08/09/2026
SALE AS A GOING CONCERN AND VAT REQUIREMENTS
In property transactions either Transfer Duty or VAT is payable. If the Seller is a VAT vendor the question is whether VAT will be payable at 15% or at 0%.
Firstly, it must be ascertained whether the vendor sells the property in furtherance of its enterprise. If the vendor is a dentist whose practice is VAT registered and he sells his residence (a property not used or applied in the course of the business), the transaction will not attract VAT, and the purchaser will pay transfer duty.
Secondly, the requirements for the sale as a going concern in terms of Section 11(1)(e) of the Transfer duty Act must be met:
1. Both the seller and purchaser must be registered VAT vendors.
2. The enterprise supplied must be capable of separate operation.
3. Both the seller and purchaser must agree in writing that the business is
4. disposed of as a going concern.
5. Both the seller and purchaser must agree in writing that the business is an income-earning activity on the date of transfer.
6. That the assets necessary to continue its income earning activity will be disposed of to the purchaser.
7. That the agreement concluded specify that the consideration for the supply of a going concern includes VAT at 0%.
Examples:
1. Sale of a commercial property, dentist practice, including the equipment and where the purchaser will continue using the property as a dental practice. The business operations continue undisrupted before and after registration.
2. Sale of a farm including farm implements and livestock and the farming will continue after date of registration.
Important:
SARS will not consider zero rating if VAT returns are not submitted and up to date.
The agreement of sale should contain a provision that if SARS declines the Zero-rated transaction, the standard 15% VAT rate will be payable by the purchaser.
Residential property sale as a going concern:
Residential property leased for residential purposes is exempt of VAT (irrespective if the property is registered in a company’s name). Therefore, the transaction is not subject to VAT.