Sector guide · Earthmoving, plant & civil
Before you call the auctioneers
The default exit in earthmoving is the auction: ring the auction house, run the gear across the ramp, take the cheque. Here is what that costs you against selling the business.
Nothing on this page is legal, financial or taxation advice. Free confidential appraisal, no cost and no obligation. Last updated 15 September 2026.
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When earthmoving owners decide to get out, the default exit in this industry is the auction. Ring the auction house, run the gear across the ramp, hand back the shed keys. It feels simple, and the auction companies will make it feel simpler still, because selling your assets is their product. They are good at it. But understand what is happening in that conversation: nobody in it is paid to ask whether your business is worth more than your gear. I know, because I spent years on that side of the fence.
Here is what goes to zero the day the fleet crosses the ramp: your work in hand, your client relationships, your prequalifications, your trained crew, your name and number in the market, and the earnings stream all of it produces. Every one of those took years to build, every one of them has real value to the right buyer, and the auction route pays you for none of them. You get market value for the iron, less commission, and everything else you built simply evaporates.
Selling the business as a going concern means a buyer pays for the gear and the enterprise around it: the contracts, the crew, the client list, the future earnings. When the business genuinely has those things, the total walks away from what an asset sale returns, sometimes by a margin that changes a retirement. The structure of the exit can also land very differently for tax, which is a conversation to have with your accountant before you commit to either path.
Now the honest caveat, because you deserve straight talk: sometimes the asset sale is the right answer. If there is no forward work, no team, and the business really is you plus machines, then the gear may genuinely be where the value ends, and I will tell you that to your face rather than waste your time. But you should make that call knowing both numbers, not because an auction rep got to you first. Before you book the auction, get the appraisal. It costs nothing, and the difference between the two paths can be the largest single financial decision of your working life.
QBCC, TMR prequalification, and what survives a change of control
There is no QBCC licence class for earthmoving, bulk excavation, civil engineering, roads or bridges. The Queensland Building and Construction Commission publishes eight builder and builder restricted classes. Four are builder low rise, builder medium rise, builder open and builder project management services. The other four are builder restricted to kitchen bathroom and laundry, to shopfitting, to structural landscaping, and to special structures. None of them is a civil class.
The two classes assumed to cover civil work do not. Builder restricted to special structures is confined to membrane shade structures including their metal brackets, cables and structural members, and to signs and supporting structures for signs, plus footing concreting. Builder restricted to structural landscaping does capture earth moving, but only in a landscaping context. Its scope covers preparing the site, excavating, laying paving or concrete associated with landscaping, retaining walls, artificial landform structures requiring a fabricated internal structure, irrigation for landscaping works, and tennis and other sporting courts including site preparation. Prefabricated sheds and their associated slabs are capped at a floor area of not more than 10 square metres.
Licensable work still turns up inside civil scopes. QBCC requires a licence to contract for building work valued over $3,300, and over $1,100 where it involves hydraulic services design. A licence is required at any value for drainage, plumbing and drainage, gas fitting, chemical termite management and fire protection. The same applies to completed residential building inspection, building design at low rise, medium rise and open, site classification and mechanical services. Drainage is licensable at any value with no dollar threshold, so the $3,300 figure gives no shelter on a stormwater or sewer connection. Classes a civil or earthmoving business commonly holds include foundation work covering piling and anchors, concreting, steel fixing, site classifier, brick and segmental paving, and structural landscaping at trade level.
Whether a given earthworks package is licensable turns on the statutory definition of building work, not on how you describe the work. Section 5(1) of the Queensland Building and Construction Commission Regulation 2018 provides that work stated in schedule 1 is not building work. That is the mechanism by which categories of work are carved out of the licensing regime. Read schedule 1 against your own scopes with your solicitor before you assert to a buyer that your work is outside the regime.
