Document ID: chunk:federal_register_of_legislation:C2010C00584:clause:3_139dq
Version: federal_register_of_legislation:C2010C00584
Segment Type: clause
Provision Reference: sch 3 cl 139DQ
Character Range: 29089–31494

139DQ  The effect of 100% takeovers and restructures on employee share schemes

Treating acquisitions as continuations of existing shares etc.

 (1) To the extent that:
 (a) a taxpayer acquires:
 (i) shares in a company (the new company) that can reasonably be regarded as matching shares in another company (the old company) that the taxpayer had acquired under an employee share scheme; or
 (ii) rights in a company (the new company) that can reasonably be regarded as matching rights in another company (the old company) that the taxpayer had acquired under an employee share scheme; and
 (b) the acquisition occurs in connection with a 100% takeover, or a restructure, of the old company; and
 (c) as a result of the takeover or restructure, the taxpayer ceased to hold the shares or rights in the old company;
then, if the conditions in section 139DR are met, the matching shares or rights are treated, for the purposes of this Division, as if they were a continuation of the shares or rights in the old company.

Note: In determining to what extent something can reasonably be regarded as matching shares or rights in the old company, one of the factors to consider is the respective market values of that thing and of those shares or rights.

Treating acquisitions as disposals of existing shares etc.

 (2) However, to the extent that, in connection with the takeover or restructure, the taxpayer acquires anything that:
 (a) can reasonably be regarded as matching shares or rights in the old company that the taxpayer had acquired under an employee share scheme; but
 (b) is not a matching share or right to which subsection (1) applies;
the taxpayer is treated, for the purposes of this Division, as having disposed of shares, or disposed of rights (other than by exercising them), that the taxpayer held, under an employee share scheme, in the old company immediately before the takeover or restructure.

Treating new employment as continuation of existing employment

 (3) If subsection (1) applies, any employment of the taxpayer in:
 (a) the new company; or
 (b) a holding company of the new company; or
 (c) a subsidiary of the new company or of a holding company of the new company;
is treated, for the purposes of this Division, as a continuation of the employment in respect of which he or she acquired the shares or rights in the old company or in a subsidiary of the old company.