Document ID: chunk:federal_register_of_legislation:C2025C00014:schedule:2h:p6
Version: federal_register_of_legislation:C2025C00014
Segment Type: schedule
Provision Reference: sch 2H (pt 6/165)
Character Range: 2410268–2412955

company with a share capital;
 (c) shares (ordinary shares) of only one class in the entity are issued within the limitation period to existing members in exchange for the membership rights referred to in paragraph (a);
 (d) shares (also ordinary shares) of the same class in the entity are also issued to a company (the holding company) within the limitation period;
 (e) shares (also ordinary shares) of the same class in the entity may be issued within the limitation period to new members;
 (f) shares (also ordinary shares) of only one class in the holding company are issued within the limitation period to existing members as a result of the extinguishment of the membership rights referred to in paragraph (a);
 (g) shares (also ordinary shares) of the same class in the holding company may be issued within the limitation period to new members;
 (h) the total number of ordinary shares issued to members under paragraphs (f) and (g) is the same as the total number of ordinary shares issued to the holding company under paragraph (d);
 (i) if a listing resolution was passed by the members of the entity—the ordinary shares in the entity are listed within the limitation period.
Note: Other things may happen in connection with the implementation of the demutualisation.
 (2) The following diagram shows the main events that occur where this demutualisation method is used.

326‑55  Distributing trust method
 (1) The distributing trust method of demutualisation is as follows:
 (a) all membership rights in the mutual entity are extinguished;
 (b) the entity becomes a company with a share capital;
 (c) shares (special shares) carrying only voting rights in respect of the demutualised entity are issued within the limitation period to a trustee to hold for the benefit of the members;
 (d) the issue takes place before the issue of the ordinary shares mentioned in paragraphs (f) and (g);
 (e) after the issue of all the ordinary shares, the rights attaching to the special shares become the same as those attaching to the ordinary shares and the special shares are dealt with in accordance with paragraph (h) as if they were ordinary shares;
 (f) shares (ordinary shares) of only one class in the entity are, within the limitation period, issued to the trustee to hold on behalf of existing members in exchange for the membership rights referred to in paragraph (a) and, in accordance with the choice of each existing member, to transfer to the member the shares held on behalf of the member or to dispose of those shares on behalf of the member;
 (g) shares (also ordinary shares) of the same class in the entity may, within the limitation period, be issued to the trustee