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Two pieces of legislation are currently being considered by the NSW that will, if passed, impact retail leasing in NSW. The Retail Leases Amendment (Review) Bill 2025 proposes practical reforms to disclosure statements, timeframes, and administrative requirements under the Retail Leases Act 1994. Separately, new tobacco enforcement provisions create compliance considerations for retail premises.
If you're a retail landlord or tenant in NSW, these changes affect your lease documentation, disclosure obligations, and compliance requirements. Here's what's actually changing and what you need to know.
What's changing: The Retail Leases Amendment Bill streamlines disclosure requirements, allows waiver of 7-day periods for represented parties, simplifies outgoings audit requirements, and clarifies several practical leasing matters.
When: The Bill was introduced October 14, 2025. Implementation expected 2025/early 2026 once passed and regulations finalised.
Key impacts: Disclosure statements moving to regulations (allowing faster future updates), flexibility for legally represented parties on timing, reduced audit costs for non-shopping centre premises, clarity on pharmacy turnover rent exclusions.
Tobacco provisions: Separate public health legislation creates premises closure powers for illegal tobacco sales—retail landlords should be aware of enforcement framework.
Bottom line: These are practical administrative improvements rather than fundamental reforms. The changes streamline processes and reduce some compliance costs.
Check whether your current lease documentation and disclosure processes align with the reformed Act provisions once regulations are finalised. If you're legally represented, understand the new 7-day waiver option for disclosure statements—this flexibility benefits parties working to tight schedules in legitimate commercial negotiations. Landlords with non-shopping centre retail premises will benefit from reduced audit requirements for outgoings statements. Pharmacy tenants should review how the turnover rent exclusion clarifies existing obligations. Both landlords and tenants benefit from reforms that reduce red tape and costs while maintaining appropriate disclosure protections.
The NSW Government describes these reforms as "practical, balanced and responsive to the needs of the retail leasing sector." Here's what's actually changing:
Currently, landlords must provide prospective tenants with a copy of the proposed lease and the retail tenancy guide before offering to lease, inviting offers, or advertising.
What's changing: Pre-lease documentation requirements are moving from the Act itself into regulations. The Act will require "a copy of each document prescribed by the regulations."
Practical impact: This allows government to update required documents more quickly through regulatory changes rather than legislative amendments. The Small Business Commission recommends including both the current retail tenancy guide and a new "Before you Lease" factsheet, though final regulations aren't yet confirmed.
What this means: Landlords and tenants will need to check both the Act and regulations for current compliance requirements, but updates can happen more responsively to market needs.
The prescribed lessor and lessee disclosure statement forms currently in Schedule 2 of the Act are being removed, with disclosure statements to be prescribed in regulations instead.
Practical impact: Similar to pre-lease documentation, this allows quicker updates to disclosure forms without legislative amendment. The Commission has recommended creating three tailored disclosure statements: non-shopping centre retail premises, shopping centre retail premises, and subleases under head leases or Crown leases.
What this means: Disclosure statement forms will remain familiar initially, but the government gains flexibility to modernise them more easily. If three separate forms are implemented, landlords and tenants need to ensure they're using the correct version for their situation.
Currently, there's a mandatory 7-day period between providing lessor disclosure statements and entering into leases.
What's changing: Legally represented landlords and tenants (or those who've sought legal advice) can agree in writing to reduce or waive this 7-day period. This approach already operates in Queensland, NT, and ACT.
Practical impact: Parties working to tight commercial schedules can remain legally compliant without unnecessary delays, provided they have proper legal advice.
What this means: This flexibility particularly benefits high-volume retail leasing transactions where parties are professionally advised and want to move quickly on legitimate commercial terms.
Currently, all outgoings statements must be accompanied by an auditor's report from a registered company auditor.
What's changing: Auditor reports only required for shopping centre premises. For non-shopping centre retail premises, certified practising accountant reports are sufficient.
Practical impact: Lower costs and reduced compliance burden for non-shopping centre landlords, while maintaining appropriate oversight for shopping centres where outgoings are typically more complex.
