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BUY SELL AGREEMENT QUESTIONNAIRE |
1. Business Activities |
What does your business do? |
2. Your Business Structure |
Do you use? |
Sole trader
Partnership
Company
Trust
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| 3. Company: |
ACN |
Registered Office Address |
4. Unit Trust: |
Name of Trust |
Date of Trust |
Settlor of the Trust |
Name of the Trustee (including ACN) |
Trustee's registered office address |
| 5. Proportionate Partnership Interest/Shares held/Units held |
Partnership - percentage interest - %. |
Company - holder, number and class of shares. |
Trust - |
holder, number and class of units |
holder, number and class of shares in the trustee. |
holder, type of equity and address. |
| Associates - if the insured holds equity in the partnership, company or trust in an associated entity (e.g a company or trust) then list those persons and each associated entity. |
6. Life Policy Details |
Insured (Full name & Address); |
Insurer; |
Policy number; |
Amount of insurance; |
Policy Owner (Name) |
| 7. TPD Policy Details |
Insured (Full name & Address); |
Insurer; |
Policy number; |
Amount of insurance; |
Policy Owner (Name) |
| 8. Shortfall in Insurance Proceeds |
| If the proceeds of the insurance policy are not sufficient to pay for the deceased or incapacitated principal's equity the shortfall shall be paid by the other principals. The shortfall will be payable as follows (please tick your choice) |
Full amount is paid immediately. |
a [10]% deposit is paid immediately and the balance is paid within [insert number of weeks/months] |
a [insert 10%] deposit is paid immediately and the balance is paid by instalments of [insert amount and periods. e.g by 10 equal instalments payable monthly]. |
a [insert 10%] deposit is paid immediately and the balance is paid by [e.g 12 monthly] instalment each of 7.5% of the price/a lesser [specified] % of the price with a balloon payment a the end of the [12] month period. |
[another arrangement]. |
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9. Interest |
Interest will be payable on the outstanding at (please tick your choice):
a fixed interest rate of % per annum calculated daily and payable in [monthly] rests .
[the rate charged by the business overdraft facility plus 2% per annum]. |
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10. Business Valuation |
The valuation will be a fixed amount to be reviewed on each anniversary of the agreement. The amount is $. |
The value of the equity transferred if there is a dispute will be determined by the accountant for the business. |
The valuation is to be done by an independent accountant. |
The valuation is to be by reference to a formula such as a multiple of net profit before tax averaged over the previous 3 years.
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| 11. Insurer does not pay |
If the insurer does not pay the insured amount then: |
- the price will be the value of the equity transferred less half the amount payable under the policy, except that:
- if the insurer does not meet the claim because the insured deliberately fails to disclose information, the price will be the value of the equity less the full amount payable under the policy.
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| 12. Instructions from the Business, not Individuals |
We will draft the buy/sell/succession agreement on behalf of the partnership, company or trust and not for the individuals or their associated entities. Each party to the agreement should be separately advised before they sign the agreement. |
13. Powers of Attorney |
Does the business have a Power of Attorney so that the principals can conduct the business if the others are absent? |
Do the individuals have Power of Attorney to deal with their personal affairs if they are absent or lose capacity? |
14. Estate Planning |
Do the parties have up to date Wills? |
peter.mcnamara@cml.com.au
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