Edited version of private advice

Authorisation Number: 1052237302851

Date of advice: 2 April 2024

Ruling

Subject: GST - sale of vacant land

Question 1

Are you, <Entity>, required to be registered for GST pursuant to section 23-5 of the A New Tax System (Goods and Services Tax) Act 1999 (GST Act)?

Answer

No. We consider that you are not carrying on an 'enterprise' as defined in section 9-20 of the GST Act. Therefore, you are not required to be registered for GST pursuant to section 23-5 of the GST Act.

Question 2

On application by you, will the Commissioner cancel your GST registration pursuant to section 25-55 of the GST Act effective from DDMMYYYY?

Answer

Yes. On making an application in the approved form requesting for the cancellation of your GST registration, the Commissioner will cancel your registration effective from DDMMYYYY.

This ruling applies for the followingperiods:

DDMMYYYY to DDMMYYYY

The scheme commenced on:

DDMMYYYY

Relevant facts and circumstances

<Entity> (You) have been registered for GST effective from <date>.

You purchased a substantial parcel of land situated at <address> in <year> (the Original Land).

At various times, areas of the Original Land was used to conduct agricultural and forestry activities. These activities continued until <year>.

On <date>, a plan of subdivision of the Original Land into <number> lots was approved by Council.

The subdivision was undertaken in connection with the rezoning of the land, along with the expectation that it would permit a partial divestment over time.

A condition of the subdivision was the transfer of <number> Lots which were reserved to the Council.

You disposed of the beneficial interest of <number> Lots progressively between <year> and <year> and legal title was also subsequently transferred.

The disposal of these lots enabled you to realise some capital and defray the costs of subdivision and ongoing holding costs. No further sales or disposals have been undertaken since that time.

Prior to and up to <year>, you also held a commercial building which was leased out to third party tenants. You did not develop, or redevelop the building at any time and it was sold in or around <year>.

Since <year>, you have held <number> Lots (the Remaining Lots) as your sole assets.

The land has been treated as a capital asset in your books at all times.

Since the subdivision in <year>, no improvements or alterations have been made to the land.

You ceased carrying on the agricultural activities on the Remaining Lots in <year>. You ceased carrying on the forestry activities on the Remaining Lots in <year>.

Although forestry/agriculture had been the primary activity for <period of time>, no new activity was identified or undertaken on the Remaining Lots after these activities ceased.

No income has been derived from the lease, licence or other occupation of the land since <year>.

Your GST registration was not immediately cancelled in <year> because there was uncertainty as to your future activities. In particular, you had previously held an office building and you were not certain that you would not undertake similar activities going forward.

Your parent company, <Entity B>, made an announcement in its Financial Report <year> that it intended to dispose of the Remaining Lots.

The decision to sell the Remaining Lots was due to the following reasons:

•         The original purpose of the land was no longer viable.

•         There was no prospect for any future commercial activity to be conducted on the land.

•         There had been a significant increase in holding costs, including the increasing level of indirect land taxes.

•         A decision had been made for you to be wound up, therefore it was necessary to divest all assets to enable that to occur.

During <year>, you sought expressions of interest for the sale of the Remaining Lots as an englobo parcel, and you engaged a real estate agent to market the Remaining Lots for sale.

Expressions of interests have been received, and a contract for the sale of the land comprising of the Remaining Lots englobo is expected to be executed shortly.

You have lodged nil business activity statements (BAS) since <tax period> and you have neither traded, nor engaged in any business activity since that time.

You have not lodged a BAS for <tax period>. If the Commissioner decides to cancel your registration, you have requested the cancellation to take effect from <date>.

Relevant legislative provisions

A New Tax System (Goods and Services Tax) Act 1999 section 9-20

A New Tax System (Goods and Services Tax) Act 1999 section 23-5

A New Tax System (Goods and Services Tax) Act 1999 section 25-55

A New Tax System (Goods and Services Tax) Act 1999 section 25-60

A New Tax System (Goods and Services Tax) Act 1999 section 195-1

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