- Mergers and Acquisitions
- Competition and market regulation
Areas of Practice
- Competition and market regulation
- Mergers and Acquisitions
WSG Practice Industries
As part of one of Australia's recognised 'elite' competition practices, I am known for providing clients with clear, pragmatic and responsive advice to assist them in navigating Australia’s competition and consumer laws to ensure they achieve their objectives and manage risk. I am recognised in Competition / Antitrust in Chambers (2021, 2022), Best Lawyers (2020. 2021, 2022), and Legal 500, and have been described in Chambers and Legal 500 as having 'very good strategic skills' and being '"an obvious choice" to work with', "personable, with a sharp mind and quick in understanding legal issues and applying law to the commercial reality", 'extremely easy to work with, 'a quality 'which helps get transactions through', and "a real class act when it comes to competition law'".
I have deep expertise in complex competition issues in domestic and global M&A transactions, both through the Australian Competition and Consumer Commission's (ACCC) informal clearance process and in merger authorisation applications and associated litigation before the Australian Competition Tribunal and Federal Court. My expertise in multijurisdictional transactions sees me regularly collaborate with MinterEllison’s foreign investment team to secure regulatory approvals for global and multi-jurisdictional transactions.
Clients turn to me for advice on managing and responding to regulatory investigations and enforcement action for potential competition and consumer law breaches, including immunity applications, litigation, and private proceedings, as well as significant and sensitive cartel allegations and other competition law issues. In addition, I guide clients on a wide range of consumer protection and regulatory issues, including misleading and deceptive conduct and advertising, unfair contract terms, unconscionable conduct, consumer guarantees, product safety, and recalls.
Working closely with overseas law firms to manage Australian competition aspects of high profile, complex global and multijurisdictional M&A transactions, such as:
- Kustomer's US$1 billion acquisition by Facebook (Meta)
- Siemen's proposed EUR 15.4 billion global mobility merger with Alstom.
- AT&T's US$85.4 billion acquisition of Time Warner.
- Vista on its acquisition of Citrix, among other acquisitions.
- Baring on its US$2bn acquisition (together with CPPIB and GIC) of Virtusa.
Advising on competition aspects of complex, high profile domestic and trans-Tasman M&A transactions including advising:
- CrownBet in contesting Tabcorp’s $11 billion bid for Tatts, one of the most complex, contested, and high profile merger clearance matters in Australia.
- Toll Holdings on the sale of its coastal shipping business to Sea Swift, including merger authorisation proceedings in the Tribunal.
- Kraft Heinz on its acquisition of Cerebos Pacific Limited's food and instant coffee business including iconic brands such as Gravox, SAXA, Fountain and Foster Clark's.
- Albemarle on its JV transactions with Mineral Resources Ltd.
- Warrnambool Cheese & Butter in relation to Murray Goulburn’s bid for WCB and associated merger authorisation proceedings in the Tribunal.
- Carter Holt Harvey / Rank Group's on its strategic divestment of two particleboard board operations to Borg Panels, sawmill and export woodchip operations to OneFortyOne Plantations, and four sawmills to AKD Softwoods, among other disposals.
- Arrow Pharmaceuticals on its merger with Apotex to create Arrotex.
- Vail Resorts on its acquisition of Mt Hotham and Falls Creek ski resorts.
- Elders Ltd on its acquisition of AIRR Holdings Ltd by way of scheme of arrangement.
- Viva Energy (Shell Australia) on its acquisition of the remaining 50 per cent interest in Liberty Oil Holdings, acquisition of Westside Petroleum and Shell Aviation Fuel business
- Affinity Equity Partners / Scottish Pacific on its proposed acquisition of CML Group.
- Only About Children (Bain Capital) on its acquisition of various childcare centres
- Think Childcare on its acquisition by Busy Bees Early Learning Australia
- Select Harvest on its acquisition of Piangil Almonds
Managing large, novel cartel and regulatory investigations and litigation for domestic and international clients including:
- Cryosite in the ACCC's first 'gun-jumping' proceedings (noting MinterEllison did not advise on conduct that was the subject of proceedings).
- Unlocked in proceedings against Google for misuse of market power, including successfully obtaining an interim injunction - first case involving new Australian misuse of market power prohibitions.
- Part of one of five ‘elite’ competition practices in Australia as ranked by the Global Competition Review (GCR) 100 (2011-present)
- Shortlisted by GCR in the GCR Global Awards for 'Regional Firm of the Year – Asia Pacific, Middle East and Africa)' in 2020, 2021, 2022
- Shortlisted by GCR in the GCR Global Awards ‘Merger Control Matter of the Year – Asia-Pacific, Middle East and Africa’ in 2018 (Tabcorp / Tatts) and in 2017 (Toll / Sea Swift), winner of ‘Innovation in Expanding Clients’ Business’ award at the 2017 FT Innovative Lawyers Awards Asia.
