Commercial Fact Finder
Funded Business
Succession Agreement
2 or more Principals
This fact finder (for use by MOORESLEGAL clients) is designed to help to ensure that we have the necessary information to prepare this agreement. Please complete the information sought in this fact finder prior to your meeting with us. It may also be helpful to have a preliminary meeting regarding
business and personal planning issues prior to putting any insurance cover in place. For document prices and costs information, see Fees under the EPSS folder in the Services section at www.mooreslegal.com.au.
Please complete if a particular person at MOORESLEGAL
needs to receive this fact finder (otherwise leave blank) Attention:
Name of Primary
Company/Business
Registered Office or Postal
Address
ACN (if company) and no of directors
to sign documents, ie 1 or 2 No of Directors
Contact Person
Contact Nos (Business) (Home)
(Fax) (Mobile)
Email address
Annual client update (complimentary) Yes No
Documents to be sent to As above Advisor (see below) Other (please advise)
Docs - preferred storage MOORESLEGAL to hold With advisor Own arrangements
Need for further specific Intra-Business Agreement(s)?
Yes/No
Referring advisor (if not set
out above)
Financial Solvency Considerations
Note: Where the equity holders in the business are private companies or trustees of family or unit trusts,
the impact on the balance sheet of those entities of life insurance policy proceeds being paid to individual
shareholders, beneficiaries or unitholders should be carefully considered, eg the equity holding entities
may have guarantees or other debt commitments to creditors, eg banks.
Documents needed for Preparation of Agreement Copies of share or unit registers or ASIC records, any existing agreements, insurance policy schedules and
copies of family and unit trust deeds (the approval of appointors is often needed in these agreements).
- FF 91 - www.mooreslegal.com.au MOORESLEGAL Pty Ltd (ACN 005 412 868)
Box Hill Tel: (03) 9898 0000 (DX 12808 Box Hill)
Mornington Tel: (03) 5977 1263 9 Prospect St, Box Hill 3128
Fax – all offices: (03) 9898 0333 12/1140 Nepean Highway, Mornington 3931
Funded Business Succession Agreement Fact Finder
Documents needed for Preparation of Agreemen t
Copies of share or unit registers or ASIC records, any existing agreements, insurance policy schedules and 1. Starting Date (if known – State duty may need to be copies of family and unit trust deeds (the approval of appointors is often needed in these agreements). paid on the agreement within a set time, eg 3 months) Information for Preparation of Agreement2. Name(s) of any Associated Business(es) (eg second trading business, service company or trust)
Registered Office or Address ACN (if company) and no of directors to sign Deed, ie 1 or 2 No of Directors 3. Equity in Business(es) Proprietor, ie person or entity Primary Associated
owning equity – show any trustee Business, eg Business(es)
capacity, eg of a family trust 1 ordinary Principal (Full Name and Address) eg 100 share ordinary units
A.
B.
C.
4.Name(s) of any Non-participating Parties ______________________________________ (eg investor who will retain investment regardless)
______________________________________ Registered Office or Address
ACN (if company) and no of directors to sign Deed, ie 1 or No of Directors 2
5. Method of valuation of purchase price (eg multiple of recurring income, gross fees, franchisor’s buy back of last
resort – this valuation methodology is usually arrived in
conjunction with the business accountant)
6. Independent Valuer (in the event of a dispute, eg the President of the ICAA, CPA Australia or NIA)
7. Special Conditions (if any), eg valuation to be capped
at insurance cover, one way options, continuation of Nil Attached salary for six months, declaration of dividends for current
year’s profits at date of death or occurrence of other
funded event
8. State of Territory law to apply 9. Special Conditions for Critical illness/trauma policies (if applicable) eg a right to return to the business
within 6 months with the policy proceeds being treated as
part payment on eventual departure from the business
10. Administrator: (only if insurance policies are to have different beneficial owners, eg equity/revenue purposes and that beneficial ownership will not be reflected in the terms of the insurance policy)
Registered Office or Address ACN (if company) and no of directors to sign Deed, ie 1 or 2 No of Directors
- FF 92 -
Funded Business Succession Agreement Fact Finder
Information for Preparation of Agreement
1. Starting Date (if known – State duty may need to be paid on the agreement within a set time, eg 3 months)
2. Name(s) of any Associated Business(es) (eg second trading business, service company or trust)
Registered Office or Address ACN (if company) and no of directors to sign Deed, ie 1 or 2 No of Directors 3. Equity in Business(es) Proprietor, ie person or entity Primary Associated
owning equity – show any trustee Business, eg Business(es)
capacity, eg of a family trust 1 ordinary Principal (Full Name and Address) eg 100 share ordinary units
A.
