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CORPORATIONS ACT 2001 - SECT 1702

Application of amendments

    Sections   295 and 295A, as amended by Schedule   1 to the Treasury Laws Amendment (Making Multinationals Pay Their Fair Share--Integrity and Transparency) Act 2024 , apply in relation to any financial reports for a financial year commencing on or after 1   July 2023.

This Part deals with the way this Act will apply when the provisions of the Insolvency Law Reform Act 2016 begin to operate.

Application of Part   2 of the Insolvency Practice Schedule (Corporations)

A person registered as a liquidator before the commencement of Part   1 of Schedule   2 to the Insolvency Law Reform Act 2016 will continue to be registered and must comply with the requirements and duties under Part   2 of the Insolvency Practice Schedule (Corporations).

Application of Part   3 of the Insolvency Practice Schedule (Corporations)

Part   3 of the Insolvency Practice Schedule (Corporations) will apply to an external administration that starts on or after the commencement of Part   1 of Schedule   2 to the Insolvency Law Reform Act 2016 and to most ongoing administrations (but generally only in relation to new events).

Proceedings before the Court or the Administrative Appeals Tribunal

Proceedings already begun in the Court or the Administrative Appeals Tribunal before the commencement of the amendments made by Part   1 of Schedule   2 to the Insolvency Law Reform Act 2016 will continue under the old Act. Orders of the Court under the old Act continue to have effect.

Regulations

Regulations may be made to deal with other transitional matters.

This Division deals with the way this Act will apply to external administrations when the provisions of the Insolvency Practice Schedule (Corporations) begin to operate.

New external administrations

The Insolvency Practice Schedule (Corporations) applies to external administrations that start on or after the commencement of the Insolvency Law Reform Act 2016 (called new external administrations).

Ongoing external administrations

For external administrations that start before that day but are still ongoing (called ongoing external administrations), the Insolvency Practice Schedule (Corporations) applies in accordance with this Division but usually only in relation to new events. Generally, the old Act continues to apply to old events and processes that are incomplete. There are some exceptions.

Old external administrations

For old external administrations that have ended but that may have ongoing obligations or processes, in most cases the old Act continues to apply.

 

Commonwealth Coat of Arms of Australia

Corporations Act 2001

No.   50, 2001

Compilation No.   130

Compilation date:   22 May 2024

Includes amendments:   Act No. 24, 2024

Registered:   3 June 2024

This compilation is in 7 volumes

Volume 1:   sections   1-260E

Volume 2:   sections   283AA-600K

Volume 3:   sections   601-742

Volume 4:   sections   760A-994Q

Volume 5:   sections   1010A-1243A

Volume 6:   sections   1272-1702

Volume 7:   Schedules

  Endnotes

Each volume has its own contents

About this compilation

This compilation

This is a compilation of the Corporations Act 2001 that shows the text of the law as amended and in force on 22 May 2024 (the compilation date ).

The notes at the end of this compilation (the endnotes ) include information about amending laws and the amendment history of provisions of the compiled law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the compiled law. Any uncommenced amendments affecting the law are accessible on the Register (www.legislation.gov.au). The details of amendments made up to, but not commenced at, the compilation date are underlined in the endnotes. For more information on any uncommenced amendments, see the Register for the compiled law.

Application, saving and transitional provisions for provisions and amendments

If the operation of a provision or amendment of the compiled law is affected by an application, saving or transitional provision that is not included in this compilation, details are included in the endnotes.

Editorial changes

For more information about any editorial changes made in this compilation, see the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as modified but the modification does not amend the text of the law. Accordingly, this compilation does not show the text of the compiled law as modified. For more information on any modifications, see the Register for the compiled law.

Self - repealing provisions

If a provision of the compiled law has been repealed in accordance with a provision of the law, details are included in the endnotes.

