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Hi Alice,

While on the surface a business sale such as this seems simple, there are a number of factors which would influence an answer.

To put it broadly, there is no GST or stamp duty on the sale of a going concern and like Paul said above, you need to know when the taxable event happens. An “earnout” agreement such as the one you described can be trickier than a normal sale.

Factors such as whether it’s a sale of a going concern or just the assets, the terms of the sale agreement, any recourse you have against non payment and any role you have with the business going forward will influence any advice.

For best results book in a meeting with an accountant. It’ll save you headache down the line and could open your eyes to things you hadn’t thought of.