There is a persistent assumption that commercial conveyancing is just residential conveyancing with bigger numbers. It is not. The contracts are more complex, the due diligence runs deeper, the GST implications can swing the economics of the entire deal, and the consequences of getting something wrong are measured in six figures, not four.

If you are buying or selling commercial property in Brisbane — whether that is an office suite in the CBD, a retail tenancy in Fortitude Valley, or a warehouse out near the Port — here is what the process involves and where it commonly goes sideways.

What makes commercial transactions different

A standard residential purchase follows a fairly predictable path. Sign the contract, tick off finance and building conditions, settle. Commercial deals share that broad arc but the detail underneath is fundamentally different.

The contracts are bespoke. You will rarely see a standard REIQ contract in a commercial transaction. Contracts are heavily negotiated with special conditions covering lease assignments, tenant arrangements, environmental warranties, plant and equipment schedules, GST treatment, and the apportionment of dozens of line items at settlement. We have reviewed commercial contracts where the special conditions ran longer than the standard terms. One poorly drafted clause can — and regularly does — cost the buyer tens of thousands of dollars after settlement.

Due diligence goes much further. Residential buyers check the title, the rates and the building condition. Commercial buyers need to review every existing lease in detail, assess tenant covenant strength (will they actually keep paying rent?), check environmental contamination registers, verify zoning and development approval compliance, review fire safety and accessibility compliance, and often commission structural engineering reports. On a tenanted property, the leases are the asset. If the leases are weak, the property is worth less than the bricks and mortar suggest.

GST changes everything. Most commercial property sales attract GST. Whether it is structured as a going concern (GST-free), a margin scheme sale, or a standard taxable supply changes the effective price by hundreds of thousands of dollars on larger transactions. We had a client last year who nearly committed to a $2.2 million purchase without confirming the going concern position. Had it not qualified, the GST liability would have been $200,000. That is not an edge case — it is a standard risk in every commercial deal.

Where Brisbane commercial deals go wrong

We see the same problems come up repeatedly. If you are buying commercial property in Brisbane, these are the traps worth knowing about.

Assuming the current use is lawful. A business might have been operating from a premises for fifteen years without the correct development approval. This is surprisingly common in Brisbane's older commercial and industrial pockets — Woolloongabba, Albion, Eagle Farm, parts of the inner south. The seller may not even know. If council enforcement catches up with the property after you have settled, that is your problem now.

Not reading the leases properly. We reviewed a transaction recently where the buyer was purchasing a small retail strip in Morningside. The headline rent looked strong. But buried in the lease schedules was an outgoings cap that had not been updated in eight years. The landlord was absorbing over $12,000 per year in unrecoverable outgoings. That liability transferred to the buyer at settlement, and it was not going away until the lease expired.

Treating the seller disclosure as a formality. Since August 2025, the seller disclosure regime applies to commercial property in Queensland as well as residential. Sellers must provide a Form 2 and prescribed certificates before the buyer signs. We are still seeing vendors — and some agents — treat this as a box-ticking exercise. It is not. An incomplete or inaccurate disclosure gives the buyer termination rights all the way to settlement. On the flip side, buyers should be scrutinising these documents carefully, because termination on disclosure grounds is a cleaner exit than most contract disputes.

Underestimating settlement complexity. A commercial settlement might involve two sets of solicitors, an accountant on each side, separate lender representatives, a managing agent, and sometimes multiple vendors or purchasers. Coordinating all of those parties to land on the same date with all documents executed and all funds ready is genuinely difficult. When one party is not ready, penalty interest provisions kick in quickly.

The GST question deserves its own section

This is the single most financially significant issue in most commercial transactions, and it trips up buyers and sellers alike.

If the property is sold as a going concern — meaning it is sold with an active lease and the business of renting the property continues without interruption — the sale can be GST-free. But the requirements are strict. Both parties must be registered for GST, the property must be supplied as a going concern, and the parties must agree in writing that the supply is a going concern. If any element is missing, the exemption fails and GST applies to the full purchase price.

The margin scheme is another option where the seller only pays GST on the margin (the difference between their purchase price and the sale price). This needs to be agreed in the contract and only applies in specific circumstances.

Getting this wrong is expensive. On a $3 million commercial property, the difference between a going concern and a standard taxable supply is $300,000 in GST. Your conveyancer and your accountant need to be across this from the first contract draft, not as an afterthought before settlement.

Why you need someone who does this regularly

We will be blunt about this. A conveyancer who handles three hundred residential transactions a year but sees a commercial deal once a quarter is not the right fit for a complex commercial purchase. The legislation is different, the risks are different, the contract drafting is different, and the coordination required at settlement is on another level.

Commercial conveyancing in Queensland requires working knowledge of the Property Law Act 2023, the Land Title Act 1994, GST legislation, retail shop lease legislation, environmental protection legislation, planning frameworks and — increasingly — the new seller disclosure regime as it applies to commercial property. More importantly, it requires the practical experience to know which issues kill a deal and which ones can be managed with the right contract drafting.

If you are spending seven figures on a commercial property, the conveyancing fee is not the place to economise.

Frequently asked questions

Is commercial conveyancing more expensive than residential?

Yes, and it should be. Professional fees typically range from $2,000 to $5,000 or more depending on complexity. The additional cost reflects deeper due diligence, bespoke contract negotiation and more complex settlement coordination.

How long does a commercial settlement take?

Most commercial settlements in Brisbane run between 30 and 90 days from contract execution. Transactions involving complex due diligence, development approvals or off-the-plan elements can take longer.

Does the seller disclosure regime apply to commercial property?

Yes. Since 1 August 2025, sellers of all freehold land in Queensland — including commercial — must provide a Form 2 Seller Disclosure Statement and prescribed certificates before the buyer signs the contract.

Can any conveyancer handle a commercial transaction?

Legally, yes. Practically, you want someone with regular commercial experience. The risks, the legislation and the contract structures are materially different from residential work.