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This is a Bill, not an Act. For current law, see the Acts databases.
2013-2014
The Parliament of the
Commonwealth of Australia
HOUSE OF REPRESENTATIVES
Presented and read a first time
Corporations Legislation Amendment
(Deregulatory and Other Measures) Bill
2014
No. , 2014
(Treasury)
A Bill for an Act to amend the law relating to
corporations, and for related purposes
No. , 2014
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
i
Contents
1
Short title ........................................................................................... 1
2
Commencement ................................................................................. 1
3
Schedules ........................................................................................... 2
Schedule 1--Amendment of the Corporations Act 2001
3
Schedule 2--Amendment of the Australian Securities and
Investments Commission Act 2001
6
Part 1--Amendments
6
Part 2--Application provisions
10
No. , 2014
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
1
A Bill for an Act to amend the law relating to
1
corporations, and for related purposes
2
The Parliament of Australia enacts:
3
1 Short title
4
This Act may be cited as the Corporations Legislation Amendment
5
(Deregulatory and Other Measures) Act 2014.
6
2 Commencement
7
This Act commences on the day this Act receives the Royal
8
Assent.
9
2
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
No. , 2014
3 Schedules
1
Legislation that is specified in a Schedule to this Act is amended or
2
repealed as set out in the applicable items in the Schedule
3
concerned, and any other item in a Schedule to this Act has effect
4
according to its terms.
5
Amendment of the Corporations Act 2001 Schedule 1
No. , 2014
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
3
Schedule 1
--Amendment of the Corporations
1
Act 2001
2
3
1 Subsection 249D(1)
4
Omit all the words after "the request", substitute "of members with at
5
least 5% of the votes that may be cast at the general meeting".
6
2 Subsection 249D(1A)
7
Repeal the subsection.
8
3 Subparagraph 300A(1)(e)(iv)
9
Repeal the subparagraph, substitute:
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(iv) if options granted to the person as part of their
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remuneration lapse during the financial year--the
12
number of those options, and the financial year in which
13
those options were granted; and
14
4 Subparagraph 300A(1)(e)(vi)
15
Repeal the subparagraph.
16
5 Subsection 300A(2)
17
Omit "disclosing entity", substitute "listed disclosing entity".
18
6 At the end of subsection 323D(2A)
19
Add:
20
Note:
For the purposes of paragraph (b), financial years that, in reliance on
21
subsection (2) or (4), were less than 12 months are disregarded.
22
7 After subsection 327A(1)
23
Insert:
24
(1A) Subsection (1) does not apply in relation to a company if:
25
(a) the directors reasonably believe that subsection 301(3) will
26
apply to the company's financial reports; or
27
(b) the company is a small company limited by guarantee.
28
Schedule 1 Amendment of the Corporations Act 2001
4
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
No. , 2014
8 After subsection 327B(1)
1
Insert:
2
(1A) Subsection (1) does not apply in relation to a company if:
3
(a) subsection 301(3) applies to the company's financial reports;
4
or
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(b) the company is a small company limited by guarantee.
6
9 At the end of subsection 327C(1)
7
Add:
8
Note:
Certain public companies are not required to appoint an auditor: see
9
subsections 327A(1A) and 327B(1A).
10
10 At the end of Chapter 10
11
Add:
12
Part 10.24--Transitional provisions relating to the
13
Corporations Legislation Amendment
14
(Deregulatory and Other Measures) Act
15
2014
16
17
1547 Definitions
18
In this Part:
19
amending Act means the Corporations Legislation Amendment
20
(Deregulatory and Other Measures) Act 2014.
21
1548 Application of amendments relating to calling of general
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meetings
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The amendments of section 249D made by Schedule 1 to the
24
amending Act do not apply in relation to a request made under that
25
section before the commencement of that Schedule.
26
Amendment of the Corporations Act 2001 Schedule 1
No. , 2014
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
5
1549 Application of amendments relating to directors' reports for
1
listed companies
2
The amendments of section 300A made by Schedule 1 to the
3
amending Act apply in relation to directors' reports for financial
4
years ending on or after the commencement of that Schedule.
5
Schedule 2 Amendment of the Australian Securities and Investments Commission Act
2001
Part 1 Amendments
6
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
No. , 2014
Schedule 2
--Amendment of the Australian
1
Securities and Investments
2
Commission Act 2001
3
Part 1
--Amendments
4
1 After subsection 184(3)
5
Insert:
6
(3A) The President may give a direction under subsection (2) whether
7
the President is within or outside Australia.
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2 At the end of section 188
9
Add:
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(3) A member may participate in Panel proceedings regardless of
11
whether the member is within or outside Australia.
12
3 Subsection 235A(2)
13
Repeal the subsection.
14
4 After section 235A
15
Insert:
16
235AA Terms and conditions of appointment of FRC members
17
Remuneration and allowances
18
(1) A member of the FRC is to be paid the remuneration that is
19
determined by the Remuneration Tribunal. If no determination of
20
that remuneration by the Tribunal is in operation, the member is to
21
be paid such remuneration as the Minister determines in writing.
22
(2) A member of the FRC is to be paid such allowances as the Minister
23
determines in writing.
24
(3) Subsections (1) and (2) have effect subject to the Remuneration
25
Tribunal Act 1973.
26
Amendment of the Australian Securities and Investments Commission Act 2001
Schedule 2
Amendments Part 1
No. , 2014
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
7
Leave--full-time members
1
(4) A full-time member of the FRC has the recreation leave
2
entitlements that are determined by the Remuneration Tribunal.
