Corporations Regulations 2001 (Cth)
made under the
This compilation is in 7 volumes
Volume 2: regulations 7.1.04–7.6.08E
Volume 3: regulations 7.7.01–8B.5.20
Volume 4: regulations 9.1.01–12.9.03
Volume 5: Schedules 1, 2 and 2A
Volume 6: Schedules 3–13
Volume 7: Endnotes
Each volume has its own contents
This is a compilation of the
The notes at the end of this compilation (the
The effect of uncommenced amendments is not shown in the text of the compiled law. The details of amendments made up to, but not commenced at, the compilation date are underlined in the endnotes. Any uncommenced amendments affecting the law are accessible on the Register (
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.
For more information about any editorial changes made in this compilation, see the endnotes.
The
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. Any modifications affecting the law are accessible on the Register.
If a provision of the compiled law has been repealed in accordance with a provision of the law, details are included in the endnotes.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
These Regulations are made under the
These Regulations are the
Corporations Regulations 2001 .
Note: A number of expressions used in these Regulations are defined in the Act, including the following:
(a) financial product;
(b) financial service;
(c) managed investment scheme;
(d) superannuation entity;
(e) trustee.
(1) In these Regulations:
ACH means Australian Clearing House Pty Limited.
Act means theCorporations Act 2001 .
agent means a person appointed under subsection 601CG(1) of the Act.
approved foreign bank :
(a) in relation to a participant of a licensed market, means a bank:
(i) established by or under the law of a foreign country; and
(ii) in relation to which there is in force an approval given by the market licensee in accordance with its operating rules or by ASIC under the market integrity rules; and
(b) in relation to a financial services licensee other than a participant of a licensed market, means a bank:
(i) regulated by an overseas regulator; and
(ii) in relation to which there is in force an approval given by ASIC for the purposes of this definition.
approved form , in relation to a provision of the Act or of these Regulations, means the form that is approved under paragraph 350(1)(b) of the Act for use for that provision.
associated provisions , in relation to provisions (thecore provisions ) of the relevant old legislation as in force at a particular time, include (but are not limited to):
(a) any regulations or other instruments that are or were in force for the purposes of any of the core provisions at that time; and
(b) any interpretation provisions that apply or applied in relation to any of the core provisions at that time (whether or not they also apply or applied for other purposes); and
(c) any provisions relating to liability (civil or criminal) that apply or applied in relation to any of the core provisions at that time (whether or not they also apply or applied for other purposes); and
(d) any provisions that limit or limited, or that otherwise affect or affected, the operation of any of the core provisions at that time (whether or not they also limit or limited, or affect or affected, the operation of other provisions).
ASTC means ASX Settlement and Transfer Corporation Pty Limited.
ASTC certificate cancellation provisions means the provisions of the ASTC operating rules that deal with:
(a) the cancellation of certificates or other documents of title to Division 4 financial products; and
(b) matters incidental to the cancellation of those certificates or documents.
ASTC‑regulated transfer means a transfer of a Division 4 financial product:
(a) within the meaning of:
(i) Division 4 of Part 7.11 of the Act; and
(ii) regulations relating to transfer made for sections 1074A and 1074E of the Act; and
(b) that is effected through ASTC; and
(c) that, according to the ASTC operating rules, is an ASTC‑regulated transfer.
benefit fund has the meaning given by section 16B of theLife Insurance Act 1995 .
building society has the same meaning as in section 16 of the RSA Act.
capital guaranteed , for a superannuation product or an RSA, means that the contributions and accumulated earnings may not be reduced by a negative investment return or a reduction in the value of an asset in which the product is invested.
capital guaranteed fund means a public offer superannuation fund, or a sub‑fund of a public offer superannuation fund, that has the following characteristics:
(a) its investments comprise 1 or more of the following only:
(i) deposits with an ADI;
(ii) investments in a capital guaranteed superannuation product or RSA;
(b) the contributions and accumulated earnings of its members cannot be reduced by negative investment returns (within the meaning of subregulation 5.01(1) of the SIS Regulations) or by any reduction in the value of its assets.
capital guaranteed member means a member whose interest in a public offer superannuation fund is fully invested in a capital guaranteed fund.
carbon abatement contract has the same meaning as in theCarbon Credits (Carbon Farming Initiative) Act 2011 .
cash management trust interest means an interest that:
(a) is an interest in a registered scheme or a notified foreign passport fund; and
(b) relates to an undertaking of the kind commonly known as a cash management trust.
client money reporting infringement notice : see regulation 7.8.05A.
client money reporting infringement notice period : see regulation 7.8.05A.
CPI means the Consumer Price Index number (being the weighted average of the 8 capital cities) published by the Australian Bureau of Statistics.
Division 3 asset means:
(a) shares mentioned in paragraph 1073A(1)(a) of the Act; or
(b) debentures mentioned in paragraph 1073A(1)(b) of the Act; or
(c) interests in a registered scheme mentioned in paragraph 1073A(1)(c) of the Act; or
(ca) a CGS depository interest mentioned in paragraph 1073A(1)(da) of the Act; or
(d) securities mentioned in paragraph 1073A(1)(e) of the Act.
Division 3 rights means:
(a) rights mentioned in paragraph 1073A(1)(d) of the Act; and
(b) rights related to securities mentioned in paragraph 1073A(1)(e) of the Act.
Division 3 securities means Division 3 assets and Division 3 rights.
Division 4 financial product has the meaning given by regulation 7.11.03.
enduring power of attorney means an enduring power of attorney that complies with a law of a State or Territory.
Exchange body means:
(a) Australian Stock Exchange Limited; or
(b) a subsidiary of Australian Stock Exchange Limited.
financial business means a business that:
(a) consists of, or includes, the provision of financial services; or
(b) relates wholly or partly to the provision of financial services.
form means an approved form or a prescribed form.
friendly society has the meaning given by section 16C of theLife Insurance Act 1995 .
friendly society funeral product : see subregulation 7.6.01(7).
FSR commencement means the commencement of item 1 of Schedule 1 to theFinancial Services Reform Act 2001 .
funeral services entity : see subregulation 7.6.01(7).
generic MySuper product : a class of beneficial interest in a superannuation entity is ageneric MySuper product if:
(a) the superannuation entity is a regulated superannuation fund; and
(b) the RSE licensee of the fund is authorised to offer that class of beneficial interest in the fund as a MySuper product under section 29T of the SIS Act; and
(c) the RSE licensee of the fund is not authorised to offer that class of beneficial interest in the fund as a MySuper product because section 29TA or 29TB of the SIS Act is satisfied in relation to the class.
income stream financial product means an annuity or other facility that is a financial product which provides an income stream, including:
(a) an income stream that is an investment life insurance product; or
(b) an income designated under section 9 of the
Social Security Act 1991 or section 5H of theVeterans’ Entitlements Act 1986 ;but does not include any of the following:
(c) a financial product under paragraph 764A(1)(ba) of the Act;
(d) anything that is not a financial product under section 765A of the Act;
(e) available money;
(f) deposit money;
(g) a managed investment product;
(ga) a foreign passport fund product;
(h) a security;
(i) a loan that has not been repaid in full;
(j) gold, silver or platinum bullion.
Note: In accordance with subsections 761G(6) and (7) of the Act, superannuation products and RSAs are not income stream financial products.
investment‑based financial product means:
(a) a financial product under section 763B of the Act; or
(b) a financial product under paragraph 764A(1)(ba), (bb) or (j) of the Act; or
(c) a financial product under paragraph 764A(1)(m) of the Act that is specified to be an investment‑based financial product; or
(d) a security; or
(e) a managed investment product; or
(f) an investment life insurance product; or
(g) a deposit product; or
(ga) a carbon unit;
(gb) an Australian carbon credit unit;
(gc) an eligible international emissions unit;
but does not include any of the following:
(h) anything that is not a financial product under section 765A of the Act;
(i) an income stream financial product.
Note: In accordance with subsections 761G(6) and (7) of the Act, superannuation products and RSAs are not income stream financial products.
Lloyd’s has the same meaning as in theInsurance Act 1973 .
medical indemnity insurance product means an arrangement:
(a) under which medical indemnity cover is provided to:
(i) a medical practitioner as defined in section 4 of the
Medical Indemnity (Prudential Supervision and Product Standards) Act 2003 ; or(ii) a registered health professional prescribed by regulations made under the
Medical Indemnity (Prudential Supervision and Product Standards) Act 2003 for the purposes of a provision of Part 3 of that Act; and(b) to which the
Medical Indemnity (Prudential Supervision and Product Standards) Act 2003 applies.
minor fee , for a standard margin lending facility, means a fee or cost for the facility that:
(a) does not relate to the ordinary acquisition, operation or closure of the facility; and
(b) is less than $10.
NFPFRN : seeNotified Foreign Passport Fund Registration Number .
non‑cash payment financial product means a financial product under section 763D of the Act, other than:
(a) a derivative; or
(b) a financial product under paragraph 764A(1)(k) of the Act; or
(c) anything that is not a financial product under section 765A of the Act.
non‑Division 3 securities means financial products to which Division 3 or 4 of Part 7.11 of the Act applies because of a declaration made by ASIC under paragraph 1075A(1)(b) of the Act.
