CAPITAL GAINS TAX — ASPECTS OF CERTAIN FINANCING TRANSACTIONS

Abstract

The Australian Income Tax Assessment Act, 1936 (the Act) has recently been amended by the inclusion of a full capital gains tax system.

This system is particularly applicable to various aspects of financing transactions into which petroleum exploration and development companies may enter.

In the light of recent changes to the means by which petroleum companies can access the capital markets, it becomes necessary to consider these issues. This paper is designed to provide petroleum company executives with additional information on the capital gains tax aspects of:

creating royalty, net profit interests and production payments;

conventional security management matters;

bankruptcy/liquidation matters;

allotment of ordinary and preference share issues;

allotment of convertible notes;

drawing down of conventional loans; and

group reorganisations.

The paper also sets out some recommendations for amendments to the Act designed to correct capital gains driven financing problems.

These aspects and many other relevant planning points require consideration of complex legislation. In the absence of direct legal precedent, proper and full consideration is warranted if all intended financial problems are to be firstly, recognised and secondly, to the extent possible, overcome.