Andrew Clements

Andrew Clements specialises in tax law and has over 35 years’ experience. He has particular expertise in capital gains tax, consolidation, imputation and international tax work. Andrew’s practice concentrates on corporate tax, together with the tax consequences of dealing in intellectual property rights and with the taxation treatment of the funds management industry. He also has extensive experience in relation to both the tax and legal issues associated with employee share schemes and executive remuneration.

Andrew provides strategic advice to clients across a wide range of industries including agribusiness, real estate and construction, private equity and financial institutions. Andrew has extensive experience in relation to both the development of numerous products in the funds management industry and advising Australian investors in acquiring and structuring off shore investments.

Andrew is a member of the Trust Sub-Committee of the Australian Taxation Office National Tax Liaison Group and has been involved in numerous Treasury consultation processes relating to the tax treatment of trusts in Australia, the fund management industry and employee and executive remuneration.

Andrew has been described by a key client as “very measured, thoughtful and able to extract the salient points”.

Relevant experience includes:

Funds

Andrew has extensive experience in relation to both the development of numerous products in the funds management industry and advising Australian investors in acquiring and structuring offshore investments.

• Various clients: advised on the development of numerous products in the funds management industry.
• Advised on major funds management conversion projects associated with the introduction of the new Managed Investment Trust Regime.
• Commonwealth of Australia: drafted the contract for the establishment of the Jindalee Over the Horizon Radar System for the Commonwealth.
• Telstra Corporation Limited: advised in relation to off-market share buy backs by Telstra.
• Victorian Funds Management Corporation: advised in regard to life settlements and trusts.
• Vanguard Investments Australia: advised on ETF class and unlisted class amendments to VISIF constitution, and acts as general tax adviser.
• AMP Capital Investors: advised on AMIT amendments for the Global Hedged Direct Property Fund.
• Sensis: advised on the acquisition by Sensis of the Trading Post.
• Various Financial Institutions: advising a number of key Australian financial institutions on the introduction of the new attribution managed investment trust regime.

Head Office Tax Work

• Telstra Corporation Limited: acted as tax advisor in relation to several of Telstra’s transformation projects, focusing primarily on ATO and Federal Government engagement, including in respect of the restructuring of Telstra’s directories and advertising business and subsequent sale.
• Telstra Corporation Limited: advising on all tranches of the privatisation of Telstra. Andrew continues to provide ongoing tax and structuring advice, including in relation to Telstra’s disposal of a majority stake in the Yellow Pages and White Pages directories businesses and its divestment of its New Zealand business, TelstraClear.
• AXA Asia Pacific: providing tax and structuring advice in relation to its acquisition by AMP and AXA SA (and the previous proposal by National Australia Bank and AXA SA).
• NAB: advised on pro rata accelerated entitlement offer to raise approximately $5.5b, and also advised on the $3.2b demerger of Clydesdale Group by NAB and float of Clydesdale Bank and associated. Andrew advised NAB on the tax implications of in respect of each transaction including seeking rulings from the ATO on certain unique aspects of the transactions.
• NAB: advised on Project Charlie.
• NAB: advised NAB on Project Brown.
• Various clients: advised numerous large organisations on a number of substantial demergers.
• Australia Post: providing tax structuring advice on the Project Rydalmere proposal.
• Various clients: advised on off-market share buy backs and major consolidation projects for many of Australia's leading corporations, including Telstra.

Private Client Work

• Peter Mummery: advised on the review of structure.
• Robert and Annette Hall: advised on sale of shares in Kestral Computing Pty Ltd.

Employee Share Schemes

Andrew has extensive experience in relation to both the tax and legal issues associated with employee share schemes. He has advised some of the largest organisations in Australia on their most complex and strategic work in relation to employee share schemes.

• Telstra, National Australia Bank, BHP, AMP and IAG: advisor on the establishment of employee their share plans.
• Cooper Investors Pty Ltd: advised in relation to their 2014 Employee Offering.

Property Tax

Andrew has particular expertise in advising clients in relation to their property tax, having worked with a large number of organisations in this space.

• Various clients: advised a number of clients on significant China inbound property investments.

Awards/recognition

• Band 3 in Chambers & Partners (2016): Tax, Australia.

Client quotes

• “A leading practitioner for tax relating to financial products in Australia." – Chambers & Partners (March 2015).
• "Andrew is vastly experienced and regularly involved in government consultations. His practice covers taxation issues related to inbound investment, M&A and funds management. One source nominated him as "the guy to go to for funds advice."" – Chambers & Partners (March 2016).

Qualifications

• 1986: Master of Law, University of Melbourne.
• 1981: Bachelor of Commerce and Laws degrees, University of Melbourne.

Admissions

• 1988: Supreme Court of Australian Capital Territory.
• 1987: Supreme Court of Western Australia.
• 1986: Supreme Court of New South Wales, Australia.
• 1982: Supreme Court of Victoria, Australia.
• 1982: High Court, Australia.

Practising certificates

Victoria, Australia: retaining a current, unrestricted practising certification.

Professional memberships

• Taxation Institute of Australia.
• Law Council of Australia.

Career history

• Mid 2018 – Present: Senior Consultant, King & Wood Mallesons, Melbourne.
• 2012 – Mid 2018: Partner, King & Wood Mallesons, Melbourne.
• 1989 – 2012: Partner, Mallesons Stephen Jaques, Melbourne.
• 1984 – 1989: Solicitor/Senior Associate, Mallesons Stephen Jaques, Melbourne.
• 1982 – 1984: Solicitor, commercial law including banking and finance, takeovers and tax work.