Notified Foreign Passport Fund Registration Number orNFPFRN , for a notified foreign passport fund, is the unique registration code allocated to the fund by the home regulator for the fund.
old Corporations Act means theCorporations Act 2001 as in force immediately before the FSR commencement.
policy committee has the same meaning as in the SIS Act.
pre‑FSR securities means securities defined in subsection 92(3) of the old Corporations Act.
preserved benefits means preserved benefits under:
(a) Subdivision 6.1.2 of the SIS Regulations; or
(b) Subdivision 4.1.2 of the RSA Regulations.
proper ASTC transfer means:
(a) an ASTC‑regulated transfer of a Division 4 financial product effected:
(i) through the prescribed CS facility operated by the ASTC; and
(ii) in accordance with the operating rules of the ASTC; and
(b) an ASTC‑regulated transfer that the ASTC, in accordance with its operating rules, determines:
(i) to comply substantially with the applicable provisions of those operating rules; and
(ii) to be taken to be, and always to have been, a proper ASTC transfer.
public offer entity has the same meaning as in the SIS Act.
public offer superannuation fund has the same meaning as in the SIS Act.
qualifying gas exchange product means an arrangement for the physical delivery of natural gas or related goods or services, including pipeline capacity.
qualifying gas trading exchange means a facility:
(a) established by the Australian Energy Market Operator Limited (ACN 072 010 327) exercising its functions under subsection 91BRK(1) of the
National Gas Law set out in the Schedule to theNational Gas (South Australia) Act 2008 (SA); and(b) through which persons may elect to buy and sell natural gas or related goods or services (including pipeline capacity).
quarter day means 31 March, 30 June, 30 September or 31 December.
recipient :
(a) in relation to an infringement notice given under regulation 7.2A.04, has the meaning given by regulation 7.2A.03; and
(b) in relation to a client money reporting infringement notice, has the meaning given by regulation 7.8.05A; and
(c) in relation to an infringement notice given under regulation 7.5A.104, has the meaning given by regulation 7.5A.103.
registration number means:
(a) for a company—the number allotted to the company under paragraph 118(1)(a) or 601BD(1)(a) of the Act; or
(b) for a registered body—the number allotted to it under section 601CB or 601CE of the Act; or
(c) for an auditor—the number allotted to a person on registration of that person as an auditor.
restricted non‑preserved benefits means restricted non‑preserved benefits under:
(a) Subdivision 6.1.3 of the SIS Regulations; or
(b) Subdivision 4.1.3 of the RSA Regulations.
risk‑based financial product means:
(a) a financial product that is a facility through which, or through the acquisition of which, a person manages financial risk; or
(b) a life risk insurance product;
but does not include any of the following:
(c) a derivative;
(d) anything that is not a financial product under section 765A of the Act.
Note: In accordance with subsections 761G(5) and (7) of the Act, general insurance products are not risk‑based financial products.
RSA Act means theRetirement Savings Accounts Act 1997 .
RSA Regulations means theRetirement Savings Accounts Regulations 1997 .
settlement documents , in relation to a transaction, means:
(a) if the agreement for the transaction has not been discharged—documents the supply of which in accordance with the agreement is sufficient to discharge the obligations of the seller under the agreement, in so far as the obligations relate to the supply of documents in connection with the transaction; or
(b) if the agreement for the transaction has been discharged, whether by performance or otherwise—documents the supply of which in accordance with the agreement would, if the agreement had not been discharged, be sufficient to discharge the obligations of the seller under the agreement, in so far as the obligations relate to the supply of documents in connection with the transaction.
simple managed investment scheme means a registered scheme (other than a passport fund) which is or was offered because it meets 1 of the following requirements:
(a) the scheme invests at least 80% of its assets in money in an account with a bank on the basis that the money is available for withdrawal:
(i) immediately during the bank’s normal business hours; or
(ii) at the end of a fixed‑term period that does not exceed 3 months;
(b) the scheme invests at least 80% of its assets in money on deposit with a bank on the basis that the money is available for withdrawal:
(i) immediately during the bank’s normal business hours; or
(ii) at the end of a fixed‑term period that does not exceed 3 months;
(c) the scheme invests at least 80% of its assets under 1 or more arrangements by which the responsible entity of the scheme can reasonably expect to realise the investment, at the market value of the assets, within 10 days.
simple sub‑fund product means a security in a retail CCIV that is, or was, offered because the security is referable to a sub‑fund of the CCIV (other than a passport fund) that meets one of the following requirements:
(a) the CCIV, in respect of the sub‑fund, invests at least 80% of the assets of the sub‑fund in money in an account with a bank on the basis that the money is available for withdrawal:
(i) immediately during the bank’s normal business hours; or
(ii) at the end of a fixed‑term period that does not exceed 3 months;
(b) the CCIV, in respect of the sub‑fund, invests at least 80% of the assets of the sub‑fund in money on deposit with a bank on the basis that the money is available for withdrawal:
(i) immediately during the bank’s normal business hours; or
(ii) at the end of a fixed‑term period that does not exceed 3 months;
(c) the CCIV, in respect of the sub‑fund, invests at least 80% of the assets of the sub‑fund under one or more arrangements by which the corporate director of the CCIV can reasonably expect to realise the investment, at the market value of the assets, within 10 days.
SIS Act means theSuperannuation Industry (Supervision) Act 1993 .
SIS Regulations means theSuperannuation Industry (Supervision) Regulations 1994 .
sub‑plan , in relation to a regulated superannuation fund, means a segment of the fund comprising a member or members of the fund, being a sub‑plan that the trustee determines should be made.
successor fund has the same meaning as in the SIS Regulations.
superannuation interest has the same meaning as in the SIS Act.
superannuation lump sum has the meaning given by subsection 995‑1(1) of theIncome Tax Assessment Act 1997 .
superannuation scheme means a complying superannuation fund within the meaning of subsection 995‑1(1) of theIncome Tax Assessment Act 1997 .
superannuation‑sourced money means money in relation to which:
(a) the provider of a financial service knows that the money:
(i) will be paid to a person as a superannuation lump sum by the trustee of a regulated superannuation fund; or
(ii) has been paid as an eligible termination payment (within the meaning of these Regulations as in force immediately before 1 July 2007) or as a superannuation lump sum at any time during the previous 6 months; or
(b) the provider of the financial service ought reasonably to know that fact.
unauthorised foreign insurer has the same meaning as in theInsurance Regulations 2024 .
unrestricted non‑preserved benefits means unrestricted non‑preserved benefits under:
(a) Subdivision 6.1.4 of the SIS Regulations; or
(b) Subdivision 4.1.4 of the RSA Regulations.
warrant means:
(a) a derivative that is transferable; or
(b) a financial product that is transferable and that would, apart from the effect of paragraph 761D(3)(c) of the Act, be a derivative, and is excluded by that paragraph only because it is:
(i) a security mentioned in paragraph 92(5)(c) of the Act; or
(ii) a legal or equitable right or interest mentioned in subparagraph 764A(1)(b)(ii) of the Act; or
(iii) a legal or equitable right or interest mentioned in subparagraph 764A(1)(ba)(ii) of the Act; or
(iv) a legal or equitable right or interest mentioned in subparagraph 764A(1)(bb)(ii) of the Act.
(2) In these Regulations, a reference to a form by number is a reference to the form so numbered in Schedule 2.
(1) This regulation is made for the purposes of subparagraph (d)(ii) of the definition of
basic deposit product in section 9 of the Act.(2) The prior notice requirement for an ADI included in the class of ADIs specified in subregulation (3) is a period of not more than 7 days before a withdrawal or transfer of funds from a facility made available by the ADI.
(3) The class of ADIs is ADIs entitled under the
Banking Act 1959 to use any of the following expressions in relation to their financial business:
(a) credit union;
(b) credit society;
(c) credit co‑operative;
(d) building society.
For the purposes of the definition of
prescribed CS facility in section 9 of the Act, ASX Settlement and Transfer Corporation Pty Limited (also known as ‘ASTC’) is prescribed.
(1) For the purposes of paragraphs 45A(2)(a) and (3)(a) of the Act, the amount of $50 million is prescribed.
(2) For the purposes of paragraphs 45A(2)(b) and (3)(b) of the Act, the amount of $25 million is prescribed.
(3) For the purposes of paragraphs 45A(2)(c) and (3)(c) of the Act, the number 100 is prescribed.
(1) A form in Schedule 2 mentioned in an item in column 4 of Schedule 1 is prescribed for the provision of the Act, or of these Regulations, that is specified in the item in column 2.
Note: Under section 350 of the Act, a document that the Act requires to be lodged with ASIC in a prescribed form must:
(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and
(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.
(2) In a form, unless the contrary intention appears, a reference to a Chapter, Part, Division, section, subsection, paragraph or subparagraph is a reference to that Chapter, Part, Division, section, subsection, paragraph or subparagraph of the Act.
Documents lodged under the Act
(1) A document mentioned in the table under a provision of the Act mentioned in the table must be in the prescribed form.
