• Form 2 - Vendor's Statement (section 8)

    Land and Business (Sale and Conveyancing) Act 1994
    Form 2 - Vendor's Statement (section 8)
  • Preliminary

  • To the purchaser:

    The purpose of a statement under section 8 of the Land and Business (Sale and Conveyancing) Act 1994 is to put you on notice of certain particulars concerning the business to be acquired and any land to be acquired as part of that business

    If you intend to carry out building work on the land, change the use of the land or divide the land, you should make further inquiries to determine whether this will be permitted. For example, building work may not be permitted on land not connected to a sewerage system or common drainage scheme if the land is near a watercourse, dam, bore or the River Murray and Lakes

    The Aboriginal Heritage Act 1988 protects any Aboriginal site or object on the land. Details of any such site or object may be sought from the "traditional owners" as defined in that Act

    If you desire additional information, it is up to you to make further inquiries as appropriate

    Instructions to the vendor for completing this statement:

    If there is insufficient space to provide any particulars required, continue on attachments

    The particulars set out under the headings "Particulars relating to environment protection" and "Particulars relating to Livestock Act 1997" in Schedule 2 Division 2 must be included if the matters set out under those headings affect, presently or prospectively, the business the subject of the sale, regardless of whether land is sold under the contract for sale of the business. If land is sold under the contract, the particulars must be included in relation to both the land and the business the subject of the sale

  •  
  • Part A - Parties and Business

  • 1. Purchaser

  • Purchaser's address

  • 2. Purchaser's registered agent

  • Agent's address

  • 3. Vendor

  • Vendor's address

  • 4. Vendor's registered agent

  • Agent's address

  • 5. Date of contract

    (if made before this statement is served)
  •  - -
  • 6. Description of business

  • 7. Description of the land

  • 0/340
  • Part B - Purchaser's cooling-off rights and proceeding with the purchase

  • To the purchaser

  • Right to cool-off (section 5)

  • 1 - Right to cool-off and restrictions on that right
    You may notify the vendor of your intention not to be bound by the contract for the sale of the business UNLESS - 

    (a) this form has been served on you not less than 5 clear business days before the making of the contract; or
    (b) you have, before signing the contract, received independent legal advice from a legal practitioner and the legal practitioner has signed a certificate in the prescribed form as to the giving of that advice; or
    (c) you purchased by auction; or
    (d) you purchased on the same day as you, or some person on your behalf, bid at the auction of the business; or
    (e) the sale is by tender and the contract is made not less than 5 clear business days after the day fixed for the closing of tenders and not less than 5 clear business days after service of this form; or
    (f) the contract is made by the exercise of an option to purchase the business not less than 5 clear business days after the grant of the option and not less than 5 clear business days after service of this form; or
    (g) the business is not a small business

    2 - Time for service
    The cooling-off notice must be served -

    (a) before the end of the fifth clear business day after the day on which this form is served on you; or
    (b) before settlement takes place,
    whichever is the earlier

    3 - Form of cooling-off notice
    The cooling-off notice must be in writing and must be signed by you

  • 4 - Methods of service

  • The cooling-off notice must be - 

    (a)  given to the vendor personally; or

  • Note - 
    Section 5(3) of the Land and Business (Sale and Conveyancing) Act 1994 places the onus of proving the giving of the cooling-off notice on the purchaser. It is therefore strongly recommended that - 
    (a) if you intend to serve the notice by leaving it for the vendor's agent at the agent's address for service or an address nominated by the agent, you obtain an acknowledgment of service of the notice in writing; or
    (b) if you intend to serve the notice by fax or email, you obtain a record of the transmission of the fax or email


    5 - Effect of service
    If you serve such a cooling-off notice on the vendor, the contract will be taken to have been rescinded at the time when the notice was served. You are then entitled to the return of any money you paid under the contract other than - 
    (a) the amount of any deposit paid if the deposit did not exceed $100; or
    (b) an amount paid for an option to purchase the business

     

