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Restructures and Reorganisations

As companies grow from start up venture to successful operations, they will encounter the need for internal restructures and reorganisations in order to increase asset protection and to provide income tax benefits and GST grouping for cash flow benefits. Addressing the capital gains tax (CGT), goods and services tax (GST) and state tax issues is particularly important when undergoing such internal restructures.

Similarly, if your choice of business or investment vehicle has been a trust, then over time, succession planning or asset protection reasons may mean that the transfer of assets from that trust to another entity within your group is required. In recent years, the practice of ‘trust cloning’ has enabled the tax effective transfer of some or all of a trust’s capital gains tax assets (i.e. land, buildings, shares and goodwill) to new ‘cloned’ trusts. By understanding the complex state revenue rules, in many cases the transfer of assets between the trusts can also be achieved without the imposition of stamp duty.

Navigating the maze of diverse federal taxes and state duties, and in particular the range of complex exemptions available for internal restructures, requires in-depth knowledge of the relevant legislation, keeping abreast of legislative developments, as well as practical experience in dealing with the various revenue authorities.

Our lawyers can assist you with:

tax effectively restructure corporate groups by drafting documentation that complies with CGT rollovers
achieve stamp duty savings by effective structuring of transactions
communicate with state revenue authorities including obtaining pre-determinations prior to undergoing a corporate reconstruction, and arranging stamping of all documentation
provide technical advice on complex income tax, CGT (including small business CGT concessions) and GST
develop innovative estate planning strategies for clients with assets in trusts particularly to allow transfer of control to second generation, including by way of ‘trust cloning’.