1 | Notice of appointment to administer a compromise or arrangement | Subsection 415(1) |
2 | Notice that an order for the appointment of a receiver of property has been obtained or of the appointment of a receiver | Paragraph 427(1)(a) |
3 | Notice of the appointment of a person to enter into possession or take control of the property of a corporation | Paragraph 427(1A)(a) |
4 | Notice of entering into possession or taking control | Paragraph 427(1B)(a) |
5 | Notice that the person has ceased to be a controller | Paragraph 427(4)(a) |
6 | Written notice stating that a company is taken to have passed a resolution to wind up the company | Paragraph 446A(5)(a) |
7 | Notice of the appointment of an administrator | Paragraph 450A(1)(a) |
8 | Notice of failure to execute deed of company arrangement | Paragraph 450C(a) |
9 | Notice of termination of deed of company arrangement | Paragraph 450D(a) |
10 | Notice of filing of application to wind up a company | Paragraph 470(1)(a) |
11 | Notice of making of order to wind up a company | Paragraph 470(1)(b) |
12 | Notice of withdrawal or dismissal of application to wind up a company | Paragraph 470(1)(c) |
15 | Written notice disclaiming property | Subsection 568A(1) |
20 | A copy of the whole or a specified part of the register of members of a notified foreign passport fund | Subsection 1213P(4) |
Documents lodged under the Passport Rules
(2) If the Passport Rules for this jurisdiction contain a requirement to lodge a document with ASIC (however the lodgement is described), the document must be lodged with ASIC in the prescribed form.
Note 1: The requirement in the Passport Rules need not use the word “lodge”. For example, if the Passport Rules contain a requirement to notify ASIC of a matter or to provide a document to ASIC, this subregulation requires the notification or document to be in the prescribed form.
Note 2: Under section 350 of the Act, a document that the Act requires to be lodged with ASIC in a prescribed form must:
(a) if a form for the document is prescribed in these Regulations—be in that prescribed form; and
(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document—be in that approved form.
A document mentioned in an item in the table for a provision mentioned in the item must be lodged:
(a) with ASIC; and
(b) if the document is mentioned for subsection 430(1) of the Act—by a controller, within 7 days of the controller receiving a report under that subsection.
1 | Statement in writing in the prescribed form verifying a report about the affairs of a company | Subsection 430(1) or 475(1) or (2) |
2 | Report about the affairs of a company | Subsection 430(1) |
Note: Under section 350 of the Act, a document that the Act requires to be lodged with ASIC in a prescribed form must:
(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and
(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.
On 23 December 2004, forms for the documents mentioned in item 1 of the table are not prescribed in these Regulations.
A document mentioned in the table under a provision of the Act mentioned in the table must be in a form approved by ASIC (if a form has been approved).
3 | Notice of termination of deed of company arrangement | Paragraph 450D(b) |
Note: The documents mentioned in the table are not required to be lodged with ASIC under the Act, and are not documents to which section 350 of the Act applies.
A form must be completed in accordance with the directions and instructions specified in the form.
(1) If a form requires:
(a) the lodging of a document; or
(b) the giving of information:
(i) by completing the form in the prescribed manner; or
(ii) by supplying or completing another document;
the document or information is taken to be the document or information required for the provision of the Act or of these Regulations for which the form is approved under paragraph 350(1)(b) of the Act or included in Schedule 2.
(2) If the Act requires particulars to be provided by the giving of information in a form, the particulars included in the form are taken to be the particulars required:
(a) if the form is an approved form—for the provision of the Act for which the form is approved under paragraph 350(1)(b) of the Act; and
(b) if the form is a prescribed form—for the provision of the Act for which the form is included in Schedule 2.
(1) In this regulation:
annexure includes a document that is with a form.
(2) An annexure to a form must:
(a) have an identifying mark; and
(b) be endorsed with the words:
‘This is the annexure of (
insert the number of pages ) pages marked (insert an identifying mark ) mentioned in the (insert a description of the form ) signed by (insert ‘me’or ‘us’) and dated (insert the date of signing )’; and
(c) be signed by each person signing the form to which the document is annexed.
(3) The pages in an annexure must be numbered consecutively.
(4) If a form has a document annexed, the following particulars of the annexure must be written on the form:
(a) the identifying mark; and
(b) the number of pages.
Unless ASIC otherwise approves, a document to be lodged must:
(a) be on white or light pastel colour paper:
(i) of international A4 size; and
(ii) of medium weight and good quality; and
(b) be clearly printed or written in black or dark blue in a manner that is permanent and will make possible a reproduction, by photographic, computerised or other electronic means that is satisfactory to ASIC; and
(c) not be a carbon copy or a copy reproduced by any spirit duplication method; and
(d) subject to paragraph (h), have margins of not less than 10 millimetres on all sides; and
(e) if it comprises 2 or more sheets, be fastened together securely in the top left‑hand corner; and
(f) for a document for a corporation, managed investment scheme or sub‑fund of a CCIV (the
subject )—display on the first page of the document or, if the document is a single sheet, on that sheet:
(i) the subject’s name; and
(ii) subject to regulation 7.6.03, the subject’s ACN, ARBN, ARSN or ARFN; and
(iii) subject to regulation 7.6.03, if the last 9 digits of the subject’s ABN are the same, and in the same order, as the last 9 digits of the subject’s ACN, ARBN, ARSN or ARFN—the subject’s ABN; and
(iv) if the subject is a managed investment scheme that is a notified foreign passport fund—the NFPFRN for the fund and any other unique number for the fund allocated to the fund by ASIC; and
(fa) for all documents—display on the first page of the document or, if the document is a single sheet, on that sheet:
(i) the title of the document; and
(ii) the section number of the Act under which the document is being lodged; and
(g) have the following information at the top left‑hand of the first sheet:
(i) registered agent number (if any); and
(ii) lodging party or agent name; and
(iii) address; and
(iv) telephone number; and
(v) facsimile number (if any); and
(vi) DX number and applicable suburb or city (if any); and
(h) at the top right‑hand of the first sheet, have a blank space that measures 35 millimetres from the top of the page and 65 millimetres from the right‑hand side of the page; and
(j) if the document is a form relating to a no liability company, be completed by inserting the words ‘No Liability’ in place of the word ‘Limited’; and
(k) in the case of an unlimited company, have the word ‘Limited’ omitted; and
(l) if the document contains maps or charts on which areas have been distinguished by colour, also distinguish those areas by hatching, numbering or lettering.
Note: In addition to the requirements in paragraph (f), if a managed investment scheme is also an Australian passport fund, all documents relating to the fund lodged with ASIC must also include the scheme’s APFRN: see section 1212B of the Act.
(1) A document lodged under subsection 319(1) of the Act for a financial year must be accompanied by the approved form setting out the following information:
(a) if the disclosing entity is a company (other than a retail CCIV):
(i) the ACN of the company or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ACN, the ABN of the company; and
(ii) the dates on which the financial year to which the document relates begins and ends; and
(iii) a statement of certification in accordance with regulation 1.0.16; or
(b) if the disclosing entity is a body (other than a company):
(i) the ARBN of the body or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ARBN, the ABN of the body; and
(ii) the dates on which the financial year to which the document relates begins and ends; and
(iii) a statement of certification in accordance with regulation 1.0.16; or
(c) if the disclosing entity is a registered scheme:
(i) the ARSN of the scheme or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ARSN, the ABN of the scheme; and
(ii) the dates on which the financial year to which the document relates begins and ends; and
(iii) the name of the responsible entity of the scheme and the name of the scheme; and
(iv) a statement of certification in accordance with regulation 1.0.16; or
(d) if the disclosing entity is a retail CCIV:
(i) the name of the sub‑fund of the CCIV in respect of which the document is lodged; and
(ii) the name of the corporate director of the CCIV; and
(iii) the ACN of the CCIV or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ACN, the ABN of the company; and
(iv) the ARFN of that sub‑fund of the CCIV or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ARFN, the ABN of that sub‑fund; and
(v) the dates on which the financial year to which the document relates begins and ends; and
(vi) a statement of certification in accordance with regulation 1.0.16; or
(e) if the disclosing entity is a registrable superannuation entity:
(i) the entity’s ABN; and
(ii) the dates on which the financial year to which the document relates begins and ends; and
(iii) the name of the entity and its RSE licensee; and
(iv) a statement of certification in accordance with regulation 1.0.16.
Note: Section 1232C of the Act extends section 292 of the Act to preparing annual financial reports and directors’ reports for sub‑funds of retail CCIVs, and applies Division 1 of Part 2M.3 of the Act accordingly.
(2) A document lodged by a notified foreign passport fund under subsection 319(1AA) of the Act for a financial year must be accompanied by the approved form setting out the following information:
(a) the NFPFRN for the fund and any other unique number for the fund allocated to the fund by ASIC;
(b) the name of the fund;
(c) the name and ARBN of the operator of the fund;
(d) the dates on which the financial year to which the document relates begins and ends;
(e) a statement of certification in accordance with regulation 1.0.16.
