Private ruling: Employee share trust
Date of advice: 12 November 2025
Published: 5 January 2026
Ruling period: Year ended 30 June 20YY | Year ended 30 June 20YY | Year ended 30 June 20YY | Year ended 30 June 20YY | Year ended 30 June 20YY
Date scheme commenced: 1 July 20YY

Ruling: Q1: Will the irretrievable cash contributions by the Company to the Trustee to fund the acquisition of, or subscription for, Shares by the EST for the purposes of the Plans be assessable income of the EST under section 6-5 of the Income Tax Assessment Act 1997 (ITAA 1997)? | A1: No. | Q2: Will a capital gain or capital loss that arises for the Trustee at the time when the employees become absolutely entitled to Shares (capital gains tax (CGT) event E5) be disregarded under section 130-90 of the ITAA 1997, if the employees acquire the Shares for the same or less than the cost base of the Shares in the hands of the Trustee? | A2: No. | Q3: Will contributions made by the Company to the Trustee to fund the acquisition of Shares by the EST for the purposes of the Plans be treated as a deemed dividend within the meaning of Division 7A of the ITAA 1936? | A3: No.

Relevant facts and circumstances: Background 1. the Company is an Australian registered company. 2. The Company operates a business, operating across multiple industry sectors. 3. The Company's performance is strongly correlated with the quality of its employees. Accordingly, The Company is committed to maintaining a remuneration policy that is simplified yet drives a performance culture and ensures employee rewards are aligned with the achievement of The Company's overall strategic objectives, outcomes and creation of value for shareholders. The Company rewards key employees with a mix of remuneration commensurate with their position and responsibilities. Remuneration structures are reviewed regularly to ensure that: • Remuneration is competitive by market standards; • rewards are linked to strategic goals and performance; and • the remuneration framework is effective in driving growth and profitability. 4. The remuneration of key employees at the Company is comprised of the following elements: (a) Fixed remuneration, which includes base pay and other benefits; and (b) Performance linked remuneration, which consists of: (i) Short term incentives (cash bonus); and (ii) Long term incentives, which are discussed further below. Implementation of the Plans 5. The Company maintains a strong focus on the attraction, retention and motivation of staff to facilitate continued growth of the Company over the short, medium and long-term. The retention of outstanding people is an ongoing challenge faced by many companies in the Australian market. Accordingly, the Company is continually evaluating ways to improve the scope and implementation of incentive programs to its employees. 6. Pursuant to this growth strategy, the Company has implemented two equity incentive plans being: • The Equity Incentive Plan and • The Premium Price Option Plan (together, the Plans). 7. The purpose of the implementing the Plans is to: • assist in reward, retention and to motivate the Company employees; • link the reward of employees to shareholder value creation; and • align the interest of employees with shareholders by providing an opportunity to participants to earn rewards via equity interest in the Company based on creating shareholder value. 8. Under the Plans, the Company has granted and intends to continue to grant participants the opportunity to acquire fully paid ordinary shares in the capital of the Company (Shares) subject to the satisfaction of various vesting and / or performance hurdles, under a range of award vehicles. These award vehicles include: • Start Up Options as defined under the Plan rules (Start Up Options); • Deferred Tax Options as defined under the Plan rules (Deferred Tax Options); and • Premium Priced Options, being options granted under the Plans that have an exercise price specified in the Offer Letter at a premium to market value of the Shares at the date of grant (Premium Priced Options). Together these award vehicles represent the "Options" granted to participants. 9. The Options to be granted under the Plans will be acquired at a discount and in connection with employment by the Company. Key terms of the Plans 10. The Plans will broadly operate as follows: 1) An Eligible Participant means a person who is a full time, part time or casual employee (including an executive director), a non-executive director, or a contractor or consultant, of a member of the Company group who has been determined by the Board to be eligible to participate in the Plan from time to time (definition of Eligible Participant in rule 1.1). 2) The Board may, from time to time, determine that an Eligible Participant may participate in the Plan (rule 3.1). 