Taxation Determination

TD 2006/19

Income tax: consolidation: for the purposes of working out step 1 of a consolidated group's exit allocable cost amount in the leaving entity under section 711-25 of the Income Tax Assessment Act 1997, is the terminating value for a CGT asset determined under Division 110 for assets that have their tax cost set under subsection 701-10(4)?

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FOI status:

This Ruling provides you with the following level of protection:

This publication (excluding appendixes) is a public ruling for the purposes of the Taxation Administration Act 1953. A public ruling is an expression of the Commissioner's opinion about the way in which a relevant provision applies, or would apply, to entities generally or to a class of entities in relation to a particular scheme or a class of schemes. If you rely on this ruling, we must apply the law to you in the way set out in the ruling (or in a way that is more favourable for you if we are satisfied that the ruling is incorrect and disadvantages you, and we are not prevented from doing so by a time limit imposed by the law). You will be protected from having to pay any underpaid tax, penalty or interest in respect of the matters covered by this ruling if it turns out that it does not correctly state how the relevant provision applies to you.

Ruling

1. Yes. Subsection 711-30(2) of the Income Tax Assessment Act 1997 (ITAA 1997) requires the terminating value of a CGT asset of a leaving entity for the purposes of section 711-25 of the ITAA 1997 to be worked out in accordance with subsection 705-30(4) of the ITAA 1997. The terminating value of a CGT asset of a leaving entity is equal to the asset's cost base or reduced cost base just before the leaving time.

2. The CGT asset's cost base or reduced cost base is worked out under Subdivisions 110-A and 110-B of the ITAA 1997 respectively. The tax cost that was set for the CGT asset under subsection 701-10(4) of the ITAA 1997 when the subsidiary member joined the consolidated group, is what would be the asset's cost base under section 110-25 of the ITAA 1997 or the asset's reduced cost base under section 110-55 of the ITAA 1997 if a cost base or reduced cost base was worked out at that time.

3. The terminating value of a CGT asset of a leaving entity that had its tax cost set at the joining time under subsection 701-10(4) of the ITAA 1997 will therefore consist of the cost set at the joining time and reflect any adjustments that are made to the cost base or reduced cost base in accordance with Subdivision 110-A or Subdivision 110-B of the ITAA 1997 respectively, as well as other related provisions that make adjustments to the cost base or reduced cost base, until just before the asset leaves the consolidated group.

Example

4. Sub X is leaving the consolidated group with various assets. It is assumed there will be a capital gain to the head company on disposal of its membership interests.

5. One of the assets is land which Sub X owned before joining the consolidated group. The tax cost setting amount (TCSA) for the asset at the joining time is $400,000.

6. The land is a CGT asset under section 108-5 of the ITAA 1997.

7. Head Co incurs legal expenses of $6,000 in order to defend the title to the land while Sub X was a subsidiary member of the consolidated group. These expenses will comprise the fifth element of the cost base under subsection 110-25(6) of the ITAA 1997.

8. The cost base of the land is calculated at the leaving time as follows:

$400,000
$6,000 + cost base is increased under subsection 110-25(6) of the ITAA 1997
$406,000

9. The cost base as calculated under Subdivision 110-A of the ITAA 1997 is $406,000. Therefore, the terminating value of the asset under subsection 705-30(4) of the ITAA 1997 and Step 1 of the exit ACA under subsection 711-25 of the ITAA 1997 is $406,000.

Date of effect

10. This Determination applies to years commencing both before and after its date of issue. However, it does not apply to taxpayers to the extent that it conflicts with the terms of settlement of a dispute agreed to before the date of the Determination.

Commissioner of Taxation
7 June 2006

Appendix 1 - Explanation

This Appendix is provided as information to help you understand how the Commissioner's view has been reached. It does not form part of the binding public ruling.

Explanation

11. Where a subsidiary leaves a consolidated group, the tax cost setting amount (TCSA) is worked out under Division 711 of the ITAA 1997. The TCSA for each membership interest in the leaving entity that members of the consolidated group held is worked out under section 711-15 of the ITAA 1997.

12. Paragraph 711-15(1)(a) of the ITAA 1997 provides that the consolidated group's allocable cost amount (ACA) for the leaving entity is worked out in accordance with section 711-20 of the ITAA 1997. In working out the consolidated group's exit ACA (referred to in the provisions as the 'old group's' ACA) there are a series of steps under section 711-20 which need to be followed.

13. Step 1 of a consolidated group's exit ACA for the leaving entity is worked out under section 711-25 of the ITAA 1997. Subsection 711-25(1) of the ITAA 1997 provides:

For the purposes of step 1 in the table in subsection 711-20(1), the step 1 amount is worked out by adding up the head company's terminating values of all the assets that the head company holds at the leaving time because the leaving entity is taken by subsection 701-1(1) (the single entity rule) to be a part of the head company.

14. The meaning to be given to terminating value of an asset held by a head company is addressed in section 711-30 of the ITAA 1997. Subsection 711-30(2) of the ITAA 1997 provides that the terminating value of an asset at the leaving time is worked out in a corresponding way to the terminating value calculation under section 705-30 of the ITAA 1997 for an asset that the joining entity holds at the joining time.

15. By adapting subsection 705-30(4) of the ITAA 1997 in the required way, the law provides that if an asset of the leaving entity is a CGT asset that is not covered by any of the earlier subsections in section 705-30 of the ITAA 1997, the terminating value for the asset will be equal to the asset's cost base just before the leaving time.

16. The meaning of the term 'cost base' in subsection 705-30(4) of the ITAA 1997 is the same as in the CGT cost base rules in Subdivision 110-A of the ITAA 1997. Subsection 711-20(2) of the ITAA 1997 extends the reference to the term 'cost base' to include the reduced cost base worked out under Subdivision 110-B of the ITAA 1997:

If it is necessary to work out whether the head company makes a capital loss for a CGT event that happens at or after the leaving time in relation to any of the membership interests, the old group's allocable cost amount for the leaving entity is instead worked out as if the head company's terminating value for any asset covered by subsection 705-30(4) (as it applies for the purposes of section 711-30) were instead equal to the asset's reduced cost base just before the leaving time.

17. Therefore, the cost base or reduced cost base of an asset to which subsection 705-30(4) of the ITAA 1997 applies will be calculated according to the appropriate Subdivision. The asset's cost base or reduced cost base, and hence its terminating value, will reflect any changes to it in accordance with the provisions that make adjustments to the cost base or reduced cost base as from the joining time.

18. Subsection 110-25(12) of the ITAA 1997 provides that in circumstances where no CGT event happens but it is necessary to work out the cost base:

...assume, for the purpose only of working out the cost base at the particular time, that such an event does happen in relation to the asset at or just after that time.
Note 2 of subsection 110-25(12) provides, inter alia:
The assumption that a CGT event happens does not have any consequence beyond that stated.

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