Can two people jointly control a corporation together and both count as individuals with significant control?
Yes. The individuals-with-significant-control rules under the Business Corporations Act specifically account for situations where control isn't held by one person alone but is exercised jointly by two or more people acting together under some kind of agreement or arrangement, for example co-founders who've agreed to vote their shares the same way, or family members who together hold and jointly control a family business. Where that kind of joint arrangement exists and the group's combined ownership, voting rights, or influence meets the relevant threshold, each individual in that group can be recorded as an ISC.
This matters because it's easy to assume that if no single person individually crosses the ownership or voting threshold, nobody qualifies as an ISC, but that's not how the rules work where a genuine joint arrangement exists. The register needs to reflect each qualifying individual within the group, not just a single representative person.
Identifying joint arrangements accurately can be less obvious than a straightforward single-owner situation, since it depends on the actual agreement or understanding between the individuals involved, not just the formal share registry. Reviewing shareholder agreements and side arrangements is often necessary to get this right.
Key takeaways
- Two or more individuals who jointly own, control, or direct shares can each qualify as an ISC.
- Combined joint holdings or influence can meet the threshold even if no individual does so alone.
- Every qualifying individual in a joint arrangement should appear on the register, not just one representative.
- Reviewing shareholder and side agreements is often necessary to identify joint control accurately.