Document ID: chunk:federal_register_of_legislation:C2014C00751:clause:1_1:p9
Version: federal_register_of_legislation:C2014C00751
Segment Type: clause
Provision Reference: sch 1 cl 1 (pt 9/13)
Character Range: 25083–27754

*market value, unless the ESS deferred taxing point occurs at the time the interest is disposed of.
Note: Regulations made for the purposes of section 83A‑315 may substitute a different amount for the market value of the ESS interest.

Takeovers and restructures

83A‑130  Takeovers and restructures

Object and scope
 (1) The object of this section is to allow this Division to continue to apply if:
 (a) at least one of the following applies:
 (i) an *arrangement (the takeover) is entered into that is intended to result in a company (the old company) becoming a *100% subsidiary of another company;
 (ii) *ESS interests in a company (the old company) acquired under *employee share schemes can reasonably be regarded as having been replaced, wholly or partly, by ESS interests in one or more other companies as a result of a change (the restructure) in the ownership (including the structure of the ownership) of the old company; and
 (b) just before the takeover or restructure, you held ESS interests (the old interests) in the old company that you acquired under an employee share scheme.

Treat new interests as continuations of old interests
 (2) For the purposes of this Division, treat any *ESS interests (the new interests) in a company (the new company) that you acquire in connection with the takeover or restructure as a continuation of the old interests, to the extent that:
 (a) as a result of the arrangement or change, you stop holding the old interests; and
 (b) the new interests can reasonably be regarded as matching any of the old interests.
Note: In determining to what 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‑35(8) (about the 3 year rule) 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