3) Following the determination that an Eligible Participant may participate in the Plan, the Board may make an invitation (Invitation) to the Eligible Participant to apply for Options (rule 3.2). The terms of the Invitation will outline the following, including but not limited to: (i) the type or types of Options being granted; (ii) the number of Options being granted and / or the method by which the number of Options will be calculated; (iii) the Grant Date; (iv) the amount (if any) that will be payable for the grant of an Option; and (v) details of any applicable conditions, including performance and/or service conditions (Vesting Conditions), and the applicable period (Vesting Period) (rule 3.2). 4) Eligible Participants who are invited to participate in the Plan must, on or before the period of time allowed for acceptance of the Invitation, give an application to the person specified in the Invitation in accordance with any instructions or conditions set out in the Invitation (rule 3.6). In respect of the Options 5) Options will only vest and be exercisable if the applicable Vesting Conditions have been satisfied, waived by the Board or deemed to have been satisfied under the Plan rules (rule 7.1). 6) Vested Options are exercisable by the participant within the period specified by the Board in the Invitation, subject to the participant delivering to the Company a signed Exercise Notice, payment of the Exercise Price (if any and subject to rule 7.3), and the relevant Certificate (rule 7.3). 7) The Board has discretion to, where Options are exercised, and the resulting Shares are to be delivered, sell on behalf of the participant the number of resulting Shares required to provide the funds required to be withheld on account of Tax or a superannuation amount or to provide the funds required for the Exercise Price (if any) relating to the exercised Options (Rule 8.3) 8) As soon as practicable after the valid exercise of an Option, the Company must issue to that Eligible Participant the number of Shares to which the Eligible Participant is entitled and a substitute certificate for any remaining unexercised Options of that Participant (rule 8.1). 9) Options may not be assigned, transferred, encumbered with a Security Interest in or over them, or otherwise be disposed of by a participant unless the prior consent of the Board is obtained, or effected by force of law upon the death of a participant or a participant's legal personal representative (rule 5.2). 10) On completion of the exercise of Options: (i) the Company will allocate the number of Shares the participant is entitled to subscribe for or acquire; or (ii) Options will lapse on the earlier of: i. the application of Good Leaver provisions (rule 9.1), or Bad Leaver provisions (rule 9.2); ii. application of Forfeiture event (rule 9.10); iii. occurrence of a Change of Control event (rule 9.7); iv. failure to satisfy Vesting Conditions by the relevant time, or the Board having determined that Vesting Conditions have not been met prior to the Expiry Date (rule 9.3); or the Expiry Date. 11) Additional overriding restrictions apply to the disposal of Start Up Options and the resulting Shares in the first 3 years (rule 5.3). Specifically, where a participant has been granted a Start Up Option, that participant must not dispose of that Start Up Option or any resulting Share relating to that Start Up Option unless conditions (i)-(iv) under rule 5.3 are satisfied. 12) Where a participant becomes a Good Leaver all vested Options may be retained. In respect of treatment of unvested Options: (i) the proportion of unvested Options determined by reference to the period that has elapsed between the Grant Date and the date that the participant became a Good Leaver as a proportion of the period beginning on the Grant Date and ending on the date the Options would otherwise ordinarily have vested (as determined by the Board in its absolute discretion) will be retained; and must forfeit any unvested Options which are not retained in accordance with clause 9.1(a)(ii)(A) of the Plan (rule 9.1). 13) Where a participant becomes a Bad Leaver all unvested and vested Options must be forfeited on a date determined by the Board, unless otherwise determined (rule 9.2) 14) Under the Plan, there are additional circumstances under which Options will automatically lapse, including where forfeiture Conditions set out in the participant's invitation are met, the participant acts fraudulently or dishonestly, or wilfully breaches his or her duties to the Group (rule 9.4) 15) All Shares issued under the Plan will rank equally with all existing Shares on and from the date of allotment, issue or transfer, including in respect of all rights and bonus issues (rule 8.2). 16) In relation to the treatment of Options where a Change of Control Event occurs: (i) A participant that is a Nominated Affiliate must obtain approval of the Board prior to undergoing a change of control; (ii) If approval is not obtained, unless the Board otherwise determines, all of a participant's Options (whether vested or unvested) will be forfeited on the date that the Board determines (rule 9.7) 17) The Plan allows flexibility for the Board to use an employee share trust to hold Shares before or after the exercise of an Option for participants, or to deliver resulting Shares upon the exercise of Options (rule 15). In respect of the Premium Priced Options 18) An Eligible Person meansany employee, individual contractor or director of one or more Company Group Members selected by the Board to participate in the Premium Priced Option Plan (section 11.1 of the Premium Priced Option Plan). 