    Proceeding with the purchase
    If you wish to proceed with the purchase - 
    (a) it is strongly recommended that you take steps to make sure that the business and your interest in the property are adequately insured against loss or damage; and
    (b) pay particular attention to the provisions in the contract as to time of settlement - it is essential that the necessary arrangements are made to complete the purchase by the agreed date - if you do not do so, you may be in breach of the contract; and
    (c) you are entitled to retain the solicitor or registered conveyancer of your choice

  • Part C - Statement with respect to required particulars

    (section 8(1))
  • Part D - Certificate of qualified accountant with respect to trading statement

    (section 8(2))
  • To the purchaser:

  • and a qualified accountant, certify -

  •  

    examined the records and accounts of the business for each of the financial years recorded on the trading statement in Division 1 of Schedule 1; and

  • (b) that - 

    1. in my opinion, the trading statement fairly and accurately represents the financial operations of the business; and
    2. I am not aware of any circumstances that would render any particulars included in the trading statement inaccurate or misleading

    OR

    (c) that -

    1. in my opinion, the trading statement fairly and accurately represents the financial operations of the business, subject to the following qualifications
  • II. in my opinion, the trading statement may not fairly and accurately represent the financial operations of the business because

  • 0/235
  • III. I am not aware of any other circumstances that would render any particulars included in the trading statement inaccurate or misleading

     

    Note - 

    This certificate must be signed by the accountant personally and cannot be signed by the vendor even if he or she is a qualified
    accountant.

  • Part E - Certificate with respect to prescribed inquiries by registered agent

    (section 9)
  • To the purchaser:

  •  

    to the inquiries made pursuant to section 9 of the Land and Business (Sale and Conveyancing) Act 1994 confirm the completeness and accuracy of the particulars set out in Schedule 2

  • 0/230
  • Schedule 1 - Division 1 - Prescribed particulars relating to business

    (section 8(1)(b))
  • Note - 
    Financial year means the year in respect of which the accounts of the business are made up. If by reason of any alteration of the date on which the financial year of the business terminates, the accounts have been made up for a period greater or less than 1 year, that period may be regarded as a financial year
    If the vendor has carried on the business for less than 3 financial years, this statement must be completed for the period commencing on the day that the vendor commenced to carry on the business and ending immediately prior to the first day of the following financial year, and thereafter for each successive financial year
    If the vendor has carried on the business for a period in which the financial year does not terminate, this statement applies to the period from the day on which the vendor commenced to carry on the business to the date specified in this Schedule

  • 1 - Summary

  •  - -
  • Financial Year or Period - 1

  •  - -
  •  - -
  • Normal Daily Trading Hours

  • Sunday

  • Monday

  • Tuesday

  • Wednesday

  • Thursday

  • Friday

  • Saturday

  • Financial Year or Period - 2

  •  - -
  •  - -
  • Normal Daily Trading Hours

  • Sunday

  • Monday

  • Tuesday

  • Wednesday

  • Thursday

  • Friday

  • Saturday

  • Financial Year or Period - 3

  •  - -
  •  - -
  • Normal Daily Trading Hours

  • Sunday

  • Monday

  • Tuesday

  • Wednesday

  • Thursday

  • Friday

  • Saturday

  • 2 - Plant and equipment

  • Note: A depreciation Schedule must be attached

  • 3 - Trading statement for last 3 financial years

  • Period details

  •  - -
  •  - -
  •  - -
  •  - -
  •  - -
  •  - -
  • Amount details

  • Less
    cost of goods sold

  • Add
    other income received

  • Less

  • Leasing or rental purchase of

  • Superannuation employer contributions

  • Add

  • Schedule 1—Division 2—Further prescribed particulars relating to business

    (section 8(1)(b))
  • Section 1

  • Note—
    If the purchaser is not acquiring the fee simple of the location at which the business is presently carried on, it is necessary for the purchaser to ensure that he or she has a right to occupy the location

  • Section 2

  •  (1) The vendor's

  • but not registered on the certificate of title/registered on the certificate of title.

