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CORPORATIONS REGULATIONS (AMENDMENT) 1991 NO. 478EXPLANATORY STATEMENT
STATUTORY RULES 1991 No. 478
Issued by the Authority of the Attorney-General
Corporations Act 1989
Corporations Regulations (Amendment)
Section 22 of the Corporations Act 1989 (the Act) empowers the Governor-General to make regulations, not inconsistent with the Act or the Corporations Law, prescribing matters required or permitted by the Corporations Law, or necessary or convenient to be prescribed for the carrying out or giving effect to the Corporations Law.
Subsection 58(4) of the Corporations Law provides that a provision of the previous cooperative scheme laws may be declared by the regulations to be a provision that corresponds to a particular provision of the Corporations Law.
In accordance with the Heads of Agreement between Commonwealth, State and Northern Territory Ministers having responsibilities in relation to corporate regulation, the Attorney-General has consulted with the relevant State and Northern Territory Ministers on the proposed Regulations. Under the terms of the agreement, the Attorney-General is required only to consult ministers on regulations under Chapter 1 of the Corporations Law which are made for the purposes of Chapters 7 and 8. The proposed Regulations are in this category.
Under subsection 37(1A) of the Securities Industry Code (SIC), the Ministerial Council for Companies and Securities (MINCO) was able to declare that a specified stock market or a stock market included in a specified class of stock markets was an exempt stock market.
Subsection 771(3) of the Corporations Law preserves MINCO declarations made under a previous law corresponding to subsection 771(1). Subsection 771(1) provides that the Minister may by writing declare a specified stock market to be an exempt stock market.
Subregulation 1.14A(1) of the Corporations Regulations declares subsection 37(1A) of the Securities Industry Act 1980 to be a provision of a previous law that corresponds to subsection 771(1) for the purposes of subsection 58(4) of the Corporations Law. Thus all declarations made under subsection 37(1A) of the SIC are preserved by subsection 771(3) of the Corporations Law.
Similarly subsection 45(2) of the Futures Industry Code allowed MINCO to declare that a specified futures market or a futures market included in a specified class of furures markets was an exempt futures market.
Subregulation 1.14A(2) declares subsection 45(2) of the Futures Industry Act 1986 to be a provision of a previous law that corresponds to subsection 1127(1) of the Corporations Law.
Regulation 1.14A is given retrospective effect to 1 January 1991, the date when the Corporations Law commenced, to ensure the continuity of the exempt market declarations. Such retrospective effect does not adversely affect the rights of any person or create new liabilities, thus subsections 6(3) and (5) of the Corporations Act 1989 do not apply to give the regulation effect from the date of notification rather than 1 January 1991.