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Clawback and consolidation

Last updated 8 February 2023

How the single entity rule applies and what to do if a member joins or leaves.

Single entity rule

If you are the head company of a consolidated group or multiple entry consolidated (MEC) group, your subsidiary members are treated as part of you (the head company) while they are part of the consolidated or MEC group for income tax purposes. Therefore, the R&D tax incentive applies to your consolidated group or MEC group as if it is a single entity.

This is known as the single entity rule.

For more information on the single entity rule, see:

Implications of the single entity rule

The single entity rule means that:

  • the actions and transactions of a subsidiary member are treated as having been undertaken by you, the head company
  • expenditure a subsidiary member incurs on R&D activities is taken to be incurred by you, the head company
  • you (and not your subsidiary member) may be entitled to the R&D tax incentive for expenditure on R&D activities undertaken by a subsidiary member while it was in your consolidated or MEC group
  • you (and not your subsidiary member) may need to make a clawback adjustment if your subsidiary member has received a government recoupment in relation to notional deductions you take into account when claiming the R&D tax offset.

If a member joins or leaves

If you are the head company of a consolidated or MEC group and a subsidiary member joins or leaves your consolidated or MEC group, the entry history rule or exit history rule will assist you to calculate your liability for income tax or loss, which could be impacted by a clawback adjustment.

For example, the entry history rule requires that after an entity becomes a subsidiary member of a consolidated or MEC group, everything that happened in relation to it before it became a subsidiary member is taken to have happened in relation to you (the head company) for the purposes of calculating your liability for income tax or loss.

If a company received a government recoupment in the income year before joining your consolidated or MEC group, you are taken to have received that recoupment after the subsidiary member joined the consolidated or MEC group due to the entry history rule. You will then take this recoupment into account when determining if you need to make a clawback adjustment, its timing and amount, which will impact your tax outcomes.

See Section 701-5 of the ITAA 1997 for the entry history rule and Section 701-40 of the ITAA 1997 for the exit history rule.

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