19) The Board has the power, in its sole discretion, to select Eligible Persons who will participate in the Premium Priced Option Plan and to determine the terms and conditions of any offer made to Eligible Persons which includes: (i) the number of Options being granted; (ii) the exercise price of the Options; (iii) any trustee or nominee holding arrangements; (iv) the vesting, disposal and forfeiture restrictions applying to the Options; and (v) the manner in which the Options may be accepted (rule 1.1 of the Premium Priced Option Plan). 20) Options will only vest if the applicable Vesting Conditions have been satisfied (rule 2.1 and rule 2.2 of the Premium Priced Option Plan). 21) Vested Options are exercisable during the Exercise Period, subject to the participant delivering to the Company a signed Exercise Notice; paying the Exercise Price (subject to rules 2.5(a), 2.5(e), and 2.6 of the Premium Priced Option Plan (rule 2.4 of the Premium Priced Options Plan); and delivering to the Company a document to which the participant agrees to become bound by the terms of the Constitution of the Company (rule 5.2 of the Premium Priced Option Plan). 22) As soon as practicable after the valid exercise of an Option, the Company must issue to that Eligible Person the number of Shares to which the Eligible Person is entitled, free from any Security Interest (rule 5.1 of the Premium Priced Option Plan). 23) Options may not be disposed of by a participant unless the prior consent of the Board is obtained (rule 4.1 of the Premium Priced Option Plan), or effected by force of law upon the death of a participant or a participant's legal personal representative (rule 4.2 of the Premium Priced Option Plan). 24) Options may be transferred to a nominee who holds on bare trust for that person provided that no beneficial interest in the Options passes as a result of the transfer (rule 4.2(a) of the Premium Priced Options Plan. 25) Options will lapse on the earlier of: (i) the application of Good Leaver or Bad Leaver provisions (rule 3.2 of the Premium Priced Option Plan); (ii) failure to satisfy Vesting Conditions by the relevant time, or the Board having determined that Vesting Conditions have not been met prior to the Expiry Date (rule 2.1 of the Premium Priced Option Plan); (iii) the Expiry Date. 26) Where a participant becomes a Super Good Leaver all vested Options maybe retained (rule 3.2 of the Premium Priced Option Plan. In respect of treatment of unvested Options: (i) the Board may notify the Super Good Leaver that all or some of their unvested Options become vested Options on the date they become a Super Good Leaver, and if no such notice is given within 7 days of said date, all their unvested Options will automatically lapse ((rule 3.2(b)(3)). 27) All Shares issued under the plan will rank equally with all existing Shares on and from the date of issue and subject to the terms of the Company Constitution (rule 5.1(b)(3) of the Premium Priced Option Plan). 28) In relation to the treatment of Options where changes to corporate structure occur: (i) the Premium Priced Option Plan continues to apply in full force despite any Reorganisation Event or Reconstruction; and ii) each participant agrees to any such variations to the Premium Priced Option Plan resulting from any Reorganisation Event or Reconstruction. In respect of resulting Shares: 29) Where an Option has been exercised and the participant has been issued resulting Shares, they will be subject to disposal restrictions (i.e, they cannot be transferred, encumbered or otherwise disposed of, or have a Security Interest granted over them) unless such disposal is in accordance with the Plan or the Company's constitution (rule 11). Company Employee Share Trust 11. Company Employee Share Trust (the EST) will be established as a sole purpose trust for the purpose of acquiring Shares for the satisfaction of Options under the rules of the Plans. 12. the EST will be used to administer ESS interests currently on foot under the Plans as well as any other future grants of ESS interests under future equity plans. 13. The Board may do all things necessary for the establishment, administration, operation, and funding of an employee share trust and may, in its absolute discretion, require that a participant's Shares are held in the Trust. 14. The EST provides the Company with greater flexibility to accommodate the incentive arrangements of the Company both now and into the future as the group continues to expand its operations. The EST provides capital management flexibility for the Company, in that the EST can use the contributions made by the Company either to acquire Shares in the Company from a third party, or alternatively subscribe for new shares in the Company. 