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Peter and Yan are good friends and after losing their jobs during the Covid shutdowns have decided to go into business together.Their business involves both retail and wholesale of imported artisan or bespoke items. Their expectation is that approximately 60% of their turnover will be online sales. They will require a warehouse with a small shop front and will employ 1 full-time and 2 part-time employees plus themselves.Both Peter and Yan are married. Peter and his partner own their home (no mortgage) while Yan and his partner are renting. Neither have any children. Peter will contribute $20,000 to start the business.Peter and Yan have made an appointment to discuss what is the appropriate business structure for their new business.Prior to this meeting, your manager, Danny, has asked you to list some of the advantages and disadvantages of the different business structures that would be appropriate for the proposed business. He has also asked you to list questions to be asked of both Peter and Yan at the meeting.Required:Review the list of the advantages and disadvantages of each relevant business structure;Provide your recommendation of a business structure with reasons; andList questions you would ask in the meeting to support your proposed structure.Consider the following:Notes:Refer to business.gov.auLinks to an external site. for the registration requirements – business name, ABN, GST etc.Choice of business structure – partnership, company or trust? Why can’t the business be a sole trader?Consider advantages and disadvantages of all three (3).Discuss issue of partners with different financial positions.Students to consider need for partnership agreement? Registration of company? Trust structure?

Question

Peter and Yan are good friends and after losing their jobs during the Covid shutdowns have decided to go into business together.Their business involves both retail and wholesale of imported artisan or bespoke items. Their expectation is that approximately 60% of their turnover will be online sales. They will require a warehouse with a small shop front and will employ 1 full-time and 2 part-time employees plus themselves.Both Peter and Yan are married. Peter and his partner own their home (no mortgage) while Yan and his partner are renting. Neither have any children. Peter will contribute $20,000 to start the business.Peter and Yan have made an appointment to discuss what is the appropriate business structure for their new business.Prior to this meeting, your manager, Danny, has asked you to list some of the advantages and disadvantages of the different business structures that would be appropriate for the proposed business. He has also asked you to list questions to be asked of both Peter and Yan at the meeting.Required:Review the list of the advantages and disadvantages of each relevant business structure;Provide your recommendation of a business structure with reasons; andList questions you would ask in the meeting to support your proposed structure.Consider the following:Notes:Refer to business.gov.auLinks to an external site. for the registration requirements – business name, ABN, GST etc.Choice of business structure – partnership, company or trust? Why can’t the business be a sole trader?Consider advantages and disadvantages of all three (3).Discuss issue of partners with different financial positions.Students to consider need for partnership agreement? Registration of company? Trust structure?

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Solution

The business structures that Peter and Yan could consider are a partnership, a company, or a trust.

  1. Partnership: Advantages: Easy to establish, shared responsibility, and tax advantages. Disadvantages: Unlimited liability, potential for disagreements, and shared profits.

  2. Company: Advantages: Limited liability, separate legal entity, and easy to transfer ownership. Disadvantages: More expensive to establish, more regulations, and potential for double taxation.

  3. Trust: Advantages: Asset protection, flexibility in profit distribution. Disadvantages: Complex to establish, costly, and potential for trustee liability.

Given the nature of their business, a company might be the most suitable structure. This is because it provides limited liability, which is important as they are dealing with imported goods and employing staff. It also allows for easy transfer of ownership, which could be beneficial in the future.

Questions to ask Peter and Yan could include:

  1. How do you plan to divide responsibilities and profits?
  2. Are you comfortable with the potential for personal liability in a partnership structure?
  3. Are you prepared for the additional costs and regulations associated with establishing a company?
  4. How important is asset protection to you, and are you willing to establish a more complex trust structure for this benefit?

The business cannot be a sole trader because there are two individuals (Peter and Yan) involved in the business. A sole trader business structure is only applicable when there is one owner.

The partners' different financial positions could lead to potential disagreements, especially in a partnership structure where profits and losses are shared. A partnership agreement could help to mitigate these issues by clearly outlining the terms of the partnership.

The registration of a company or trust structure would involve additional costs and regulations, but could provide benefits such as limited liability and asset protection.

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