Table of Subdivisions
975-A General
975-W Wholly-owned groups of companies
Table of sections
975-100 When a company is in existence
975-150 Position to affect rights in relation to a company
975-100 When a company is in existence
(1) A company is in existence if:
(a) it has been incorporated; and
(b) it has not been dissolved.
(2) A company that is dormant (within the meaning of the Corporations Law) during the period from its incorporation until another company acquires all of its *shares from its *members is not in existence during that period.
(3) A company that:
(a) is dormant (within the meaning of the Corporations Law) during the period from its incorporation until it issues new *shares to another company; and
(b) immediately after issuing those new shares, redeems all of its other shares;
is not in existence during that period.
[The next section is section 975-150.]
975-150 Position to affect rights in relation to a company
(1) A person is in a position to affect rights of a company in relation to another company if the person has a right, power or option:
(a) to acquire those rights from one or other of those companies; or
(b) to do something that would prevent one or other of those companies from exercising its rights for its own benefit, or from receiving any benefit arising from having those rights.
(2) It does not matter whether the person has the right, power or option because of the *constitution of one or other of those companies, any agreement or otherwise.
[The next Subdivision is Subdivision 975-W.]
Table of sections
975-500 Wholly-owned groups
975-505 What is a 100% subsidiary?
Two companies are members of the same wholly-owned group if:
(a) one of the companies is a *100% subsidiary of the other company; or
(b) each of the companies is a *100% subsidiary of the same third company.
975-505 What is a 100% subsidiary?
(1) A company (the subsidiary company) is a 100% subsidiary of another company (the holding company) if all the *shares in the subsidiary company are beneficially owned by:
(a) the holding company; or
(b) one or more 100% subsidiaries of the holding company; or
(c) the holding company and one or more 100% subsidiaries of the holding company.
(2) However, the subsidiary company is not a 100% subsidiary of the holding company if a person is *in a position to affect rights, in relation to the subsidiary company, of:
(a) the holding company; or
(b) a 100% subsidiary of the holding company.
(3) The subsidiary company is also not a 100% subsidiary of the holding company if at some future time a person will be *in a position to affect rights as described in subsection (2).
(4) A company (other than the subsidiary company) is a 100% subsidiary of the holding company if, and only if:
(a) it is a 100% subsidiary of the holding company; or
(b) it is a 100% subsidiary of a 100% subsidiary of the holding company;
because of any other application or applications of this section.
[The next Part is Part 6-5.]