Restructuring and Selling the Family Business: Avoiding Costly Tax Mistakes - recorded online conference

You can put your staff in the boardroom and watch it there. You can watch it on your computer or on your portable electronic device. All for the same low price.

The conference will be based on our highly successful video webinar technology: there’ll be a chairperson, a panel of experts, presentations and .

Session 1: Business Restructures – Concessions and Liabilities

Businesses may restructure for a variety of reasons, including to increase efficiency, to tidy up a structure after divestments or acquisitions, or as part of attracting new investors. This session surveys the range of concessions and liabilities that can be triggered by such restructures, including:

· CGT rollovers

o Corporate restructuring rollovers (Division 124M and 615)

o Small business concessions (Division 152, 328-G and 122-A)

· State tax

o Landholder duty and transfer duty on non-land business assets

o Corporate reconstruction relief

Session 2: Bringing in New Investors in Family Businesses

Outside investors may be brought into a family business for many reasons: additional capital, succession planning, employee remuneration and incentivisation. Whatever the commercial drivers, the tax issues need to be recognised and managed as part of the process. This session examines tax issues that arise from:

• Investors acquiring majority interests and the tax implications including:

  • Value shifting rules

  • Impact on past losses and the application of the business continuity test

• Issuing of employee equity and the application of:

  • Division 83A – are the shares eligible for deferred tax?

  • If employees are being offered loans to help fund the purchase of shares, can this trigger Division 7A?

• What kind of commercial issues may arise where employees have a substantial shareholding, such as voting on Board composition?

• Implications of management buy-outs

Session 3: Clearing the Tax Decks – Getting a Business Ready for Sale

There are many tax issues that need to be considered when preparing a business for sale, both from the perspective of offering up a ‘cleanskin’ entity and to arrange the most tax efficient transaction. This session explores the tax aspects of a transaction including:

• Preparing a clean entity for exit – mitigating or removing latent tax liabilities relating to:

  • Payroll tax

  • Land tax

  • Tax consolidation

• Does the taxpayer need to provide any voluntary disclosures as part of preparation process?

• Optimising chances of rollovers:

  • How to avoid clawback of duty/rollover relief?

• Preparing vendor due diligence – what are the key questions to ask?