Tax Alert - Alignment of tax treatment for “on” and “off” market share buy-backs undertaken by listed public companies

Lowe Lippmann Chartered Accountants

Background

 

During February 2023, the Treasury Laws Amendment (2023 Measures No 1) Bill 2023 (the Bill) was introduced to improve the integrity of off-market share buy-backs undertaken by listed public companies. These measures were first announced in the October 2022–23 Federal Budget.

 

At that time, the difference between the total purchase price and that part of the purchase price debited against the company's share capital account (in relation to the off-market share buy-back) was taken to be a dividend, which could be franked where imputation credits were available.

 

Conversely, at that time, in the case of an on-market buy-back (ie. on an exchange in the ordinary course of trading), no part of the buy-back price was treated as a dividend and the total amount received by the shareholder was treated as consideration for the sale of the shares.

 

The amendments put forward in the Bill proposed to ensure that where a listed public company undertakes an off-market share buy-back of a share, no part of the purchase price in response of the buy-back will be taken to be a dividend.


Changes now the Bill has received Royal Assent

 

The Bill passed through the Senate on 16 November 2023 and has now received Royal Assent. The tax treatment has now been aligned between off-market share buy-backs undertaken by listed public companies with on-market share buy-backs.

 

These changes apply retrospectively to buy-backs undertaken by listed public companies that were first announced to the market after 7:30pm (AEDT) on 25 October 2022.

 

Today, if a listed public company undertakes an off-market buy-back of a share, sellers will not be assessed on any part of the purchase price as a dividend, but assessed on the sale as a revenue or capital gain or loss.



Please do not hesitate to contact your Lowe Lippmann Relationship Partner if you wish to discuss any of these matters further.

Liability limited by a scheme approved under Professional Standards Legislation


April 12, 2026
Know when a new logbook is required Keeping a car logbook may be required to accurately calculate the business-use percentage of vehicle expenses (ie. fuel, registration, insurance and depreciation) for tax deductions. Taxpayers can keep the same logbook for their car for five years, but there are circumstances where they may need a new one during that period. Relying on a logbook that no longer represents a client's work-related travel may result in them claiming more, or less, than they are entitled to. A new logbook may be required when a taxpayer: moves to a new house or workplace — updating their residential or work address may then be necessary; or has changes to their pattern of use of the car for work purposes — checking that they are still doing the same role and routine may then be necessary. Taxpayers using the logbook method for two or more cars need to keep a logbook for each car and make sure they cover the same period. Clients who purchase a new car during the income year and want to continue relying on their previous car's logbook must make a nomination in writing. The nomination must be made before they lodge their tax return and state: they are replacing their original car with a new car; and the date that nomination takes effect. Taxpayers should remember that, if their employer provides them with a car or they salary sacrifice a car using a novated lease, they are not entitled to claim work-related car expenses using the logbook or cents per kilometre method, as they do not own the car. When claiming car expenses using the logbook method, taxpayers also need to keep various types of other records, including (among other things) odometer records for the start and end of the period they own the car, proof of purchase price, decline in value calculations, and fuel and oil receipts (or records of a reasonable estimate of these expenses based on odometer readings).
March 2, 2026
$20,000 instant asset write-off extended The Government recently passed legislation to extend the $20,000 instant asset write-off for small businesses by 12 months to 30 June 2026. Taxpayers should note that if their business has an aggregated annual turnover of less than $10 million, they may be able to use the instant asset write-off ( IAWO ) to immediately deduct the business portion of the cost of eligible assets which cost less than $20,000. Eligible assets must basically have been first used (or installed ready for use) between 1 July 2025 and 30 June 2026. The $20,000 limit applies on a per asset basis, so taxpayers can instantly write-off multiple assets. The IAWO can be used for both new and second-hand assets (but some exclusions and limits apply).
February 26, 2026
2026 FBT Year End is Fast Approaching! The end of the Fringe Benefits Tax ( FBT ) year is fast approaching on 31 March 2026, so we take this opportunity to revisit some hot FBT topics for both employers and employees, including: FBT exemption for electric cars Overlooking or misreporting FBT on private use of work vehicles Does FBT apply to your contractors? Reducing the FBT record keeping burden Mismatched claims for entertainment Employee contributions by journal entry in the accounts Not lodging FBT returns FBT housekeeping
More Posts