Key takeaways
Identify the jurisdiction and transaction before estimating duty values
Duty treatment depends on where the transaction occurs and which property or ownership interests change hands, not simply the agreement’s label. Ask your legal adviser to identify each required measurement, because guidance for one state or one type of transfer does not establish a national rule.
Separate share value from the land measurement required
An acquisition of shares or units can require landholder duty analysis even without a direct property transfer, subject to the relevant jurisdiction’s rules. Obtain a property ownership schedule and specialist land evidence, because mortgages may reduce shareholder value without reducing the land measurement the adviser needs.
Support the purchase price allocation with individual asset evidence
A contract dividing one price among premises, equipment, stock and goodwill does not automatically establish supportable values for those assets. Link each allocation to registers, titles and specialist evidence, and ask the legal adviser to classify fixtures and other property for the relevant duty rules.
Show the full sequence of related or linked transfers
Family transfers and linked acquisitions may involve debt assumptions, nominal payments and several documents that affect the required assessment. Supply the complete sequence and ownership records, keeping commercial share values separate from any land-based statutory measurement rather than importing discounts from an unrelated valuation purpose.
Build a traceable evidence pack without promising tax outcomes
A useful duty evidence pack connects each transaction step to its jurisdiction, asset, instructed measurement, valuation date and source report. Reconcile differences between land, business and share values, while leaving exemptions, authority acceptance and capital gains tax cost treatment to the relevant advisers rather than assuming one report settles everything.
Confirm the duty question first
A business transfer is not automatically subject to duty. Whether duty applies depends on the jurisdiction, the assets or interests transferred and the transaction structure. Your lawyer or tax adviser should confirm the relevant rules, exemptions and assessment date before commissioning valuation work. IBV™ provides valuation evidence, not a determination of your duty liability.
Define what is being valued
The engagement needs to identify the business, share parcel, trust units or other interest that requires a value. A business value is not necessarily the same as the value of its land, or the value of a particular ownership interest. Where a matter needs property or another specialist asset valuation, the scope and appropriately qualified provider must be confirmed separately.
Build the evidence for the relevant date
Useful records include financial statements, management accounts, ownership documents, asset and liability schedules and the proposed transaction documents. Significant contracts, related-party arrangements and changes in trading should also be disclosed. For a historical date, the analysis distinguishes information that existed then from later developments.
The report states the agreed valuation date and the interest valued. It explains the selected approach, material assumptions and limitations so your adviser can understand how the conclusion was reached.
Signed
A clear valuation conclusion starts with an agreed purpose, relevant evidence and disclosed assumptions. The report identifies the interest valued and explains the reasoning behind its conclusion.
Related parties and transaction prices
A price agreed between connected parties may not establish market value for a particular statutory purpose. Where your adviser identifies a market-value requirement, an independent assessment can provide evidence beyond the parties’ own agreement. It does not establish that an exemption applies or that a tax authority will accept a particular treatment.
Duty and capital gains tax can use different rules. A duty valuation does not automatically reset the recipient’s CGT cost base; that treatment needs separate tax advice. See our related-party transfer valuations for the ownership and evidence questions to clarify.
Classify the transaction before allocating a business price
Duty analysis starts with the jurisdiction and the property or interests involved, not with the label on the sale agreement. An asset purchase, share acquisition, unit transfer and land-related entitlement can follow different rules. A national business operating through several entities may need more than one jurisdictional analysis. Ask the legal adviser to specify each measurement required before commissioning a single consolidated number.
Revenue NSW's business purchase guidance illustrates the distinction: land, interests in land, fixtures and certain goods can be relevant, while not every business asset is dutiable. That is NSW guidance, not a national rule. A statement that all Australian business sales attract duty would be as misleading as assuming that all goodwill or share transfers are outside duty.
Separate equity value from unencumbered land value
Landholder duty can arise through an acquisition of shares or units even when no direct land transfer is signed. Victorian guidance describes landholders by reference to Victorian landholdings with an unencumbered value of at least $1 million, including relevant indirect holdings. The significant-interest and acquisition rules then require their own analysis. Other jurisdictions must be checked separately.
A company's net equity value is not a substitute for its unencumbered land value. Mortgages may reduce shareholder value without reducing the land measurement needed for the statutory test. Obtain a property schedule showing location, legal owner, indirect ownership and relevant fixtures. Refer land measurement to an appropriately qualified property specialist and retain the link between that report and the business-interest assessment.
Support allocations with asset-level evidence
When one negotiated price covers premises, equipment, inventory, licences and goodwill, an allocation in the contract is not self-validating. Ask how the parties arrived at it, whether the assets can be sold separately and which values relate to the same transaction date. A convenient residual assigned to goodwill may conceal unsupported values for other assets.
Maintain a cross-reference from the agreement's asset descriptions to fixed-asset registers, titles, lease schedules and specialist valuations. Fixtures deserve attention because accounting descriptions such as plant or fit-out do not settle their legal treatment. Explain whether equipment is owned outright, financed, leased or installed on someone else's land. The legal adviser should determine the duty classification; the valuer supplies the relevant economic evidence.
Investigate related-party and linked acquisitions
A family transfer may involve nominal consideration, debt assumption or several documents executed as part of one arrangement. Supply the complete sequence rather than only the final transfer form. The adviser's review of associated parties, aggregation, exemptions and relevant acquisitions can affect the required scope.