A document lodged under section 320 of the Act for a half‑year must be accompanied by the approved form setting out the following information:
(a) if the disclosing entity is a company (other than a retail CCIV):
(i) the ACN of the company or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ACN, the ABN of the company; and
(ii) the dates on which the half‑year to which the document relates begins and ends; and
(iii) a statement of certification in accordance with regulation 1.0.16; or
(b) if the disclosing entity is a body (other than a company):
(i) the ARBN of the body or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ARBN, the ABN of the body; and
(ii) the dates on which the half‑year to which the document relates begins and ends; and
(iii) a statement of certification in accordance with regulation 1.0.16; or
(c) if the disclosing entity is a registered scheme:
(i) the ARSN of the scheme or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ARSN, the ABN of the scheme; and
(ii) the dates of the beginning and end of the half‑years to which the document relates; and
(iii) the name of the responsible entity of the scheme and the name of the scheme; and
(iv) a statement of certification in accordance with regulation 1.0.16; or
(d) if the disclosing entity is a retail CCIV:
(i) the name of the sub‑fund of the CCIV in respect of which the document is lodged; and
(ii) the name of the corporate director of the CCIV; and
(iii) the ACN of the CCIV or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ACN, the ABN of the company; and
(iv) the ARFN of that sub‑fund of the CCIV or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ARFN, the ABN of that sub‑fund; and
(v) the dates on which the financial year to which the document relates begins and ends; and
(vi) a statement of certification in accordance with regulation 1.0.16.
Note: Section 1232F of the Act extends section 302 of the Act to preparing half‑year financial reports and directors’ reports for sub‑funds of retail CCIVs (if there are ED securities referable to the sub‑fund), and applies Division 2 of Part 2M.3 of the Act accordingly.
A document lodged under section 675 or 675A of the Act must be accompanied by Form 1003 setting out the following information:
(a) if the disclosing entity is a body:
(i) the ACN or ARBN of the body or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ACN or ARBN, the ABN of the body; and
(ii) a statement of certification in accordance with regulation 1.0.16; or
(b) if the disclosing entity is a registered scheme:
(i) the ARSN of the scheme or, if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ARSN, the ABN of the scheme; and
(ii) the name of the responsible entity of the scheme and the name of the scheme; and
(iii) a statement of certification in accordance with regulation 1.0.16.
Unless these Regulations state otherwise, a document relating to a corporation that is a proprietary company to which section 201F of the Act applies that does not have a director or secretary must be signed by the personal representative or trustee mentioned in that section.
A copy of a resolution lodged under subsection 136(5), 157(2), 162(3), 246F(3), 254H(4), 254N(2), 256C(3), 260B(7), 461(2), 506(1B), 507(11) or 510(1A) of the Act must be set out in, or annexed to, a notice in accordance with the approved form.
If:
(a) a document must be lodged; and
(b) the period within which the document must be lodged is not prescribed;
the document must be lodged:
(c) if paragraph (d) does not apply—within one month; or
(d) if the document is to be lodged by a foreign company and ASIC allows a further period because of special circumstances—that further period;
after the happening of the event to which the document relates.
If notice must be given under these Regulations of:
(a) the address of an office or a proposed office; or
(b) the address of a place of business;
of a corporation or a person, the notice must include:
(c) if applicable, the number of the room in which; and
(d) if applicable, the number of the floor or level on which; and
(e) the place in Australia in which;
the office or place of business is, or is to be, situated.
(1) An affidavit or statement in writing must be sworn or made, on behalf of a corporation, by a director or a secretary of the corporation.
(2) If an affidavit is sworn outside Australia, the affidavit is sufficient if it appears to be sworn in accordance with the requirements of the law of that place.
(1) A document relating to a corporation or registered scheme that is to be certified or verified must be certified or verified in the approved form and signed by:
(a) a director or secretary of the corporation, or of the responsible entity of the scheme, who resides in Australia or an external territory; or
(b) an agent of the corporation or entity or, if the agent is a company, a director or secretary of the company who resides in Australia or an external territory.
(2) Subregulation (1) does not apply to a document relating to a notified foreign passport fund.
(3) A document relating to a notified foreign passport fund that is to be certified or verified must be certified or verified in the approved form and signed by:
(a) a director or secretary of the operator of the fund; or
(b) the local agent for the operator of the fund; or
(c) if the local agent is a company—a director or secretary of that company.
(4) A document relating to a registrable superannuation entity that is to be certified or verified must be certified or verified in the approved form and signed by a director of the entity.
(1) A document that is signed in accordance with the rules of court is taken to have been signed in accordance with regulation 1.0.11.
(2) An affidavit or statement that is sworn or made in accordance with the rules of court is taken to have been sworn or made in accordance with regulation 1.0.15.
For section 53 of the Act, the following provisions of the Act are prescribed:
(a) section 657A;
(b) paragraphs 12(2)(b) and (c) of the Act.
A person who obtains an order of the Court under or for:
(e) subsection 484(1); or
(ea) paragraph 484(2)(c); or
(f) section 583; or
(g) section 585; or
(h) section 601ND; or
(j) section 1322;
of the Act, must lodge an office copy of the order with ASIC.
If an order or copy of an order of a court is lodged with ASIC, it must be accompanied by a cover page in Form 105 identifying the legislative provision or other law under which the order was made and the nature of the order.
For the purposes of subsection 5(9) of the Act, each of the external Territories is included in
this jurisdiction for the purposes of Chapter 7 of the Act (except Parts 7.2 to 7.5 and Part 7.11) in relation to:
(a) a superannuation product; and
(b) an RSA; and
(c) a financial service that relates to a superannuation product; and
(d) a financial service that relates to an RSA.
The amount specified in an item in column 3 of Schedule 4 is prescribed in relation to the matter specified in the item in column 2.
For paragraph 9B(2)(f) of the Act, a recommendation, or advice or information, provided in relation to one or more members of the key management personnel for a company by an employee of a company within the same consolidated entity, is not a remuneration recommendation.
For section 111AJ of the Act, the following securities are declared not to be ED securities:
(a) securities of a body that, under the listing rules of the Australian Stock Exchange Limited, is an exempt foreign entity; or
(b) securities that are quoted on Australian Bloodstock Exchange Limited.
(1) For section 111AS of the Act, a foreign company is exempt from the disclosing entity provisions in respect of ED securities under section 111AG of the Act if:
(a) the company issues the securities in connection with a foreign takeover bid or foreign scheme of arrangement; and
(b) the securities issued are, at the time of issue, securities in a class of securities quoted on an approved foreign exchange; and
(c) the terms and conditions of the issue to citizens and Australian permanent residents are the same as those applying to each other person receiving securities that are in the same class; and
(d) the same notices, documents or other information (or, where applicable, an English translation of these) (modified, if necessary, to include any additional information for the purposes of complying with Chapter 6D of the Act) are given to Australian citizens or permanent residents as are given to each other person; and
(e) the notices, documents and other information are given to Australian citizens and permanent residents at the same time, or as soon as practicable after, they are given to those other persons; and
(f) in relation to the issue—the company complies with all legislative and stock exchange requirements in the place in which is located:
(i) the approved foreign exchange; or
(ii) if more than one—the principal approved exchange;
on which the company’s securities are quoted.
(2) In this regulation:
approved foreign exchange includes:
(a) American Stock Exchange Inc.;
(b) New York Stock Exchange Inc.;
(c) New Zealand Stock Exchange;
(d) The Stock Exchange of Hong Kong Ltd;
(e) Stock Exchange of Singapore Limited;
(f) The Amsterdam Stock Exchange;
(g) the Frankfurt Stock Exchange;
(h) The International Stock Exchange of the United Kingdom and the Republic of Ireland Limited;
(i) the Milan Stock Exchange;
(j) the NASDAQ National Market;
(k) the Paris Bourse;
(l) the Tokyo Stock Exchange;
(m) the Toronto Stock Exchange;
(n) the Zurich Stock Exchange.
foreign scheme of arrangement means a compromise or arrangement that is subject to court approval under subsection 411(6) of the Act, between:
(a) a foreign company and a class of its creditors; or
(b) a foreign company and a class of its members.
foreign takeover bid means a bid to acquire some or all of the securities of:
(a) all holders of a class of securities of a foreign company; or
(b) all holders of those securities except the bidder or the bidder and associates of the bidder.
(1) For section 111AS of the Act, a foreign company is exempt from the disclosing entity provisions in respect of an offer of shares in the company for issue or sale:
(a) that is made to employees of the company, or of an associated body corporate, under an employee share scheme; and
(b) in relation to which a disclosure document is lodged with ASIC.
(2) Subregulation (1) is not affected by any action of an employee, the result of which is that another person who is not an employee acquires an interest in a share issued under the employee share scheme.
(3) For this regulation:
(a) an
employee share scheme is a scheme under which a company offers for issue or sale shares (or options over issued shares) in the company only to a person who is a full‑time or part‑time director or employee of the company or of an associated body corporate when the offer is made; and(b) a body corporate is an
associated body corporate in relation to a foreign company if:
(i) the body corporate is related to the company within the meaning of section 50 of the Act; or
(ii) the body corporate is entitled to at least 20% of the voting shares of the company; or
(iii) the company is entitled to at least 20% of the voting shares of the body corporate.
(1) For paragraph 115(1)(b) of the Act, the number prescribed for a kind of partnership or association is the number specified in the following table for that kind of partnership or association:
1 |
| 50 |
2 | Architects, pharmaceutical chemists or veterinary surgeons | 100 |
3 | Legal practitioners | 400 |
4 | Accountants | 1 000 |
(2) For paragraph (b) of item 1 of the table in subregulation (1), the partnership or association is one that:
(a) has as its primary purpose collaborative scientific research; and
(b) includes as members:
(i) at least 1 university; and
(ii) at least 1 private sector participant;
whether or not it also includes government agencies or publicly funded research bodies.