 

 

 

Contents

Schedule   2--Insolvency Practice Schedule (Corporations)

Part   1--Introduction

Division   1--Introduction

1 - 1   Object of this Schedule

1 - 5   Simplified outline of this Schedule

Division   5--Definitions

Subdivision A--Introduction

5 - 1   Simplified outline of this Division

Subdivision B--The Dictionary

5 - 5   The Dictionary

Subdivision C--Other definitions

5 - 10   Meaning of current conditions

5 - 15   Meaning of external administration of a company

5 - 20   Meaning of external administrator of a company

5 - 25   References to the external administrator of a company

5 - 26   Property of a company

5 - 27   Meaning of pooled group

5 - 30   Persons with a financial interest in the external administration of a company

Part   2--Registering and disciplining practitioners

Division   10--Introduction

10 - 1   Simplified outline of this Part

10 - 5   Working cooperatively with the Inspector - General in Bankruptcy

Division   15--Register of liquidators

15 - 1   Register of Liquidators

Division   20--Registering liquidators

Subdivision A--Introduction

20 - 1   Simplified outline of this Division

Subdivision B--Registration

20 - 5   Application for registration

20 - 10   ASIC may convene a committee to consider

20 - 15   ASIC must refer applications to a committee

20 - 20   Committee to consider applications

20 - 25   Committee to report

20 - 30   Registration

20 - 35   Conditions imposed on all registered liquidators or a class of registered liquidators

Subdivision C--Varying etc. conditions of registration

20 - 40   Application to vary etc. conditions of registration

20 - 45   ASIC may convene a committee to consider applications

20 - 50   ASIC must refer applications to a committee

20 - 55   Committee to consider applications

20 - 60   Committee to report

20 - 65   Committee's decision given effect

Subdivision D--Renewal

20 - 70   Application for renewal

20 - 75   Renewal

Subdivision E--Offences relating to registration

20 - 80   False representation that a person is a registered liquidator

Division   25--Insurance

25 - 1   Registered liquidators to maintain insurance

Division   30--Annual liquidator returns

30 - 1   Annual liquidator returns

Division   35--Notice requirements

35 - 1   Notice of significant events

35 - 5   Notice of other events

Division   40--Disciplinary and other action

Subdivision A--Introduction

40 - 1   Simplified outline of this Division

Subdivision B--Direction to comply

40 - 5   Registered liquidator to remedy failure to lodge documents or give information or documents

40 - 10   Registered liquidator to correct inaccuracies etc.

40 - 15   Direction not to accept further appointments

Subdivision C--Automatic cancellation

40 - 20   Automatic cancellation

Subdivision D--ASIC may suspend or cancel registration

40 - 25   ASIC may suspend registration

40 - 30   ASIC may cancel registration

40 - 35   Notice of suspension or cancellation

Subdivision E--Disciplinary action by committee

40 - 40   ASIC may give a show - cause notice

40 - 45   ASIC may convene a committee

40 - 50   ASIC may refer matters to the committee

40 - 55   Decision of the committee

40 - 60   Committee to report

40 - 65   ASIC must give effect to the committee's decision

Subdivision F--Lifting or shortening suspension

40 - 70   Application to lift or shorten suspension

40 - 75   ASIC may convene a committee to consider applications

40 - 80   ASIC must refer applications to a committee

40 - 85   Committee to consider applications

40 - 90   Committee to report

40 - 95   Committee's decision given effect

Subdivision G--Action initiated by industry body

40 - 100   Notice by industry bodies of possible grounds for disciplinary action

40 - 105   No liability for notice given in good faith etc.

40 - 110   Meaning of industry bodies

Subdivision H--Consequences of certain disciplinary and other action

40 - 111   Appointment of another liquidator if liquidator's registration is suspended or cancelled

Division   45--Court oversight of registered liquidators

45 - 1   Court may make orders in relation to registered liquidators

45 - 5   Court may make orders about costs

Division   50--Committees under this Part

50 - 1   Simplified outline of this Division

50 - 5   Prescribed body appointing a person to a committee

50 - 10   Minister appointing a person to a committee

50 - 15   Single committee may consider more than one matter

50 - 20   Ongoing consideration of matters by committee

50 - 25   Procedure and other rules relating to committees

50 - 30   Remuneration of committee members

50 - 35   Committee must only use information etc. for purposes for which disclosed