LLB (HONS) (UNIVERSITY OF MELBOURNE, 2003); BCOM (UNIVERSITY OF MELBOURNE, 2003); GRADUATE DIPLOMA IN LEGAL PRACTICE, SKILLS AND ETHICS (MONASH UNIVERSITY)
Areas of Practice
- Competition and market regulation
- Mergers and Acquisitions
- Miranda Noble |April 2020
COVID 19: How the Changed FIRB Rules Affect the Australian Competition and Consumer Commission (ACCC) and the Australian Taxation Office (ATO)By Miranda Noble |March 2020
- CCA changes: repeal of IP exemption and new small business powers
A new bill passed on 18 February 2019 amends the Competition and Consumer Act 2010 (Cth) by repealing the historic IP licensing exemption. It also facilitates small businesses pursuing private litigation against anti-competitive conduct under the CCA.
- Consumer law during the COVID-19 crisis – risk areas for suppliers
In light of the COVID-19 health emergency and resulting period of significant uncertainty, businesses and consumers face unprecedented challenges and wide-reaching impacts relating to the supply of products and services, and indeed the ability of businesses to supply products and services.
- ACCC scrutiny in the aged care sector over Australian Consumer Law breach
Off the back of recent ACCC proceedings in the aged care sector, there are a number of steps that businesses with vulnerable consumers can take to protect their consumers and therefore reduce the risks of contravening the Australian Consumer Law.
- Recent ACCC enforcement action over consumer guarantee representations
Here, we provide a snapshot of the ACCC's recent enforcement activity in relation to consumer guarantees and highlight common risk areas for suppliers and manufacturers.
- Is the ACCC becoming a second privacy regulator?
The ACCC has issued proceedings against Google for allegedly mising consumers about the collection and use of location data.
- International Comparative Legal Guide to Merger Control 2019: Australia
MinterEllison has written the Australian chapter of the International Comparative Legal Guide to: Merger Control 2019.
- Australian Merger Control: Change in uncertain times
With the Australian competition regulator calling for reform and a renewed focus on big tech and international collaboration, change is on its way for Australia's merger control regime. What does this mean for investors and transactions?
- COVID 19: How the changed FIRB rules affect the ACCC and ATO
As a result of the COVID-19 changes to foreign investment in Australia announced on Sunday, investors that are now caught by the Foreign Investment Review Board (FIRB) regime will also be subject to scrutiny from other regulators. Our team explains what this means for investors and what they can do to manage this process.
- Joint takeover of ASX listed Sirtex Medical Limited
MinterEllison advised CDH Investments and China Grand Pharmaceutical and Healthcare Holdings Limited on their last-minute A$1.90 billion joint takeover for ASX listed Sirtex Medical Limited.
- What you can learn from the new proceedings issued against Google
We look at the ACCC's increasing willingness to scrutinise privacy-related consumer issues, and provide some useful guidance around organisations' compliance with privacy protections through the lens of consumer law.
- ACCC recommends protections for consumers using customer loyalty schemes
On 3 December 2019, the ACCC released its Final Report in relation to Customer Loyalty Schemes, and called for a range of privacy and consumer reforms.
- Food and agribusiness sector remains key priority for ACCC: 12 areas of activity and concern
The Australian Competition and Consumer Commission (ACCC) has been active in education and enforcement of competition and consumer law issues in the agribusiness and food sphere over the past year.
- A new era for IP in higher education under Australian competition law
Changes to Australian competition law will change the way IP rights holders control their IP. For universities, whose activities often include the development and commercialisation of IP, these changes – in conjunction with other recent reforms to Australian competition law – will require a new approach to identifying and assessing competition law risks.
- ACCC calls for privacy law reform and a move towards GDPR-style privacy laws
The ACCC's Digital Platforms Inquiry Final Report (Report) confirms what is already clear – there is a proliferation of digital data and the broad range of ways that organisations (not only digital platforms) now use data has resulted in a complex inter-relationship between innovation, data commercialisation, privacy rights and consumer rights.
According to the ACCC, amendments to the Privacy Act are necessary to address an imbalance that have arisen in these relationships.
- ACCC's Digital Platforms Inquiry calls for far-reaching reforms
The ACCC's preliminary report on the Digital Platforms Inquiry contains far-reaching recommendations that impact business, the media, and consumer privacy rights.
- Reforms and penalties on the way for unfair contract terms
Proposed unfair contract term reforms include the introduction of penalties for reliance on an unfair term and an expansion of the UCT regime's scope. We explore what this could mean for businesses.
- ACCC proposes sweeping changes to Australia's merger control regime
The ACCC has announced long-awaited proposals for sweeping reform of Australia's merger control regime. These include mandatory notification and standstill obligations that it says are needed in order to restore and maintain effective competition in Australia.