For shares or units, obtain registers before and after the dealing, constitutions or trust deeds and any previous acquisitions the adviser identifies as relevant. A minority parcel's commercial market value may not equal the statutory land-based measure. Do not apply a marketability discount to a duty base merely because it was appropriate in a separate shareholder valuation. Record both purposes and keep their calculations distinct where different measurements are instructed.
Build an assessment-ready evidence chain
Prepare a schedule stating the jurisdiction, transaction step, asset, statutory measurement instructed by the adviser, valuation date and source report. Reconcile it to consideration paid, but do not force unrelated measures to match. Any difference between a land report, business valuation and share value should be explained through assets, debt and rights rather than left as an apparent inconsistency.
Revenue authority evidentiary requirements can vary with transaction type and date. Historical checklists are useful prompts but should not override current legislation or guidance. A report cannot guarantee an exemption or acceptance of an allocation. It also does not establish the recipient's CGT cost base, which requires separate federal tax analysis even when the same underlying market evidence is relevant.
Scope, fee and delivery
We agree the interests, purpose, reporting requirements and fixed fee in writing before work begins. Published valuation packages provide a starting point; additional entities, specialist assets or reporting requirements need an expressly agreed scope.
Standard delivery is 5–7 business days after complete financial information and the signed engagement are received.
Discuss the matter with your adviser
For an initial conversation, identify the jurisdiction, proposed transfer, entities involved and any filing deadline. Your adviser can then specify the duty question while we confirm the valuation evidence needed to address it. Request a free valuation call or contact IBV™ directly.
Sources and further reading
Frequently asked questions
Do I need a duty valuation if I am buying business assets rather than shares?
Ask your solicitor to identify the assets, jurisdiction and transaction date first. Duty treatment varies: Queensland can tax business goodwill, while NSW has different rules for business assets and associated dutiable property. We can then scope the required business valuation rather than assume every business purchase attracts duty.
Source: Queensland Revenue Office — Assessing if business asset transfers are dutiable
We are transferring our NSW business without its freehold property. Is a valuation still needed?
Excluding the freehold does not settle the duty question. Revenue NSW identifies interests in land, including relevant lease transactions, and certain associated goods as matters requiring attention. Give your solicitor the asset schedule and lease documents so they can confirm whether duty valuation evidence is required for your particular transfer.
Source: Revenue NSW — Assessing transfer duty for a sale of business
Our Queensland contract does not mention goodwill. Can we leave it out of the valuation?
Not necessarily. Queensland Revenue Office explains that goodwill may form part of a transaction even when the agreement does not expressly mention it. We examine the business and the assets actually being transferred. Your legal adviser should confirm how any goodwill is treated in the contract and duty assessment.
Source: Queensland Revenue Office — Assessing if business asset transfers are dutiable
Can we use the price agreed between family members as the duty value?
An agreed family price is evidence of the transaction, but it may not establish the value required for duty. Provide the agreement, ownership details and any supporting calculations. Your adviser should confirm the statutory valuation requirement; we assess the specified business interest independently rather than work backwards from the preferred price.
Source: Queensland Revenue Office — Assessing if business asset transfers are dutiable
Will your business valuation also cover the property transferred with it?
Do not assume that it will. A business valuation and a land valuation address different subjects, and duty instructions may require both. Identify freehold property, leases, fixtures and equipment at scoping. Separate property or specialist asset work needs an appropriately qualified provider and an expressly agreed scope and fee.
Source: Revenue NSW — Assessing transfer duty for a sale of business
Our business operates across several states. Which goodwill value should we use?
Provide a breakdown of operations, locations, customers and the assets included in the transfer. Queensland Revenue Office notes that interstate business transactions can still have Queensland duty implications. Your adviser should determine the applicable jurisdictional rules and any allocation required before we prepare values for the agreed business interests.
Source: Queensland Revenue Office — Assessing if business asset transfers are dutiable
Can you value the business for a transfer that happened last year?
A retrospective assessment may be possible if adequate historical evidence remains available. We need the relevant date confirmed by your adviser, accounts around that date, transaction documents and records of material trading conditions. Later events must be distinguished from information known or reasonably foreseeable at the valuation date.
Can the same report be used for both duty and CGT?
Possibly, but only if both purposes are identified and their requirements can be addressed. The relevant asset, date and valuation basis may differ. Ask your solicitor and accountant to coordinate instructions before engagement. A value prepared for duty does not itself determine CGT treatment or create a new cost base.
Will a signed report guarantee the revenue office accepts our value?
No. A report provides reasoned valuation evidence; it does not bind the revenue authority or determine whether an exemption applies. We explain the subject, date, methods and material assumptions. Your adviser remains responsible for the duty position and should confirm any jurisdiction-specific submission or supporting evidence requirements.
Source: Queensland Revenue Office — Assessing if business asset transfers are dutiable
What should we send before booking a duty valuation?
Start with the proposed contract, asset list, entity details and your adviser’s written duty question. Identify any lease, land or interstate operations, because these can change the required scope. We agree a Fixed Professional Fee upfront; specialist assets and separate jurisdictional analyses need to be identified before the engagement is accepted.
Source: Revenue NSW — Assessing transfer duty for a sale of business
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