Document ID: chunk:federal_register_of_legislation:F2009B00251:body:0:p3
Version: federal_register_of_legislation:F2009B00251
Segment Type: other
Provision Reference: 
Character Range: 6208–9502

research centre;

              (d)                 a government business enterprise; and

              (e)                 any organisation which the Board considers does not meet the criteria required to qualify as an eligible institution.

         "key personnel", in relation to a fund manager, means those individuals determined by the Board to be key personnel.

         "licensed fund" means a fund:

             (a)               whose manager has been granted a licence in respect of the fund according to this direction;

             (b)               no more than 49% of the issued voting shares in which are held legally or beneficially by eligible institutions;

             (c)               no more than 49% of the directors of which represent eligible institutions; and

             (d)               no more than 49% of the members of any investment or similar committee of which represent eligible institutions.

         "new equity convertible note" means a note issued by an eligible company which provides:

              (a) that the amount of the loan to the eligible company that is evidenced, acknowledged or created by the note or to which the note relates:

                  (i) either with or without interest (but if with interest on terms that the interest is not payable until the loan is or becomes repayable or in the case of default);

                  (ii) at whatever conversion price;

                  (iii) whether at the option of the holder of the note or not;

                  (iv) whether in whole or in part; or

                  (v) whether exclusively or otherwise,

                  is to be or may be:

                  (vi) converted into new shares in the eligible company; or

                  (vii) redeemed, repaid or satisfied by the issue of new shares in the eligible company; or

              (b) that the holder or owner of the note is to have, or may have, any right or option to have new shares in the eligible company allotted and issued to him.

         "new shares" means, in respect of an eligible company, shares in the eligible company that have not previously been allotted and issued.

         "non-profit enterprise" means an enterprise whose governing documents prohibit the distribution of profits and surpluses to its members or investors.

         "person" includes a partnership, body corporate, trust or other structure.

         "pre-seed stage" means, in respect of an eligible company or an eligible project, the pre-seed stage of its R&D activities determined having regard to the following considerations:

              (a) those R&D activities are being or have been conducted by an eligible institution;

              (b) funding is necessary for proof of concept research and or market validation through such things as prototype development, trialing, business case development, market research, administration, production and management of intellectual property;

              (c) no management team exists or the management team is beginning to form;

              (d) its R&D activities predominantly involve the transition from research to a commercially focused technology capable of informed market appraisal; and

              (e) any other matters