(1) A company has the legal capacity and powers of an individual both in and
outside this jurisdiction. A company also has all the powers of a body
corporate, including the power to:
- (a)
- issue and cancel shares in the
company;
- (b)
- issue debentures (despite any rule of law or equity to the contrary, this
power includes a power to issue debentures that are irredeemable, redeemable
only if a contingency, however remote, occurs, or redeemable only at the end
of a period, however long);
- (c)
- grant options over unissued shares in the company;
- (d)
- distribute any of the company's property among the members, in kind or
otherwise;
- (e)
- give security by charging uncalled capital;
- (f)
- grant a floating charge over the company's property;
- (g)
- arrange for the company to be registered or recognised as a body corporate
in any place outside this jurisdiction;
- (h)
- do anything that it is authorised to do by any other law (including a law
of a foreign country).
A company limited by guarantee does not have the power to issue shares.
- Note: For a company's power to issue bonus, partlypaid, preference and
redeemable preference shares, see section 254A.
(2) A company's legal capacity to do something is not affected by the fact
that the company's interests are not, or would not be, served by doing it.
(3) For the avoidance of doubt, this section does not:
- (a)
- authorise a
company to do an act that is prohibited by a law of a State or Territory; or
- (b)
- give a company a right that a law of a State or Territory denies to the
company.