Shares and other investments Shares and exchange-traded funds (ETFs) held outside superannuation are also caught by the changes. There are early indications that investors are already pivoting toward income-producing assets such as bonds, fixed income and high-yield shares, in anticipation of the new rules reducing the tax advantage of chasing capital growth. Where a will leaves a share portfolio to a beneficiary, the tax treatment of those shares on eventual sale will shift Business interests The Australian Industry Group has warned that the reforms “retrospectively apply higher tax rates to existing investments”, a concern that applies equally to business succession planning. Business owners who plan to pass a business to family members, or who hold business assets through a trust, face added complexity. The existing small business CGT concessions remain in place, and whether they apply in a particular situation is worth confirming with a Gold Coast business lawyer or tax adviser. What this means for your will and estate plan Wills drafted on the assumption that beneficiaries would sell inherited assets under the 50% discount regime may not deliver the outcome the person who wrote the will intended. The tax a beneficiary pays on selling an inherited investment property or share portfolio after 1 July 2027 could be meaningfully higher than it would have been under current law, reducing what the family actually receives. Reviewing your will with estate lawyers before the rules change is a practical first step. Some of the questions worth considering now include: The ATO’s guidance on deceased estates and CGT provides a starting point, though these are questions that benefit from specific advice from a Gold Coast solicitor and a tax professional. Superannuation and estate planning on the Gold Coast Superannuation sits outside the estate and is not governed by a will. It passes according to a death benefit nomination lodged with the super fund. Complying superannuation funds are not subject to the new 30% minimum tax and retain the existing one-third CGT discount, and Age Pension recipients are also exempt. However, when super death benefits are paid to non-dependent beneficiaries such as adult children, a portion of the payout may be taxable in their hands. Combined with the new CGT treatment of assets held outside super, the relative tax advantage of keeping investments inside superannuation would be likely to increase if the legislation passes. Coordinating superannuation and estate planning is increasingly complex, and a Gold Coast lawyer experienced in wills and estates can help families structure their affairs effectively. Now is the time to review your estate plan What looked like settled tax rules for a generation are now shifting. From 1 July 2027, the tax a beneficiary would pay when selling an inherited investment property, shares or business interest could be substantially higher than it would have been under current law, and wills or

Short-term rental restrictions are tightening across Australia as governments grapple with housing affordability, rental shortages and community complaints linked to Airbnb-style accommodation. Sydney is now investigating further restrictions on non-primary residence short-term rentals, while Byron Bay and Melbourne have already introduced caps, levies or permit systems. While the Gold Coast remains one of the more flexible short-term rental markets in Australia, planning rules, body corporate by-laws, insurance requirements and local council approvals can all become relevant depending on how the property is used. Property owners dealing with those issues often seek advice from property lawyers on the Gold Coast familiar with Queensland planning and development laws. Queensland laws treat short-term accommodation differently from ordinary residential use, and the rules can vary depending on where the property is located, how often it is rented and whether the owner lives onsite. Why are councils cracking down on Airbnb properties? Short-term accommodation has become a major political and planning issue in many tourist areas. Critics argue that converting residential homes into holiday accommodation reduces long-term rental supply and contributes to higher rents. The City of Sydney is currently considering stricter controls on Airbnb-style accommodation in some areas, following earlier restrictions introduced in New South Wales, including a 180-day cap on non-hosted short-term rentals in Greater Sydney. Other councils and state governments have introduced levies, permit systems or restrictions in response to rental shortages. That broader shift towards tighter regulation is also shaping discussions in Queensland, particularly in tourism-heavy regions such as the Gold Coast, where housing supply pressures and tourism demand continue to create tension. Gold Coast property owners are already operating in a market under increasing scrutiny. According to 2023 data reported by the ABC, there were more than 11,000 registered Airbnb properties on the Gold Coast – a figure that has since fallen to around 6,100 active listings as some owners moved properties back into the long-term rental market as bookings softened and interest rates rose. What counts as short-term accommodation in Queensland? Understanding how Queensland law defines short-term accommodation is important because different rules apply depending on how the property is being used. Under the Planning Regulation 2017 (Qld), short-term accommodation generally means providing