  • (2) The particulars of the vendor's lease/tenancy agreement/licence are as follows

  •  - -
  •  - -
  • (d) rates and taxes payable by

  • (e) rates and taxes payable by

  •  - -
  • 0/150
  • 0/150
  • Section 3

  • (1)  The following goods (including plant, equipment, fixtures, fittings and stock in trade) in which any person has a present or contingent interest (whether by virtue of a mortgage,charge, lease or otherwise) are included in the sale

  • Person of Interest 1

  • Person of Interest 2

  • Person of Interest 3

  • Person of Interest 4

  • Person of Interest 5

  • Person of Interest 6

  • Person of Interest 7

  • Person of Interest 8

  • 0/190
  • Section 4

  • If Yes, specify—

  •  - -
  • 0/150
  • Section 5

  • (4)  If Yes—

  • 0/180
  • 0/180
  • 0/180
  • (5) In this clause—
         asbestos and asbestos containing material have the same meaning as in the Work Health and Safety Regulations 2012
    Note—
    1  A register is not required to be prepared for a workplace-
       (a) if a register has already been prepared for the workplace; or
       (b) if -
            (i) the workplace is a building that was constructed after 31 December 2003; and
            (ii) no asbestos has been identified at the workplace; and
            (iii) no asbestos is likely to be present at the workplace from time to time.
       See regulation 425 of the Work Health and Safety Regulations 2012
    2  A person with management or control of a workplace who plans to relinquish management or control must ensure (so far as is reasonable practicable) that the asbestos register is given to the person assuming management or control of the workplace
    See regulation 428 of the Work Health and Safety Regulations 2012

  • Section 6

  • During the period between the end of the most recent financial year or period covered in the summary of Division 1 of
    Schedule 1 and the date appearing in Part C of this statement—

  • 0/180
  • (d) the daily hours of trading have been

  • Section 7

  • During the period referred to in item 6, have any circumstances arisen or have any trading practices been adopted (including any substantial discounting of goods or services) that have affected—

  • 0/160
  • Section 8

  • Section 9

  • Note—

    To the purchaser:
    You must register with Return to Work Corporation as an employer within 14 days of commencing to employ workers if the amount payable to your workers in a financial year (being a financial year for the purposes of regulation 50 of the Return to Work Regulations 2015) exceeds $12 286 (indexed) in total, otherwise significant penalties may be imposed

    You should determine whether the vendor has any workers suffering a work disability (particularly where their employment has been or is about to be terminated) as you may be required to take on the vendor's obligations under the Return to Work Act 2014. (This information may be provided to you by the vendor subject to the confidentiality provisions
    applicable to employers under section 186 of that Act). The premium payable by you (compared to that currently paid by the vendor) may be affected by your willingness to retain, employ or re-employ disabled workers with compensable injuries

  • Section 10

  • The following persons (including the vendor and members of the vendor's family whether or not remunerated) are engaged in the business in the following full-time and part-time positions on the days, for the hours and at the rates of pay set out below:

  • Person engaged in business 1

  • Person engaged in business 2

  • Person engaged in business 3

  • Person engaged in business 4

  • Person engaged in business 5

  • Person engaged in business 6

  • Person engaged in business 7

  • Section 11

  • Section 12

  • The vendor's income tax return was lodged by—

  • Annexures

    • Copy of certificate(s) of title to the land
    • The particulars supplied by the Strata Corporation (statement pursuant to section 41) and enclosures
    • Copy of the Articles of the Strata Corporation
    • Copy of Strata Plan
    • The particulars supplied by the Community Corporation (statement pursuant to section 139) and enclosures
    • Copy of the By-laws of the Community Scheme
    • Copy of plan of Community Division (Community Plan)
    • Copy of lease, agreement for lease, tenancy agreement or licence
    • Disclosure Statement as per Section 12 of the Retail and Commercial Leases Act
    • Form R3 – Buyers Information Notice
    • Copy of Contract
    • Form R7 - Warning Notice
    • Property Interest Report
    • Local Government Authority prescribed authority
  • Should be Empty: