What Commercial & Retail Leasing Involves

A lease is a long-term legal and financial commitment, not a standard form to sign and forget. Retail leases in NSW — broadly, premises used wholly or predominantly for the sale of goods or services to the public — are governed by the Retail Leases Act 1994, which imposes disclosure obligations, minimum term protections and restrictions on certain costs that don’t apply to other commercial premises. Leases that fall outside the Act’s definition of “retail” are instead governed by the general law of contract and property, giving landlords and tenants more freedom to negotiate terms but less statutory protection.

Getting the classification and the terms right at the outset matters. Rent review mechanisms, outgoings, make-good obligations, assignment and options to renew are all negotiated at lease signing but felt for years afterwards — often at the point when a business is sold, a lease is renewed, or a dispute arises and it’s too late to change the terms.

Common Situations We Assist With

• Landlords granting a new lease — drafting lease terms, preparing disclosure statements, and structuring rent review and outgoings clauses
• Tenants entering a lease — reviewing the lease and disclosure statement before you sign, and negotiating amendments where terms are unreasonable
• Lease renewals and options — exercising or negotiating an option to renew, and resolving disputes over the rent payable on renewal
• Assignment of a lease — transferring a lease as part of a business sale, including landlord consent and release of the outgoing tenant
• Rent reviews and outgoings disputes — challenging or defending a rent review, or disputing outgoings a tenant is asked to pay
• Make-good and end-of-lease disputes — negotiating or disputing what condition premises must be returned to
• Lease disputes and termination — advice and representation where a landlord or tenant is alleged to be in breach

How Than & Co Can Assist

Andrew Than has practised in commercial leasing for more than 30 years and leads our leasing work. You deal directly with him, not a rotating case handler — from the first draft of a lease through to a dispute years later, if one arises.

We review leases and disclosure statements promptly and explain the practical effect of key clauses in plain language before you sign, not after. Where terms need to be negotiated, we deal directly with the other party’s solicitor or agent on your behalf. And because litigation experience sits in-house, we can advise from the outset on how a clause is likely to hold up if a dispute ever reaches court.

Important Legal Considerations

• Disclosure statements — landlords of retail premises must give tenants a disclosure statement before the lease is entered into; getting this wrong can affect a landlord’s rights and give a tenant grounds to terminate
• Minimum five-year term — retail leases generally carry a statutory minimum term of five years (including options) unless a solicitor’s certificate is obtained exempting the tenant
• Bank guarantees and security bonds — the form, amount and release conditions of security should be agreed and documented clearly at the outset
• Outgoings and make-good clauses — retail leases restrict certain outgoings a landlord can pass on, and make-good obligations should be defined precisely to avoid disputes at lease end

What Happens Next

1. Send us the draft lease, disclosure statement, or a description of your situation
2. We review the terms and raise any concerns directly with you
3. We confirm our fees before any work proceeds, so there are no surprises
4. We negotiate any required amendments with the other party
5. We finalise documentation and confirm next steps, including registration where required

Frequently Asked Questions

How do I know if my lease is a “retail” lease?

It depends on the use of the premises and the type of business conducted from them, not simply what the lease document calls itself. This affects which protections apply, so it’s worth confirming before you sign.

Do I need a solicitor to review a lease before I sign?

It isn’t mandatory, but a lease is a long-term commitment and standard-form leases are usually drafted to favour the landlord. Reviewing it before you sign gives you room to negotiate that you won’t have afterwards.

Can a landlord refuse to consent to an assignment?

A landlord generally can’t withhold consent unreasonably, but what counts as reasonable depends on the lease terms and the circumstances. We can advise on your position on either side of an assignment.

What happens if my landlord and I disagree about make-good obligations?

Make-good disputes usually turn on the precise wording of the lease and the condition of the premises at handover. We can advise on your obligations before you vacate, or represent you if a dispute has already arisen.

What does a lease review or negotiation cost?

Fees depend on the complexity of the lease and the amount of negotiation required. We confirm fees in writing before any work begins.

Related Services

• Retail Leases
• Landlord Advice
• Tenant Advice
• Lease Disputes
• Commercial Lease Lawyer Sydney