What's changing: Amendments clarify how the Act applies to retail leases that include ancillary uses (car parking, storage, signage) that would normally be excluded from the Act's application.
Practical impact: Provides consistency where ancillary uses are in conjunction with operating a retail business, simplifying the application of the Act to common arrangements.
The Health Practitioner Regulation (Adoption of National Law) Act 2009 voids charging turnover or percentage rent, but the Retail Leases Act wasn't explicitly aligned.
What's changing: The Act now specifically excludes "any profits or takings of a pharmacy business" from forming part of turnover for rent calculations.
Practical impact: Clarifies existing obligations and responds to pharmaceutical industry feedback that pharmaceuticals have high costs but provide little profit to pharmacy tenants.
Currently, rent for alternative premises following relocation adjusts to reflect "difference in the commercial values" of existing and alternative shops.
What's changing: Rent adjustments now explicitly consider additional commercial factors including foot traffic exposure, retail mix, road frontage, and shop configuration.
Practical impact: More accurate rent assessments following relocations, accounting for business-specific considerations. The Commission's example: ice cream parlour location in entertainment versus fashion precinct may have different commercial value even if market values are equivalent.
Lease preparation costs: Landlords can now recover reasonable lease preparation costs where parties agree to new lease instead of assignment (already permitted for assignment costs).
Assignor disclosure statements: Not addressed in this Bill—likely covered in future reform tranche.
Separately from the Retail Leases amendments, the Public Health Amendment (Tobacco and E-Cigarette Offences) Bill 2024 introduces enforcement measures targeting illegal tobacco and vape sales.
What this creates: NSW Health and Revenue NSW gain powers to issue closure orders for premises where illegal tobacco sales occur. These are premises-based orders, not just business-based.
What this means for retail landlords: If a tenant sells illegal tobacco products or vapes without proper licensing, closure orders can affect the premises itself, potentially impacting rental income during closure periods.
Practical approach: This isn't about interrogating tenants or amending every retail lease. It's about awareness that enforcement framework now extends to premises. Retail landlords with convenience store, tobacconist, or vape retail tenants should understand that closure order provisions exist.
What you don't need to do: Rush to amend existing leases or implement surveillance systems. Standard lease provisions requiring compliance with all applicable laws and prohibiting illegal activity remain appropriate.
What you might consider: For new retail leases with higher-risk tenant types (convenience stores, tobacconists), ensure lease compliance provisions are clear and consider whether tenant licensing representations are appropriate during due diligence.
When the Retail Leases Act changes, ensuring your lease documentation aligns with reformed provisions matters for legal compliance and avoiding unnecessary disputes.
I help retail landlords and tenants understand how these reforms affect their current leasing practices, update disclosure processes to comply with new requirements, and structure lease provisions that work under the reformed Act.
For new retail leases, this includes ensuring disclosure statements use current prescribed forms (once regulations are finalised), documenting any 7-day waiver agreements properly where parties are legally represented, and understanding how outgoings reporting requirements have changed.
Typical services: Lease documentation review for compliance with reformed Act, disclosure statement process updates, advice on new retail lease negotiations under reformed provisions.
Investment: Most retail leasing compliance reviews are completed for $1,500-$3,000 depending on complexity and number of leases involved.
Get advice when:
Timing matters: Once regulations are finalised prescribing new disclosure statement forms, landlords will need to update their processes to remain compliant.
The Bill was introduced October 14, 2025, and is currently before NSW Parliament. Implementation is expected in late 2025 or early 2026 once the Bill passes and regulations prescribing disclosure statements and pre-lease documents are finalised.
Not immediately—current prescribed disclosure statements in Schedule 2 of the Act remain valid until regulations prescribe new forms. Once new regulations are finalised, you'll need to transition to the updated disclosure statement forms.
Both landlord and tenant must be legally represented or have sought legal advice. The parties then agree in writing to reduce or waive the 7-day period between providing lessor disclosure statement and entering into the lease.
For most retail landlords, this is awareness rather than immediate action. If you lease to convenience stores, tobacconists, or vape retailers, understand that enforcement authorities now have premises closure powers for illegal tobacco sales.
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