- One step closer to reforms and penalties for unfair contract terms
The Treasury Laws Amendment (Enhancing Tax Integrity and Supporting Business Investment) Bill 2022 (the Bill), has been introduced. As foreshadowed in prior exposure draft legislation (Draft Legislation), the Bill proposes to strengthen and expand the unfair contract term (UCT) regime. It includes the introduction of penalties to propose, apply or rely on an unfair term in applicable contracts and expansion of the UCT regime's scope. We explore what's new in comparison to the current UCT laws and the draft legislation released in late 2021.
- Government's support of ACCC Digital Platforms Inquiry
The Australian Government has delivered its response to the Australian Competition and Consumer Commission's Digital Platforms Inquiry. The Government's response has largely supported the ACCC's recommendations and sets out a detailed roadmap of work for 2020 and into 2021. This includes the creation of a new 'Digital Platforms Branch' within the ACCC which will continue to examine the sector.
- The ACCC continues its foray into data privacy in ACCC v Google
The ACCC has partially succeeded in its action against Google for mising consumers about the collection and use of user location data, in a decision that may encourage further enforcement action in the context of data and privacy.
- Getting the global deal done amid the COVID-19 crisis
Perspectives on key FIRB and ACCC issues impacting global and multinational transactions with an Australian dimension.
- Current state of play for the Consumer Data Right
The proposed legislative framework for the new CDR, which was to come into effect through the Treasury Laws Amendment (Consumer Data Right) Bill 2019 (Bill) has lapsed in Parliament. In this article, we provide an update on the status of the CDR regime.
- Consumer Data Right – New year, new rules (and a revised timetable)
The Australian Competition and Consumer Commission has finalised and published its Consumer Data Right Rules and has issued a proposal to revise the implementation timetable for Consumer Data Right. The four major banks will now be expected to be ready to share consumer data from 1 July 2020.
- Managing cartel risks arising from COVID-19 responses
There is no automatic 'public interest' exemption to our competition law, although there are effective and timely mechanisms that can be used to ensure legal protection for business and their staff in implementing COVID-19 responses. Our team outlines key considerations and options for managing cartel risk to ensure businesses can respond rapidly in the best interests of their customers and the community in a legally compliant way.
- Managing cartel risks arising from universities' COVID-19 responses
What are the key considerations for Australian higher education providers in managing cartel risks when responding to the COVID-19 pandemic impacts?
- ACCC seeks to restore balance in the media industry
The ACCC's Digital Platforms Inquiry Final Report (Report) has made recommendations that could significantly impact the regulation of the media industry and digital platforms, and the future for media organisations in the digital era.
- Toll Holdings Ltd and Sea Swift successful in application for merger authorisation to the Australian Competition Tribunal
On 1 July 2016, the Australian Competition Tribunal granted authorisation to Sea Swift's proposed acquisition of certain shares and assets relating to Toll Marine Logistics' (TML) business in the Northern Territory and Far North Queensland.
- ACCC 2022/23 Priorities | The green light to target greenwashing
The ACCC has announced its 2022/23 enforcement priorities including a focus on a key risk – mising environmental and sustainability claims.
- Watch out – Australian Consumer Law broadens again
A key change coming into effect on 1 July 2021 will shine a spotlight on who is a 'consumer', plus future reforms to major failures and unfair terms.
- ACCC calls for competition reforms that will impact digital platform operators and beyond
The ACCC has concluded its long-running Inquiry into digital platforms in Australia. It set out its findings and a detailed set of recommendations in its final report released on 26 July 2019.
- ACCC seeking feedback on a class exemption for collective bargaining
The ACCC is seeking feedback on a proposed collective bargaining class exemption that would allow many smaller businesses to collectively bargain with their customers or suppliers.
The collective bargaining class exemption will provide eligible businesses with a 'safe harbour' to engage in the conduct specified in the class exemption without the risk of breaching the relevant provisions of the Competition and Consumer Act 2010 (Cth) (CCA).
- Managing cartel risks arising from COVID-19 in the health sector
While the health sector is being called on respond to the COVID-19 pandemic in unprecedented ways, there is no automatic 'public interest' exemption to our competition law where businesses coordinate or act collectively.
- Global Legal Insights: Merger Control 2019 Guide: our contribution
Merger clearance continues to be a headline deal risk in Australia. Understanding the key pressure points and evolving areas of risk will help to navigate this complex and evolving regulatory hurdle.
- Australian Competition Tribunal releases reasons for authorising Sea Swift's proposed acquisition of Toll marine freight business
- CrownBet contests Tabcorp and Tatts merger
MinterEllison advised wagering service provider CrownBet in Australia's most complex, contested, controversial and high-profile proposed merger last year involving Tabcorp and Tatts.
- Merger clearance is a headline deal risk in Australia
MinterEllison has authored the Australian Chapter of the Chambers and Partners Merger Control 2019 Second Edition Guide.
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