Amendments of the Companies Regulations (ACT)
Regulations 1974 No. 9
Regulations under the Companies Ordinance 1962-1974.*
I, LIONEL KEITH MURPHY, the Attorney-General of Australia, hereby make the following Regulations under the Companies Ordinance 1962-1974.
Dated this twenty-fourth day of April, 1974.
LIONEL MURPHY
Attorney-General.
AMENDMENTS OF THE COMPANIES REGULATIONS!
1. Regulation 8 of the Companies Regulations is amended by omitting
paragraph (a) and substituting the following paragraph:—
" (a) the document shall be on paper of medium weight and good quality
and—
(i) in the case of a document on paper of less than foolscap folio size—not less than 8i inches deep by 5 i inches wide; and
(ii) in any other case—of foolscap folio size or a multiple of that size;".
2 . Regulation 9 of the Companies Regulations is amended by omitting from
sub-regulation (6) the words " one of the persons " and substituting the words
" each of the persons ".3. Regulation 10 of the Companies Regulations is amended—
(a)
by omitting from sub-regulation (1) the words "sub-section (1) of section 11 " and substituting the word and figures "section 2 3 1 " ; and
(b)
by omitting from paragraph (1) (a) the word and figure "Form 3" and substituting the word and figures " Form 62 ".
• Notified in the Australian Government Gazette on 1 May 1974.
Regulations 1962, No. 4, as amended by Regulations 1962, No . 10; 1970, No . 1; and 1972, No. 3. 4 . Regulation 16 of the Companies Regulations is amended by omitting
from paragraph (1) (c) the words "sub-section (3) " and substituting the words
" sub-section (3A) ".5. Regulation 24A of the Companies Regulations is amended—
(a)
by omitting from sub-regulation (3) the words "shall lodge, as required by sub-regulation (8) of this regulation, a signed copy of the statement" and substituting the words " shall lodge a signed copy of the statement with the Registrar and ";
(b)
by omitting from sub-regulation (9) the words "that is required to be lodged by sub-regulation (5 ) or (7 ) of this regulation " and substituting the words "that is required by sub-regulation ( 3 ) , (5 ) or (7 ) of this regulation to be lodged "; and
(c)
by inserting in sub-paragraph (a) (i) of sub-regulation (9), after the word " is ", the word " given ,".
6. Regulation 74 of the Companies Regulations is amended by omitting from sub-regulation (3 ) the words "sub-clause (iii) of clause (h) of sub-paragraph ( 1 ) of paragraph 2 " and substituting the words "sub-clause 7 (5 ) ".
7. The First Schedule to the Companies Regulations is amended—
(a) by omitting the words and figures—
" 9 (4) (a) . . I Return of partners of firm of auditors . . | 2
11(1) . . | Official liquidator's bond (with surety) . . | 3 " and substituting the words and figures—
" 12 (5) (e)(iii) I Supplementary document . . | 3A ";
(b) by inserting after the words and figures—
" 2 2 ( 7 ) . . | Application for reservation of name . . | 1 0 " the words and figures—
" 25 (2) . . Application by a company to convert to a different
status . . 10A
25(5) Certificate of incorporation on conversion of company 10B 25 (7) (c) (i) Consent by members to application by a limited
company to convert to an unlimited company 1 0 c " ;
(c) by inserting after the words and figures—
" 160(1) . . I Certificate for inclusion in public company's annual I
I return that does not include list of members . . | 50 "
the words and figures—
" 161A (6) . . Notice of place at which accounting records kept . . 50A
165 (2) (f) . . Return of members of firm of auditors 50B 166B (12) Notice of retirement, resignation or removal of
auditor . . 5 0 c " ;
(d) by inserting after the words and figures—
" 2 1 4 ( 3 ) . . j Notice by deputy official manager of cessation of office I 6 1 " the words and figures—
"231 . . | Official liquidator's bond (with surety) . . . . | 6 2 " ; and
(e) by inserting after the words and figures—
" 354 (6), ( 7 ) . . Notice of situation of office where branch register of I members kept, or of change in situation or dis
continuance . . . . . . . . I 48 "
the words and figures—
" 364 (3) . . 1 Statutory declaration in respect of disposal of shares I
I of shareholder whose whereabouts is unknown . . I 90B ".
