Rodd is one of Australia’s leading mergers and acquisitions lawyers. He has practised in corporate and commercial law for over 25 years.

Rodd has an intimate understanding of the law and market practices relevant to company takeovers in Australia. He  is the author of the well known book, Takeovers Law and Strategy (3rd Edition, 2009) and is a senior fellow of the Faculty of Law of the University of Melbourne, where he lectures in company takeovers in the masters of laws program. He also lectures on mergers and acquisitions in the MBA program run by the Melbourne Business School.

Rodd is a member of the Takeovers Panel, the main dispute resolution forum for takeovers in Australia. This gives him a deep appreciation of current issues in takeovers practice and the likely attitude of the Panel regarding possible strategies. He is also author of a chapter about the future of the Takeovers Panel, which appears in The Takeovers Panel and Takeovers Regulation in Australia (2010).

Rodd advises clients on a diverse range of issues including:

• takeovers and takeover defences
• strategic sales processes
• corporate restructurings
• corporate governance
• equity capital raisings
• executive share and share option plans.

Rodd is listed as a leading practitioner in international and local directories of leading M&A lawyers, including:

• Asia-Pacific Legal 500
• Best Lawyers
• Chambers Global Guide
• IFLR 1000: Corporate M&A
• International Who’s Who of Corporate Governance Lawyers
• International Who’s Who of Mergers & Acquisition Lawyers
• PLC Which Lawyer?

Major projects and clients

Rodd has been the prime legal adviser in a large number of public company takeover bids and defences. Recent ones include:

• Coles Group’s ownership review process, culminating in the $22 billion acquisition by Wesfarmers, Australia’s largest ever (2007)
• AWB’s proposed merger of equals with GrainCorp and subsequent $1.2 billion scheme of arrangement with Agrium Inc (2010)
• Chandler Macleod’s bid for Ross Human Directions (2010)
• GUD’s takeover of Dexion (2010)
• YM BioSciences’ acquisition of Cytopia by scheme of arrangement (2010)
• GUD’s bid for Breville Group (2009)
• OZ Minerals’ proposed scheme of arrangement with, and eventual $1.7 billion asset sale to, China Minmetals Non-Ferrous Co (2009)
• MYOB’s defence to bid by the Archer Capital/HarbourVest consortium (2008)
• Just Group’s defence of the takeover bid by Premier Investments (2008)
• Centro Properties Group – Strategic review (2008)
• Zinifex’s takeover of Allegiance Mining (2008)
• Coles Myer’s response to the unsolicited approach from the KKR-led consortium (2006)
• Skilled’s takeover bid for Catalyst Recruitment Systems (2006)
• Transurban’s bid for Hills Motorway (2005)
• Pacific Hydro’s strategic review and competing bids by Acciona and IFM (2005)
• Coles Myer’s joint bid with Macquarie Bank for Australian Leisure & Hospitality Group (2004)
• MYOB’s merger by scheme of arrangement with Solution 6 Holdings (2004)
• Uecomm’s response to Optus’s bid (2004).

He has also been involved in numerous other public company takeovers, including the Coles Myer merger (1985) and takeovers acting for Pacific Dunlop, Santos, AngloGold and Warner Bros.

Equity capital markets

Rodd’s involvement in capital raising in recent years has focused on hybrid securities and he has been involved in various transactions for Santos, Coles Myer and ANZ Bank.

Rodd also led the team which advised Cento Properties Group on its 2005 demerger of Centro Retail Trust, a pure property investment trust listed on ASX.

Rodd advised Coles Myer on its $700 million share buy-back program in 2005 and its $1 billion buy back program in 2006. He advised Orica on its $800 million exit from Incitec Pivot in 2006 by way of bookbuild and selective share buy back.

General advisory

He has extensive experience in advising corporations on a range of matters including:

• directors’ duties and board issues
• company constitutions
• dividend reinvestment plans
• bonus share issues
• procedures for general meetings 
• share buy-backs.

Rodd advised Coles Myer in the proxy contest with Solomon Lew in 2002, the largest and highest profile ever conducted in Australia.

Rodd has also advised clients on a variety of executive and employee share and option plans including Coles Myer, Mayne Nickless, ANZ Bank and Alumina.

In 1984, Rodd graduated from the University of Melbourne with Bachelor of Arts and Bachelor of Laws (Honours) degrees. He joined Freehills that year and became a partner in 1989.

He lectures in takeovers, mergers and acquisitions to postgraduate students at the University of Melbourne and in the MBA course at the Melbourne Business School.