EXPLANATORY STATEMENT
Statutory Rules 1990 No. 285
Issued by the Authority of the Attorney-General
Companies Regulations (Amendments)
Subsection 577(1) of the Companies Act 1981 (the Act) provides that the Governor-General may make regulations for the purposes of the Act. Subsection 577(2) of the Act provides that the power of the Governor-General to make regulations shall be exercised only in accordance with advice that is consistent with resolutions of the Ministerial Council for Companies and Securities (the Council).
2. The Council was established under an Agreement between the Commonwealth and the States, executed on 22 December 1978 (the 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 and futures industries in the six States, the Australian Capital Territory and the Northern Territory of Australia.
3. Under subclause 45(1) of the Agreement, the Council may consider a proposal for the amendment of regulations made under the Commonwealth Acts enacted for the purpose of the co-operative companies and securities scheme. Should the Council approve any draft amending regulation which gives effect to such a proposal, the Commonwealth is then required, under subclause 45(2) of the Agreement, to submit the draft regulations to the Federal Executive Council for making by the Governor-General.
4. The accompanying Regulations are in accordance with a resolution of the Council.
5. The purpose of the Regulations is to amend the Companies Regulations by:
amending the list of companies on the list of authorized trustee corporations, amending the lists of prescribed universities and prescribed institutions to reflect recent changes (i.e. by way of name changes, mergers and the creation of new bodies); and making a minor technical amendment to align the wording of the Regulations with the wording used in the Act.
6. Details of the accompanying Regulations are as follows:
Regulation 2 - Definition of “authorized trustee corporation”
This regulation amends regulation 14 of the Regulations by inserting “National Australia Trustees Limited” and “State Street Australia Limited” in the list of corporations defined as authorized trustee corporations. The Council agree that a company be able to be accorded authorised trustee status if its assumption of trustee activities is imminent and the involvement is expected to be substantial. Authorised trustees enjoy a simplified transfer system for marketable securities, they are exempted from the licensing provisions of the Futures Industry legislation and certain accounting requirements. There are currently 49 authorised trustee corporations.
Regulation 3 - Prescribed universities
This regulation amends regulation 21 of the Regulations by inserting:
Charles Sturt University, Mitchell;
Charles Sturt University, Riverina;
Curtin University of Technology;
Griffith University;
Murdoch University;
The University of Notre Dame Australia;
University of Canberra;
University of New England, Nothern Rivers;
University of Technology, Sydney;
University of Western Sydney, Macarthur;
University of Western Sydney, Nepean; and
Victoria University of Technology.
Paragraph 21(j) will be amended by inserting “, Armidale” after “University of New England”.
Regulation 4 - Prescribed institutions
This regulation amends regulation 22 of the Regulations by:
inserting:
Gold Coast College of Advanced Education;
amending:
paragraph 22(za) - “Tasmanian College of Advanced Education” becomes “Tasmanian State Institute of Technology”;
deleting:
Canberra College of Advanced Education;
Caulfield Institute of Technology;
Chisholm Institute of Technology;
Footscray Institute of Technology;
Gippsland Institute of Advanced Education;
Kuring-gai College of Advanced Education;
Mitchell College of Advanced Education;
Nepean College of Advanced Education;
N.S.W. Institute of Technology;
North Brisbane College of Advanced Education;
Northern Rivers College of Advanced Education;
Prahran College of Advanced Education;
Preston Institute of Technology;
Riverina College of Advanced Education;
Royal Melbourne Institute of Technology; and
Western Australian Institute of Technology.
Regulation 5 - Prescribed information (subsections 31Am and (4) of the Act)
This regulation amends regulation 56C of the Regulations by amending the wording to refer to an “identifying number (if any) and date of approval” instead of the previous wording of “registered number and date of registration” (subparagraph 56C(a)(i)) and to replace “registration” with “approval” (subparagraph 56C(a)(vi)).