(3) In subregulation (2):
private sector participant means an entity that obtains the majority of its revenue from sources other than Commonwealth, State or Territory appropriations.
(1) An application to ASIC for a change in the State or Territory in this jurisdiction in which a company is taken to be registered must be approved by a special resolution of the company.
(2) A copy of the special resolution must be given to ASIC within 14 days after the day on which it is passed.
(1) Within 28 days after the passing of a special resolution approving an application for a change in the State or Territory in this jurisdiction in which a company is taken to be registered, a member, or members, of the company having at least 10% of the votes capable of being cast on the special resolution may apply in writing to the Court to have the resolution set aside.
(2) A member may, with the written consent of other members mentioned in subregulation (1), apply on their behalf to the Court under that subregulation.
(3) The Court may order the special resolution to be set aside if the Court is satisfied that it would unfairly prejudice the applicant or applicants if the State or Territory in which the company is taken to be registered were changed in accordance with the resolution.
(4) The company must give ASIC a copy of the Court order within 14 days after the day on which it is made.
(1) A company may, in accordance with a special resolution of the company, apply to ASIC for a change in the State or Territory in this jurisdiction in which the company is taken to be registered.
(2) The application must be in accordance with the approved form.
(1) On application under regulation 2A.2.03, ASIC must alter the details of the company’s registration to show the change in the State or Territory in this jurisdiction in which the company is taken to be registered if:
(a) the company has passed a special resolution approving the application for the change; and
(b) the Court has not made an order setting aside the special resolution; and
(c) the relevant Minister of the State or Territory in which the company is taken to be registered has approved the change under subparagraph 119A(3)(a)(i) of the Act; and
(d) ASIC is not aware of any other reason why the change should not be made.
(2) ASIC must not alter details of the company’s registration until 28 days after the day on which the application was made.
(3) ASIC must give the company a new certificate of registration after it alters details of the company’s registration.
(1) For paragraphs 147(1)(a) and (b) of the Act, the rules for ascertaining whether a name is identical with another name are the rules set out in Part 1 of Schedule 6.
(2) For paragraph 147(1)(c) of the Act, a name is unacceptable for registration under the regulations if it is unacceptable under the rules set out in Part 2 of Schedule 6.
(1) This regulation applies to a name if:
(a) the name:
(i) is the subject of an application for registration of a name under section 117 of the Act; or
(ii) is the subject of an application for reservation of a name under section 152 of that Act; or
(iii) for an application for a change of name under section 157 of the Act—is the name to which the previous name is to be changed; and
(b) the name is, uses or includes:
(i) letters, or a word or expression, specified in column 2 of an item in Part 4 or 5 of Schedule 6; or
(ii) other letters, or another word or expression (whether or not in English), that is of like import to the letters, word or expression specified in the item.
(2) In paragraph (1)(b), a reference to letters, a word or an expression being used includes a reference to the letters, word or expression being used:
(a) as part of another word or expression; or
(b) in combination with other words or letters, or other symbols.
(3) However, this regulation does not apply to use of the letters ADI as part of another word.
Example: The letters
adi appear in the wordtraditional . This regulation does not apply to use of the wordtraditional .(4) If an item in Part 4 of Schedule 6 applies in relation to the name, the application must be accompanied by the written consent of the Minister who is specified in the item.
(5) If an item in Part 5 of Schedule 6 applies in relation to the name, the application must be accompanied by the written consent of the public authority, instrumentality or agency that is specified in the item.
(1) For the purposes of subsections 5H(5) and 5I(1) of the Act, subsection 148(2) of the Act does not apply in relation to Westpac Banking Corporation (ABN 33 007 457 141).
(2) For the purposes of subsection 5I(1) of the Act, the
Westpac Banking Corporation (Transfer of Incorporation) Act 2000 (NSW) is the specified law.
For section 155 of the Act, the exemptions provided for in Schedule 7 apply in relation to the requirements of subsection 153(2) of the Act.
A notice to be lodged under subsection 172(2) of the Act must be in a form approved by ASIC (if a form has been approved).
For subsection 173(3) of the Act, a copy of a register must be provided as a delimited text file:
(a) produced by a commercially available spreadsheet or database application; and
(b) copied onto a CD‑ROM or a USB portable memory device.
For paragraph 173(3A)(b) of the Act, the following purposes are prescribed:
(a) soliciting a donation from a member of a company;
(b) soliciting a member of a company by a person who is authorised to assume or use the word stockbroker or sharebroker in accordance with section 923B of the Act;
(c) gathering information about the personal wealth of a member of a company;
(d) making an offer that satisfies paragraphs 1019D(1)(a) to (d) of the Act;
(e) making an invitation that, were it an offer to purchase a financial product, would be an offer that satisfies paragraphs 1019D(1)(a) to (d) of the Act.
Note: See subsection 1019D(1) of the Act for a description of unsolicited offers to purchase financial products off‑market.
For paragraph 173(3A)(c) of the Act, the information that must be contained in an application is the name and address of the applicant.
Note: An application must also state the purpose for accessing a copy of a register—see subsection 173(3A) of the Act.
(1) This regulation applies if a body corporate mentioned in regulation 12.8.02 has failed to give a person a copy of the part of the register of members of the body who hold member shares:
(a) within 28 days after the person’s request for a copy; or
(b) if a longer period has been allowed by ASIC—within the longer period.
(2) If the person:
(a) makes a statutory declaration that the person intends to use information that is contained in that part of the register:
(i) for the purpose of contacting members of the body, or sending material to members of the body, for a purpose mentioned in subsection 177(1A) of the Act; and
(ii) in a way that does not contravene that subsection or another law; and
(b) gives the statutory declaration to the body corporate; and
(c) pays the reasonable costs of contacting the members, or sending material to the members;
the body corporate must do everything that is reasonably possible to arrange for the members to be contacted, or for the material to be sent to the members, on the person’s behalf by a third party service provider nominated by the body corporate.
(3) If the body corporate believes on reasonable grounds that the person intends to use information that is contained in that part of the register:
(a) for a purpose that is not in accordance with subparagraph (2)(a)(i); or
(b) in a way that is not in accordance with subparagraph (2)(a)(ii);
the body corporate is not required to arrange for the members to be contacted or for the material to be sent to the members on the person’s behalf, and may terminate any existing arrangement.
(4) The arrangements made by the body corporate must ensure that, to the extent reasonably possible:
(a) the details, from the register of members, of each member to whom material is to be sent, or with whom contact is to be made, will be provided to the third party service provider within 14 days after the person pays the costs mentioned in subregulation (2); and
(b) a copy of any material that is to be sent to a member will be provided to the third party service provider within 28 days after the person provides the material to the body corporate; and
(c) if material is not to be sent to a member—written details of the contact that is to be made with a member must be provided to the third party service provider within 28 days after the person provides the written details to the body corporate; and
(d) for any material that is to be sent to a member—the material will be sent to the member within 14 days after the body corporate provides the material to the third party service provider; and
(e) if material is not to be sent to a member—contact will be made with the member within 14 days after the body corporate provides, to the third party service provider, the written details of the contact that is to be made with the member.
(5) An arrangement made under subregulation (2) must:
(a) allow for contact to be made, or material to be sent, for a period of 6 months after the period mentioned in subregulation (1); and
(b) require the person to pay the reasonable costs of contacting the members or sending material to the members to be paid on each occasion before the contact is made or the material is sent.
(6) A reference in subregulation (1) to the register of members of a body corporate who hold member shares includes a reference to:
(a) the register of members of a body corporate that is a company limited by guarantee; and
(b) the register of members of a body corporate limited by shares and guarantee, who do not hold shares in the body.
(1) For the definition of
base salary in section 9 of the Act, the matters specified in the following table are base salary.
1 | The components of a short‑term employee benefit that:
(c) are paid during the relevant period |
2 | A superannuation contribution that:
(b) is paid during the relevant period |
3 | A share‑based payment that:
(c) is paid during the relevant period |
4 | A liability or prospective liability to pay tax in respect of a fringe benefit taxable amount under:
(b) the that relates to the provision of a matter specified in item 1, 2 or 3 |
(2) For subregulation (1):
(a) if a person has held an office in relation to a company:
(i) throughout a period of more than 12 months; or
(ii) throughout a number of periods of more than 12 months in total;
the
relevant period for that person is the last 12 months of that period or the last 12 months of the total period; and
(b) if a person has held an office in relation to a company:
(i) throughout a period of 12 months or less; or
(ii) throughout a number of periods of 12 months or less in total;
the
relevant period for that person is that period or the total period.
(1) For paragraph 200AB(1)(e) of the Act, each of the following things is specified:
(a) any kind of pension, other than a pension paid from a superannuation fund or a superannuation annuity (whether it is paid from an Australian or a foreign fund);
(b) an amount paid as a voluntary out‑of‑court settlement in a matter relating to the termination of employment;
(c) a payment:
(i) that is made as part of a restrictive covenant, restraint‑of‑trade clause or non‑compete clause (however described); and
(ii) the value of which, when added to the value of all other payments (if any) already made or payable in connection with the person’s retirement from board or managerial offices in the company and related bodies corporate, exceeds the payment limit set by section 200G of the Act.
