02/04/2026
Beware of Paragraph F ⚠️- (Duties Act 2000 (Vic) – Economic Entitlement Provisions)
In one of my most recent deals, I followed my usual process. My bread and butter
Pre-purchase DD---- liked the prospects of the site- -----Put it under contract with an and/or nominee clause- -----Then went deeper on DD
My solicitor calls me when I requested a small extension to DD and says:
“We need to be careful… this level of DD could be seen as adding value or developing the site before nomination.”
I was honestly bewildered. DD is what we do best.
That’s how we de-risk deals. That’s how we consistently deliver strong, above average profits.
A solid process I learned from Steve McKnight and one that has never failed me
My solicitor informed me (informally) there’s increasing talk that historical transactions are being reviewed.
Developers are being hit with double stamps for deals from 5–6 years ago!
Using AI and data matching to assess whether someone may have:
Added value
Had an economic entitlement
Or
Crossed into “development” before the entity was properly structured
If they deem you have then you could be up for unexpected stamp duty… years later. Because computer said so!
I didn't want to argue with a solicitor so we decided to engage the services of Victoria's best tax barristers
We reviewed everything — and confirmed I wasn’t developing or adding value in a way that would trigger duty under the economic entitlement provisions of the Duties Act 2000 (Vic) (where Paragraph F sits around rights to participate in development)
And I took away some key points to enhance and strengthen our process so we never cross the line
In summary the question to consider is whether your DD activity + intention + actions could be interpreted as stepping into development territory before the final entity is in place
In Victoria, the line is blurry. “Development” isn’t just building
It can include:
Planning work
Consultants
Early design
Anything that could be seen as increasing land value. Even during DD before nomination
This is where Paragraph F can come for you
And if that wasn’t concerning enough, the clause can be interpreted to capture value created before settlement. It’s not something I’ve ever done or needed to do — we don’t pursue deals where you lock something up on a long settlement and then go out and secure plans, permits, or approvals to flip it before we settle
That’s not our style. But it does happen… and more often than people think
Welcome to the future with AI in property. Instead of making life easier and processes more efficient, it’s being used to look back and find ways to charge more. All in the name of catching a few — while penalizing many who are doing the right thing
I paid good money for this advice — consider it a cautionary tale. This is general information only, not advice. Always seek your own independent legal advice.
https://classic.austlii.edu.au/au/legis/vic/consol_act/da200093/?utm_source=chatgpt.com
Onwards and upwards