Do I need a Form 12?
You need a Form 12 if you’re entering a retail shop lease in Queensland that the Retail Shop Leases Act 1994 (Qld) covers, or taking an assignment of one, unless an exception applies. Form 12 is the legal advice report: a lawyer signs it to confirm they have advised you about the lease, and you give it to the lessor before the lease is entered into (section 22D). It goes with Form 11, the financial advice report, which is also required.
What a Form 12 is
Form 12 is an approved form under the Retail Shop Leases Act. The current version is published on the Queensland Government publications website and the Queensland Small Business Commissioner (QSBC) website.
It is a short document. It records that a lawyer has given you advice about the proposed lease and your rights and obligations under it. The lawyer signs it, and you sign a statement that you received and understood the advice.
The form itself doesn’t contain the advice. The advice is what your lawyer tells you about the lease, usually in writing. The Form 12 is the record that it happened.
When you need one
| Situation | Form 12 needed? |
|---|---|
| You’re entering a retail shop lease covered by the Act | Yes |
| You’re taking an assignment of someone else’s lease | Yes, the incoming lessee (assignee) needs Form 11 and Form 12 too |
| The lease isn’t a retail shop lease (for example, an office or warehouse with no retail use) | No |
| You lease 5 or more retail shops in Australia (a major lessee) | No, Form 12 isn’t required |
| You’re a franchisee occupying the shop under a licence from the franchisor, who holds the lease | Usually no. A franchisee who signs the lease, takes a sublease or takes an assignment still needs Form 11 and Form 12 |
| The lease is for 6 months or less, or is a periodic tenancy | No, these steps don’t apply |
| You’re the lessor | No, Form 12 is the lessee’s document |
| You’re renewing under an option, or extending your current lease | Check first. Section 22D doesn’t mention renewals, and option renewals have their own disclosure rules |
If you’re not sure the Act applies to your lease, start there. The Retail Shop Leases Act 1994 (Qld) explained covers which leases are retail shop leases.
When to give it to the lessor
You give the lessor the signed Form 12, with the signed Form 11, before the lease is entered into. There is no option to waive the reports.
The lessor must give you a disclosure statement and the proposed lease at least 7 days before the lease is entered into. Use that period to get your legal and financial advice. If you leave it to the day you plan to sign, you may not have time to raise issues with the lessor.
In practice, the lessor’s lawyer will ask for both reports before the lessor signs. A missing report can hold up the signing, and the handover of the premises with it.
Who can sign a Form 12
A lawyer who holds a practising certificate and is acting for you. The form requires the lawyer to declare any relationship with the lessor, and the lessor’s lawyer generally can’t act for you on the same lease. The lessor can’t make you use or pay for a lawyer it nominates.
The lawyer doesn’t have to be in the same city as the premises. The advice and the form can be done online, with the documents sent and signed electronically.
Need a Form 12? We advise you on the lease and the Act, then sign your Form 12. Get a Form 12.
What the advice covers
The advice behind a Form 12 should deal with the lease you’re about to sign, not leases in general. It usually covers:
- the rent, how it is reviewed and whether it can go down on a market review
- the outgoings you pay, and how they compare with the disclosure statement
- the term and any options to renew, and how to exercise them
- the security you give, such as a bank guarantee or personal guarantee
- make good and fitout obligations at the start and end of the lease
- assignment and subletting, if you may want to sell the business
- your rights under the Act, including the effect of the disclosure statement
If the advice turns up problems, you can raise them with the lessor before you sign. Once you have signed, your ability to change the terms is limited.
If the lessee doesn’t get a Form 12
The Act requires the reports before the lease is entered into, and lessors and their lawyers generally won’t proceed without them. If a lease is entered into without them, the lease isn’t void, but the lessor can apply to QCAT within 2 months for an order that the reports be given (section 22E).
If you have already signed without legal advice, get advice on where that leaves you. Your rights depend on the facts, including whether the disclosure statement was given on time and was accurate.
Questions
Something else? Enquire online or email us.
Can the lessor's lawyer sign my Form 12?
Use your own lawyer. The form requires the lawyer to declare any relationship with the lessor, and the lessor's lawyer generally can't act for you on the same lease.
Do I also need a Form 11?
Yes. Form 11 is the financial advice report, signed by a qualified accountant. Unless an exception applies, the Act requires you to give the lessor both reports before the lease or assignment is entered into.
How long does a Form 12 take?
It depends on the lease and how quickly we receive the documents. We generally return our advice and the signed Form 12 within 24–72 hours.
Get your Form 12 signed
We advise you on the lease and the Retail Shop Leases Act, then sign your Form 12, for a fixed fee. Send us the lease and disclosure statement online.
Sources
General information only, not legal advice. Every lease is different, so get advice on yours before you sign.