15. The EST provides an arm's length vehicle through which Shares in the Company can be acquired and held in the Company on behalf of employees. This allows the Company to satisfy Corporations Act 2001 (Cth) (Corporations Act) requirements relating to companies dealing in their own Shares. 16. Equity Trustees Limited, an independent third party, is the Trustee of the EST, and will operate the EST in accordance with the Company Employee Share Trust Deed. 17. The EST will broadly operate as follows: 1) The Company must provide the Trustee with the funds required for the purchase of Shares in accordance with the Plan (refer to clause 5.3 of the Trust Deed). 2) Irretrievable cash contributions are made regularly and progressively to the EST in accordance with the rules of the Plan and the Trust Deed. 3) These funds are used by the Trustee to purchase or subscribe for Shares in the Company based on written instructions from the Company (refer to clauses 5.2 (a) and (b) of the Trust Deed). 4) Where the rules of the Plan and relevant terms of participation (i.e. Invitation) stipulate that the Shares are to be held by the Trustee on behalf of participants, the Trustee will hold Shares as Shares in respect of a participant(s) (i.e. on an allocated basis) (refer to clause 3.1 of the Trust Deed). 5) Where the rules of the Plan include that the Shares may be held by the Trustee on behalf of participants or employees, the Trustee will hold Shares as unallocated Shares for future allocation to participants (refer to clause 3.2 of the Trust Deed). 6) After a disposal restriction period lapses, the Trustee must transfer the relevant number of Shares into the name of the relevant participant or any third party as directed by the relevant participant (i.e. legal title) upon a withdrawal notice being submitted to the Trustee (refer to clauses 9.1 and 9.2 of the Trust Deed). 7) The Trustee can sell Shares on behalf of a participant where permitted to do so by the participant (refer to clause 12.1 of the Trust Deed). Contributions to the Trust 18. The Company will not pay cash contributions to the EST in respect of Options prior to the issue of those Options under the Plans to participants. 19. The Company, where possible, will wait until the Options vest (and to receive the Notice of Exercise from participants where relevant) before providing the EST with the cash necessary to acquire Shares to satisfy the acquisition of Shares related to those Options. If Options are granted under the Plans, the Company will also typically wait until grant of Options to make related contributions to the EST. 20. Where it makes commercial sense to do so, the Company may make cash contributions to the EST prior to the Options vesting, and where relevant, Options being exercised by the participants. In this case, the Company will contribute to the EST enough funding to enable acquisition of Shares in advance of when Options are likely to be exercised or prior to the issue or grant of Options. This allows the Trustee to have enough Shares in the EST ahead of when they need to be allocated to participants; avoiding any delays in allocation.

Relevant legislative provisions: Income Tax Assessment Act 1936 Division 7A | Income Tax Assessment Act 1936 subsection 109C(1) | Income Tax Assessment Act 1936 subsection 109ZB(3) | Income Tax Assessment Act 1936 subsection 109ZD | Income Tax Assessment Act 1936 section 318 | Income Tax Assessment Act 1997 section 6-5 | Income Tax Assessment Act 1997 section 6-10 | Income Tax Assessment Act 1997 section 102-20 | Income Tax Assessment Act 1997 section 104-75 | Income Tax Assessment Act 1997 section 130-90 | Income Tax Assessment Act 1997 subsection 130-85(1) | Income Tax Assessment Act 1997 subsection 130-85(2) | Income Tax Assessment Act 1997 subsection 130-85(4) | Income Tax Assessment Act 1997 section 83A-10 | Income Tax Assessment Act 1997 section 104-85 | Income Tas Assessment Act 1997 subsection 960-100(2) | Fringe Benefits Tax Assessment Act 1986 subsection 136(1)

Reasons for decision: Summary: The irretrievable cash contributions that the Company makes to Trustee Company (the Trustee) as trustee of the EST to fund the acquisition of, or subscription for Shares, for the purposes of the plans listed below (the Plans), will not be assessable income of the Trust under section 6-5 or section 6-10. • The Company Equity Incentive Plan and • The Company Premium Price Option Plan | Detailed Reasoning - Detailed reasoning: The total assessable income of a trust estate is calculated as if the trustee were a resident taxpayer in respect of that income (subsection 95(1) Income Tax Assessment Act 1936 (ITAA 1936)). Subsection 6(1) of the ITAA 1936 states that 'assessable income' has the meaning given by subsection 995-1(1), which relevantly has the meaning given by sections 6-5 and 6-10. The assessable income of a taxpayer includes income under ordinary concepts (section 6-5) or statutory