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Z. Archive_The Advocate

Laura Keily is a specialist in corporations law and finance, with a broad commercial practice.

 

Regularly appearing in the Federal and Supreme Courts, Laura is a bold advocate whose breadth of commercial experience, combined with her expert knowledge of corporate and competition law, places her in a unique position to maximise outcomes for clients. She is often called upon to represent companies, directors and government in cases involving corporate law and finance issues, regulatory dealings, and interactions between companies and their competitors, suppliers and/or customers. In addition, she is proficient in insurance, property, construction, competition and taxation matters. She is equally adept at general commercial litigation and has conducted a number of complex commercial trials.

 

Laura’s technical expertise has been recognised in recent appointments to the Law Council of Australia’s Corporations and Competition and Consumer Committees.

 

She holds three first class degrees: Masters of Commercial Law, Bachelor of Laws (Hons), and Bachelor of Science (in Chemistry and Physics). Her scientific background places her in an excellent position to assist clients in mining, manufacturing, logistics and other technical or engineering based industries where a grasp of technical expert evidence is required.

 

Laura has over a decade of experience as a blue chip corporate advisor in Melbourne (Blake Dawson Waldron, Corrs Chambers Westgarth) and London (Slaughter and May). She has negotiated many high value and cross-border acquisitions, takeovers and schemes of arrangement. Laura is also an experienced general counsel, company director and trustee.

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Advocacy experience

Laura is regularly briefed both alone and as a junior to silks such as Norman O’Bryan SC, Ian Waller QC, Kevin Lyons QC, Lachlan Armstrong QC, Terry Murphy QC and Nick Pane QC.

Laura has appeared alone as Counsel in various courts and tribunals, including the Federal Court, Court of Appeal, Supreme Court, County Court, Magistrates’ Court and Costs Court in Victoria, VCAT and the Council of Legal Education Board of Examiners.

She has conducted trials in the Supreme Court, County Court, Magistrates’ Court and VCAT. She recently acted for ASIC in the Federal Court and for the ATO in the Administrative Appeals Tribunal and the Supreme and County Courts. She has appeared for clients at ASIC section 19 investigations and conducted negotiations with regulators including ASIC, Consumer Affairs Victoria and AusIndustry.

Led a pro bono appeal in the Court of Appeal against the State of Victoria (Mary Pateras v State of Victoria [2017] VSCA 31) and a subsequent application for special leave to the High Court.

Laura is currently preparing a class action in the Federal Court.

Laura was called to the Victoria Bar in October 2013, having achieved the 75% pass mark of the closed book Victorian Bar exam on her first attempt. She read with Greg Ahern (a corporations law specialist).

Previous litigation experience prior to the Bar

Laura has extensive practical experience of litigation and dispute resolution prior to joining the Bar, including assisting:

  • Oil Basins Limited in relation to Federal Court litigation, advising on the corporate law and Listing Rules issues, drafting affidavits and pleadings, attendance in court and at conferences with Counsel (2012), Oil Basins Ltd v Bass Strait Oil Company and anor (2012) 91 AXSR 700.
  • AED Oil Limited in the Supreme Court in relation to the litigation and arbitration regarding mining contracts, including drafting affidavits and pleadings, attendance in court and at conferences with Counsel (2009-2011), AED Oil Ltd v Puffin FPSO Ltd [2009] VSC 534 and related proceedings.
  • Alinta Limited in the Federal Court on the disposal of its energy business to Babcock and Brown and Singapore Power by schemes of arrangement, advising on court documents (2007), Re Alinta Ltd [2007] FCA 938; Re Alinta Ltd (No 2) [2007] FCA 1378; Re Alinta (No 3) [2007] FCA 1416.
  • Cable and Wireless plc on the acquisition of the Energis business (including by creditors’ scheme of arrangement) (£630 million), advising on deal, attending court and conferences with Counsel (2005).
  • House of Fraser plc on two takeovers by scheme of arrangement, including James Beattie plc (£70 million), advising on deal, assisting with briefing Counsel, drafting court documentation, attendance in court and at conferences with Counsel (2004-2005).

Recent cases

A selection of recent cases is set out below.
Appellate

  • Pateras v State of Victoria[2017] VSCA 31: Appeared in the Court of Appeal (leading R. Campbell) in February 2017, in a negligence matter. Applied for Special Leave to the High Court.

 

Class Action

  • Currently advising Adley Burstyner on the proposed class action by dairy farmers regarding the “farm gate milk price”.

 

Corporations law

  • Flexible Drive Pty Ltd v Hocking and others (Supreme Court of Victoria, Commercial List, 2015-2016): Successfully defended a group of former directors against a claim for breach of directors’ duties (un-led).
  • Planet Platinum Ltd (Provisional Liquidator Appointed) (December 2015): Appeared in the Federal Court to obtain an unprecedented injunction on behalf of a creditor to restrain a liquidator from selling property of a suspended ASX entity, on grounds including misrepresentation to the market (with Lachlan Armstrong QC).
  • Crowe Horwath Australasia Pty Ltd (December 2014): Acting for a target in an acquisition by scheme or arrangement (with Norman O’Bryan SC). Appeared without her leader in the Supreme Court of Victoria.
  • ASIC v Bilkurra Investments Pty Ltd and others (December 2015): Defending an urgent application brought by ASIC in the Federal Court to unwind a property development company on just and equitable grounds (led by Kevin Lyons QC).
  • ASIC v Real Estate Investment Trust (2017): Acted for the ASIC in the Federal Court in an application to have a liquidator appointed to a managed investment scheme involved in land banking, including formulating the claim for relief under sections 601NF of the Corporations Act and appearing in the Federal Court (unled).