Part   3--General rules relating to external administrations

Division   55--Introduction

55 - 1   Simplified outline of this Part

Division   60--Remuneration and other benefits received by external administrators

Subdivision A--Introduction

60 - 1   Simplified outline of this Division

Subdivision B--Remuneration of external administrators--general rules

60 - 2   Application of this Subdivision

60 - 5   External administrator's remuneration

60 - 10   Remuneration determinations

60 - 11   Review of remuneration determinations

60 - 12   Matters to which the Court must have regard

60 - 15   Maximum default amount

Subdivision C--Remuneration of provisional liquidators

60 - 16   Remuneration of provisional liquidators

Subdivision D--Remuneration of liquidators in winding up by ASIC

60 - 17   Remuneration of liquidators in winding up by ASIC

Subdivision DA--Remuneration of restructuring practitioners

60 - 18   Insolvency Practice Rules

Subdivision E--Duties of external administrators relating to remuneration and benefits etc.

60 - 20   External administrator must not derive profit or advantage from the administration of the company

Division   65--Funds handling

65 - 1   Simplified outline of this Division

65 - 5   External administrator must pay all money into an administration account

65 - 10   Administration accounts

65 - 15   External administrator must not pay other money into the administration account

65 - 20   Consequences for failure to pay money into administration account

65 - 25   Paying money out of administration account

65 - 40   Handling securities

65 - 45   Handling of money and securities--Court directions

65 - 50   Rules in relation to consequences for failure to comply with this Division

Division   70--Information

Subdivision A--Introduction

70 - 1   Simplified outline of this Division

Subdivision B--Administration returns

70 - 5   Annual administration return

70 - 6   End of administration return

Subdivision C--Record - keeping

70 - 10   Administration books

70 - 15   Audit of administration books--ASIC

70 - 20   Audit of administration books--on order of the Court

70 - 25   External administrator to comply with auditor requirements

70 - 30   Transfer of books to new administrator

70 - 31   Transfer of books to ASIC etc.

70 - 35   Retention and destruction of books

70 - 36   Books of company in external administration--evidence

Subdivision D--Giving information etc. to creditors and others

70 - 40   Right of creditors to request information etc. from external administrator

70 - 45   Right of individual creditor to request information etc. from external administrator

70 - 46   Right of members to request information etc. from external administrator in a members' voluntary winding up

70 - 47   Right of individual member to request information etc. from external administrator in a members' voluntary winding up

70 - 50   Reporting to creditors and members

Subdivision E--Other requests for information etc.

70 - 55   Commonwealth may request information etc.

Subdivision F--Reporting to ASIC

70 - 60   Insolvency Practice Rules may provide for reporting to ASIC

Subdivision G--External administrator may be compelled to comply with requests for information etc.

70 - 65   Application of this Subdivision

70 - 70   ASIC may direct external administrator to comply with the request for relevant material

70 - 75   ASIC must notify external administrator before giving a direction under section   70 - 70

70 - 80   ASIC must not direct external administrator to give the relevant material if external administrator entitled not to comply with the request

70 - 85   ASIC may impose conditions on use of the relevant material

70 - 90   Court may order relevant material to be given

Division   75--Meetings

75 - 1   Simplified outline of this Division

75 - 5   Other obligations to convene meetings not affected

75 - 10   External administrator may convene meetings

75 - 15   External administrator must convene meeting in certain circumstances

75 - 20   External administrator must convene meeting if required by ASIC

75 - 21   Restructuring and restructuring plans

75 - 25   External administrator's representative at meetings

75 - 30   ASIC may attend meetings

75 - 35   Commonwealth may attend certain meetings etc.