B.
C.
4.Name(s) of any Non-participating Parties ______________________________________ (eg investor who will retain investment regardless)
______________________________________ Registered Office or Address
ACN (if company) and no of directors to sign Deed, ie 1 or No of Directors 2
5. Method of valuation of purchase price (eg multiple of recurring income, gross fees, franchisor’s buy back of last
resort – this valuation methodology is usually arrived in
conjunction with the business accountant)
6. Independent Valuer (in the event of a dispute, eg the President of the ICAA, CPA Australia or NIA)
7. Special Conditions (if any), eg valuation to be capped
at insurance cover, one way options, continuation of Nil Attached salary for six months, declaration of dividends for current
year’s profits at date of death or occurrence of other
funded event
8. State of Territory law to apply 9. Special Conditions for Critical illness/trauma policies (if applicable) eg a right to return to the business
within 6 months with the policy proceeds being treated as
part payment on eventual departure from the business
10. Administrator: (only if insurance policies are to have different beneficial owners, eg equity/revenue purposes and that beneficial ownership will not be reflected in the terms of the insurance policy)
Registered Office or Address ACN (if company) and no of directors to sign Deed, ie 1 or 2 No of Directors
Schedule of Information regarding Insurance Policies –
(complete one schedule per insured)
- FF 93 -
Funded Business Succession Agreement Fact Finder
This schedule may also need to be completed in respect of policies for key staff who may not hold any equity in
the business.
1. Full name of Insured (and address if not a principal)
2. Insurance Company
3. Policy Owner (this may be a nominee, eg if there are
different beneficial owners)
Address of Policy Owner
4. Policy Number
5. Sum Insured
6. Event(s) Insured, eg death, total and permanent disability (any or own occupation), critical illness, trauma,
recovery
7. Beneficial owners, eg because of both equity and ______________________________________ revenue insurance, beneficial owners may be different.
In most cases, equity and personal insurance is owned by ______________________________________ the trustee of a superannuation fund or personally. ______________________________________ In most cases, revenue purpose and debt clearance insurance is owned by the business.
8. Specified purpose(s), eg Business Equity/Key Person
– Revenue Protection/Internal Debt/External Debt/Release
of Guarantees/Internal Debt/Personal (any surplus
insurance cover is usually deemed surplus)
Powers of Attorney, Wills and Superannuation Nominations So that options can be exercised and documents and transfers signed even if a principal is incapacitated or
has died it is imperative that all principals have up to date and appropriate financial enduring powers of attorney, Wills and advisory or binding superannuation death benefit nominations – see the EPSS folder in the services section at www.mooreslegal.com.au. For each principal or insured delete whichever 2 below
are not applicable for each column
Current Immediate/Reserve Current Binding/advisory Current Will Financial Powers of Attorney Superannuation Nomination
Already in place Already in place Already in place
MOORESLEGAL to prepare MOORESLEGAL to prepare MOORESLEGAL to prepare
to see other lawyer to see other lawyer to see other lawyer Statement of Advice: This fact finder is for general information gathering purposes for a legal practice only
and should not be regarded as being comprehensive or be relied on as (or in substitution for) legal, personal
financial or other professional advice. See the Fact Finders folder at www.mooreslegal.com.au for latest version and cross references. In that folder there are separate fact finders are available for estate/asset
protection planning; powers of attorney; funded business succession agreements, family, unit and
testamentary trusts; specific purpose trusts such as child support, superannuation death benefit and estate
proceeds trusts; charitable trusts and prescribed private funds.
? Allan Swan/MOORESTRAINING ABN 21 164 200 916. May 2009
- FF 94 -