Most structures are built at inception and rarely revisited. As the business grows, the original framework drifts from how it actually operates.
A structure review examines whether your companies, trusts and partnerships still serve their owners, across tax efficiency, asset protection, Division 7A exposure, succession and restructure rollovers. We assess the existing group and design the path forward for an agreed fixed fee. It suits established, multi-entity businesses whose structure has drifted from how they operate today.
By the time a crisis demands a structure review, options are often constrained by time, tax consequences or third-party expectations. We work with established businesses, not startups choosing a first structure, to assess whether the current setup remains fit for purpose and, where it does not, to design and coordinate the path forward. Proactive reviews are always less disruptive and less expensive than reactive restructuring.
What worked as a sole trader or single company rarely scales into a multi-million dollar operation. Growth, new employees, expansion and rising regulatory obligations all pressure a structure never designed for the current reality.
Companies, trusts and holding entities accumulate over time, often on different advisers' advice at different points. Without a coordinated group strategy, the additions create duplication, confusion and unnecessary cost.
Tax law changes regularly. What was efficient five years ago may not be now. Division 7A, trust distribution rules, CGT concessions and franking credit measures all affect how structures perform over time.
Guarantees given to lenders, landlords or suppliers often create exposure that was never intended. A review identifies where personal and business risk are intertwined and whether separation is achievable.
Before acquiring a business, taking on investors or entering a joint venture, the structure needs to accommodate the new arrangement without unintended tax, liability or governance consequences.
Transitioning ownership to the next generation, bringing key employees into equity, or preparing for sale all require the structure to support orderly transfer of control and value.
Banks and institutional lenders increasingly require clear group structures, consolidated reporting and identifiable borrowing entities. A fragmented structure can delay or prevent financing.
The scope is tailored to the complexity of the group and the concerns that prompted the review.
Turning over $1 million to $10 million, started simple and added complexity while growing. Common issues include operating through a trust set up before the business became profitable, personal and business assets in the same entity, undocumented intercompany arrangements, and an accountant managing compliance but not structure.
Multiple trading entities, holding companies and trusts, typically $10 million to $50 million, built incrementally rather than designed. Common issues include duplicated entities, informal Division 7A loans, unintended payroll tax grouping, and unclear succession arrangements.
Complex ownership, multiple generations or significant asset holdings, needing structures that balance tax efficiency with protection, governance and intergenerational planning. Common issues include family trusts that no longer reflect the family's wishes, governance lagging growth, and stalled intergenerational transfers.
A structured five-step process, where many reviews by other practices stop at a report. We see it through to implementation.
Understanding them in advance is essential to informed decisions. We model each before any change is implemented.
Transferring assets between entities can trigger CGT, though rollover provisions allow restructuring without immediate consequences, including Subdivision 122 (sole trader to company), Subdivision 124-M (company restructures and demergers) and Subdivision 328-G (small business restructure rollover under $10 million turnover). Each has specific conditions that must be met.
State and territory duty applies to transfers of certain assets, particularly real property and goodwill. Rates vary by jurisdiction, and corporate restructure concessions may apply. Duty is often the largest single cost in a restructure and must be modelled beforehand.
Where a private company lends to shareholders or associates, Division 7A deems the loan a dividend unless a compliant agreement is in place. Moving assets or funds between related entities must be carefully managed to avoid triggering it.
Asset transfers between GST-registered entities may trigger GST unless the going concern or GST group exemptions apply. We identify and manage all indirect tax consequences as part of the process.
Effective structuring can separate trading risk from personal wealth, though no structure offers absolute protection.
The most fundamental strategy is keeping high-risk trading in an entity that holds few assets, with valuable property, IP or investments held in separate entities.
Discretionary trusts are commonly used because trust property belongs to the trust, not any beneficiary. The protection depends on the deed terms, how the trust has been administered, and whether distributions or appointments can be challenged.
Directors face personal liability in certain circumstances, including insolvent trading, unpaid employee entitlements and PAYG withholding. We review director exposure in every assessment and recommend strategies to limit personal risk.
No structure protects assets from all creditors in all circumstances. Courts can look through structures established mainly to defeat creditors, and personal guarantees override entity separation. We advise on realistic expectations and practical strategies.
These cover the review and recommendation stages. Implementation is additional and depends on the scope of changes.
| Group complexity | Typical timeline |
|---|---|
| Single entity with 1-2 owners | 2 to 4 weeks |
| 2-5 entities with family involvement | 4 to 8 weeks |
| Multi-entity group (6+ entities) | 8 to 12 weeks |
| Complex private group, intergenerational | 12 to 16+ weeks |
Prime Partners are chartered accountants with offices in North Sydney and Orange. Our team works with established and multi-entity groups across professional services, construction, property, agribusiness, healthcare and technology. You can see how we help in each of these on our industries pages. Where many structure reviews end at a report, we coordinate implementation across accounting, legal and regulatory disciplines and see the process to completion.
If your business has grown beyond its original structure, added entities over time, or is approaching a significant change, a review can provide clarity and direction. We begin with a conversation to understand your situation, then a scoped proposal. No obligation, no generic advice.
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