Commonwealth Consolidated Acts

FOREIGN ACQUISITIONS AND TAKEOVERS ACT 1975 - SECT 22

Meaning of voting power

  (1)   The voting power in an entity or unincorporated limited partnership is the maximum number of votes that might be cast at a general meeting of the entity or partnership.

Note:   For the definition of general meeting , see section   4.

Meaning of potential voting power

  (2)   The potential voting power in an entity or unincorporated limited partnership is the voting power in the entity or partnership, on the assumption that the votes that might be cast at a general meeting of the entity or partnership included each vote that:

  (a)   because of the exercise of a right might come into existence in the future (whether or not the right is exercisable presently or in the future or on the fulfilment of a condition); and

  (b)   if it came into existence, might be cast at a general meeting of the entity or partnership.

Note:   Different voting rights might attach to different classes of securities in an entity.

Exercise of future rights

  (3)   In determining how much of the potential voting power in an entity or unincorporated limited partnership a person is in a position to control at a particular time, if:

  (a)   a right exists that, if exercised, would result in the person being in a position to control more of the potential voting power in the entity or partnership than the person would be in a position to control if the right were not exercised; and

  (b)   it cannot be determined at that time (whether from the right itself or from the circumstances existing at that time) whether the right would be exercised;

assume that the right were exercised at that time.

Veto power

  (4)   If a person is in a position to veto any resolution of the board, central management or general meeting of an entity or unincorporated limited partnership, then for the purposes of this Act (except paragraph   47(2)(b) (meaning of notifiable action ) and subsection   54(4) (meaning of control )) the person is taken to be in a position to control 20% of the potential voting power in the entity or partnership.