8. The Second Schedule to the Companies Regulations is amended—
(a) by omitting Forms 2 and 3 and substituting the following form:—
FORM 3A
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 12 (5) (e) (iii) SUPPLEMENTARY DOCUMENT
Limited
This document is intended to be read with and form part of (description of document)
lodged with the Registrar of Companies on or about (date) which is to be supplemented in the manner following:— (Here set out particulars of the manner in which the document is to be supplemented.)
Dated this day of , 1 9 (Signature of each person who signed
the document that is to be supplemented)
(b) by inserting in Form 10, after the words— "*the name of an intended company.",
the words
"*the name of an intended foreign company which is proposed to be
registered. ";(c ) by inserting after Form 10 the following forms:—
FORM 10A
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 25 (2)
APPLICATION BY A COMPANY FOR A CHANGE OF STATUS PURSUANT TO SECTION 25 OF THE COMPANIES ORDINANCE.
To the Registrar of Companies.
*(1) an unlimited company, *(2) a no-liability company, *(3) a company limited by guarantee,
*(4) a limited company, hereby applies to convert to * ( l ) * ( a ) a company limited by shares. *(b) a company limited by guarantee.
*(c) a company limited by both shares and guarantee.
*(2) a company limited by shares.
*(3) a company limited by both shares and guarantee.*(4) an unlimited company.
* Strike out whichever is inapplicable. The remaining numbers must, however, correspond.
FORM 10A—continued
Attached hereto are—
(a) a printed copy of the special resolution which— (i) resolves to change the status of the company;
(ii) makes appropriate alterations or additions to the memorandum of association;*(iii) makes appropriate alterations to the articles of association;
*(iv) adopts appropriate articles of association;* (v) changes the name of the company;
(b) a printed copy of the memorandum as altered;
* (c ) a printed copy of the articles as altered;t ( d ) the prescribed form of consent by all members and the verifying statutory declaration.
Dated this day of 1 9
| Director/Secretary | * Strike out if | inapplicable. |
Strike out if inapplicable. This item only applies in the case of a conversion of a limited company to an
unlimited company.
X Strike out whichever is inapplicable.
FORM 10B
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 25 (5)
No. of company
CERTIFICATE OF INCORPORATION ON CONVERSION OF COMPANY
ISSUED PURSUANT TO SECTION 25 OF THE
COMPANIES ORDINANCE.
This is to certify that
which was on the day of , 1 9 . . . . , incorporated under the Companies Ordinance as
did on the day of
1 9 convert to * and that the name of the company now is
Given under my hand and seal, at , this
day of 1 9
Registrar of Companies
* Insert whether company is—
an unlimited company,
a company limited by shares,a company limited by guarantee,
a company limited both by shares and guarantee.
F O R M 1 O C
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 25 (7) (c) (i)
CONSENT BY MEMBERS TO APPLICATION BY A LIMITED COMPANY
TO CONVERT TO A N UNLIMITED COMPANY. ' LIMITED.
To the Registrar of Companies.
*I/We the undermentioned member(s) of
Limited hereby consent to the application byLimited to convert to an unlimited company.
Signature of Member (or person
Full Name of Member Address lawfully authorized to sign on his behalf)
• Strike out if inapplicable.
Statutory Declaration
I of do solemnly and
sincerely declare that:
1. I am *a director/secretary of Limited. 2. The persons by or on whose behalf the above form of consent has been subscribed constitute the whole membership of the company, In those cases where the form has not been subscribed by the member himself, I have taken all reasonable steps to satisfy myself that the person who subscribed the form was lawfully empowered so to do.
And I make this solemn declaration by virtue of the Statutory Declarations Act 1959-1966,
and subject to the penalties provided by that Act for the making of false statements in
declarations, conscientiously believing the statements contained in this declaration to be true
in every particular.
X
Declared at this day of
Before me— 19 §
* Strike out whichever is inapplicable,
Strike out if inapplicable.
