Demerged Companies 1996-2019 (see table below)

A demerger occurs when a company splits its operations into two or more entities or groups and distributes to its shareholders a direct interest in one or more of the parts. New tax rules applied to demergers from 1 July 2002. Broadly the tax consequences are:

  relief from capital gains tax (CGT) that would otherwise be payable as a result of the demerger transaction;

  the cost base in the original interest is spread between the original interest and the interest in the demerged entity (based on the relative split in market values); and

  an exemption from the provisions that would otherwise treat the shareholder as having received a taxable dividend from the transaction, subject to specific anti-avoidance rules.

  any pre-CGT interests retain their pre-CGT status.

Key tax relief criteria

 A selection of recent demergers and their key features is detailed below. As a general rule the following applies to individual taxpayers (unless they acquired their shares under an employee share scheme) who are Australian residents for tax purposes, who acquired their shares after 19 September 1985 and who hold shares as an investment asset rather than as trading stock.

To qualify for tax relief the key criteria are:

The underlying ownership of the demerged entity must be maintained. (The ATO will examine the proportional interests and market values of ownership interests.)

The Head Entity must divest at least 80% of its ownership interests in the demerged entity. This is to ensure that only ‘genuine’ demergers are able to obtain the tax relief. (Importantly, demerger relief will not be available for disposals of the remaining ownership interests at a later date.)

Shareholder action

The Head Entity will normally advise shareholders if it has undertaken an eligible demerger and shareholders should be aware that:

they may be entitled to choose rollover relief (see below) for any capital gain or loss

they are required to calculate immediately after the demerger the cost base and reduced cost base of their interests in the Head Entity and their new interests in the Demerged Entity

Rollover relief

If shareholders choose rollover relief:

any capital gain or loss is disregarded

the new interests are acquired on the date of the demerger. (Note that if a proportion of your original interests was acquired before 20 September 1985 (pre-CGT), the same proportion of the new interests is treated as pre-CGT assets)

If shareholders do not choose rollover relief:

any capital gain or loss cannot be disregarded

all of the new interests are acquired on the date of the demerger

A calculator at the ATO website helps shareholders work out the capital gains tax consequences under a demerger, including the BHP Billiton, CSR, Sonic Healthcare, Mincor and WMC demergers. It can be accessed here.

Here is an extract from the full table of demergers 1996-2019.  Please click on the link below to download the full table updated to 31 December 2019.