75 - 40   Proposals to creditors or contributories without meeting

75 - 41   Outcome of voting at creditors' meeting determined by related entity--Court powers

75 - 42   Creditors' resolution passed because of casting vote--Court review

75 - 43   Proposed creditors' resolution not passed because of casting vote--Court's powers

75 - 44   Interim order on application under section   75 - 41, 75 - 42 or 75 - 43

75 - 45   Order under section   75 - 41 or 75 - 42 does not affect act already done pursuant to resolution

75 - 50   Rules relating to meetings

Division   80--Committees of inspection

80 - 1   Simplified outline of this Division

80 - 5   Application

80 - 10   Committee of inspection--company not a member of a pooled group

80 - 15   Appointment and removal of members of committee of inspection by creditors generally

80 - 20   Appointment of committee member by large creditor

80 - 25   Appointment of committee member by employees

80 - 26   Committee of inspection--pooled groups

80 - 27   External administrator must convene meeting in certain circumstances

80 - 30   Committees of inspection--procedures etc.

80 - 35   Functions of committee of inspection

80 - 40   Committee of inspection may request information etc.

80 - 45   Reporting to committee of inspection

80 - 50   Committee of inspection may obtain specialist advice or assistance

80 - 55   Obligations of members of committee of inspection

80 - 60   Obligations of creditor appointing a member of committee of inspection

80 - 65   ASIC may attend committee meetings

80 - 70   The Court may inquire into conduct of the committee

Division   85--Directions by creditors

85 - 1   Simplified outline of this Division

85 - 5   External administrator to have regard to directions given by creditors

Division   90--Review of the external administration of a company

Subdivision A--Introduction

90 - 1   Simplified outline of this Division

Subdivision B--Court powers to inquire and make orders

90 - 5   Court may inquire on own initiative

90 - 10   Court may inquire on application of creditors etc.

90 - 15   Court may make orders in relation to external administration

90 - 20   Application for Court order

90 - 21   Meetings to ascertain wishes of creditors or contributories

Subdivision C--Review by another registered liquidator

90 - 22   Application of this Subdivision

90 - 23   Appointment of reviewing liquidator by ASIC or the Court

90 - 24   Appointment of reviewing liquidator by creditors etc.

90 - 25   Reviewing liquidator must consent to appointment

90 - 26   Review

90 - 27   Who pays for a review?

90 - 28   Court orders in relation to review

90 - 29   Rules about reviews

Subdivision D--Removal by creditors

90 - 30   Application of this Subdivision

90 - 35   Removal by creditors

Part   4--Other matters

Division   95--Introduction

95 - 1   Simplified outline of this Part

Division   100--Other matters

100 - 5   External administrator may assign right to sue under this Act

100 - 6   Approved forms

Division   105--The Insolvency Practice Rules

105 - 1   The Insolvency Practice Rules

Schedule   3--Penalties

Schedule   4--Transfer of financial institutions and friendly societies

Part   1--Preliminary

1   Definitions

Part   2--Financial institutions that became companies

Division   1--Registration and its consequences

3   Background (registration of transferring financial institution as company)

4   Rules applied to transferring institution that was registered as a company under the transfer provisions

11   Transferring financial institution under external administration

Division   2--Membership

12   Institution that became a company limited by shares

13   Institution that became a company limited by guarantee

14   Institution becoming a company limited by shares and guarantee

15   Redeemable preference shares that were withdrawable shares

16   Liability of members on winding up

Division   3--Share capital

17   Share capital

18   Application of no par value rule

19   Calls on partly - paid shares

20   References in contracts and other documents to par value

Part   4--The transition period

25   ASIC may direct directors of a company to modify its constitution

27   When certain modifications of a company's constitution under an exemption or declaration take effect

Part   5--Disclosure of the proposed demutualisation

29   Disclosure for proposed demutualisation

30   ASIC's exemption power

31   Coverage of disclosure statement

32   Registration of disclosure statement

33   Expert's report

34   Unconscionable conduct in relation to demutualisations

35   Orders the Court may make

Part   6--Continued application of fundraising provisions of the Friendly Societies Code

36   Friendly Societies Code to apply to offers of interests in benefit funds

Part   7--Transitional provisions

37   Unclaimed money

38   Modification by regulations

39   Regulations may deal with transitional, saving or application matters

Endnotes

Endnote 1--About the endnotes

Endnote 2--Abbreviation key

Endnote 3--Legislation history

Endnote 4--Amendment history


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