income (section 6-10). Section 10-5 contains a summary list of the provisions for statutory income. None of the provisions listed in section 10-5 are relevant in the present circumstances. Therefore, the irretrievable cash contributions made by the Company to the Trustee of the Trust will not be assessable income under section 6-10. The contributions will only be included in the calculation of the net income of the Trust under section 95 of the ITAA 1936 if they are assessable as income according to ordinary concepts under section 6-5. Receipts of a capital nature do not constitute income according to ordinary concepts, whether or not incurred in carrying on a business. Additionally, in ATO Interpretative Decision ATO ID 2002/965 Income Tax - Trustee not assessable on employer contributions made to it under the employer's employee share scheme , the Commissioner expresses the view that funds provided to the trustee of an employee share scheme (ESS) for the sole purpose of providing shares under an ESS will constitute capital receipts to the trustee and are not assessable under sections 6-5 or 6-10. The contributions made by the Company are irretrievable and non-refundable to it in accordance with the Trust Deed (refer clauses 3.3, 5.3(b) and 15.3 of the Trust Deed). The contributions made by the Company to the Trustee will constitute accretions to the corpus of the Trust (Clause 5.3(b) of the Deed) that will be applied for the sole purpose of acquiring, or subscribing for, shares for the benefit of the Participants under the Plans (Background Clause A, clause 3.1. clause 3.2, clause 5.1, clause 5.2 and clause 4.8). The cash contributions received by the Trustee constitute capital receipts and are not assessable under sections 6-5 or 6-10. | Detailed Reasoning - Question 2: Will a capital gain or capital loss that arises for the Trustee at the time when the employees become absolutely entitled to Shares (capital gains tax (CGT) event E5) be disregarded under section 130-90 of the ITAA 1997, if the employees acquire the Shares for the same or less than the cost base of the Shares in the hands of the Trustee? | Summary: A capital gain or capital loss that arises for the Trustee at the time when the Participants become absolutely entitled to the Company Shares (CGT event E5) will be disregarded under section 130-90 if the employees acquire the Shares for the same or less than the cost base of the Shares in the hands of the Trustee. | Detailed Reasoning - Detailed reasoning: Under subsection 104-75(1), CGT event E5 happens if a beneficiary becomes absolutely entitled to a CGT asset of a trust as against the trustee. A beneficiary becomes absolutely entitled to a CGT asset of a trust if they can call for the asset (for which they have a vested and indefeasible interest in) to be transferred to them or at their direction. The shares held on trust for the purposes of the Plans are CGT assets of the Trust as defined in subsection 108-5(1). Subdivision 130-D of the ITAA 1997 treats an employee who acquires an ESS interest through an ESS to be 'absolutely entitled' to the share or right to which the ESS interest relates, from the time that they acquire the ESS interest (subsections 130-85(1) and 130-85(2)). Under the Plans, where a Participant becomes absolutely entitled to the Company Shares as against the Trustee, CGT event E5 will occur, pursuant to subsection 104-75(3) of the ITAA 1997. Any capital gain or capital loss that the Trustee makes, if CGT event E5 happens, is disregarded if section 130-90 applies. To qualify for this exemption, the Trust must be an 'employee share trust' (EST). | Detailed Reasoning - Employee Share Trust: To determine whether the Trust is an 'employee share trust' for the purposes of subsection 130-85(4) an analysis of what the Trustee actually does and its powers and duties that are prescribed in the Trust Deed is required. However, as indicated in the facts the Trustee will exercise its powers and obligations as set out in the Trust Deed. Therefore, the facts suggest subsection 130-85(4) will be satisfied as: • the Trust acquires shares in a company, namely the Company. • the sole purpose being the subscribing for, acquiring, holding and transferring Company Shares under the Plans for the benefit of the participants (see Background clause A of the Trust Deed) • the Trustee may only carry out activities that constitute the management of the Plans established by the Company (see clause 4.2(a) of the Trust Deed) • the Commissioner accepts that the other activities undertaken by the Trustee will be merely incidental to this purpose (paragraph 130-85(4)(c)) • the Trust ensures that ESS interests as defined in subsection 83A-10(1) are provided under an employee share scheme (as defined in subsection 83A-10(2)) by allocating those shares to the employees in accordance with the Trust Deed and the Plan rules, and • the Trust Deed indicates that the Company and the Trustee agree the Trust will be managed and administered so that it satisfies the definition of 