Private ruling: ESIC eligibility
Date of advice: 4 February 2025
Published: 17 March 2025
Ruling period: DD MM YYYY to DD MM YYYY
Date scheme commenced: DD MM YYYY

Ruling: Q1: Does the Company meet the criteria of an Early-Stage Innovation Company (ESIC) under subsection 360-40(1) of the Income Tax Assessment Act 1997 (ITAA 1997) for the period DD MM YYYY to DD MM YYYY? | A1: Yes.

Relevant facts and circumstances: Background Facts The Company is an Australian proprietary company incorporated in Australia on DD MM YYYY. The Company is not part of an income tax consolidated group and is a single company with no subsidiaries. The Company's registered office and principal place of business is situated at XXX. For the financial year ending DD MM YYYY, the Company did not earn any income and did not incur any expenses. For the financial year ending DD MM YYYY, the Company incurred and earned the following: Total expenses of AUD$X. Total income of AUD$X. The Company's equity interests are not listed for quotation in the official list of any stock exchange, either in Australia or a foreign country. The Company is developing its own Intellectual Property. The Company issued Seed Preference Shares on DD MM YYYY and DD MM YYYY to assist in funding the continued development and commercialisation of their Product. The Company Seed Preference Shares are preference shares in the capital of the Company having the rights set out in the Company Constitution. The Company Seed Preference Shares do not contain a debt component and will not be characterised as debt interests. The Company Seed Preference Shares will be characterised as equity interests under section 974-70(1) of the ITAA 1997. Product Development The Company has built a Software as a Service (SaaS) online marketplace. The system is intended to reduce time and costs for its current and future customers. Commercialisation Strategy The Company is solely focused on commercialising its novel and innovative technology. The Company is in the early phases of raising capital and conducting research and development and supporting activities to bring its technology to market. The Company is genuinely focused on commercialisation. The Company's development and commercialisation team are fully committed to the translation of its product ideas into reality and have established a business structure and plan to do so. High Growth Potential The value proposition of the Company's product addresses a local and international readily addressable market opportunity of approximately $X based on research conducted by the Company. The Company's market during the first several years of commercial operation is likely to include those regions/countries that have regulatory frameworks that are defined as easy to navigate. Scale up the business The Company's business model is scalable and is based upon the building on the innovation and commercial success achieved. Prior to entering global markets, development work needs to be undertaken to meet regulatory requirements, identify and substantiate product claims and then, gain product acceptance in the market as a solution to the market's problems and aspirations. Broader than Local Market The Company has identified that the global market is large, continues to grow and currently lacks innovation. The opportunity to develop new products in this market appears to be significant. Product differentiation and reputation enhancement could possibly lead to an increase in global market share through sustainable competitive advantage. Competitive Advantages The Company is an Australian Company that will be creating Australian jobs and products powered by Australian innovation, and accordingly eligible for certain grant funding and co-funded opportunities. The Company is the only Company in Australia, that is known to be on the path to developing its product on The Company technology platform. The Company owns all improvements made to the Company intellectual property. The Company is confident that being the first business to develop its products it will have significant potential value in the market. Intellectual Property: Intellectual Property: the Company holds the IP and background IP rights of the software to protect unique features and/or processes integral to the software. This further secures copyrights for the software's code, design elements, and other creative aspects. Trade Marks: the Company holds protected trademarks in Australia. Domain Names: the Company has registered several domain names. Information provided: The Company has provided a number of documents containing detailed information in relation to the Company's product, including: Private Binding Ruling (PBR) Application dated DD MM YYYY. Various documents. Response to request for further information. We have referred to the relevant information within these documents in applying the relevant tests to your circumstances. Assumption(s): Not applicable.

Relevant legislative provisions: Income Tax Assessment Act 1997 Subdivision 360-A | Income Tax Assessment Act 1997 section 360-15 | Income Tax Assessment Act 1997 section 360-40 | Income Tax Assessment Act 1997 section 360-45 | Income Tax Assessment Act 1997 section 974-70(1) Further issues for you to consider: | Not applicable.