Foreign Acquisitions and Takeovers Act 1975

An entity (the lower entity) is a subsidiary of another entity (the higher entity) if:

the higher entity:

is in a position to control more than half the voting power in the lower entity; or

holds more than half the issued securities in the lower entity (disregarding any securities that carry no right to participate beyond a specified amount in a distribution of either profits or capital); or

the lower entity is a subsidiary of an entity that is the higher entity’s subsidiary (including because of one or more applications of this subsection).

The lower entity need not be the immediate subsidiary of the higher entity under paragraph (1)(a) (see section 23 which provides that a person may control the voting power in an entity directly or indirectly, and section 19 which provides that a person is taken to hold interests in securities that are traced through a chain of corporations, trusts or unincorporated limited partnerships).

In determining whether a lower entity is a subsidiary of a higher entity, disregard any securities held or power exercisable by:

the higher entity in a fiduciary capacity; or

any person as a result of a debenture of the lower entity; or

any person as a result of a trust deed for securing the issue of a debenture of the lower entity.

In determining whether a lower entity is a subsidiary of a higher entity, any securities held or power exercisable:

by any person as a nominee for the higher entity; or

by, or by a nominee for, a subsidiary of the higher entity;

An entity (the higher entity) is a holding entity of another entity (the lower entity) if the lower entity is a subsidiary of the higher entity.