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Edited version of private advice
Authorisation Number: 1052361899810
Date of advice: 25 February 2025
Ruling
Subject: CGT - concession
Question
Is the sale of the Business by the Company in connection with Individual A's retirement as required by subparagraph 152-110(1)(d)(i) of the Income Tax Assessment Act 1997?
Answer
Yes. Individual A who is a significant individual of the Company just before the sale of the Business is 55 or over at that time and the sale happens in connection with A's retirement.
This ruling applies for the following period:
1 July 20YY - 30 June 20YY
The scheme commenced on:
1 July 20YY
Relevant facts and circumstances
The Company was incorporated more than 15 years ago. Its business is to provide services to the public (Business).
Individual A has always been the sole shareholder and director of the Company.
A is over 55 and has medical conditions that require on-going treatment.
A is in the process of selling the Business.
One of the conditions of the sale is for A to continue to work in the Business after the sale to complete any in-progress work that A has commenced. The term of employment is a 2 years' period from the date of the contract for sale at reduced hours.
After the end of the 2 years A plans to retire completely.
A's current responsibilities are those of a business owner. In addition to performing the services offered by the Company, A's responsibilities include developing marketing campaigns, identifying business opportunities, managing finance, employees and suppliers, managing daily operations and administration and ensuring compliance.
A's working hours per week are more than 50 hours.
After the sale A's duties are limited to completing any in-progress work. A's working hours will be 20 hours per week.
The Company will make a capital gain on the sale of the Business and intends to access the small business concessions under Division 152 of the Income Tax Assessment Act 1997.
Relevant legislative provisions
Income Tax Assessment Act 1997 section 104-10
Income Tax Assessment Act 1997 section 152-100
Income Tax Assessment Act 1997 section 152-110
Income Tax Assessment Act 1997 subsection 152-110(1)
Income Tax Assessment Act 1997 paragraph 152-110(1)(d)
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