Document ID: chunk:federal_register_of_legislation:C2025C00029:section:2:p26
Version: federal_register_of_legislation:C2025C00029
Segment Type: section
Provision Reference: s 2 (pt 26/59)
Character Range: 2596980–2599617

124‑855  What this Subdivision deals with
 (1) A roll‑over may be available for a restructuring (a trust restructure) if:
 (a) a trust, or 2 or more trusts, (the transferor) *dispose of all of their *CGT assets to a company limited by *shares (the transferee); and
 (b) *CGT event E4 is capable of applying to all of the units and interests in the transferor; and
 (c) the requirements in section 124‑860 are met.
Note: A roll‑over is not available for a restructure undertaken by a discretionary trust.
 (2) For 2 or more transferors, units and interests in each transferor must be owned in the same proportions by the same beneficiaries.
Example: Matthew and Jaclyn each own 50% of the units in the Spring Unit Trust and the Dale Unit trust. All of the assets of both trusts are disposed of to Jonathon Pty Ltd. A roll‑over for a trust restructure is available if the other requirements of this Subdivision are met.

124‑860  Requirements for roll‑over
 (1) All of the *CGT assets owned by the transferor must be disposed of to the transferee during the *trust restructuring period. However, ignore any CGT assets retained by the transferor to pay existing or expected debts of the transferor.
 (2) The trust restructuring period for a trust restructure:
 (a) starts just before the first *CGT asset is *disposed of to the transferee under the trust restructure, which must happen on or after 11 November 1999; and
 (b) ends when the last CGT asset of the transferor is disposed of to the transferee.
 (3) The transferee must not be an *exempt entity.
 (4) The transferee must be a company that:
 (a) has never carried on commercial activities; and
 (b) has no *CGT assets, other than any or all of the following:
 (i) small amounts of cash or debt;
 (ii) its rights under an *arrangement, if (collectively) those rights only facilitate the transfer of assets to the transferee from the transferor; and
 (c) has no losses of any kind.
Example: It could be a shelf company.
 (5) Subsection (4) does not apply to a transferee that is the trustee of the transferor.
 (6) Just after the end of the *trust restructuring period:
 (a) each entity that owned interests in a transferor just before the start of the trust restructuring period must own replacement interests in the transferee in the same proportion as it owned those interests in that transferor; and
 (b) the *market value of the replacement interests each of those entities owns in the transferee must be at least substantially the same as the market value of the interests it owned in the transferor or transferors just before the start of the trust restructuring period.
Note