Prequalification is the real licence in civil work, and it does not transfer. Transport and Main Roads assesses contractors under the National Prequalification System for Civil (Road and Bridge) Construction Contracts, on technical and managerial expertise, financial capacity and previous performance. The current edition is the 2025 edition, and seven jurisdictions participate. There is no central administering body, so contractors apply directly to the participating agency of their choice. TMR uses Roadworks R1 to R5, Bridgeworks B1 to B4 and Asphalt A1 to A4, with level 1 the lowest in each. Financial levels run F1 at $1 million, F2 at $2 million, F5 at $5 million, F10 at $10 million, F15, F20, F25, F50, F75, F100, F150 and F150 PLUS unlimited, all inclusive of GST. TMR does not recognise the Austroads F0.25 level.
Section 8.5 of TMR’s prequalification system is headed change of circumstances. It requires a prequalified contractor to immediately advise Transport and Main Roads in writing of any change in circumstances material to their prequalification status. That expressly includes convictions, and breaches of legislation or statutory regulations. It also covers any material change in ownership, holdings, management system status, financial and managerial capacity. It covers any change to key personnel, including project managers, project engineers and supervisors.
So prequalification is neither transferable nor automatically cancelled by a sale. It attaches to the entity and is contingent on the ownership, financial capacity and named key personnel TMR assessed. An asset sale does not carry it across, because the acquiring entity is a different contractor. A share sale preserves the entity, but the new ownership and any loss of key personnel is an immediate notification and exposes the prequalification to review. Retaining the named key personnel through the transition is a value driver. TMR also publishes a contractor prequalification status list showing each contractor’s road, bridge and asphalt status, so a buyer will check your position before it asks you about it. Where prequalification is required to deliver a project, TMR states the minimum levels in the tender and invites only businesses that meet the nominated level.
Two further prequalification positions belong on the same checklist. Local Buy is a wholly owned subsidiary of the Local Government Association of Queensland, established in 2001. It runs more than 50 Arrangements covering over 4,500 prequalified suppliers. Its Arrangements sit within an exception in the Local Government Regulation 2012, so councils can buy through them without a full public tender. The separate Prequalification (PQC) System applies to Queensland Government building construction procurement. Both attach to the listed entity.
If your business also holds a QBCC contractor licence, the revenue ceiling rides with the company. QBCC sets a maximum revenue against net tangible assets. SC1 allows revenue up to $200,000 on $12,000 of NTA. Category 3 allows $12,000,001 to $30,000,000 on NTA of $480,001 to $1,200,000. Category 7 sits above $240 million on NTA above $14.4 million. A current ratio of no less than 1:1 applies. QBCC states that the licence category is not the maximum revenue amount set on the licence, it is a range used to calculate the renewal fee. QBCC requires notification of changes to company directors, generally within 14 days, supported by an ASIC historical company extract or change of officeholders extract. A licensee may be required to provide an MFR report where the change is deemed a significant change to the business that impacts its financial position. A company licence needs a nominee who is a director, secretary or employee and holds a contractor or nominee supervisor licence in the same class. If a company has no licensed nominee for more than 28 days the licence may be suspended or cancelled. A buyer planning growth inherits a ceiling set by your net tangible assets, so raise it before diligence rather than during it.
Shares in a private company are a financial product under the Corporations Act 2001. Tony Pope does not hold an Australian Financial Services Licence and does not give financial product advice. Nothing on this page is a recommendation to buy or sell shares.
Where a sale is structured as a share sale, the share transfer itself is handled by your solicitor and your accountant. This page explains why the structure matters to your licence, your accreditation or your registration. It does not tell you which structure to choose.
This explains how the rules generally work on a business sale. It is not advice about your situation, and nothing here should be acted on without your accountant running your actual numbers.
Tony Pope is not a registered tax agent and does not give tax advice. Deal structure changes what you keep, sometimes by more than the negotiation does, so get that advice before you sign anything.
Tony Pope is a licensed business broker, not a solicitor. This explains how these rules and clauses usually work so you can have a better conversation with your lawyer.
Your contract should be drafted and reviewed by a solicitor. Where anything on this page differs from an official source or from your own legal advice, that source and that advice are right.
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