WA Small Business Restructures
Without Duty

Small business restructure
duty exemptions in WA

Western Australia provides specific duty relief for small business restructures under the Duties Act 2008 (WA) — where a small business transfers its assets from one structure to another (for example, from a sole trader or partnership to a company or trust) and meets the eligibility conditions.

This duty relief is separate from the corporate reconstruction exemption — it specifically addresses small business changes of structure, not corporate group internal restructures. The two can be used together where both sets of conditions are satisfied, but each must be assessed independently.

• The restructure must involve a genuine change of business structure — not merely the transfer of an asset
• The small business must continue trading after the restructure in the same or substantially the same way
• Maximum dutiable value thresholds apply — total dutiable value of transferred assets must not exceed the WA threshold
• The exemption applies to transfers from sole traders, partnerships and discretionary trusts to companies or other entities
• Pre-approved transaction required — application to WA OSR before the transfer occurs
• CGT consequences of the restructure must be addressed separately — the duty exemption does not provide CGT rollover relief
• The federal small business restructure rollover (Subdivision 328-G) has different eligibility conditions — both must be assessed independently