Duties Regulations 2008

In this regulation —

in relation to a corporation — an issued share of the corporation; or

in relation to a unit trust scheme — a unit issued under the scheme.

In this regulation, an entity (entity A) is a wholly-owned subsidiary of a listed entity if the listed entity, or the trustee of the listed entity as trustee (if it is a unit trust scheme), directly or indirectly —

holds 100% of the securities of entity A; and

controls (either by being able to cast or to control the casting of) 100% of the votes that may be cast at a general meeting of entity A.

In these regulations, a listed entity demerger is an arrangement that is made in relation to a wholly-owned subsidiary (the demerged entity) of a listed entity if —

under the arrangement, each person (a listed entity security holder) who holds securities of the listed entity on the date nominated by the listed entity may acquire securities of the demerged entity; and

the arrangement does not provide for any acquisition of securities of the demerged entity otherwise than by a listed entity security holder; and

the demerged entity is listed on a prescribed financial market, or the Commissioner is satisfied that the demerged entity will be listed on a prescribed financial market, before the day that is 12 months after the day on which the first acquisition of securities under the arrangement occurs.

In these regulations, a hybrid demerger is an arrangement that is made in relation to a wholly-owned subsidiary (the demerged entity) of a listed entity if —

under the arrangement, each person (a listed entity security holder) who holds securities of the listed entity on the date nominated by the listed entity may acquire securities of the demerged entity; and

the arrangement also involves a public float of securities of the demerged entity; and

the arrangement does not provide for any acquisition of securities of the demerged entity otherwise than —

by a listed entity security holder; or

in the public float.

For the purposes of subregulations (3) and (4), a person may, without limitation, acquire securities by the purchase, gift, allotment or issue of the securities.

For the purposes of subregulations (3) and (4), an acquisition of securities for a listed entity security holder by a person nominated for that purpose by the listed entity is taken to be an acquisition by the listed entity security holder.