Note: Subsection 200AB(1) of the Act provides that a benefit includes specified things. Paragraph 200AB(1)(e) of the Act provides that a benefitincludes a thing specified in regulations. Things that are not specified in subsection 200AB(1) of the Act or subregulation (1) may also be benefits for the purposes of the Act.
(2) For subsection 200AB(2) of the Act, each of the following things is specified:
(a) a deferred bonus, including a benefit attributable to:
(i) the release of the deferred bonus from a restriction relating to death or incapacity; or
(ii) the investment of the deferred bonus; or
(iii) another change to the value of the deferred bonus;
(b) a payment from a defined benefits superannuation scheme that was in existence when this regulation commenced;
(c) a genuine superannuation contribution that is paid by an employer or employee on or after the commencement of this regulation;
(d) genuine accrued benefits that are payable under a law within the meaning of section 200H of the Act;
(e) a payment made under a requirement imposed by a law of another country;
(f) a reasonable payment that is made:
(i) in accordance with a policy of the company or body that applies to all employees; and
(ii) as a result of a genuine redundancy; and
(iii) having regard to the length of a person’s service in an office or position;
(g) a payment from a prescribed superannuation fund due to death or incapacity.
Example for paragraph (d): A payment of annual leave, long service leave or sick leave.
Note: Subsection 200AB(2) of the Act provides that a benefit does not include a thing specified in regulations. Things that are not specified in subregulation (2) may also not be benefits for the purposes of the Act.
(3) In this regulation:
deferred bonus includes an amount, or property, that:
(a) is earned by, accrued by or allocated to a person as remuneration in respect of a period of employment before the person’s retirement; and
(b) is not paid, provided or released to the person at the time at which it is earned, accrued or allocated.
prescribed superannuation fund has the meaning given by section 200B of the Act.
(1) For subsection 200A(1A) of the Act, each of the following circumstances is specified in relation to a benefit:
(a) circumstances in which the benefit is the automatic vesting of share‑based payments for a person on or as a result of retirement from an office or a position;
(b) circumstances in which the benefit is the accelerated vesting of share‑based payments for a person on or as a result of retirement from an office or a position; and
(c) circumstances in which the benefit is a payment made to a person in lieu of the giving of notice of termination.
Note: Subsection 200A(1A) of the Act provides that a benefit is given in connection with a person’s retirement from an office or a position if the benefit is given in circumstances specified in regulations.
(2) For paragraph 200F(1)(b) of the Act, a benefit requires shareholder approval:
(a) if it:
(i) is a deferred bonus under paragraph 2D.2.02(2)(a); and
(ii) is subject to automatic or accelerated vesting under subregulation (1); and
(iii) exceeds the payment limit set by section 200G of the Act; and
(b) if it is not a benefit attributable to the release of a deferred bonus from a restriction due to death or incapacity.
For section 206B of the Act, a foreign country, or part of a foreign country, mentioned in the following table is prescribed.
1 | New Zealand |
(1) For subsection 206J(3) of the Act, an arrangement in the following table is to be treated as an arrangement that has the effect of limiting the exposure of a member mentioned in subsection 206J(1) of the Act to the risk mentioned in that subsection.
1 | A put option on incentive remuneration |
2 | A short position on shares that forms part of incentive remuneration |
3 | An income protection insurance contract in which the insurable risk event affects the financial value of remuneration or equity or an equity‑related instrument for the key management personnel |
(2) For subsection 206J(3) of the Act, an arrangement in the following table is not to be treated as an arrangement that has the effect of limiting the exposure of a member mentioned in subsection 206J(1) of the Act to the risk mentioned in that subsection.
1 | An income protection insurance contract in which the insurable risk event is the death, incapacity or illness of any of the key management personnel |
2 | A foreign currency risk arrangement |
(3) In this regulation, a
short position is a position in relation to shares in a listed entity where the quantity of the shares that a person has is less than the quantity of the shares that the person has an obligation to deliver.(4) In subregulation (3), the person has the shares if:
(a) the person is holding the shares on the person’s own behalf; or
(b) another person is holding the shares on the person’s behalf; or
(c) the person has entered into an agreement to buy the shares but has not received the shares; or
(d) the person has vested title in the shares in a borrower, or in an entity nominated by the borrower, under a securities lending arrangement.
(5) In subregulation (3), the shares that the person has an obligation to deliver are the shares that the person:
(a) has an obligation to deliver under a sale agreement where the shares have not been delivered; or
(b) has an obligation to vest title in a lender under a securities lending arrangement; or
(c) has any other non‑contingent legal obligation to deliver.
For subsection 213(1) of the Act, $5 000 is prescribed.
(1) For subsection 250A(1) of the Act, an electronic authentication of an appointment of a proxy must include:
(a) a method of identifying the member; and
(b) an indication of the member’s approval of the information communicated.
(2) If a member appoints a proxy by e‑mail or Internet‑based voting:
(a) the member must be identified by personal details (for example, the member’s name, address and date of birth); and
(b) the member’s approval of the information communicated must be communicated by a form of security protection (for example, the entering of a confidential identification number such as a shareholder registration number or holder identification number).
For subsection 262(5) of the Act, each of the following laws is a prescribed law of a State or Territory:
NEW SOUTH WALES
Parts II and III of the Liens on Crops and Wool and Stock Mortgages Act 1898
Parts 2 and 3 (to the extent that Part 3 applies to agricultural goods mortgages) of the
Security Interests in Goods Act 2005
VICTORIA
Parts VII and VIII of the
Instruments Act 1958
QUEENSLAND
Part II (being provisions that apply in relation to registration of instruments that are stock mortgages, liens upon crops and liens on wool) and Part IV (other than section 24) of the
Bills of Sale and Other Instruments Act 1955
The Liens on Crops of Sugar Cane Act 1931
WESTERN AUSTRALIA
Sections 7 and 8 and Parts IX, X and XI of the
Bills of Sale Act 1899
SOUTH AUSTRALIA
Liens on Fruit Act, 1923
Stock Mortgages and Wool Liens Act, 1924
TASMANIA
Sections 36 of the
Bills of Sale Act 1900 S
tock, Wool and Crop Mortgages Act 1930
AUSTRALIAN CAPITAL TERRITORY
Parts IV and V of the
Instruments Act 1933 .
For paragraph 265(5)(b) of the Act, the period in which a certificate to the effect set out in paragraph 265(4)(b) of the Act must be produced to ASIC is 90 days after the notice is lodged.
For paragraphs 273A(4)(b), 273B(3)(b) and 273C(3)(b) of the Act the following law is a specified law of a State or Territory:
NEW SOUTH WALES
Security Interests in Goods Act 2005
(1) For subsection 283BCA(2) of the Act, ASIC must enter the following details in the register in relation to a trustee for debenture holders:
(a) the name and address of the trustee;
(b) either:
(i) if the trustee has an ACN—the trustee’s ACN; or
(ii) the trustee’s ABN;
(c) the name and address of the borrower who appointed the trustee;
(d) the name of the trust for which the trustee has been appointed to act;
(e) the day the trust deed was executed.
(2) If ASIC receives a notice from a borrower under subsection 283BC(2) of the Act that the trustee has revoked the trust deed, it must amend the register by removing the details entered on the register in relation to the trustee.
(1) For paragraph 295(3)(a) of the Act, if paragraph 295(2)(b) of the Act applies to a parent entity, the following disclosures are required in the notes to the financial statements of the consolidated entity:
(a) current assets of the parent entity;
(b) total assets of the parent entity;
(c) current liabilities of the parent entity;
(d) total liabilities of the parent entity;
(e) shareholders’ equity in the parent entity separately showing issued capital and each reserve;
(f) profit or loss of the parent entity;
(g) total comprehensive income of the parent company;
(h) details of any guarantees entered into by the parent entity in relation to the debts of its subsidiaries;
(i) details of any contingent liabilities of the parent entity;
(j) details of any contractual commitments by the parent entity for the acquisition of property, plant or equipment;
(k) comparative information for the previous period for each of paragraphs (a) to (j).
(2) The disclosures in subregulation (1) must be calculated in accordance with accounting standards in force in the financial year to which the disclosure relates.
(3) In this regulation:
parent entity means a company, registered scheme, registrable superannuation entity or disclosing entity that is required by the accounting standards to prepare financial statements in relation to a consolidated entity.
(1) For paragraph 300A(1)(c) of the Act, the details set out in the table relating to a person are prescribed.