'employee share trust' for the purpose of subsection 130-85(4) (Clause 4.8 of the Trust Deed). Additionally, the other criteria for the exemption in section 130-90 to apply are met because: • at the time the Participant becomes absolutely entitled to Company shares as against the Trustee, CGT event E5 happens (paragraph 130-90(1)(a)) • CGT event E5 happens in relation to the Company shares (paragraph 130-90(1)(b)) • the Participant acquires Company shares by exercising a right, option or award granted under the Plan (paragraph 130-90(1)(c)); and • the Participant acquired the right, options, or awards under the Plan for nil consideration (i.e. at a discount) and therefore Subdivision 83A-B/Subdivision 83A-C will apply to those right, options or awards (paragraph 130-90(1)(d)). As all the conditions in section 130-90 are satisfied, any capital gain or capital loss that arises for the Trust at the time when CGT event E5 happens will be disregarded if the Company shares are acquired by the employee for the same or less than the cost base of the shares in the hands of the Trust. | Detailed Reasoning - Question 3: Will contributions made by the Company to the Trustee to fund the acquisition of Shares by the EST for the purposes of the Plans be treated as a deemed dividend within the meaning of Division 7A of the ITAA 1936? | Summary: The contributions by the Company to the Trustee, to fund the acquisition of Shares by the EST for the purposes of the Plans will not be treated as a deemed dividend within the meaning of Division 7A of the ITAA 1936. | Detailed Reasoning - Detailed reasoning: Subsection 109C(1) of the ITAA 1936 states that a private company is taken to pay a dividend to an entity if the private company makes a payment to the entity during the year and either: • the entity is a shareholder or an associate of the shareholder in the company at the time of the payment; or • a reasonable person would conclude that the payment was made because the entity has been a shareholder or associate at some time. An entity is defined in subsection 960-100(2) and includes the trustee of a trust. Contributions made by the Company to the Trustee would satisfy subsection 109C(1) of the ITAA 1936 if the Trustee holds Shares at the time the contribution is made, or the Trustee is an associate of a person who holds Shares, such as a beneficiary of the Trust. Subsection 109C(2) of the ITAA 1936 would then apply to treat the amount of the contributions to be a deemed dividend, subject to the Company's distributable surplus for the relevant income year. | Detailed Reasoning - Exception: Certain payments made by a private company to an entity are excluded from the operation of section 109C of the ITAA 1936. Subsection 109ZB(3) of the ITAA 1936 provides that Division 7A does not apply to a payment made to a shareholder, or shareholder's associate, in their capacity as an employee or an associate of an employee. Subsection 109ZB(3) of the ITAA 1936 appears within a provision designed to set an 'ordering' between Division 7A and the fringe benefits tax provisions in the Fringe Benefits Tax Assessment Act 1986 (FBTAA 1986). Specifically, what is meant by 'an employee' for the purpose of this provision takes on the meaning it is given in subsection 136(1) of the FBTAA 1986. Paragraph 36 of Taxation Ruling TR 2018/07 Income tax: employer remuneration trusts , states that in considering benefits provided to employees or associates of employees in the context of the FBTAA 1986 (specifically, in the definition of a 'fringe benefit'), Edmonds J in FC of T v Indooroopilly Children Services (QLD) Pty Ltd [2007] FCAFC 16 [35] concluded that the reference to an employee is a reference to a particular employee. The Trustee is an associate of any Company employee who is a beneficiary of the Trust as defined in sections 109ZD and 318 of the ITAA 1936. Contributions are made by the Company to the Trustee once the Board resolves to provide a particular Participant a Share upon exercise of an Award. At the time of each cash contribution, the Company will provide to the Trustee a Dealing Notice outlining for each employee that has vested and/or exercised Awards: • the applicable number of Shares to be acquired • the market value of each Share • the amount of the related contribution to the EST; and • the method of acquisition of Shares to be made by the Trustee i.e. subscription, or acquisition from existing shareholder. As the cash contribution would be made to the Trustee in respect of a particular Company employee, it would satisfy section 109ZB of the ITAA 1936. Therefore, the contributions made by the Company to the Trustee will not be deemed to be dividends under section 109C of the ITAA 1936, as its operation would be excluded under section 109ZB of the ITAA 1936.

Question 1: Will the irretrievable cash contributions by the Company to the Trustee to fund the acquisition of, or subscription for, Shares by the EST for the purposes of the Plans be assessable income of the EST under section 6-5 of the ITAA 1997?