Commonwealth Numbered Acts

CORPORATIONS ACT 1989 No. 109 of 1989 - SECT 1215

1215. (1) Within 1 month after becoming the holder of a futures brokers
licence, a futures broker (other than an Australian bank) shall appoint a
person or persons, a firm or firms, or a person or persons and a firm or
firms, as auditor or auditors to audit the broker's accounts.

(2) Subject to this section, a person shall not:

   (a)  consent to be appointed as auditor of a futures broker;

   (b)  act as auditor of a futures broker; or

   (c)  prepare a report required by this Act to be prepared by an auditor of
        a futures broker; if:

   (d)  the person is not a registered company auditor;

   (e)  the person, or a body corporate in which the person is a substantial
        shareholder for the purposes of Part 6.7, is indebted in an amount
        exceeding $5,000 to the futures broker or to a body corporate related
        to the futures broker; or

   (f)  the person is:

        (i)    a partner or employee of the futures broker;

        (ii)   an officer of the futures broker;

        (iii)  a partner, employer or employee of an officer of the futures
               broker; or

        (iv)   a partner or employee of an employee of an officer of the
               futures broker.

(3) Subject to this section, a firm shall not:

   (a)  consent to be appointed as an auditor of a futures broker;

   (b)  act as auditor of a futures broker; or

   (c)  prepare a report required by this Act to be prepared by an auditor of
        a futures broker; unless:

   (d)  at least one member of the firm is a registered company auditor who is
        ordinarily resident in Australia;

   (e)  where the business name under which the firm is carrying on business
        is not registered under a law of a State or Territory relating to the
        registration of business names-there has been lodged a return in the
        prescribed form showing, in relation to each member of the firm, the
        member's full name and address as at the time when the firm so
        consents, acts or prepares a report;

   (f)  no member of the firm, and no body corporate in which any member of
        the firm is a substantial shareholder for the purposes of Part 6.7, is
        indebted in an amount not exceeding $5,000 to the futures broker or to
        a body corporate that is related to the futures broker;

   (g)  no member of the firm is:

        (i)    a partner or employee of the futures broker;

        (ii)   an officer of the futures broker;

        (iii)  a partner, employer or employee of an officer of the body
               corporate; or

        (iv)   a partner or employee of an employee of an officer of the
               futures broker; and

   (h)  no officer of the futures broker receives any remuneration from the
        firm for acting as a consultant to it on accounting or auditing
        matters.

(4) A reference in subsection (2) or (3) to indebtedness does not, in relation
to indebtedness of a natural person, include a reference to indebtedness of
that person to a body corporate that is a prescribed corporation for the
purposes of Part 4.5 where:

   (a)  the indebtedness arose as a result of a loan made to that person by
        the body corporate in the ordinary course of its ordinary business;
        and

   (b)  the amount of that loan was used by that person to pay the whole or
        part of the purchase price of premises that are used by that person as
        the person's principal place of residence.

(5) For the purposes of subsections (2) and (3), a person shall be deemed to
be an officer of a body corporate if:

   (a)  the person is an officer of a related body corporate; or

   (b)  except where the Commission, if it thinks fit in the circumstances of
        the case, directs that this paragraph shall not apply in relation to
        the person-the person has, at any time within the immediately
        preceding period of 12 months, been an officer or promoter of the body
        corporate or of a related body corporate.

(6) For the purposes of this section, a person shall not be taken to be an
officer of a body corporate by reason only of being or having been the
liquidator of the body corporate or of a related body corporate.

(7) For the purposes of this section, a person shall not be taken to be an
officer of a body corporate by reason only of having been appointed as an
auditor of that body corporate or of a related body corporate or, for any
purpose relating to taxation, a public officer of a body corporate or by
reason only of being or having been authorised to accept on behalf of the body
corporate or a related body corporate service of process or any notices
required to be served on the body corporate or related body corporate.

(8) The appointment of a firm as auditor of a futures broker shall be deemed
to be an appointment of all persons who are members of the firm and are
registered company auditors, whether resident in Australia or not, at the date
of the appointment.

(9) Where a firm that has been appointed as auditor of a futures broker is
reconstituted by reason of the death, retirement or withdrawal of a member or
members or by reason of the admission of a new member or new members, or both:

   (a)  a person who was deemed under subsection (8) to be an auditor of the
        broker and who has so retired or withdrawn from the firm as previously
        constituted shall be deemed to have resigned as auditor of the company
        as from the day of the person's retirement or withdrawal but, unless
        that person was the only member of the firm who was a registered
        company auditor and, after the retirement or withdrawal of that
        person, there is no member of the firm who is a registered company
        auditor, section 1216 does not apply to that resignation;

   (b)  a person who is a registered company auditor and who is so admitted to
        the firm shall be deemed to have been appointed as an auditor of the
        broker as from the day of admission; and

   (c)  the reconstitution of the firm does not affect the appointment of the
        continuing members of the firm who are registered company auditors as
        auditors of the broker; but nothing in this subsection affects the
        operation of subsection (3).

(10) Except as provided by subsection (9), the appointment of the members of a
firm as auditors of a futures broker that is deemed by subsection (8) to have
been made by reason of the appointment of the firm as auditor of the broker is
not affected by the dissolution of the firm.

(11) A report or notice that purports to be made or given by a firm appointed
as auditor of a futures broker shall not be taken to be duly made or given
unless it is signed, in the firm name and in the name of the member concerned,
by a member of the firm who is a registered company auditor.

(12) Where a person or firm is appointed as an auditor under subsection (1)
(not being an appointment that is deemed to be made by virtue of subsection
(9)) or under subsection (16), the futures broker shall, within 14 days after
the appointment, lodge with the Commission a notice in writing stating that
the broker has made the appointment and specifying the name of the person or
firm.

(13) Without limiting the generality of section 1311, if, in contravention of
this section, a firm consents to be appointed, or acts as, an auditor of a
futures broker or prepares a report required by this Act to be prepared by an
auditor of a futures broker, each member of the firm is guilty of an offence.

(14) A person shall not:

   (a)  if the person has been appointed auditor of a futures broker-knowingly
        disqualify himself or herself while the appointment continues from
        acting as auditor of the broker; or

   (b)  if the person is a member of a firm that has been appointed auditor of
        a futures broker-knowingly disqualify the firm while the appointment
        continues from acting as auditor of the broker.

(15) An auditor of a futures broker holds office until death, until removal or
resignation from office in accordance with section 1216 or until becoming
prohibited from acting as auditor by reason of subsection (2) or (3).

(16) Within 14 days after a vacancy occurs in the office of an auditor of a
futures broker, if there is no surviving or continuing auditor of the broker,
the broker shall appoint a person or persons, a firm or firms or a person or
persons and a firm or firms to fill the vacancy.

(17) While a vacancy in the office of an auditor continues, the surviving or
continuing auditor or auditors (if any) may act.

(18) A futures broker shall not appoint a person or firm as auditor of the
broker unless that person or firm has, before the appointment, consented by
notice in writing given to the broker to act as auditor and has not withdrawn
the consent by notice in writing given to the broker.

(19) This section does not apply in relation to a body corporate (other than
an exempt proprietary company) in relation to which section 327 applies.