Specialist M&A Dispute Lawyers for Australian Businesses
M&A and transaction disputes arise after a business acquisition, merger or sale, when the parties disagree over what was represented, warranted or delivered. Common flashpoints include breach of warranty claims, disputes over completion accounts and price adjustments, earn-out disagreements, and claims that pre-transaction disclosures were incomplete or misleading. Left unresolved, these disputes can affect a business well after the deal has closed. We advise buyers, sellers and investors across Australia on resolving these conflicts.
Our team has deep experience with share sale agreements, warranty and indemnity provisions, and the due diligence issues that drive most post-transaction disputes. We assess a dispute early, advise on realistic outcomes and pursue the path most likely to protect our client’s interests, whether that’s negotiating a resolution or pursuing a claim for breach of warranty. Fixed-fee options are available for defined stages of a matter, and we act nationally from offices in Melbourne, Sydney, Brisbane and Perth.
Breach of Warranty Claims
We act in disputes arising from a breach of warranties given in a merger, acquisition or transaction agreement.
Completion & Price Adjustment Disputes
We help resolve disagreements over completion accounts and price adjustments following a transaction.
Earn-Out Dispute Advice
We advise buyers and sellers on disputes over earn-out calculations and payments after a deal completes.
Due Diligence & Disclosure Disputes
We advise on disputes involving incomplete or misleading disclosures made during due diligence.
Shareholder & Investor Transaction Disputes
We act for shareholders and investors in disputes arising from a merger, acquisition or capital transaction.
Negotiation, Mediation & Litigation Support
We resolve M&A and transaction disputes through negotiation and mediation where possible, and litigate when necessary.
Our Services
- Business Sale Disputes
- Asset Sale Dispute
- Investment Disputes
- Shareholder Disputes
- Misrepresentation and Misleading Conduct Claims
- Corporate and Commercial Litigation
- Dispute Resolution Services
FAQs
A breach of warranty claim arises when a statement made by the seller in a transaction agreement, such as about the company’s financial position or compliance, turns out to be untrue. It can be made once the breach is discovered, subject to any time limits or caps set out in the agreement.
Allied Legal reviews the warranty provisions and the underlying facts to assess whether a genuine claim exists, then pursues the claim on your behalf to recover the loss you’ve suffered.
An earn-out is a future, performance-based payment made as part of a business sale or transaction. Disputes commonly arise over how performance is measured, calculated or reported against the agreed targets.
Allied Legal reviews the earn-out mechanism and the underlying performance data to assess your position, and negotiates or litigates to make sure you receive what you’re entitled to.
Yes, if information provided or withheld during due diligence was false or misleading and induced you to proceed with the transaction, you may have a claim for misrepresentation or breach of warranty.
Allied Legal investigates what was disclosed against what should have been disclosed, and advises on the strongest claim available to recover your loss.
Most M&A and transaction disputes are resolved through negotiation, often guided by the dispute resolution or expert determination clause in the transaction agreement, before escalating to court if needed.
Allied Legal manages this process on your behalf, pushing for a commercially sensible resolution while preserving your right to litigate if the other side won’t engage constructively.
Transaction agreements typically set specific time limits, and sometimes financial caps, for bringing a warranty claim, and these can be considerably shorter than the general limitation periods that apply under state law.
Allied Legal checks these deadlines as a first step, so a valid claim isn’t lost to a missed contractual time limit.
As early as possible, ideally as soon as a potential breach, disclosure issue or earn-out disagreement is identified, since transaction disputes often carry strict contractual deadlines.
Allied Legal reviews the transaction documents immediately to preserve your position and identify the best available options.
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