Corporations Amendment Regulations 2005 (No. 4) (Cth)

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Corporations Amendment Regulations 2005 (No. 4)1

Select Legislative Instrument 2005 No. 160

I, PHILIP MICHAEL JEFFERY, Governor-General of the Commonwealth of Australia, acting with the advice of the Federal Executive Council, make the following Regulations under the Corporations Act 2001.

Dated 7 July 2005

P. M. JEFFERY

Governor-General

By His Excellency’s Command

CHRIS PEARCE

Parliamentary Secretary to the Treasurer

1Name of Regulations

These Regulations are the Corporations Amendment Regulations 2005 (No. 4).

2Commencement

These Regulations commence on the day after they are registered.

3Amendment of Corporations Regulations 2001

Schedule 1 amends the Corporations Regulations 2001.

Schedule 1Amendments

(regulation 3)

[1]After regulation 2M.6.03

insert

2M.6.04Annual financial reports — listed companies

The operation of Chapter 2M of the Act in relation to annual financial reports for listed companies is modified in accordance with Schedule 5B.

[2]After Schedule 5A

insert

Schedule 5BAnnual financial reports — listed companies

(regulation 2M.6.04)

1Definitions for Schedule 5B

In this Schedule:

AASB 1046 means accounting standard AASB 1046 Director and Executive Disclosures by Disclosing Entities, as in force from time to time.

annual directors’ report means an annual directors’ report prepared under Chapter 2M of the Act.

annual financial report means an annual financial report prepared under Chapter 2M of the Act.

2Application of Schedule 5B

This Schedule applies to an annual financial report for a financial year that ends on or after 30 June 2005.

3Modification of Chapter 2M of the Act

The annual financial report for a listed company for a financial year does not have to contain information about the remuneration of directors and executives that is contained in the annual directors’ report for the listed company for the financial year if:

  1. (a)

    the information that is contained in the annual directors’ report is the information required by AASB 1046; and

  2. (b)

    the requirements set out in clause 4 are met.

4Requirements for information about remuneration

The requirements for information about remuneration in the annual directors’ report are as follows:

  1. (a)

    the information must be contained in the annual directors’ report under the heading ‘Remuneration report’;

  2. (b)

    the information must relate to each person who, at any time during the financial year, held:

    1. (i)

      a position in the company mentioned in paragraph 300A (1) (c) of the Act; or

    2. (ii)

      a position in the company as a specified executive within the meaning of AASB 1046;

  3. (c)

    the auditor who conducts an audit of the company’s annual financial report under section 307 of the Act must form an opinion whether the information required by AASB 1046 that is contained in the annual directors’ report complies with AASB 1046 and include a report of the opinion with the report on that audit under section 308 of the Act;

  4. (d)

    the information must include, in relation to each person mentioned in paragraph (b):

    1. (i)

      the person’s name; and

    2. (ii)

      each position covered by paragraph (b) that was held by the person during the financial year; and

    3. (iii)

      for any position the person held for less than the whole financial year:

      1. (A)

        the date on which the person started to hold the position; and

      2. (B)

        the date on which the person ceased holding the position; and

    4. (iv)

      for each bonus or grant mentioned in paragraph 7.5 of AASB 1046:

      1. (A)

        the percentage of the bonus or grant that was paid to the person, or that vested in the person, in the financial year; and

      2. (B)

        the percentage of the bonus or grant that was forfeited by the person in the financial year because the person did not meet the service and performance criteria for the bonus or grant; and

      3. (C)

        the financial years, after the financial year to which the information relates, for which the bonus or grant will be payable if the person meets the service and performance criteria for the bonus or grant; and

      4. (D)

        estimates of the maximum and minimum possible total value of the bonus or grant for financial years after the financial year to which the information relates, measured in accordance with section 6 of AASB 1046; and

    5. (v)

      for any position the person started to hold during the financial year — details of payments (if any) made to the person before the person started to hold the position, as part of the consideration for the person agreeing to hold the position, including the monetary value of the payment and the date of payment.

Note

1. All legislative instruments and compilations are registered on the Federal Register of Legislative Instruments kept under the Legislative Instruments Act 2003. See

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