Benefits of Making Business in Australia | Buy & Sell Business

1. BENEFITS OF MAKING BUSINESS IN AUSTRALIA WWW.MERGERSCORP.COM

2. At MergersCorp M&A International we help our clients confidentially buy and sell privately held businesses, aligning the interests of all parties for mutual success and satisfaction. It is our goal to make the process of either buying a new business or selling your current business as smooth and efficient as possible. We know how important confidentiality is to our sellers and we treat it with the utmost importance. WWW.MERGERSCORP.COM

3. BENEFITS OF MAKING BUSINESS IN AUSTRALIA WWW.MERGERSCORP.COM

4. Country Overview Australia, officially the Commonwealth of Australia, is a sovereign country comprising the mainland of the Australian continent, the island of Tasmania, and numerous smaller islands. It is the largest country in Oceania and the world's sixth-largest country by total area. Australia ranks as one of the best countries to live in the world by international comparisons of wealth, education, health and quality of life. The sixth-largest country by land mass, its population is comparatively small with most people living around the eastern and south-eastern coastlines. Australia is the only country in the world that covers an entire continent. It is one of the largest countries on Earth. Although it is rich in natural resources and has a lot of fertile land, more than one-third of Australia is desert.

5. Executive Summary Australia is a country in the Southern Hemisphere comprising the mainland of the Australian continent as well as the island of Tasmania and numerous smaller islands in the Indian and Pacific Oceans. Australia is divided into six states and two territories, with Canberra as its capital. The official language of Australia is English, and the currency is the Australian dollar (AUD). Australia is the flattest and lowest continent in the world, and the second driest after Antarctica with nearly 20 percent of the country being desert. Coastal areas, particularly in the east of the country, are more hilly and fertile. The most substantial mountain range in the country is the Great Dividing Range, which forms a natural barrier between the eastern coastal areas and the dry plains and desert of the Australian Outback.

6. Introduction – Doing business in Australia There are a number of important considerations for investors when deciding on how to enter the Australian market or when establishing a business in Australia. Investors will generally need to choose between establishing a new company, registering as a foreign company or acquiring an existing company. If establishing a new business, a variety of business structures are available, each with their own regulatory and tax considerations. Businesses may also need to establish their identity through a trade mark, online and/or physical presence.

7. Conducting business in Australia A person can conduct business in Australia as a sole trader, in partnership, through a trust, through a joint venture or as a corporation. Most foreign companies conduct business in Australia through a wholly or partly owned subsidiary or through an Australian branch. If you have business skills and want to set up and manage a new or existing business in Australia, you need to have the Business Innovation and Investment visas. Before you can apply for these visas, you must be nominated by a state or territory government.

8. Taxation in Australia The Commonwealth is Australia's federal (or national) level government which can impose taxation on all Australian taxpayers. The Australian tax system is a mix of direct and indirect taxes levied by both the Commonwealth and State governments, depending on the type of tax. Taxable income of individuals is taxed at progressive rates from 0 to 45%, plus a Medicare levy of 2%, while income derived by companies is taxed at either 30% or 27.5% depending on annual turnover.

9. Trade Historically, Australia's largest trading partners were Great Britain and the rest of Europe. Australia's principal exports are meat, wheat, cotton, machinery and transport equipment, coal, iron ore, aluminum, gold, and other minerals. Its top imports are Cars ($18.1B), Refined Petroleum ($14.4B), Special Purpose Ships ($9B), Broadcasting Equipment ($7.22B) and Delivery Trucks ($6.8B). The top export destinations of Australia are China ($85B), Japan ($34.6B), South Korea ($18B), India ($14.8B) and Hong Kong ($14.2B).

10. Banking in Australia The Banking in Australia is dominated by four major banks: Commonwealth Bank of Australia, Westpac Banking Corporation, Australia and New Zealand Banking Group, and National Australia Bank. Foreign banks require a licence to operate through a branch in Australia, and Australian-incorporated foreign bank subsidiaries. Among the nine in this category, USAA, Schwab Bank, and Ally Bank were rated the highest in overall customer satisfaction. These three companies also provided easy-to-use online transactions and useful websites. Like credit unions, online banks also offer better interest rates than traditional banks.

11. Our M&A Process NEGOTIATION & CLOSE POST MERGER INTEGRATION (PMI) INTEGRATION (PMI) POST MERGER TARGET APPRAISAL APPROACH DUE DILIGENCE Key Areas  Target & market analysis;  Initial assessment of synergies & value drivers;  Indicative valuation;  Go or No-Go decision;  Preparation of transaction documents (NDA – Non- disclosure Agreement/LOI- Letter of Intent);  Select Transaction team;  Appoint advisors;  Consider funding ability.  Initial approach letter;  Signing of NDA;  Prepare & share initial information requests;  Formulation of LOI (Letter of Intent) & possible negotiations;  Initial meeting and Q&A;  Circulate information on the Target to the Transaction team.  Set scope of due diligence;  Set up VDR (virtual data room);  Coordinating of due diligence, further meetings and Q&A sessions;  Consider points relevant to the Post-Merger (PMI) phase;  Revisit indicative valuation & prepare detailed valuation based on due diligence findings;  SPA negotiations with the seller;  Development of final structure (share/asset deal) and final valuation;  Approvals;  Signing of SPA & Close.  Consider the extent of integration;  Development of 100 Day PMI Plan;  Consider short & long term objectives;  Estimate requirements to capture synergies;  Determine resource needs & optimal allocation. Parties Involved  CFO;  Head of M&A;  Accountants;  Corporate finance advisors;  Consultants.  Senior management;  CEO, CFO, CTO;  Strategy director;  Head of M&A;  Head of Business Development;  Consultants.  Company general counsel;  Lawyers;  Senior management.  Company general counsel;  Lawyers;  Senior management/HR. 11 © Midaxo 2018 www.midaxo.com

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13. MergersCorp.com The information contained herein is of a general nature and is not intended to address the circumstances of any particular individual or entity. Although we endeavor to provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. No one should act on such information without appropriate professional advice after a thorough examination of the particular situation. Member firms of the MergersCorp network of independent firms are affiliated with MergersCorp International. MergersCorp International provides no client services. No member firm has any authority to obligate or bind MergersCorp International or any other member firm vis-à-vis third parties, nor does MergersCorp International have any such authority to obligate or bind any member firm. Copyright © 2020 MergersCorp International. All rights reserved. 13 © Midaxo 2018 www.midaxo.com