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)