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GJA Law – Sydney’s Trusted Site Acquisition Lawyers for Developers and Investors

Site Acquisition in Sydney

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Site Acquisition is a significant legal matter that affects many individuals and families in Sydney. At GJA Law, we provide clear, practical advice and tailored services designed to protect your interests. Our approach combines local expertise, transparency in fees, and a commitment to simplifying complex legal processes.

What Is Site Acquisition?

Site acquisition refers to the legal process of purchasing land or property with the intention of developing it—whether for residential, commercial, or mixed-use purposes. In Sydney, this often involves complex considerations beyond standard conveyancing, including zoning laws, development potential, council restrictions, environmental constraints, and existing easements or covenants.

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    Crucially, site acquisition is not just a transaction—it’s a strategic investment decision. A poorly acquired site can lead to delays, cost blowouts, or even total project infeasibility. That’s why engaging a lawyer with specialised experience in property development and site assessment is essential before signing any contract or making an offer.

    • I highly recommend GJA for anyone who needs legal advice and representation. Their care and attention to detail is outstanding.

      Brian


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    Role of a Site Acquisition Lawyer in Sydney

    A site acquisition lawyer acts as your legal strategist, risk assessor, and negotiation partner. Unlike general property lawyers, development-focused acquisition lawyers understand the interplay between conveyancing, town planning, taxation, and construction law.

    At GJA Law, our site acquisition lawyers work closely with developers, investors, and landowners to:

    • Evaluate a site’s true development potential.
    • Identify hidden legal or regulatory risks.
    • Advise on optimal acquisition structures.
    • Negotiate conditional contracts that protect your position.
    • Coordinate with town planners, surveyors, and tax advisers.

    Our approach combines local knowledge of Sydney councils (from North Sydney to Parramatta, Inner West to Sutherland Shire) with commercial pragmatism—ensuring you move forward with confidence.

    Identifying and Assessing Development Potential

    Not all land is equally developable. A key part of our service is helping clients assess whether a site is viable for their intended use. This includes reviewing:

    • Zoning classifications under the relevant Local Environmental Plan (LEP).
    • Development controls such as floor space ratios, height limits, and setbacks.
    • Infrastructure capacity, including sewer, water, and transport access.
    • Heritage listings or environmental protections (e.g., bushfire or flood-prone land).

    We often advise clients to make offers conditional on a feasibility study or town planning report—giving you an “out” if the site doesn’t meet development expectations.

    Due Diligence for Site Acquisition in NSW

    Due diligence is the cornerstone of a secure acquisition. In NSW, this involves a comprehensive review of the property’s legal and physical status. Our due diligence checklist includes:

    • Title search (to confirm ownership and identify easements, covenants, or restrictions).
    • Planning certificates (Section 10.7 Certificates under the Environmental Planning and Assessment Act 1979).
    • Outstanding rates, taxes, or council orders.
    • Contamination or environmental hazards (particularly for former industrial sites).
    • Encroachments or unauthorised structures.

    At GJA Law, we don’t just identify issues—we advise on their practical implications and negotiate solutions, such as price adjustments or vendor rectifications, before settlement.

    Structuring the Acquisition

    How you acquire a site can have major implications for tax, liability, and future development flexibility. Common structures include:

    • Direct purchase by an individual or company.
    • Acquisition via a special-purpose vehicle (SPV) to isolate project risk.
    • Joint ventures with landowners or equity partners.
    • Option agreements, which allow time to secure approvals before committing financially.

    We help clients choose the structure that best aligns with their financial, tax, and risk management goals—and ensure all documentation reflects that structure accurately and securely.

    Contract Negotiation and Risk Management

    Standard contracts of sale are rarely sufficient for development sites. We routinely negotiate special conditions to protect our clients, including:

    • Due diligence periods (e.g., 21–28 days to complete planning and environmental checks).
    • Sunset clauses linked to development approval timelines.
    • Vendor warranties regarding title, zoning, and approvals.
    • Deposit release terms that safeguard your funds until key conditions are met.

    Our team drafts, reviews, and amends contracts to ensure they reflect your risk tolerance and development strategy—turning a standard sale into a strategic, protected transaction.

    Stamp Duty and Tax Considerations

    Acquiring development land in NSW triggers significant tax obligations, primarily stamp duty, which is calculated on the purchase price or market value—whichever is higher. For sites valued over $1 million, duty can exceed $50,000. Additional considerations include:

    • Land tax, which applies annually to investment properties (with thresholds and exemptions).
    • GST implications, particularly if the vendor is registered and the sale is part of an enterprise.
    • Capital gains tax (CGT) consequences on eventual sale of the developed lots.

