Malaysia legislation

Section 184

of FINANCE (NO. 2) ACT 2023

Section 184

(a)

if two or more Groups merge to form a single Group in any of the four Financial Years prior to the tested Financial Year, then the consolidated revenue threshold of the Multinational Enterprise Group for any Financial Year prior to the merger is deemed to be met for that year if the sum of the revenue included in each of their Consolidated Financial

Statements for that year is equal to or greater than seven hundred and fifty million euro;

(b)

where an Entity that is not a member of any Group

(hereinafter referred to as “acquirer”) acquires or merges with an Entity or Group (hereinafter referred to as “target”) in the tested Financial Year and the target or acquirer does not have Consolidated

Financial Statements in any of the four Financial

Years prior to the tested Financial Year because it was not a member of any Group in that year, the consolidated revenue threshold of the Multinational

Enterprise Group is deemed to be met for that year if the sum of the revenue included in each of their

Financial Statements or Consolidated Financial

Statements for that year is equal to or greater than seven hundred and fifty million euro;

Act 851

(c)

where a single Multinational Enterprise Group within the scope of this Part demerges into two or more

Groups (hereinafter referred to as “demerged Group”), the consolidated revenue threshold is deemed to be met by a demerged Group—

(i)

with respect to the first tested Financial Year ending after the demerger, if the demerged

Group has annual revenues of seven hundred and fifty million euro or more in that year;

(ii)

with respect to the second to fourth tested

Financial Years ending after the demerger, if the demerged Group has annual revenues of seven hundred and fifty million euro or more in at least two of the Financial Years following the year of the demerger.

(2)

For the purposes of subsection (1)—

(a)

a merger is any arrangement where—

(i)

all or substantially all of the Group Entities of two or more separate Groups are brought under common control such that they constitute Group Entities of a combined

Group; or

(ii)

an Entity that is not a member of any Group is brought under common control with another

Entity or Group such that they constitute

Group Entities of a combined Group;

(b)

a demerger is any arrangement where the Group

Entities of a single Group are separated into two or more Groups that are no longer consolidated by the same Ultimate Parent Entity.

Finance (No. 2)

109

Constituent Entities joining and leaving a Multinational

Enterprise Group