Document ID: chunk:federal_register_of_legislation:C2008A00102:schedule:6:p26
Version: federal_register_of_legislation:C2008A00102
Segment Type: schedule
Provision Reference: sch 6 (pt 26/39)
Character Range: 65260–68145

a majority of the voting power and value of the company.  For the purposes of the preceding sentences, in the case of a company participating in a dual listed company arrangement, the principal class of shares will be determined after excluding the special voting shares which were issued as a means of establishing that dual listed company arrangement;

c)  the term "dual listed company arrangement" means an arrangement pursuant to which two publicly listed companies, while maintaining their separate legal entity status, shareholdings and listings, align their strategic directions and the economic interests of their respective shareholders through:

(i) the appointment of common (or almost identical) boards of directors;

(ii) management of the operations of the two companies on a unified basis;

(iii) equalised distributions to shareholders in accordance with an equalisation ratio applying between the two companies, including in the event of a winding up of one or both of the companies;

(iv) the shareholders of both companies voting in effect as a single decision‑making body on substantial issues affecting their combined interests; and

(v) cross‑guarantees as to, or similar financial support for, each other's material obligations or operations except where the effect of the relevant regulatory requirements prevents such guarantees or financial support;

d)  the term "recognised stock exchange" means:

(i) any stock exchange established by a Financial Instruments Exchange or an approved‑type financial instruments firms association under the terms of the Financial Instruments and Exchange Law (Law No.25 of 1948) of Japan;

(ii) the Australian Securities Exchange and any other securities exchange recognised as such under the Corporations Act 2001 of Australia; and

(iii) any other stock exchange which the competent authorities of the Contracting States agree to recognise for the purposes of this Article;

e)  the term "units" includes any instrument, not being a debt‑claim, granting an entitlement to share in the asset or income of, or receive a distribution from, the person;

f)  the term "principal class of units" means the class of units which represents the majority of the value of the person.  If no single class of units represents the majority of the value of the person, the principal class of units is that class or those classes that in the aggregate represent the majority of the value of the person; and

g)  the term "pension fund" means any person that:

(i) is established under the law of a Contracting State; and

(ii) is operated principally to administer or provide pensions, retirement benefits or other similar remuneration or to earn income, profits or gains for the benefit of other pension funds.

7.  Nothing in this Article shall be construed as restricting, in any manner, the application of any provisions of the law of