Commonwealth Consolidated Acts

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Fixing rights if impracticable to work out market values etc.

             (1)  Each remaining * share is treated at the test time as carrying such a percentage of the rights to receive * dividends, and capital distributions, from the company as is reasonable worked out:

                     (a)  at the test time; and

                     (b)  having regard to the purpose of the unsatisfied condition.

             (2)  In working out what is reasonable for subsection (1), have regard to the following:

                     (a)  the company's * constitution;

                     (b)  any agreements between the company and either or both of the following:

                              (i)  any or all of the shareholders in the company;

                             (ii)  any or all of the * associates of a shareholder in the company;

                     (c)  any statement by the company of its policy in paying * dividends or making capital distributions;

                     (d)  the ability of an entity to control (whether directly, or indirectly through one or more interposed entities) how the company pays dividends or makes capital distributions;

                     (e)  how the company has previously paid dividends or made capital distributions;

                      (f)  whether all classes of * shares carry substantially the same rights to receive dividends and capital distributions;

                     (g)  the principle that:

                              (i)  a * tax loss or bad debt should only be deductible; and

                             (ii)  a * net capital loss should only be applied;

                            if a majority of the persons entitled to the benefits of dividend and capital distributions of the company is maintained.

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