accommodation for less than three consecutive months to tourists or travellers. The Gold Coast City Council treats short-term accommodation as a tourism and entertainment activity rather than a residential activity. That distinction is important because different planning rules apply depending on how the property is being used. Queensland law also distinguishes between: Those categories can affect everything from development approval requirements through to enforcement action and neighbour complaints. Renting out a spare room while living onsite may fall within home-based business rules. Renting out an entire property to guests on a recurring basis is more likely to be treated as short-term accommodation requiring approval. Owners uncertain about approval requirements sometimes seek guidance from a commercial lawyer on the Gold Coast experienced in planning and property matters. Do Gold Coast Airbnb properties need council approval? The answer often depends on zoning, intensity of use and whether the property is hosted or unhosted. The Gold Coast City Plan states that short-term accommodation is code assessable in certain zones, including parts of: Outside those areas, the use may become impact assessable, which means the proposal can require public notification and allow neighbours to lodge submissions. Council scrutiny can also increase where a property begins operating more like commercial visitor accommodation than a traditional residence. In those situations, council approval may also be required where: Gold Coast City Council also warns that using a dwelling for short-term accommodation without the necessary development approval may amount to a development offence. In some cases, disputes about approvals or property use may require assistance from a property litigation lawyer. Hosted vs unhosted stays One of the biggest distinctions under Queensland planning rules is whether the property is hosted or unhosted. Hosted stays generally involve the owner remaining onsite while guests occupy part of the property. Some Gold Coast planning guidance suggests owner-occupied properties hosting four or fewer guests may fall within home-based business provisions rather than requiring formal short-term accommodation approval. Unhosted stays, where guests occupy the entire property while the owner is absent, are more likely to trigger Material Change of Use approval requirements under the Gold Coast City Plan. In practice, councils often look beyond the listing itself and focus on how the accommodation affects surrounding residents and the neighbourhood. Issues such as frequent guest turnover, noise complaints, parking pressure and high-intensity operation can all increase enforcement risk. Can a body corporate ban Airbnb on the Gold Coast? Apartment owners should not assume council approval is the only issue. Body corporate by-laws, management agreements and Community Management Statements can all affect whether short-term accommodation is practical or lawful within a building. This is particularly relevant on the Gold Coast, where many short-term rentals operate within apartment complexes and mixed-use developments. Queensland law has historically been more favourable to short-term letting than some other states. Section 180 of the Body Corporate and Community Management Act 1997 (Qld) limits the ability of body corporates to impose blanket bans on lawful residential use. However, body corporates may still regulate: As a result, even where short-term accommodation is technically permitted, disputes can still arise if guest behaviour regularly disrupts other residents or breaches building by-laws.Disputes often arise where short-term accommodation creates repeated disturbances or where the building was not originally approved for tourism-style use. What other legal requirements apply? Planning approval is only one part of the compliance picture for short-term rental operators on the Gold Coast. Operating a short-term rental property on the Gold Coast may also involve: Gold Coast local laws require rental accommodation operators to hold at least $10 million in public liability insurance. Queensland’s smoke alarm laws are also becoming stricter. All dwellings must have interconnected photoelectric smoke alarms installed by 1 January 2027.Failure to comply with those obligations can expose owners to both financial penalties and potential legal disputes

Starting a business on the Gold Coast is an exciting step, but many new business owners underestimate the legal complexities involved. That’s because establishing a business involves far more than registering a business name and obtaining an Australian Business Number (ABN). Queensland has its own regulatory environment that operates alongside federal law, meaning new businesses must navigate requirements at both levels. Depending on the nature of the business, this may include company registration requirements, employment and workplace laws, industry-specific licences and local Gold Coast City Council approvals. Working with experienced Gold Coast business lawyers from the outset can help you avoid costly mistakes and establish the right foundations for long-term success. Here are four areas business lawyers can assist you with when starting a new business. Choosing the right business structure One of the first decisions you’ll make when starting a business is choosing an appropriate business structure. The structure you select can affect everything from taxation and day-to-day management to personal liability and future growth opportunities. The