Corporations Regulations (Amendment)

Overview

The Corporations Regulations (Amendment) 1992 No. 364 is an amendment to the Corporations Regulations 2001, which themselves are made under the Corporations Act 1989. This amendment was introduced to address a specific need for the Bendigo Sandhurst Mutual Permanent Land and Building Society to be able to efficiently transfer its securities as part of its impending listing on the Australian Stock Exchange. The regulations were enacted by the Governor-General under the authority of the Attorney-General and were developed in consultation with relevant state and territory ministers, as per the Heads of Agreement between Commonwealth, State and Northern Territory Ministers in relation to corporate regulation. The primary objective of this amendment is to facilitate the transfer of the Society’s securities by classifying it as an "eligible body" under the Corporations Act, thereby allowing it to comply with the necessary regulatory requirements for securities trading.

Scope and Application

The Corporations Regulations (Amendment) 1992 No. 364 pertains to the Corporations Act 1989, specifically targeting the securities of the Bendigo Sandhurst Mutual Permanent Land and Building Society, which anticipates listing on the Australian Stock Exchange. The amendment is necessary to facilitate the transfer of securities of this society by the efficient means outlined in the Corporations Law for marketable securities and rights. The regulation alters the definition of 'eligible body' within subsection 1097(1) of the Corporations Law, prescribing the Bendigo Sandhurst Mutual Permanent Land and Building Society as an eligible body. This is a crucial step to enable its securities to be traded on the Exchange. The amendment ensures that the Society can comply with the requirements set forth by the Law, thereby allowing for the practical transfer of its securities. The regulation applies to the Bendigo Sandhurst Mutual Permanent Land and Building Society, a body corporate but not a company, necessitating its prescription under the Corporations Law to allow for the efficient transfer of its securities. This amendment is in line with the broader regulatory framework under the Corporations Act 1989 and extends to the national level, reflecting the collaborative efforts between Commonwealth, State, and Northern Territory Ministers responsible for corporate regulation. The changes commenced upon gazettement, marking the effective date of the amendment.

Key Provisions

The Corporations Regulations (Amendment) 1992 No. 364 introduces amendments to the Corporations Regulations, primarily to facilitate the efficient transfer of securities for the Bendigo Sandhurst Mutual Permanent Land and Building Society. Regulation 1 serves as the overarching amendment to the existing regulations, setting the stage for the subsequent changes (Reg. 1). Specifically, Regulation 2 amends Regulation 7.13.02 under the Corporations Regulations. This amendment modifies the definition of "eligible body" as outlined in subsection 1097(1) of the Corporations Law, adding the Bendigo Sandhurst Mutual Permanent Land and Building Society to the list of bodies corporate that can transfer securities efficiently (Reg. 2). These amendments impose certain obligations on the Bendigo Sandhurst Mutual Permanent Land and Building Society. To qualify as an "eligible body" under the amended regulation, the Society must adhere to the criteria specified in the Corporations Law. This includes being prescribed as an eligible body for the purposes of subparagraph (b)(ii) of the definition of "eligible body". By being prescribed, the Society gains the capability to transfer its securities through the efficient means provided by the Corporations Law, which is a prerequisite for its securities to be traded on the Australian Stock Exchange (Reg. 2). Failure to comply with the provisions of the amended regulations could lead to legal consequences. While the specific offences, penalties, or civil/criminal consequences for non-compliance are not detailed in the explanatory statement, the general framework of the Corporations Act 1989 suggests that breaches could result in administrative actions, fines, or other penalties as deemed appropriate by the relevant authorities. The severity of the penalties would depend on the nature and extent of the non-compliance, and could potentially include civil or criminal sanctions as stipulated by the Act (s. 1317E).