The purchase price, which roughly corresponded to the company`s debt to the bank, was used to liquidate this debt. The property was registered in the name of the buyer, and at the same time the loan was registered through the property for the benefit of the bank. The operations therefore practically resulted in the purchaser taking over the company`s obligations. After the transfer of ownership, the company was an empty shell and unable to pay its other creditor. The sale was not announced within the meaning of Article 34(10) of the Law. In an owner-managed business, the owner may have signed surety contracts for the company`s debts and would like, at the end of the sale, to be exempted from these guarantees. The parties should ensure that they keep all relevant documents where it is necessary for them to prove their right to zero VAT on turnover. For example, when selling a leasing company, SARS may require proof of the lease with a third party. A buyer who acquires all the shares in a business will indirectly own the company and control it, including all its assets and liabilities. Advantages of transferring a property as a continuation group Very interesting in the case of Roos No.
Against Kevin and Rasia Property Investments, the liquidators attempted to argue that “the normal course of business of a real estate holding company was the purchase and sale of real estate and that leasing was an additional aspect. Therefore, the decision to sell the property with leases was what a normal businessman would have chosen to do in similar circumstances. The Court disagreed. He found that the activities of a real estate holding company made it possible to keep the property and generate income through leasing.