± Signature of person making the declaration.
§ Signature of person before whom the declaration is made.II Here insert title of person before whom the declaration is made.
(d) by inserting in Form 18, after the words— " * in satisfaction of a dividend declared in favour of, but not payable
in cash to, the shareholders.",
the words—
" * in pursuance of the application of moneys held by the companyin an account or reserve in paying up or partly paying up unissued shares to which the shareholders have become entitled.";
(e) by omitting paragraph 3 in Form 18 and substituting the following paragraph:—
" * 3. The particulars of the resolution or other authority by virtue of which— * an allotment was made in satisfaction of a dividend declared in
favour of, but not payable in cash to, the shareholders
* moneys held by the company in an account or reserve were applied in paying up or partly paying up unissued shares to which the shareholders have become entitled
are as fo l lows:— ";
(f)
by omitting from Forms 19 and 20 the symbol " £ " (wherever occur ring) and substituting the symbol " $ ";
(g)
by omitting from Form 24 the words " gives notice that the register of interest holders has, as from the " and substituting the words—
" gives notice that
* the register of interest holders
* the register of interest holders resident in the Territory
has, as from the ";
(h) by omitting from Form 32 the symbols "f.s.d." (wherever
occurring) and substituting the symbols " $ c "; (i) by omitting Form 37 and substituting the following form:—
FORM 37
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Sections 112 (1 ) ,
346 (1) (f) and 347 (1) (d)
NOTICE OF SITUATION OF REGISTERED OFFICE A N D OF OFFICE
HOURS, A N D PARTICULARS OF CHANGES.
LIMITED.
To the Registrar of Companies.
Limited
hereby gives notice that—
. *the date of incorporation of the company
as from the , 19
d a y o f
the address of the registered office of the company in the Australian Capital
Territory *will be
*is
. , *the date of incorporation of the company
A S From , ( h e 0 f , 1 9 . . d a y
the days and hours during which that office is (*to be) open and accessible
to the public are as follows:—
Dated this . . day of , 19 •Director. •Secretary. •Agent in the Australian Capital Territory.
•Subscriber to the memorandum.
* Strike out if inapplicable.
t Insert full address, including, where applicable, the number of the room and of the floor or level of the
building in which the office is situated.
N O T E . (11 Notice of the days and hours during which the office is open and accessible to the public is not
required if the office is open for at least five hours between ten o'clock in the morning and four o'clock in the
afterno on of each day. Saturdays, Sundays and holidays excepted.(2) In the case of a company that is not the sole occupant of the building in which the registered office is situated, particulars of the address sufficient to enable the office to be readily located should be supplied, e.g., 'Room 101, First Floor' or 'the office of A. & Co., Accountants' .
(j) by inserting after Form 50 the following forms:—
FORM 50A
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 161A (6)
NOTICE OF PLACE AT WHICH ACCOUNTING RECORDS KEPT.
LIMITED.
To the Registrar of Companies.
Limited hereby gives notice that the statements and records referred to in sub-section 161A (4) of the above Ordinance (being statements and records with respect to the matters dealt with in the accounting records of the company kept outside the Territory) are kept at the following place:—
which is not the registered office of the company.
Dated this day of 19 Director.* Secretary.*
* Strike out whichever is inapplicable.
FORM 50B
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 165 (2) (f)
RETURN OF MEMBERS OF FIRM OF AUDITORS.
Name of firm:
Address of firm:*The full names and addresses of all the members of the firm are—
Surname Oti.er names in full Address itefull of usual residence
Dated this . . . day of 19 . (Signature)
* Give the address of each place of business of the firm; if there is more than one place of business, indicate
the principal place of business.
To be signed by one of the members of the firm.
FORM 5 0 C AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 166B (12) NOTICE OF RESIGNATION OR REMOVAL OF AUDITOR.
LIMITED.
To the Registrar of Companies.
Limited hereby gives notice that
on the day of 19 •notice was received of the resignation of
as auditor/s of the Company to take effect from 19
* the auditor/s of the Company, were
a generalremoved from office by resolution of the company at * an annual general
meeting held on that date.
