EXPLANATORY STATEMENT
Statutory Rules No. 243, 1984
ISSUED BY THE AUTHORITY OF THE ATTORNEY-GENERAL
COMPANIES (ACQUISITION OF SHARES-FEES)
REGULATIONS (AMENDMENT)
Sub-section 4(1) of the Companies (Acquisiton of Shares-Fees) Act 1980 (the Act) provides that there shall be paid to the Commonwealth for or in respect of -
(a) the lodgment of documents with the National Companies and Securities Commission (the NCSC) under the Companies (Acquisition of Shares) Act 1980;
(b) the registration of documents under the Companies (Acquisition of Shares) Act 1980 or the inspection or search of registers kept by, or documents in the custody of, the NCSC under that Act;
(c) the production by the NCSC, pursuant to a subpoena, of any register kept by, or documents in the custody of, the NCSC under the Companies (Acquisition of Shares) Act 1980;
(d) the issuing of documents or copies of documents, the granting of consents or approvals or the doing of other
acts or things by the NCSC under the Companies (Acquisition of Shares) Act 1980;
(e) the making of inquiries of, or applications to, the NCSC in relation to matters arising under the Companies (Acquisition of Shares) Act 1980; and
(f) the submission to the NCSC of documents for examination by the NCSC,
such fees (if any) as are prescribed.
Sub-section 5(1) of the Act provides that the Governor-General may make regulations, not inconsistent with the Act, prescribing fees, not in any case exceeding $1,000, for the purposes of sub-section 4(1) of the Act. Sub-section 5(2) of the Act provides that the power of the Governor-General to make regulations under the Act shall be exercised only in accordance with advice that is consistent with resolutions of the Ministerial Council for Companies and Securities.
The fees payable for the purposes of sub-section 4(1) of the Act are prescribed in the Schedule to the Companies (Acquisition of Shares-Fees) Regulations (the Regulations).
The accompanying regulations have two purposes.
The first purpose is to correct an anomaly in the Regulations. Items 16 and 17 in the Schedule to the Regulations prescribe a fee of $110 for making an application to the NCSC for its consent under paragraph 37(3)(b) or 38(2)(b) of the Companies (Acquisition of Shares) Act 1980. Since however the amendment of sub-sections 37(3) and 38(2) of the Companies (Acquisition of Shares) Act 1980, the NCSC’s consent is no longer required under either of those paragraphs but is required under sub-section 23(2A) of the Companies (Acquisition of Shares) Act 1980. Item 10 in the Schedule to the Regulations prescribes a fee of $55 for making an application for the NCSC’s consent under sub-section 23(2A). The accompanying regulations accordingly omit Items 16 and 17 in the Schedule to the Regulations and bring the prescribed fee for to Item 10 in the Schedule into line with the new fee for Items 15A and 16A in the Schedule. (Items 15A and 16A prescribe a fee for making an application to the NCSC for consent to make in take-over documents (other than an expert’s report) a profit forecast or a statement on asset valuations).
The second purpose of the accompanying regulations is to increase the fees payable for the purposes of the Act so that they are generally in line with the increase in the Consumer Price Index (CPI) for the March 1984 quarter. The fees were last increased on 1 October 1983. The fees set out in the accompanying regulations have also been adjusted to take account of the discrepancy between the 1983 increase and the increase in the CPI for the March quarter of that year.
The Ministerial Council for Companies and Securities has resolved that the accompanying regulations should be made under the Act.
The amendments made by the accompanying regulations are as follows:
Regulation 1 - Commencement
The accompanying regulations will come into operation on 1 October 1984. This commencement date is consistent with the last annual fee increase on 1 October 1983.
Regulation 2 - Schedule
The Schedule to the Regulations is amended as follows:
(a) fees of $55 in Items 1, 2, 3, 4, 5, 7, 9, 11, 13, 14, 15, 18, 19 and 20 are increased to $60;
(b) as discussed above, the fee of $55 in Item 10 is increased to $120, in line with the new fees for Items 15A and 16A, and Items 16 and 17 are omitted;
(c) fees of $110 in Items 15A and 16A are increased to $120;
(d) fees of $275 in Items 6, 8(b) and 12 are increased to $300; and
(e) the fee of $550 in Item 8(a) is increased to $590.