most common business structures in Australia are: Each carries different legal, financial and tax implications, and what works for one business may not be suitable for another. Choosing the wrong structure can create unnecessary risks and costs that may be difficult to reverse later. For example, a sole trader structure is the simplest to set up, but it offers no legal separation between your personal and business assets. As a result, you may be personally liable for business debts and legal claims. A partnership shares that exposure across multiple individuals, while a trust structure introduces additional complexity around control and distributions. A company structure, on the other hand, provides limited liability protection but comes with greater regulatory obligations, including registration with the Australian Securities and Investments Commission (ASIC). Complying with Queensland licences, permits and local approvals Before you open for business, you need to be confident that your business satisfies all federal, state and local requirements. Depending on your industry, you may need to obtain licences or permits from the Gold Coast City Council. These can cover everything from signage and outdoor shade structures to building renovations and environmental considerations. At the state level, Queensland regulates a wide range of industries through licensing and registration requirements. Certain trades and professions, including construction, real estate and some health services, must obtain the appropriate licences or registrations under Queensland legislation before they can legally operate. The type of business may also require specific licences and permits. For example, food and hospitality businesses typically require food business licences and compliance with food safety regulations. If you’ve never operated a business on the Gold Coast, navigating all of these requirements can be overwhelming. That’s why commercial lawyers on the Gold Coast are so important when setting up a business. They will identify the licences and approvals your business needs and assist with all the relevant paperwork, saving you time and ensuring your business opens its doors fully compliant. Putting the right contracts and agreements in place Protecting your business means putting the right legal foundations in place from the outset. Contracts and agreements establish clear expectations between business partners, customers, suppliers and employees, reducing uncertainty and providing a mechanism for resolving disagreements if they arise. Before you begin trading, it is worth putting the following in place: Many lawyers in litigation will tell you that a significant proportion of the disputes they encounter could have been avoided with proper documentation from the outset. Once you start trading, your business will rely on a range of contracts to protect its interests and manage risk. These include: Poorly worded contracts – or no contracts at all – can put your business at serious risk legally, financially and reputationally. Having a business lawyer review or draft these documents can prevent disputes from escalating into costly legal action. Reviewing and negotiating commercial leases Securing premises is one of the first major commitments you’ll make – and one of the most legally significant. Commercial leases are long-term, binding agreements that may contain clauses restricting certain activities or providing greater protection to the landlord. If you are leasing retail premises on the Gold Coast, the Retail Shop Leases Act 1994 (Qld) provides important protections for tenants, including disclosure obligations on landlords and specific rules around rent reviews and lease renewals. Before entering into a lease, you should carefully review important terms such as: A Gold Coast commercial leasing lawyer can review the lease before you sign, identify unfavourable terms and negotiate on your behalf. Commercial lease solicitors can also help you understand your rights and obligations as a tenant under Queensland law. Why local experience matters Starting a business on the Gold Coast is a significant investment of your time and money. Getting the legal foundations right from the start – your structure, contracts and compliance – means you can focus on building your business rather than correcting preventable mistakes later. Working with local Gold Coast business lawyers provides the added benefit of Queensland-specific advice and an understanding of the Gold Coast business environment. If you have been searching for a lawyer for business near me, look no further than QBM Lawyers. Our experienced Gold Coast business lawyers advise new and established businesses on a wide range of commercial law matters, from business structures and contracts to leasing and compliance. For help starting a business, contact the team today. Frequently Asked Questions Aren’t business lawyers just for large corporations? Not at all. In fact, small businesses often have the most to gain from early legal advice. Without the resources to absorb costly disputes or regulatory penalties, getting things right from the start is even more important. How much will it cost to use a business lawyer when starting my company? Costs vary depending on the complexity of your business and the legal services required. Many Gold Coast business lawyers offer fixed-fee arrangements for common start-up services, such as company registration, business structure advice, shareholder agreements and commercial contracts. Can I change