Overview

The Corporations (Director Identification Numbers—Transitional Application Period) Instrument 2021 was enacted to address the need for transitional periods in the implementation of director identification number (DIN) regimes under the Corporations Act 2001 and the Corporations (Aboriginal and Torres Strait Islander) Act 2006. This instrument was introduced by the Australian Government as part of its broader Modernising Business Registers (MBR) Program, which aims to modernise the management of Commonwealth business registers through a single source of trusted and accessible business data. The instrument specifies transitional periods extending from 4 April 2021 to 30 November 2022 for the Corporations Act and from 4 April 2021 to 30 November 2023 for the CATSI Act, providing sufficient time for eligible officers to apply for a DIN before the mandatory operation of these regimes begins. This approach ensures that the implementation of the MBR Program is conducted efficiently and allows for the testing of the necessary technology systems.

Scope and Application

The Corporations (Director Identification Numbers—Transitional Application Period) Instrument 2021 applies to eligible officers who were in their positions immediately before the commencement of the director identification number obligations under the Corporations Act 2001 and the Corporations (Aboriginal and Torres Strait Islander) Act 2006. These individuals are required to apply for a director identification number within the specified transitional application periods to ensure compliance with the new requirements. The instrument is a legislative instrument for the purposes of the Legislation Act 2003 and commenced on the day following its registration. The transitional application period under the Corporations Act is from 4 April 2021 to 30 November 2022, while the transitional application period under the CATSI Act is from 4 April 2021 to 30 November 2023. The instrument facilitates the implementation of the Modernising Business Registers (MBR) Program, which aims to modernise Commonwealth business registers and provide efficient registry service delivery. The MBR Program has undergone extensive public consultation and has received broad support from industry and government stakeholders.

Key Provisions

The main operative sections of the Corporations (Director Identification Numbers—Transitional Application Period) Instrument 2021 (F2021L01391) are found in subitem 9(3) of Schedule 2 to the Treasury Laws Amendment (Registries Modernisation and Other Measures) Act 2020. These sections provide the Minister with the authority to specify transitional application periods for the director identification number (DIN) obligations under the Corporations Act 2001 and the Corporations (Aboriginal and Torres Strait Islander) Act 2006. The instrument defines the transitional application periods, extending the time available for eligible officers to apply for a DIN before the mandatory operation of the director identification number regimes begins. Specifically, the transitional application period under the Corporations Act is from 4 April 2021 to 30 November 2022, while the period under the CATSI Act extends to 30 November 2023. These periods are intended to facilitate the implementation of the Modernising Business Registers (MBR) Program, a part of the Australian Government’s Digital Business Plan aimed at creating a single source of trusted and accessible business data. The obligations imposed by the Act on the parties or entities it governs are primarily concerned with ensuring timely application for DINs within the specified transitional periods. Eligible officers, defined as those who are officers immediately before the commencement of the DIN obligations, must apply for a DIN before the end of the applicable transitional application period. This requirement is essential for the smooth implementation of the director identification number regimes and aligns with the objectives of the MBR Program. By providing an extended period for DIN applications, the Act aims to reduce the burden on eligible officers and allow sufficient time for the testing and refinement of the new technology systems being introduced. In terms of penalties and consequences for breach, the Act itself does not specify detailed penalties or consequences for failing to apply for a DIN within the transitional periods. However, the underlying legislation, particularly the Corporations Act 2001, includes provisions for offences and penalties that could apply if individuals fail to comply with the director identification number requirements. For instance, under the Corporations Act, failure to comply with certain obligations could result in civil penalty provisions, including fines. Additionally, in more severe cases, criminal penalties, such as imprisonment, could apply. The precise penalties would depend on the specific provisions of the Corporations Act and the nature of the breach. Nonetheless, the transitional periods provided by this instrument are designed to mitigate the risk of non-compliance by giving eligible officers ample time to meet their obligations.