Document ID: chunk:federal_register_of_legislation:C2004A04041:section:1990:p156
Version: federal_register_of_legislation:C2004A04041
Segment Type: section
Provision Reference: s 1990 (pt 156/212)
Character Range: 409873–412777

other Subdivisions contain further ancillary provisions and rules about the consequences of buy-backs and about the effect of certain events on buy-backs.

SCHEDULE 5—continued

"Subdivision B—Interpretation

Effect of Subdivision

"206ba. This Subdivision has effect for the purposes of this Division, except so far as the contrary intention appears in this Division.

Interpretation

  "206bb. Unless the contrary intention appears:

'auditor', in relation to a company, means:

     (a) if Part 3.7 requires the company to have an auditor—the auditor of the company for the purposes of that Part; or

     (b) otherwise—a person who is entitled to act as auditor of the company for those purposes;

'buy' includes agree to buy;

'buy back' has the meaning given by section 206bc;

'buy-back' means an acquisition by a company constituted by the company buying back shares;

'buy-back authorisation', in relation to a company, means a provision to the effect that the company may buy ordinary shares in itself, being a provision contained, or proposed to be inserted, as the case requires, in the company's articles;

'buy-back offer' means any of the offers constituting a buy-back scheme;

'buy-back scheme' means offers that by virtue of section 206fb constitute a buy-back scheme;

'class', in relation to shares, has a meaning affected by sections 206bm and 206fa;

'completed' has a meaning affected by section 206bk;

'compliance certificate' means a certificate given for the purposes of section 206sa;

'distributable profits' means profits that are available for dividends;

'employee-shares purchase' means a buy-back of shares where:

     (a) immediately before the buy-back, shares (in this definition called the 'relevant shares') being or including the first-mentioned shares were held by, or for the benefit of, particular persons; and

     (b) each of those persons was, on the last occasion when any of the relevant shares began to be held by or for the benefit of the person (whether alone or jointly with any other person or persons), a participating employee in relation to the company;

even if some or all of those persons are no longer such employees;

'entitled' means entitled for the purposes of Chapter 6;

SCHEDULE 5—continued

'externally-administered company' means a company:

     (a) in respect of which a provisional liquidator has been appointed and not since removed; or

  (b) that is being wound up; or

  (c) that is under official management;

'listed body' means a body corporate that is included in an official list of a securities exchange;

'marketable parcel', in relation to shares in a listed body, means:

     (a) if the body is included in an official list of the Exchange—a marketable parcel of shares in the body within the meaning of the Exchange's rules; or

     (b) in any other case—the smallest number of shares in the body that constitute