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Shops and online sellers

A Sydney shop is valued on its lease and margin, an online store on its customers.

Stock, margin and the owner's hours matter to both. A shop adds the lease, and an online seller adds the question of who really holds the customer.

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  • 2 business daysFrom payment and complete information to a signed small-business report
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  • 10 yearsHow long the working file behind each report is kept

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A retail business in Sydney is valued on the profit it earns once stock is counted properly and the owner's hours are paid for. For a shop, the lease comes next, because the rent and the years left decide whether that profit lasts. Retail shop leases in New South Wales are covered by the Retail Leases Act 1994 (NSW). For an online seller, dependence matters more: how much of the sales come through one marketplace or from paid advertising.

What does a buyer of a shop or an online store actually get?

With a shop it is a place customers already come to, held under a lease, with stock on the shelves and staff who know the trade. A valuer reads the lease before the profit, because it decides how long that profit can last.

With an online store it is a customer list, product listings, supplier terms and a way of bringing in orders. Sales that arrive through a marketplace or a paid advertisement belong partly to the platform that sent them, so a valuer splits revenue by channel and separates repeat orders from bought ones.

Stock and gross margin are tested before the profit is relied on.

Gross margin drives the value of a retailer, and it is no more reliable than the stocktake behind it. A valuer compares stock in the accounts with a recent count and checks that purchases sit in the right period, then makes the usual adjustments.

  • ·Old or slow lines marked down to what they will sell for
  • ·A wage for the owner's unpaid hours
  • ·One-off items, such as a clearance sale or a closed store
  • ·Marketplace fees and advertising shown as a cost of each sale

New South Wales retail lease rules bear directly on what a shop is worth.

Retail shop leases in NSW come under the Retail Leases Act 1994 (NSW). A buyer's security is whatever term and options the lease gives. The landlord must give the tenant a written disclosure statement at least seven days before the lease is entered into. When a shop is sold, the NSW Small Business Commissioner says the tenant must ask the landlord in writing for consent to assign the lease to the buyer.

Where a lease sets the rent at current market rent and the two sides cannot agree, the Act provides for a specialist retail valuer to determine it. The Commissioner describes that rent as what would be paid for the shop if unoccupied and available for the same or a similar use, leaving out goodwill created by the tenant. It is a rental valuation, not a valuation of the business.

A shop in profit is valued on earnings, and one that is not on its assets.

A profitable retailer is valued by capitalising maintainable earnings, and the report states whether stock is inside the figure or counted on top. Where profit is thin, the value falls back to what the stock, fit-out and equipment would sell for. A discounted cash flow can suit a fast-growing online seller with a repeat-order record that supports the forecast.

Retail and online: questions we are asked.

Does NCAT deal with retail lease disputes in NSW?

Yes, in its Consumer and Commercial Division, up to a limit: $750,000 for a lease entered into on or after 1 July 2017, or $400,000 for an earlier lease. NCAT says mediation is compulsory for most retail lease claims before applying, and the NSW Small Business Commissioner runs a mediation service. A lease in dispute changes what a valuer can assume about the premises.

Which shops does the Retail Leases Act cover in NSW?

Generally, shops under 1,000 square metres that are of a listed retail type or are in a shopping centre, with a lease of six months to less than 25 years, according to the NSW Small Business Commissioner. Whether a particular lease is covered is a question for a lawyer. A valuer reads the lease in full whichever rules apply.

Is stock included in the valuation figure?

The report says which, because practice differs. In a sale, stock is often counted on the day and paid for on top of the price for goodwill and equipment. For tax, a buyout or a restructure, the business is usually valued with a normal level of stock inside it. Old or slow lines are written down either way.

Is a Sydney shopping centre shop valued differently from a high street shop?

The method is the same; the lease is what differs. A valuer reads either lease for its remaining term, the rent reviews, what the outgoings add and any relocation or demolition clause. A centre lease often carries more conditions, such as trading hours and refits. On a high street, what is changing around the site matters more.

Other industries

Where the rules on this page come from

This page describes the rules in general terms. It is not legal, tax or duty advice: your lawyer or accountant advises on how a rule applies to you.

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Page last reviewed on 15 November 2026. Business Valuations Sydney, 32 York Street, Sydney NSW 2000.

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