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Edited version of private advice
Authorisation Number: 1052248055121
Date of advice: 8 May 2024
Ruling
Subject: CGT - certain payments to foreign residents
Question
Are the shares in Target Co an 'indirect Australian real property interest' pursuant to paragraph 14-200(1)(c) of Schedule 1 to the Taxation Administration Act 1953 (TAA 1953) such that the acquiring entity have an obligation under Subdivision 14-D of Schedule 1 to the TAA 1953 to pay an amount to the Commissioner on or before the day of the acquisition of the shares?
Answer
No.
This ruling applies for the following period:
XX XX 202X
Relevant facts and circumstances
1. All of the shares in Target Co are acquired by the acquiring entity.
2. There are some foreign resident shareholders of Target Co.
3. The market value of taxable Australian real property ('TARP') assets of Target Co is less than the market value of the non-TARP assets.
Relevant legislative provisions
Income Tax Assessment Act 1997 section 855-25
Income Tax Assessment Act 1997 subsection 855-30(2)
Taxation Administration Act 1953 section 14-200
Reasons for decision
As the market value of TARP assets will be less than the market value of non-TARP assets at the time the scheme is implemented, the shares of Target Co do not pass the principal asset test in section 855-30 of the ITAA 1997 resulting in the shares not being an IARP interest. Therefore, the acquiring entity will not be required to pay an amount to the Commissioner on or before the day of the acquisition of the Target Co Shares.