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Complex pastoral sale

In 2018 our client listed its rural property at Beveridge for sale. The land was comprised of 3 certificates of title with an area of some 575 acres.

Due to the length of our client’s ownership, before the sale, it was necessary to consider and advise on several taxation considerations, including:

  • Stamp duty concerning the distribution from a family trust to an eligible beneficiary;
  • Advice about Capital Gains Tax (‘CGT’) and the application of Small Business Concessions and a private ruling application to the ATO with respect to the Commissioner’s discretion under subsection 104-190(2) of the Income Tax Assessment Act 1997; and
  • Advice in relation to the Growth Area Infrastructure Contribution (‘GAIC’) and consideration of the proposed Windfall Gains Tax in relation to rezoning.

Yarra Valley Water (‘YVW’) had also acquired part of our client’s property for the Lockerbie Main Sewer Project (‘Project’). Before and during the construction of the Project, a licence agreement was negotiated with YVW, which included rental for temporary occupation and extensive reinstatement requirements.

Several experts, including an independent valuer, were engaged to assist our client in formulating its claim for compensation. After extensive negotiations, we reached an agreement on the compensation amount, which included market value for the acquired portion of land, solatium and reimbursement of all professional expenses.

The property was subsequently listed for sale by Expressions of Interest, and a standard Contract of Sale of Land and Vendor’s Section 32 Statement was prepared. Since the land was inside the Urban Growth Boundary, it was anticipated that the property would be attractive to developers seeking long settlement terms, special conditions were also prepared about:

  • Identity – rural fences and boundaries
  • Lease-back and caretaker arrangements
  • Display home areas
  • Signage
  • Contamination
  • Right of access to survey, investigate, and erect notices before settlement
  • Subdivision before completion (and associated GAIC triggers)
  • Separate transfers after subdivision

A Contract of Sale for $240,000,000 was signed in April 2018, and the purchaser defaulted in payment of the deposit. The contract was rescinded, and the deposit was forfeited to the vendor. The purchaser’s caveat on the title was removed by means of a section 89A application to Land Use Victoria.

The property is now unofficially back on the market at almost double the previous price.

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