Commonwealth Consolidated Acts

VENTURE CAPITAL ACT 2002 - SECT 9.3

             (1)  The registration requirements of an ESVCLP , in relation to a * limited partnership, are that:

                     (a)  the partnership was established by or under a law in force in, or in any part of:

                              (i)  Australia; or

                             (ii)  a foreign country in respect of which a double tax agreement (as defined in Part X of the Income Tax Assessment Act 1936 ) is in force that is an agreement of a kind referred to in subparagraph (b)(i), (ia), (ii), (iii), (iv) or (v) of that definition; and

                     (b)  all of the partners who are * general partners are residents of a country referred to in paragraph (a); and

                     (c)  under the partnership agreement the partnership is to remain in existence for a period of not less than 5 years and not more than 15 years; and

                     (d)  the partnership's * committed capital:

                              (i)  is at least $10 million; and

                             (ii)  does not exceed $100 million; and

                     (e)  none of the partners has * committed capital in the partnership that, taken together with the sum of the amounts of committed capital in the partnership of any of that partner's * associates (other than associates to whom subsection (5) applies), exceeds 30% of the partnership's committed capital; and

                      (f)  each investment that the partnership holds is:

                              (i)  an * eligible venture capital investment; or

                             (ii)  an investment in a company, in which the partnership owns one or more eligible venture capital investments, that would have been an eligible venture capital investment but for subsections 118‑425(2) and (6) of the Income Tax Assessment Act 1997 ; or

                            (iii)  an investment in a unit trust, in which the partnership owns one or more eligible venture capital investments, that would have been an eligible venture capital investment but for subsections 118‑427(3) and (7) of the Income Tax Assessment Act 1997 ; and

                     (g)  each investment that the partnership holds is in accordance with the partnership's * approved investment plan; and

                     (h)  the partnership acts in accordance with the partnership's approved investment plan; and

                      (i)  the partnership does not hold any investment that breaches subsection (6); and

                      (j)  the partnership only carries on activities that are related to making eligible venture capital investments, investments to which subparagraph (f)(ii) applies or investments to which subparagraph (f)(iii) applies; and

                     (k)  every * debt interest that the partnership owns is, and continues to be, a * permitted loan.

             (2)  The requirements in paragraphs (1)(e), (f), (g), (h), (j) and (k) are investment registration requirements .

             (3)  The requirement in paragraph (1)(i) is the divestiture registration requirement .

             (4)  Paragraph (1)(e) does not apply in relation to a particular partner's * committed capital in the partnership if:

                     (a)  * Innovation Australia allows, under section 9‑4, the partner's committed capital in the partnership to exceed 30% of the partnership's committed capital; or

                     (b)  subsection (5) applies to the partner.

             (5)  This subsection applies to:

                     (a)  an * ADI; or

                     (b)  a * life insurance company; or

                     (c)  a public authority:

                              (i)  that is constituted by a law of a State or internal Territory; and

                             (ii)  that carries on life insurance business within the meaning of section 11 of the Life Insurance Act 1995 ; or

                     (d)  a widely‑held complying superannuation fund within the meaning of section 4A of the Pooled Development Funds Act 1992 .

             (6)  An investment in a company or unit trust breaches this subsection if, at the end of the partnership's preceding income year, the sum of the values of:

                     (a)  the assets of the company or unit trust; and

                     (b)  the assets of each other entity that is a * connected entity of the company or unit trust;

exceed $250 million.