* the auditor/s of the company were
removed from office, by resolution of the Company at an annual general
meeting held on that date appointing
as auditor/s in « m ?g' r place.
Dated this day of 19 'Director. 'Secretary.
* Strike out whichever is inapplicable.
NOTE. If the company is a borrowing corporation a copy of this notice must be given to the trustee for the
holders of debentures of the borrowing corporation.
Where an auditor is removed from office, notice must be forthwith given to the Companies Auditors Board
(section 166 (11)) .
(k) by omitting Form 60c and substituting the following form:—
FORM 60c
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 202B (1 ) , 214 (3)
NOTICE OF C H A N G E IN SITUATION OF OFFICE OF OFFICIAL
M A N A G E R V D E P U T Y OFFICIAL MANAGER*
LIMITED.
To the Registrar of Companies.
I , the official manager*/deputy official
manager* of Limited, hereby give notice that,
on the day of 19 , the situation of my office was changed to t
Dated this day of , 19 (Signature)
• Strike out whichever is inapplicable. Insert full address, including floor and room number if applicable. (1) by omitting from Form 61 the word and figures "Section 214 (3 ) " and substituting the word and figures "Section 214 ( 3 A ) ";
( m ) by inserting after Form 6 1 c the following form:—
FORM 62
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 231 Companies Regulations Regulation 1 0 ( 1 ) OFFICIAL LIQUIDATOR'S BOND (WITH SURETY) .
Know all men by these presents that I,*
of , being an official liquidator for the purposes of the Companies Ordinance, and Limited, of jointly and severally bind ourselves to the Commonwealth for the payment to the Registrar of the Supreme Court of the Australian Capital Territory of the sum of Ten thousand dollars.
Sealed with our seals this day of , 19 The condition of this obligation is such that if the said*
shall duly fulfil his duties as an official liquidator under the Companies Ordinance, then this obligation shall be void and of no effect; otherwise this obligation shall remain in full force and effect.
Signed, sealed and delivered by
the above-named* in the presence of:
The common seal oft
Limited, the above-named surety, was hereunto affixed in the presence of:
* Insert full name of official liquidator,
Insert name of surety corporation.
and
(n) by inserting after Form 90A the following form:—
FORM 90B
AUSTRALIAN CAPITAL TERRITORY
Companies Ordinance Section 364 (3)
STATUTORY DECLARATION IN RESPECT OF DISPOSAL OF SHARES OF
SHAREHOLDERS WHOSE WHEREABOUTS IS U N K N O W N . LIMITED.
I,
of
do hereby solemnly and sincerely declare
that—
1. I am* of Limited (hereinafter referred to as " the company ")
2. On the day of , 19 (hereinafter called "the
shareholder ") of was entered in the register of members as the holder of tshares/istock units
§numbered to of the company and has continued to remain so registered.
3. The whereabouts of the shareholder has been unknown to the company
for a period of not less than ten years.
4. The company has reasonable grounds for believing that the shareholder has not during that last-mentioned period resided at the adddress shown in the register as his address.
FORM 90B—continued
5. The company has, on each occasion during that last-mentioned period when it has sought to communicate with the shareholder, been unable after the exercise of reasonable diligence so to do.
6. The annexure marked with the letter " A " is a true copy of the advertise ment which the company caused to be published in ||
on the day of 1 9 . . . . , being a newspaper circulating in the place shown in the register of members
as the address of the shareholder.
And I make this solemn declaration by virtue of the Statutory Declarations
Act 1959-1966, and subject to the penalties provided by that Act for the making of false statements in declarations, conscientiously believing the statements contained in this declaration to be true in every particular.
Declared at
this day of , 19 Before me,
**
* Insert " the director " the secretary " or " the manager Insert number and class of shares or stock units,
Strike out whichever is inapplicable.
§ Strike out if inapplicable.
Insert name of daily newspaper in which advertisement published.
Signature of person making the declaration.
** Signature of person before whom the declaration is made,
Here insert title of person before whom the declaration is made.
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