EXPLANATORY STATEMENT
STATUTORY RULES 1982 NO. 121
Issued by the authority of the Attorney-General
AMENDMENT OF THE COMPANIES REGULATIONS
1. On 22 December 1978 the Commonwealth and the States executed a Formal Agreement that provides the framework for a co-operative Commonwealth-State scheme for a uniform system of law and administration in relation to company law and the regulation of the securities industry in the six States and the Australian Capital Territory.
2. Under clause 32 of the Formal Agreement, the National Companies and Securities Commission (NCSC) is to have responsibility for the entire area of policy and administration with respect to company law and the regulation of the securities industry, subject to directions by the Ministerial Council for Companies and Securities. The Ministerial Council consists of Commonwealth and State Ministers responsible for administering the law relating to companies and the regulation of the securities industry, or their delegates, or the Ministers acting in their office (Formal Agreement, clauses 19 and 20).
3. Under sub-clause 45(1) of the Formal Agreement, the Ministerial Council may consider a proposal for the amendment of regulations made under the Commonwealth Acts enacted for the purposes of the co-operative scheme. Should the Ministerial Council approve any draft amending regulation which gives effect to such a proposal, the Commonwealth is then required, under sub-clause 45(2) of the Agreement, to submit the draft regulation to the Federal Executive Council for making by the Governor-General.
4. The Ministerial Council has passed a resolution which, so far as is relevant, provides:
“1. The Ministerial Council resolved unanimously pursuant to paragraph 8(1)(b) of the Formal Agreement that:-
Commonwealth
(A) Companies Regulations (Amendment)
The draft Companies Regulations (Amendment) being as set out in the print dated 10th May, 1982, and
(B) -----
be approved.”
5. The purpose of the Companies Act 1981 is to provide a law in relation to the formation and regulation of companies and other bodies in the Australian Capital Territory.
6. The main purpose of the Companies Regulations (Amendment) is to ensure that companies incorporated under the existing law (Companies Ordinance 1962) are afforded sufficient time to comply with comparable obligations under the new law (Companies Act 1981) relating to the preparation and lodgment of financial accounts.
7. Regulation 57 of the Companies Regulations, S.R. No. 35/81, made in pursuance of section 4 of the Acts Interpretation Act 1901, is in the following terms:
“57. For the purposes of sub-section 269(8) of the Act, the prescribed requirements are set out in Schedule 7”.
8. The effect of sub-regulation 57(1) is that accounts of a company prepared in respect of a financial year that begins after the commencement of the Companies Act 1981 shall comply with such of the requirements set out in Schedule 7 to the Companies Regulations as are relevant to those accounts.
9. The effect of sub-regulation 57(2) is that accounts of a company prepared in respect of a financial year that begins before the commencement of the Companies Act 1981 (whether or not it also ends before this date) may comply with either -
(a) Schedule 7 to the Companies Regulations; or
(b) the Ninth Schedule to the Companies Ordinance 1962.
10. The Companies Regulations (Amendment) is in accordance with the draft regulations approved by the Ministerial Council.