New Zealand Legislation: Acts

5 Meaning of holding company and subsidiary

• (1) For the purposes of this Act, a company is a subsidiary of another company if, but only if,—

  • (a) that other company—

    • (i) controls the composition of the board of the company; or

    • (ii) is in a position to exercise, or control the exercise of, more than one-half the maximum number of votes that can be exercised at a meeting of the company; or

    • (iii) holds more than one-half of the issued shares of the company, other than shares that carry no right to participate beyond a specified amount in a distribution of either profits or capital; or

    • (iv) is entitled to receive more than one-half of every dividend paid on shares issued by the company, other than shares that carry no right to participate beyond a specified amount in a distribution of either profits or capital; or

  • (b) the company is a subsidiary of a company that is that other company's subsidiary.

  (2) For the purposes of this Act, a company is another company's holding company, if, but only if, that other company is its subsidiary.

  (3) In this section and sections 7 and 8, the expression company includes a body corporate.

  Compare: Corporations Act 1989 s 46 (Aust)