L'immobilier, un obstacle dans la transmission d'entreprise : de la théorie à la pratique

Abstract

Business transmission is a difficult process that needs to be accurately thought and prepared. The reason why is that almost 30% of companies in Wallonia should be transferred in the next five years and entrepreneurs have to be aware of the future of their enterprise. However the process is not as easy as we think. It generally lasts between three and five years to come to the end of the disposal. An obstacle among others that most of transferors encounter is related to real estate issues. Indeed, the real estate represents a huge investment for the buyer and is not always useful to the future operating activity. This is for this reason that the entrepreneur must find an interesting tax-oriented solution. The real estate is heavily taxed but there are possibilities to avoid duties or at least find less taxed options. The main subject of this thesis is to be acquainted with the proposed solutions in the scope of transferring the company with or without the property asset and at the lowest costs, both for the seller and the buyer. Through this work, different approaches concerning the real estate will be detailed in order to help transferors in their business transmission. The subjects will be: ➢ The demerger of the company ➢ The different ways to sell the company (asset deal or share deal) ➢ The rights in rem (usufruct – emphyteusis – the enjoyment of superficies) ➢ Soil pollution and permission planning The problematic of financial and fiscal aspects will be discussed with the aim of increasing the awareness of future transferors. Furthermore, this report will deal with a practical case in order to apply the theoretical part into the real and concrete case of a hotel transmission. This case will show us the deep matter that the real estate incorporated in the divested business can represent. The exercise of this part will also be dedicated to the company valuation through the comparison of different valuation methods with each other. We hope that this report will help entrepreneurs to answer their questions about what to do with the realties they have in their business.