Private ruling: Public company
Date of advice: 23 September 2021
Published: December 2021
Ruling period: 1 July 2020 to 30 June 2025

Ruling: Q1: Will the Commissioner form an opinion under subsection 103A(5) of the Income Tax Assessment Act 1936 (ITAA1936) that it is reasonable that Company A should be treated as a public company? | A1: Yes. | Q2: Will each company that is a subsidiary member of the income tax consolidated group of which Company A is the head company be a public company under subparagraph 103A(2)(d)(v) of the ITAA 1936? | A2: Yes.

Relevant facts and circumstances: Company A is an unlisted public company with many shareholders and a significant amount of assets and profits. The company has a policy of distributing most of its annual profits to its shareholders as dividends. The financial reports of Company A are prepared in accordance with the relevant Australian accounting standards. Company A's corporate governance is closely aligned with that of a listed public company. Company A is the head company of an income tax consolidated group.

Relevant legislative provisions: Income Tax Assessment Act 1936 subsection 103A(1) | Income Tax Assessment Act 1936 subparagraph 103A(2)(d)(v) | Income Tax Assessment Act 1936 subsection 103A(4) | Income Tax Assessment Act 1936 subsection 103A(5)

Reasons for decision: Summary: Considering the specific circumstances of Company A, the Commissioner is of the opinion that it is reasonable that Company A should be treated as a public company for the purposes of subsection 103A(1) of the ITAA 1936. Therefore, Company A will be deemed to be a public company pursuant to subsection 103A(5) of the ITAA 1936. This also means that each company that is a subsidiary member of Company A's income tax consolidated group is a public company under subparagraph 103A(2)(d)(v) and subsection 103A(4) of the ITAA 1936.

This ruling applies for the following period: