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Edited version of private advice
Authorisation Number: 1052410325023
Date of advice: 24 June 2025
Ruling
Subject: Income tax exempt
Question 1
Is the Company a State/Territory body (STB) and exempt from income tax under section 24AM of the Income Tax Assessment Act 1936 (ITAA 1936)?
Answer 1
Yes. The Company meets the conditions of section 24AS of the ITAA 1936 to qualify as an STB and it is not classified as an excluded STB under section 24AT. Consequently, the Company's income is exempt from income tax pursuant to section 24AM of the ITAA 1936.
This ruling applies for the following periods:
Year ending 30 June 20XX
Year ending 30 June 20XX
Year ending 30 June 20XX
Year ending 30 June 20XX
Year ending 30 June 20XX
The scheme commences on:
1 July 20XX
Relevant facts and circumstances
The Company was incorporated as a public company limited by guarantee and not having share capital.
The Company is not established by State or Territory legislation.
The Company is not an excluded STB under section 24AT of the ITAA 1936.
The Company's constitution (the Constitution) states that a specific minister is the member (the Member).
The Constitution states 'that Membership may not be transferred to another person'.
The Constitution states that the company must apply all of its income and assets solely towards the furtherance and promotion of the Objects and that the Company may not pay or transfer directly or indirectly any Company income or assets to the Member (in the Member's capacity as a Member) or to the Directors.
The Constitution does not allow for property to be distributed to the Member on wind-up and must go to a Government Entity or a body corporate in which all legal and beneficial interests are held by Government Entities. The Constitution states that Government Entities have the same meaning as 24AT of the Income Tax Assessment Act 1936.
Under the Constitution the Member may remove or add Directors from its Board at its discretion with no reason required, provided that the number of directors is within a certain number range.
The powers of the Board under the Constitution allows for the Board to control the direction of the company.
There is no power or rights to vote in the Constitution.
Relevant legislative provisions
Income Tax Assessment Act 1936 section 24AM
Income Tax Assessment Act 1936 section 24AN
Income Tax Assessment Act 1936 section 24AK
Income Tax Assessment Act 1936 section 24AS
Income Tax Assessment Act 1936 section 24AT
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