3
(5) The Minister may grant a full-time member of the FRC leave of
4
absence, other than recreation leave, on such terms and conditions
5
as to remuneration or otherwise as the Minister determines.
6
Other terms and conditions
7
(6) A member of the FRC holds office on the terms and conditions (if
8
any) in relation to matters not covered by this Act as the Minister
9
determines in writing.
10
5 Subsection 236B(6)
11
Repeal the subsection.
12
6 After section 236B
13
Insert:
14
236BA Terms and conditions of appointment of members of the
15
AASB
16
Remuneration and allowances
17
(1) A member of the AASB is to be paid the remuneration that is
18
determined by the Remuneration Tribunal. If no determination of
19
that remuneration by the Tribunal is in operation, the member is to
20
be paid such remuneration as the Minister determines in writing.
21
(2) A member of the AASB is to be paid such allowances as the
22
Minister determines in writing.
23
(3) Subsections (1) and (2) have effect subject to the Remuneration
24
Tribunal Act 1973.
25
Leave--full-time members
26
(4) A full-time member of the AASB has the recreation leave
27
entitlements that are determined by the Remuneration Tribunal.
28
Schedule 2 Amendment of the Australian Securities and Investments Commission Act
2001
Part 1 Amendments
8
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
No. , 2014
(5) The Minister may grant a full-time member of the AASB leave of
1
absence, other than recreation leave, on such terms and conditions
2
as to remuneration or otherwise as the Minister determines.
3
Other terms and conditions
4
(6) A member of the AASB holds office on such terms and conditions
5
(if any) in relation to matters not covered by this Act as the
6
Minister determines in writing.
7
7 Subsections 236F(8) and (9)
8
Repeal the subsections.
9
8 After section 236F
10
Insert:
11
236FA Terms and conditions of appointment of members of the
12
AUASB
13
Remuneration and allowances
14
(1) A member of the AUASB is to be paid the remuneration that is
15
determined by the Remuneration Tribunal. If no determination of
16
that remuneration by the Tribunal is in operation, the member is to
17
be paid such remuneration as the Minister determines in writing.
18
(2) A member of the AUASB is to be paid such allowances as the
19
Minister determines in writing.
20
(3) Subsections (1) and (2) have effect subject to the Remuneration
21
Tribunal Act 1973.
22
Leave--full-time members
23
(4) A full-time member of the AUASB has the recreation leave
24
entitlements that are determined by the Remuneration Tribunal.
25
(5) The Minister may grant a full-time member of the AUASB leave
26
of absence, other than recreation leave, on such terms and
27
conditions as to remuneration or otherwise as the Minister
28
determines.
29
Amendment of the Australian Securities and Investments Commission Act 2001
Schedule 2
Amendments Part 1
No. , 2014
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
9
Other terms and conditions
1
(6) A member of the AUASB holds office on such terms and
2
conditions (if any) in relation to matters not covered by this Act as
3
the Minister determines in writing.
4
Schedule 2 Amendment of the Australian Securities and Investments Commission Act
2001
Part 2 Application provisions
10
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
No. , 2014
Part 2
--Application provisions
1
9 At the end of the Act
2
Add:
3
Part 21--Transitional provisions relating to the
4
Corporations Legislation Amendment
5
(Deregulatory and Other Measures) Act
6
2014
7
8
297 Definitions
9
In this Part:
10
amending Act means the Corporations Legislation Amendment
11
(Deregulatory and Other Measures) Act 2014.
12
commencement means the commencement of Schedule 2 to the
13
amending Act.
14
298 FRC members
15
(1) If:
16
(a) immediately before commencement, a person is a member of
17
the FRC; or
18
(b) a person is appointed as a member of the FRC during the
19
transition period;
20
this Act applies to the member, during the transition period, as if
21
the amendments made by Schedule 2 to the amending Act had not
22
been made.
23
(2) For the purposes of this section, transition period means the
24
period:
25
(a) beginning on commencement; and
26
Amendment of the Australian Securities and Investments Commission Act 2001
Schedule 2
Application provisions Part 2
No. , 2014
Corporations Legislation Amendment (Deregulatory and Other
Measures) Bill 2014
11
(b) ending when the Remuneration Tribunal makes a
1
determination under subsection 235AA(1) as inserted by the
2
amending Act.
3
299 AASB members
4
(1) If:
5
(a) immediately before commencement, a person is a member of
6
the AASB; or
7
(b) a person is appointed as a member of the AASB during the
8
transition period;
9
this Act applies to the member, during the transition period, as if
10
the amendments made by Schedule 2 to the amending Act had not
11
been made.
12
(2) For the purposes of this section, transition period means the
13
period:
14
(a) beginning on commencement; and
15
(b) ending when the Remuneration Tribunal makes a
16
determination under subsection 236BA(1) as inserted by the
17
amending Act.
18
300 AUASB members
19
(1) If:
20
(a) immediately before commencement, a person is a member of
21
the AUASB; or
22
(b) a person is appointed as a member of the AUASB during the
23
transition period;
24
this Act applies to the member, during the transition period, as if
25
the amendments made by Schedule 2 to the amending Act had not
26
been made.
27
(2) For the purposes of this section, transition period means the
28
period:
29
(a) beginning on commencement; and
30
(b) ending when the Remuneration Tribunal makes a
31
determination under subsection 236FA(1) as inserted by the
32
amending Act.
33