Commercial lawyers · Adelaide, South Australia
Northgate & Vale is a small commercial practice for the owners of private businesses: the contracts they sign, the premises they lease, the people they employ, and what becomes of the business when they step back.
01 Practice areas
Most matters an owner brings us touch more than one area at once: a lease that depends on the sale, a departure that depends on the shareholders’ agreement. The practice is built so that one director sees the whole picture rather than a slice of it.
Supply and distribution terms, shareholder and partnership agreements, service contracts, licensing, and the standard terms your customers actually sign. We draft in language a counterparty can read without their own lawyer translating, and we mark up the other side’s paper with the same clarity.
Retail and commercial leases from either side of the table, agreements for lease on new premises, options and renewals, make-good, and the purchase or sale of the building itself. In South Australia much of the risk sits in the disclosure statement and the fine print of the term; we read all of it, and we tell you which clauses matter to you.
Contracts for senior hires, restraints written to hold up, policies that fit the size of the business, and performance, redundancy and termination handled properly the first time. When an underpayment question or a claim arrives, you get an answer sized to your business rather than a template written for a listed company.
Buy–sell arrangements between owners; the clauses that decide what happens on death, incapacity or departure; wills and powers of attorney written with the business in view; and the transfer to family or management when the time comes. Done early, this is a quiet afternoon’s work. Done late, it is a dispute.
Most commercial disputes end with a letter or a meeting, not a hearing. We write the letter that settles it, negotiate hard where it counts, and run the matter in the South Australian courts when it must be run. Debt recovery is handled the same way: firmly, in proportion, and with the relationship in mind where one is worth keeping.
02 How the firm works with owners
Owners run the business while the legal work happens. Three habits keep that from becoming a second job.
Where the work can be scoped — a lease, a shareholders’ agreement, a sale contract, a set of employment contracts — you receive a fixed fee in writing before anything begins. Where it cannot, you receive an estimate, and you hear from us the moment it looks likely to move.
A fee you can budget for is part of the advice.
Advice arrives as a short letter with the answer first and the reasoning after it. Contracts are drafted to be read by the people who have to live with them. If a clause cannot be explained in a sentence, it is usually a clause you should not be signing.
Every matter is run by a director who knows your business, with a senior associate and the paralegal team behind them. The director who scopes the work is the one who signs the advice and the one who picks up when you call. You are not handed down the corridor.
03 The people
The practice is a handful of lawyers and the people who keep their work moving. Everyone here acts for owners, and everyone can explain what they are doing and why. You will know who is on your matter and what each of them is for.
The first conversation is with a director. After that, you have a direct line to everyone on the matter, and you are told in the scope letter who each of them is.
Commercial lawyers who act for owners rather than institutions. Each director carries their own matters, sets the scope and the fee, and is the person who answers for the advice. They sit in on the first conversation and on the last.
Senior associates run the drafting and the detail: the mark-ups, the due diligence, the correspondence that keeps a transaction moving. They are copied on every email and are usually the first to answer a question.
The paralegal team handles searches, company and security registrations, settlement logistics and the document set for every matter, so that the lawyers’ time — and your fee — goes to the judgement calls.
04 Notes from the practice
Written for owners, not for other lawyers. General in nature; a matter of your own deserves advice of its own.
Make-good, outgoings, options and relocation clauses decide what a lease actually costs over its term. The four to read twice before the disclosure statement is signed, and the one to negotiate every time.
On leasing, for tenants and landlords alike.
Most disputes between owners are about a scenario the agreement never contemplated: a departure, a divorce, a disagreement over dividends. What a good agreement decides in advance, and why the conversation is easier while everyone is still friends.
On ownership, for companies with more than one owner.
Due diligence starts with contracts, leases and employees, in that order. How to have the answers ready before the questions arrive, and what an untidy file does to the terms of the deal.
On exits, for owners a year or two out.
05 The first conversation
We listen more than we talk at this stage. The point is to understand what has come up, tell you plainly whether we are the right firm for it, and set out what the work would involve and cost before any of it begins.
A few lines through the form below is enough: what the business does, what has come up, and how soon it matters.
At the office, at your premises, or by video. We ask more than we tell, and we say so if the matter belongs with someone else.
A short letter sets out what we would do, who would do it, and what it would cost — fixed where the scope allows, estimated where it does not.
Nothing starts until you have read the letter and told us to proceed. From there, the director who wrote it runs the matter.
06 Enquiry
A few lines is enough to begin. A director reads every enquiry and replies to arrange the first conversation.