Document ID: chunk:federal_register_of_legislation:C2025C00029:section:2:p17
Version: federal_register_of_legislation:C2025C00029
Segment Type: section
Provision Reference: s 2 (pt 17/21)
Character Range: 1649392–1652049

extent something can reasonably be regarded as matching any of the old interests, one of the factors to consider is the respective market values of that thing and of the old interests.
 (3) Subsection 83A‑45(4) (about the minimum holding period) is taken to apply to the *ESS interests.
 (4) Subsections (2) and (3) only apply if the new interests relate to ordinary *shares.

Old interest not matched by new interests
 (5) For the purposes of this Division, treat yourself as having disposed of the old interests to the extent that, in connection with the takeover or restructure, you acquire anything that:
 (a) can reasonably be regarded as matching any of the old interests; but
 (b) is not treated by subsection (2) as a continuation of those interests.

Continuation of your employment
 (6) For the purposes of this Division, treat your employment by:
 (a) the new company; or
 (b) a *subsidiary of the new company; or
 (c) a holding company (within the meaning of the Corporations Act 2001) of the new company; or
 (d) a subsidiary of a holding company (within the meaning of the Corporations Act 2001) of the new company;
as a continuation of the employment in respect of which you acquired the old interests.

Apportionment of cost base of old interests
 (7) Treat yourself as having given, as consideration for the assets mentioned in subsection (8), the amount worked out by apportioning among those assets, according to their respective *market values immediately after the takeover or restructure, the total of:
 (a) the *cost bases of the old interests when you stop holding them; and
 (b) the cost bases of the assets mentioned in paragraph (8)(b) immediately after the takeover or restructure (ignoring the effect of this subsection).
 (8) The assets are:
 (a) the things that:
 (i) you acquired in connection with the takeover or restructure; and
 (ii) can reasonably be regarded as matching the old interests;
  (including all of the new interests); and
 (b) in a case covered by subparagraph (1)(a)(ii)—any *ESS interests in the old company that:
 (i) you held just before, and continue to hold just after, the restructure; and
 (ii) that can reasonably be regarded as matching the old interests.

Exceptions
 (9) This section only applies if:
 (a) at or about the time you acquire the new interests, you are employed as mentioned in subsection (6); and
 (b) at the time you acquire the new interests:
 (i) you do not hold a beneficial interest in more than 10% of the *shares in the new company; and
 (ii) you are not in a position to cast, or to control the casting of, more than 10% of the maximum number of votes that might be cast at