 

Insolvency

  • Morris Finance Limited v CBA and others (2016): Appeared in the Supreme Court of Victoria (un-led) on behalf of a creditor in a contentious bankruptcy priorities dispute.
  • Midland Highway Pty Ltd (Administrators Appointed) (October 2015): Defending an urgent application bought by ASIC in the Federal Court to set aside a proposed deed of company arrangement (led by Leslie Glick QC).
  • Planet Platinum Ltd (Provisional Liquidator Appointed) (December 2015): Appearing in the Federal Court to obtain an unprecedented injunction on behalf of a creditor to restrain a liquidator from selling property of a suspended ASX entity (led by Lachlan Armstrong QC).
  • Successfully defended the State of Victoria from a claim by liquidator for reversal of an alleged preference payment (2014).

 

Schemes of arrangement

  • Planet Platinum Ltd (Provisional Liquidator Appointed) (December 2015): Proposing an alternative sale by scheme of arrangement, including drafting the relevant scheme documentation (led by Lachlan Armstrong QC).
  • Crowe Horwath Australasia Pty Ltd (Supreme Court of Victoria, 18 December 2014): Acting for a target in an acquisition by scheme or arrangement (led by Norman O’Bryan SC). Appeared without her leader in the Supreme Court of Victoria.

 

Banking/Corporate finance

  • Advising ASIC (August 2015) in relation to the Parliamentary Joint Committee on Corporations and Financial Services Inquiry into the Impairment of Customer Loans (led by Ian Waller QC).

 

Taxation

  • Advising a company regarding a review by AusIndustry of the activities registered by the company for the R&D Tax Incentive under Division 355 of the Income Tax Assessment Act 1997 and assisting Pricewaterhouse Coopers with a response to AusIndustry (November 2015).
  • Deputy Commissioner of Taxation v MMFT (2017): Acted for the Deputy Commissioner in the Administrative Appeals Tribunal in relation to a taxpayer’s application for review of a decision. Acted for the DCT in a summary judgment application in the County Court of Victoria.
  • Deputy Commissioner of Taxation v Bellchambers (2017): Acted for the Deputy Commissioner in the Supreme Court of Victoria – Commercial Court – Taxation List.

 

Regulatory/government

  • Advising the State of Victoria (including the Department of Treasury and Finance, Minister for Housing and the Housing Registrar) on various matters of statutory interpretation and regulatory power (2015).

 

Insurance, reinsurance and negligence

  • Peter Gibson v Swan Hardware Pty Ltd (Federal Court, 2014-2016): defending Swan Hardware Pty Ltd against a multi-million dollar property damage claim, led by Peter Wallis, including preparing interlocutory applications.
  • Robert Keys v Precision Aerospace Pty Ltd (County Court and Magistrates’ Courts of Victoria 2014-2016): Bringing a claim on behalf of the Plaintiff in a suit for negligence in aviation maintenance.
  • Advising a life insurance company on a reinsurance dispute (2015).
  • Advising an insurance company on the doctrine of betterment in damages (2014).
  • Koutsovalisis (an infant who sues by his litigation guardian) v TY Holdings Pty Ltd and White Ways Nominees Pty Ltd and others (2017): Acting for a third party insurance broker in relation to a significant negligence claim brought by Slater and Gordon in the County Court of Victoria.

 

Construction and property

  • Zhang v Lim (County Court of Victoria, 2015-2016): Bringing a claim against a vendor and vendor’s agent in relation to breaches of the Sale of Land Act and other property law issues.
  • Celsius Fire Services Pty Ltd v CBC Facilities Maintenance Pty Ltd (County Court of Victoria, 2014-2016): Acting for the defendant in a construction case involving security for payment issues, led by Michael Dawson, including making interlocutory applications without her leader.
  • Appeal from Price v Goodrem (Building and Property) [2014] VCAT 1409: conducting a leave to appeal application in the Supreme Court of Victoria in relation to an error of law arising in a building case heard at VCAT (un-led).
  • Rocca Pty Ltd v Timetrex Pty Ltd (2017): Successfully settled an action on behalf of a builder in VCAT, following a successful application for the member to step aside on account of bias and applications for joinder of various insurers and other third parties.

 

Competition and consumer law

  • Consumer Affairs Victoria v Accrue Property Pty Ltd (2015): Successfully settled (by enforceable undertaking) a case of misleading and deceptive conduct alleged by Consumer Affairs Victoria under the Australian Consumer Law and Fair Trading Act 2012 against a company and its director, including negotiating directly with the General Counsel of Consumer Affairs Victoria to achieve that outcome (un-led).

 

General commercial law

  • Earglow Pty Limited v Newcrest Mining Limited (2016): Appearing in the Federal Court on behalf of an expert witness in the class action (un-led).
  • McGlashen v Bendigo Freighters (2014-2015): Conducted (un-led) a full commercial trial defending a freighting company from allegations of breach of a shareholders agreement, inducing breach of contract, and breach of a restraint of trade clause. Successfully obtained an award of indemnity costs against the plaintiff.
  • ABL Nominees Pty Ltd v Clancy (August 2015): Appearing (un-led) in the Supreme Court of Victoria to oppose an application to amend a costs order made in the Supreme Court.
  • Emmanuel v Kalcic (County Court of Victoria, 25 and 26 May 2015): Appearing un-led in relation to an urgent adjournment of trial application on ‘interests of justice’ grounds; matter settled before trial.
  • Mitrakas v Norton Rose (Supreme Court of Victoria, Costs Court, 4 February 2015): Appearing un-led in relation to a preliminary hearing regarding the Applicant’s standing.

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