1 | The person’s name | ||
2 | Each position held by the person in the financial year | ||
3 | If the person has held a position mentioned in item 2 for less than the whole financial year |
| |
4 | If there has been a change in the chief executive officer or a director of the entity during the period:
|
(b) The position involved (c) The date on which the change occurred | |
5 | If a person (other than a director or chief executive officer) has retired during the period:
| (a) The person’s name (b) The position involved (c) The date on which the retirement took effect | |
6 | Note: See subregulation (2). | The person’s short‑term employee benefits, divided into at least the following components:
(c) non‑monetary benefits; (d) other short‑term employee benefits | |
7 | Note: See subregulation (2). | The person’s post‑employment benefits, divided into at least the following components: (a) pension and superannuation benefits; (b) other post‑employment benefits | |
8 | Note: See subregulation (2). | The person’s long‑term employee benefits other than benefits mentioned in items 6 and 7, separately identifying any amount attributable to a long‑term incentive plan | |
9 | Note: See subregulation (2). | The person’s termination benefits | |
10 | For any position the person started to hold during the financial year | 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: (a) the monetary value of the payment; and (b) the date of the payment | |
11 | Note: See subregulation (2). | Share‑based payments made to the person, divided into at least the following components:
| |
| |||
12 | For each grant of a cash bonus, performance‑related bonus or share‑based payment compensation benefit made to a person, whether part of a specific contract for services or not | The terms and conditions of each grant affecting compensation in the reporting period or a future reporting period, including the following: (a) the grant date; (b) the nature of the compensation granted; | |
| |||
| |||
| |||
| |||
| |||
| |||
13 | For each contract for services between a person and the disclosing entity (or any of its subsidiaries) | Any further explanation that is necessary in addition to those prescribed in paragraph 300A(1)(ba) of the Act and item 12 to provide an understanding of: | |
| |||
| |||
14 | If the terms of share‑based payment transactions (including options or rights) granted as compensation to key management personnel have been altered or modified by the disclosing entity or any of its subsidiaries during the reporting period | (a) The date of the alteration
| |
| |||
(d) The new terms (e) The difference between:
| |||
| |||
15 | If options and rights over an equity instrument issued or issuable by the disclosing entity or any of its subsidiaries have been provided as compensation to a person during the reporting period Note: See subregulation (3). |
| |
| |||
| |||
| |||
16 | If an equity instrument that is issued or issuable by the disclosing entity or any of its subsidiaries has been provided as a result of the exercise during the reporting period of options and rights that have been granted as compensation to a person Note: See subregulation (3). | (a) The number of equity instruments
(c) The amount paid per instrument (d) The amount unpaid per instrument | |
17 | For an option or right over equity instruments:
| The number of each of the following:
| |
18 | For an equity instrument (other than an option or a right):
| ||
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am 2002 No 16
rep F2018L00515
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ad 2003 No 31
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Division 24A.............................
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Division 25................................
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Division 25B.............................
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am. 2002 No. 41
Division 26................................
rep F2018L00515
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rep F2018L00515
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rep. 2002 No. 16
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Division 29 of Part 10.2..............
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Division 30 of Part 10.2..............
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Division 32 of Part 10.2..............
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Division 33 of Part 10.2..............
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am F2018L01144
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Division 40................................
ad No 16, 2002
rep F2022L01627
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am No 126, 2002
rep F2022L01627
r 10.2.201A...............................
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rep F2022L01627
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Division 51 of Part 10.2..............
ad. 2003 No. 369
rep. 2005 No. 324
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rep. 2005 No. 324
Division 52 of Part 10.2..............
ad. 2004 No. 26
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Part 10.5....................................
ad No. 208, 2004
r 10.5.01....................................
ad No. 208, 2004
am No. 399, 2004; No. 126, 2004
Part 10.14 heading......................
rep No 193, 2011
Part 10.15 heading......................
ad No 193, 2011
r 10.14.01 heading......................
rep No 193, 2011
r 10.15.01 heading......................
ad No 193, 2011
r 10.14.02..................................
ad No 210, 2010
renum No 193, 2011
r 10.15.02 (prev r 10.14.02).........
renum No 193, 2011
r 10.14.03..................................
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renum No 193, 2011
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ad No 210, 2010
r. 10.15.06 (prev r 10.14.06)........
renum No 193, 2011
Part 10.18..................................
ad No 170, 2012
rep F2025L00307
r 10.18.01..................................
ad No 170, 2012
rep 1 July 2013 (r 10.18.01(3))
Part 10.19..................................
ad No 155, 2013
r 10.19.01..................................
ad No 155, 2013
Part 10.20..................................
ad No 3, 2015
rep F2017L00117
r 10.20.01..................................
ad No 3, 2015
rep F2017L00117
r 10.20.02..................................
ad No 3, 2015
rep F2017L00117
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rep F2017L00117
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rep F2017L00117
r 10.20.07..................................
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rep F2017L00117
r 10.20.08..................................
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rep F2017L00117
r 10.20.09..................................
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rep F2017L00117
r 10.20.10..................................
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rep F2017L00117
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r 10.20.12..................................
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rep F2017L00117
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rep F2017L00117
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rep F2017L00117
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rep F2017L00117
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rep F2017L00117
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ad No 3, 2015
rep F2017L00117
Part 10.21..................................
ad No 157, 2015
r 10.21.01..................................
ad No 157, 2015
Part 10.22..................................
ad No 135, 2015
r 10.22.01..................................
ad No 135, 2015
r 10.22.02..................................
ad No 135, 2015
Part 10.23..................................
ad F2016L00514
r 10.23.01..................................
ad F2016L00514
Part 10.24..................................
ad F2016L01657
r 10.24.01..................................
ad F2016L01657
Part 10.25..................................
ad F2016L01926
r 10.25.01..................................
ad F2016L01926
r 10.25.02..................................
ad F2016L01926
Part 10.25A...............................
renum F2025L00307
Part 10.25 (second occurring)......
ad F2017L00321
r 10.25.01 (second occurring)......
ad F2017L00321
Part 10.26..................................
ad F2017L00455
r 10.26.01..................................
ad F2017L00455
Part 10.27..................................
ad F2018L00515
r 10.27.01..................................
ad F2018L00515
r 10.27.02..................................
ad F2018L00515
r 10.27.03..................................
ad F2018L00515
r 10.27.04..................................
ad F2018L00515
Part 10.28..................................
ad F2018L00743
r 10.28.01..................................
ad F2018L00743
Part 10.29..................................
ad F2019L00539
r 10.29.01..................................
ad F2019L00539
r 10.29.02..................................
ad F2019L00539
r 10.29.03..................................
ad F2019L00539
r 10.29.04..................................
ad F2019L00539
Part 10.30..................................
ad F2019L00538
r 10.30.01..................................
ad F2019L00538
Part 10.31..................................
ad F2019L00392
r 10.31.01..................................
ad F2019L00392
Part 10.32..................................
ad F2019L00537
r 10.32.01..................................
ad F2019L00537
Part 10.33..................................
ad F2019L01526
r 10.33.01..................................
ad F2019L01526
r 10.33.02..................................
ad F2019L01526
Part 10.34..................................
ad F2019L01474
r 10.34.01..................................
ad F2019L01474
Part 10.35..................................
ad F2021L01531
r 10.35.01..................................
ad F2021L01531
Part 10.37..................................
ad F2019L01533
r 10.37.01..................................
ad F2019L01533
Part 10.38..................................
ad F2020L00942
r 10.38.01..................................
ad F2020L00942
Part 10.39..................................
ad F2021L01080
r 10.39.01..................................
ad F2021L01080
Part 10.40..................................
ad F2020L01586
r 10.40.01..................................
ad F2020L01586
r 10.40.02..................................
ad F2020L01586
Part 10.41..................................
ad F2021L01072
r 10.41.01..................................
ad F2021L01072
Part 10.42..................................
ad F2021L00127
r 10.42.01..................................
ad F2021L00127
Part 10.43..................................
ad F2020L01654
r 10.43.01..................................
ad F2020L01654
Part 10.45..................................
ad F2021L00660
r 10.45.01..................................
ad F2021L00660
Part 10.46..................................
ad F2021L01801 (disallowed)
r 10.46.01..................................
ad F2021L01801 (disallowed)
r 10.46.02..................................
ad F2021L01801 (disallowed)
Part 10.47..................................
ad F2021L01608
r 10.47.01..................................
ad F2021L01608
Part 10.48 (first occurring)..........
ad F2022L01614
r 10.48.01 (first occurring)..........
ad F2022L01614
Part 10.48 (second occurring)......
ad F2022L01689
renum F2023L01458
Part 10.49 (prev Part 10.48
second occurring)
r 10.48.01 (second occurring)......
ad F2022L01689
renum F2023L01458
r 10.49.01 (prev r 10.48.01
second occurring)
Part 10.50..................................
ad F2023L00990
r 10.50.01..................................
ad F2023L00990
Part 10.51..................................
ad F2023L01677
r 10.51.01..................................
ad F2023L01677
Part 10.52..................................
ad F2024L01152
r 10.52.01..................................
ad F2024L01152
r 10.52.02..................................
ad F2024L01152
r 10.52.03..................................
ad F2024L01152
r 10.52.04..................................
ad F2024L01152
r 10.52.05..................................
ad F2024L01152
Part 10.53..................................
ad F2025L00300
r 10.53.01..................................
ad F2025L00300
r 10.53.02..................................
ad F2025L00300
r 12.4.04....................................
am F2023L01423
r 12.1.01....................................
ed C124
r 12.06.01A...............................
ad No 184, 2010
r 12.7.06....................................
ad No 85, 2003
am No 368, 2003
r 12.8.02....................................
