Corporations Act 2001

CHAPTER 7 - FINANCIAL SERVICES AND MARKETS  

Note: This Chapter applies to a CCIV in a modified form: see Division 4 of Part 8B.7 .

PART 7.12 - MISCELLANEOUS  

Division 1A - Employee share schemes  

Subdivision C - Offers that are eligible to be made under this Division  

SECTION 1100ZA   MONETARY CAP FOR OFFERS BY UNLISTED BODIES CORPORATE  

1100ZA(1)    
An offer complies with this section if it is made on terms that could not result in a breach of the monetary cap for any primary participant in relation to the scheme for:

(a)    the 12-month period starting on the day that an offer was first accepted by the participant or a related person of the participant in connection with the scheme; or

(b)    any subsequent 12-month period starting immediately after the end of the previous 12-month period.

Note 1: For who is a primary participant in an employee share scheme, see paragraph 1100L(1)(a) .

Note 2: For who is a related person of a primary participant, see paragraph 1100L(1)(b) .

1100ZA(2)    
The offer breaches the monetary cap for a 12-month period if the amount worked out under subsection (3) for the participant for the period exceeds the monetary cap worked out under subsection (5) for the participant for the period.

Amounts that use up the cap

1100ZA(3)    
The amount worked out under this subsection for a 12-month period is the sum of the following amounts, worked out in accordance with subsection (4) :

(a)    the maximum amount the participant could pay in the 12-month period under the terms of any offer made in connection with any employee share scheme operated by the body corporate or an associate of the body corporate;

(b)    the maximum amount that could be paid by related persons of the participant in the 12-month period under the terms of any offer made in connection with any employee share scheme operated by the body corporate or an associate of the body corporate.

1100ZA(4)    
In working out amounts under subsection (3) :

(a)    subject to paragraph (b) , include amounts payable on the exercise of options and incentive rights, and amounts paid out of any related ESS contribution plan; and

(b)    do not include any amounts that are excluded from the monetary cap under section 1100ZB .

Amount of the monetary cap

1100ZA(5)    
The monetary cap for a primary participant for a 12-month period (the current period ) is the sum of:

(a)    the amount referred to in subsection (6) ; and

(b)    70 per cent of the amount of any distributions received in the current period by the participant or a related person on an ESS interest acquired under the scheme (whether under the offer mentioned in subsection (1) or under another offer); and

(c)    70 per cent of the amount of any cash remuneration received in the current period by the participant, to the extent the remuneration was conditional on the achievement of objectives; and

(d)    if the current period is not the first 12-month period - the sum of any amount carried forward under subsection (7) for each previous 12-month period that started:

(i) at or after the start of the first 12-month period; and

(ii) not earlier than 4 years before the start of the current period.

1100ZA(6)    
The amount (the basic cap amount ) is:

(a)    unless paragraph (b) applies - $30,000; or

(b)    if an amount is prescribed in the regulations for the purposes of this paragraph - that amount.

Carry-forward of unused cap

1100ZA(7)    
If the amount worked out for a 12-month period by:

(a)    starting with the lesser of:

(i) the basic cap amount; and

(ii) the amount that would be worked out under subsection (3) and in accordance with subsection (4) , if the only amounts included were amounts payable on the exercise of options and incentive rights; and

(b)    subtracting the total amount paid in the 12-month period by the participant and each related person under the terms of any offer made in connection with any employee share scheme operated by the body corporate or an associate of the body corporate on the exercise of options and incentive rights;

is greater than nil, then that amount is carried forward for the purposes of paragraph (5)(d) .

Regulations may provide other ways of complying with this section

1100ZA(8)    
An offer also complies with this section if the offer is of a kind prescribed by the regulations for the purposes of this subsection.