Table contains details (including CGT treatment) of the following demergers: Adelaide Resources Ltd Iron Road Limited Alkane Resources Limited Australian Strategic Minerals Limited Amcom Telecommunications Ltd iiNet Limited Amcor Limited Paperlinx Limited Amcor Limited Orora Limited AMP Limited HHG plc AGL Limited Australian Pipeline Trust Alterra Limited Carbon Conscious Investments Limited Alumina (see WMC Limited below) WMC Resources Limited APN News & Media Limited NZME Limited Arafura Resources NL NuPower Rersources Limited ARC Energy Ltd Buru Energy Ltd Arrow Energy Limited Dart Energy Limited Auzex Resources Limited Auzex Exploration Limited Aviva Corporation Ltd NGM Resources Ltd BHP Billiton Limited BHP Steel Limited (now BlueScope) BHP Limited OneSteel Limited (now Arrium) BHP Billiton Limited South32 Limited Blackwall Limited WOTSO Limited Bondi Mining Limited Lyell Resources Ltd Boral Limited Envestra Limited Boral Limited Origin Energy Limited Brambles Limited Recall Holdings Limited Cardno Limited Intega Group Limited Cassini Resources Limited Caspin Resources Limited Cellnet Group Ltd Mercury Mobility Ltd Centro Properties Group Prime Retail Group ChemGenix Pharmaceuticals Limited Autogen (subsequently renamed Verva Pharmaceuticals Ltd) Coca Cola Amatil Ltd Coca Cola Beverage ConocoPhillips Company Phillips 66 Cordlife Ltd Cordlife Pte Ltd (Cordlife Singapore) Crown Limited Consolidated Media Holdings Limited CSR Limited Rinker Group Limited Dairy Farmers Milk Co-operative Ltd Australian Co-operative Foods Limited Delta Gold Limited Zimbabwe Platinum Mines Donaco International Limited OMI Holdings Limited (now Isentric) EcoBiotics Limited QBiotics Limited Elkedra Diamonds NL Uramet Minerals Limited Enterprise Metals Limited Enterprise Uranium Limited Equatorial Coal Limited ImmuneTX Limited Fairfax Media Limited Domain Holdings Australia Limited Foodland Associated Limited Progressive Enterprises Holdings Limited Foster's Group Limited Treasury Wine Estates Limited Foster's Group Limited Australian Leisure & Hospitality Futuris Corporation Ltd Australian Agricultural Co Gindalbie Metals Limited Coda Minerals Limited Heron Resources Limited Ardea Resources Limited Iluka Resources Limited Deterra Royalties Limited ImpediMed Limited Impedance Cardiology Systems Inc Indiana Resources Limited (formerly IMX Resources Limited) Graphex Mining Limited Intoll International Limited Macquarie International Roads Limited Intoll Trust (II) Macquarie Atlas Roads Limited Invion Limited Chronic Airway Therapeutics Limited Leyshon Resources Limited Leyshon Energy Limited Life Therapeutics Ltd NuSep Ltd Lion Selection Limited Lion Selection Group Limited Macquarie Infrastructure Group Sydney Roads Group Magnis Resources Limited Uranium Africa Limited Mayne Group Limited (now Symbion Health Limited) Mayne Pharma Limited McPhersons Limited MPG Printing Ltd Metals X Limited Westgold Resources Limited Mincor Resources NL Tethyan Copper Company Minemakers Limited TNT Mines Limited Mineral Deposits Limited Teranga Gold Corporation Minotaur Resources Limited Minotaur Exploration Limited Moby Oil & Gas Ltd Enegex NL MPH Limited AV Jennings Homes MPI Mines Limited Leviathan Resources Limited National Australia Bank Clydesdale Bank New Zealand Oil & Gas Pan Pacific Petroleum News Corporation We understand the separation of the print and entertainment businesses was not a demerger. One Asia Resources Nusantara Resources Limited Orica Limited DuluxGroup Limited Orocobre Limited Elementos Limited PBL Limited eCorp Limited Pelorus Private Equity Ltd BlackWall Funds Management Ltd Pelorus Private Equity Ltd BQF Publishing and Broadcasting Limited Restructure - see Crown Limited above Reckon Limited GetBusy Plc Rex Minerals Limited White Rock Minerals Limited Seafarms Group Limited CO2 Australia Limited Sirius Resources NL S2 Resources Sonic Health Care Ltd SciGen Limited South Boulder Mines Ltd Duketon Mining Ltd Straits Resources Ltd Straits Metals Ltd Strategic Energy Resources Limited Tarcoola Gold Limited Strategic Energy Resources Limited Ionic Industries Limited Summit Resources Limited Pacific Mines Limited Syrah Resources Limited Jacana Minerals Limited Tabcorp Holdings Limited Echo Entertainment Group Limited Tawana Resources NL Cowan Lithium Limited Symbion Health Limited (see Mayne Group above) Mayne Pharma Limited Tamaska Oil and Gas Limited TMK Montney Ltd Telecom Corporation of New Zealand Ltd Chorus Limited Texon Petroleum Ltd Talon Petroleum Ltd TGP Australia Limited Kogi Iron Limited TPG Corporation Limited Tuas Limited TNG Limited Todd River Resources Limited Toll Holdings Ltd Asciano Ltd Tower Ltd Tower Australia Group Ltd Transerv Energy Limited TSV Montney Ltd Trustees Australia Limited Jimmy Crow Limited TTG Pty Ltd McAleese Limited UraniumSA Limited Samphire Uranium Limited Village Roadshow Ltd Austereo Limited Virtualplus Holdings Limited Novacoat Holdings Limited Wesfarmers Limited Coles Group Limited West Australian Metals Limited Austin Engineering Limited Westfield Corporation Limited OneMarket Limited Westfield Group Westfield Corp Scentre Group Westfield Retail Trust Scentre Group Westgold Resources Limited Castile Resources Limited WMC Limited (now Alumina) WMC Resources Limited World Titanium Resources Limited World Titane Holdings Limited