am No 227, 2007; No 175, 2009
r 12.8.03....................................
am F2022L01689
r 12.8.06....................................
am No 227, 2007
r 12.8.08....................................
am No 319, 2001
Schedule 1.................................
am No 319, 2001; No 194, 2003; No 208, 2004; No 399, 2004; No 195, 2007; No 198, 2009; No 387, 2009; No 152, 2013; F2016L01926; F2019L00392; F2020L01610; F2022L01689
Form 105..................................
rs No 198, 2009
Form 2M01...............................
ad No 399, 2004
rep No 152, 2013
Form 2M02...............................
ad No 399, 2004
rep No 152, 2013
Form 2M03...............................
ad No 399, 2004
rep No 152, 2013
Form 309..................................
rep No 195, 2007
Form 311..................................
rep No 195, 2007
Form 312..................................
rep No 195, 2007
Form 316..................................
rep No 194, 2003
Form 350..................................
rep No 195, 2007
Form 504..................................
rep No 399, 2004
Form 505..................................
rep No 399, 2004
Form 506..................................
rep No 399, 2004
Form 507..................................
rep No 399, 2004
Form 507A................................
rep No 399, 2004
Form 508..................................
rep No 399, 2004
Form 509..................................
rep No 399, 2004
Form 509C................................
rep F2016L01926
Form 509D................................
rep No 399, 2004
Form 509F................................
rep No 399, 2004
Form 509G................................
rep No 399, 2004
Form 509H................................
am No 16, 2002
rs No 325, 2007
am Act No 22, 2020; F2020L01654; F2021L00660; F2022L01689; F2025L00307
Form 5249..................................
rep F2022L01689
Form 519..................................
rep No 399, 2004
Form 521..................................
rep F2016L01926
Form 522..................................
rep No 399, 2004
Form 523..................................
rep No 399, 2004
Form 524..................................
rep No 399, 2004
Form 525..................................
rep No 399, 2004
Form 529..................................
am No 325, 2007
rs No 198, 2009
Form 529A................................
rep F2016L01926
Form 529B................................
rep F2016L01926
Form 530..................................
rep F2016L01926
Form 531A................................
rep F2016L01926
Form 531B................................
am No 325, 2007
rep F2016L01926
Form 531C................................
rep F2016L01926
Form 532..................................
rep F2016L01926
Form 533..................................
rep No 114, 2012
Form 534..................................
rep No 114, 2012
Form 540..................................
rep No 399, 2004
Form 545..................................
rep No 399, 2004
Form 546..................................
rep No 114, 2012
Form 551..................................
ed C124
Form 586..................................
ad F2022L01689
Form 588..................................
rs F2022L01689
Form 603..................................
rs F2018L01144
Form 604..................................
rs F2018L01144
Form 605..................................
rs F2018L01144
Form 701..................................
ad No 387, 2009
am F2024L00199
Form 587..................................
am F2020L01610
Form 588..................................
ad F2020L01610
Form 589..................................
ad F2020L01610
Form 702..................................
rep No 319, 2001
Form 703..................................
rep No 319, 2001
Form 704..................................
rep No 319, 2001
Form 705..................................
rep No 319, 20019
Form 707..................................
rep No 319, 2001
Form 708..................................
rep No 319, 2001
Form 709..................................
rep No 319, 2001
Form 710..................................
rep No 319, 2001
Form 711..................................
rep No 319, 2001
Form 712..................................
rep No 319, 2001
Form 713..................................
rep No 319, 2001
Form 714..................................
rep No 319, 2001
Form 715..................................
rep No 319, 2001
Form 716..................................
rep No 319, 2001
Form 717..................................
rep No 319, 2001
Form 718..................................
rep No 319, 2001
Form 719..................................
rs No 319, 2001
Form 719A................................
rs No 319, 2001
am No 16, 2002; No 26, 2004
Form 719B................................
rs No 319, 2001
Form 720..................................
rs No 319, 2001
Form 721..................................
rs No 319, 2001
am No 26, 2004
Form 802..................................
rep No 319, 2001
Form 802A................................
rep No 319, 2001
Form 803..................................
rep No 319, 2001
Form 803C................................
rep No 319, 2001
Form 804..................................
rep No 319, 2001
Form 805..................................
rep No 319, 2001
Form 806..................................
rep No 319, 2001
Form 807..................................
rep No 319, 2001
Form 807A................................
rep No 319, 2001
Form 808..................................
rep No 319, 2001
Form 809..................................
rep No 319, 2001
Form 810..................................
rep No 319, 2001
Form 811..................................
rep No 319, 2001
Form 812..................................
rep No 319, 2001
Form 902..................................
rep No 319, 2001
Form 903A................................
rep No 208, 2004
Form 903B................................
rep No 198, 2009
Form 904..................................
rep No 198, 2009
Form 905A................................
rep No 399, 2004
Form 907..................................
rep No 208, 2004
Form 908..................................
rep No 399, 2004
Form 910..................................
rep F2019L00392
Schedule 2A..............................
ad No 319, 2001
Form 1......................................
ad No 319, 2001
Form 2......................................
ad No 319, 2001
Form 3......................................
ad No 319, 2001
Form 4......................................
ad No 319, 2001
Form 5......................................
ad No 319, 2001
Form 6......................................
ad No 319, 2001
Form 7......................................
ad No 319, 2001
Form 8......................................
ad No 319, 2001
Form 9......................................
ad No 319, 2001
Form 10....................................
ad No 319, 2001
Schedule 3.................................
am No 319, 2001; No 398, 2004
Schedule 4.................................
am No 319, 2001; No 398, 2004; No 332, 2010; F2018L01144
Schedule 5A..............................
rep No 194, 2007
Schedule 5B..............................
ad No 160, 2005
am No 126, 2006
rep No 193, 2007
Schedule 5C..............................
ad No 126, 2006
am F2023L01458
Schedule 6.................................
am No 318, 2001; No 319, 2001; No 362, 2006; No 272, 2010; F2018L01144; F2019L01641; F2022L00469
Schedule 7.................................
am F2020L01610
Schedule 7A..............................
ad No 171, 2012
am F2023L01458
Schedule 8.................................
am No 319, 2001
ed C124
am F2022L00469; F2025L00307
Schedule 8A..............................
am No 325, 2007
Schedule 8AA...........................
ad No 88, 2010
am No 43, 2012; F2016L01902; F2022L01627
Schedule 8AB............................
ad No 88, 2010
am F2024L01610
Schedule 8AC............................
ad No 88, 2010
am F2024L01610
Schedule 8AD...........................
ad No 88, 2010
am No 43, 2012
Schedule 8AE............................
ad No 88, 2010
am F2024L01610
Schedule 8B..............................
ad No 15, 2002
rep F2023L01458
Schedule 8C..............................
ad No 26, 2004
am No 70, 2009
am No 190, 2013; F2023L01458
Schedule 8D..............................
ad No 3, 2015
rep F2017L00117
ad F2021L01531
am F2023L01458
Schedule 9 heading.....................
am No 319, 2001
rs 2012 No 43
Schedule 9.................................
am No 319, 2001; No 26, 2004; No 325, 2007
rs No 43, 2012
Schedule 10...............................
ad No 319, 2001
am No 16, 2002
rs No 31, 2005
am No 155, 2013; F2018L01144; F2019L00539; F2022L00469; F2022L01689; F2025L00307
Schedule 10A heading................
am No 16, 2002
rs No 94, 2008; No 135, 2010; No 42, 2012
Schedule 10A............................
ad No 319, 2001
am No 16, 2002; No 41, 2002; No 31, 2003; No 369, 2003; No 31, 2005; No 94, 2008; No 158, 2008; No 135, 2010; No 301, 2010; No 42, 2012; No 155, 2013; No 175, 2014; No 91, 2015; F2016L00710; F2022L00469; F2023L01458
Schedule 10AA..........................
ad No 94, 2008
am No 301, 2010; No 175, 2014
Schedule 10B heading................
am No 16, 2002
rep No 31, 2005
ad No 158, 2008
rep No 91, 2015
Schedule 10B.............................
ad No 319, 2001
am No 16, 2002; No 41, 2002; No 26, 2004
rep No 31, 2005
ad No 158, 2008
am No 194, 2008; No 55, 2010; No 66, 2011
rep No 91, 2015
Schedule 10BA..........................
ad No 324, 2005 (md)
am F2018L01144; F2022L00469; F2023L01458
Schedule 10C heading................
am F2023L01458
Schedule 10C.............................
ad No 319, 2001
am No 16, 2002; No 41, 2002
rep No 31, 2005
ad No 135, 2010
am F2023L01458
Schedule 10D............................
ad No 135, 2010
am No 155, 2013; F2019L00539
Schedule 10E.............................
ad No 135, 2010
am No 274, 2011; F2018L01144
Schedule 10F.............................
ad F2022L00469
Schedule 11...............................
am No 208, 2001
rep No 319, 2001
Schedule 10D heading................
(second occurring)
rs and renum F2016L01926
Schedule 10D............................
(second occurring)
ad No 319, 2001
am No 31, 2003; F2016L01926
Schedule 11 (prev Schedule 10D
second occurring)
Schedule 13...............................
ad F2016L01926
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0
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