    While we don’t provide tax advice, we work closely with your accountant or tax adviser to ensure the acquisition structure is tax-efficient and compliant. Where appropriate, we can also advise on duty concessions (e.g., for primary production land or off-the-plan purchases).

    Common Risks and Mistakes in Site Acquisition

    Even experienced developers can fall into avoidable traps. Common pitfalls we see in Sydney include:

    • Assuming zoning equals approval – Just because a site is zoned for apartments doesn’t guarantee consent.
    • Overlooking easements or services – A drainage easement across a rear lot can kill subdivision potential.
    • Skipping feasibility studies – Relying on verbal council feedback instead of formal advice.
    • Using generic contracts – Failing to include conditions that allow exit if planning fails.
    • Underestimating holding costs – Including land tax, interest, and council rates during approval delays.

    At GJA Law, our proactive, detail-oriented approach helps you avoid these costly errors. We focus not just on closing the deal—but on ensuring the deal is right for your project.

    Our Services

    We help Sydney clients with a full range of Powers of Attorney & Guardianship matters, including:

    • Preparing key documents with precision
    • Advising on rights, duties, and obligations
    • Negotiating fair terms and resolving conflicts
    • Liaising with professional advisers
    • Handling matters promptly and effectively

    • I have used GJA on several occasions and always found them to be friendly, professional and thorough.

      Fiona

    Why Choose GJA Law?

    • Honest, practical advice every step of the way
    • Cost certainty with clear fee structures
    • Broad expertise in property, estate, and family law
    • Modern systems that enhance efficiency
    • Client service focused on trust and results

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    Contact Us

    If you are dealing with Site Acquisition in Sydney, contact GJA Law today. Our experienced lawyers will guide you through the process with confidence and provide the support you need.

    Common Site Acquisition FAQs

    What makes site acquisition for development different from a standard property purchase?

    A standard purchase focuses on the existing property. Site acquisition for development is a strategic investment in future potential. It requires analyzing zoning, development controls, physical constraints, and approval pathways to assess if your vision is legally and practically feasible. We go beyond conveyancing to evaluate these factors and structure the purchase with conditional clauses (like due diligence periods) that protect you if the site’s potential doesn’t match its promise.

    What is the most critical part of your due diligence process?

    While all checks are important, the planning due diligence is often the most critical. Obtaining and interpreting a Section 10.7 Planning Certificate and reviewing the Local Environmental Plan (LEP) reveals the site’s zoning, development standards, and any overlays (like heritage or flood planning). This analysis determines the realistic yield and scope of your project. Identifying a fatal constraint here can save you from a costly mistake before you’re legally committed.

    Should I buy the site in my own name or through a company?

    The right structure depends on your risk profile and goals. Purchasing through a special-purpose vehicle (SPV) or company can limit personal liability and isolate project risk. For joint ventures, a properly structured partnership or unit trust is common. We advise on the pros and cons of each structure, focusing on asset protection, tax efficiency (working with your accountant), and flexibility for future financing or sale.

    What key clauses should be in a contract for a development site?

    A development site contract must include special conditions beyond the standard terms. Essential clauses we negotiate include: a sufficient due diligence period (e.g., 60-90 days) to complete feasibility studies; a subject to planning approval condition; clear sunset clauses tied to approval milestones; and flexible deposit terms (often held in trust). These clauses create vital exit rights if the project’s feasibility is compromised.

    How do you help if the due diligence uncovers a problem, like an easement or contamination?

    Discovering an issue doesn’t necessarily mean walking away. We assess the problem’s practical impact and negotiate with the vendor for a solution. This could be a price reduction, a requirement for the vendor to rectify the issue (e.g., removing a covenant) before settlement, or amending the contract terms to allocate the risk appropriately. Our role is to find a commercially viable path forward or advise you to exercise your termination right.

    What are the biggest stamp duty (transfer duty) considerations?

    Duty in NSW is a significant upfront cost. Key considerations include: duty is payable on the greater of the purchase price or market value; different rates apply for individuals, companies, and trusts; and there may be concessions or exemptions (e.g., for farmland or certain off-the-plan purchases). We ensure the contract is structured correctly to avoid unintended duty consequences and collaborate with your tax advisor to optimize the outcome.

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