Commonwealth Numbered Acts

CORPORATIONS ACT 1989 No. 109 of 1989 - SECT 313

313. (1) A company's directors may apply to the Commission for an order
relieving them, relieving the company, or relieving the auditor (if any) of
the company, from compliance with specified requirements of this Act relating
to, or to the audit of, accounts or group accounts or to the report required
by Division 6.

(2) On an application under subsection (1), the Commission may make an order
relieving the directors, the company, or the auditor of the company, as the
case may be, from compliance with all or any of the specified requirements
either unconditionally or on condition that the directors comply, the company
complies, or the auditor of the company complies, as the case may be, with
such other requirements relating to, or to the audit of, the accounts or group
accounts or to the report as the Commission imposes.

(3) An application under subsection (1) shall be in writing supported by a
statement in writing made in accordance with a resolution of the directors of
the company, signed by not less than 2 directors and stating the reasons for
seeking an order.

(4) The Commission may require the directors making application under
subsection (1) to supply such information relating to the operations of the
company, and of any related body corporate, as the Commission thinks necessary
for the purpose of determining the application.

(5) Notice of an order under subsection (2) shall be served on the company to
which it relates.

(6) The Commission may, where it considers it appropriate, make an order in
respect of a specified class of companies relieving the directors of a company
included in that class, relieving a company included in that class, or
relieving the auditor (if any) of a company included in that class, from
compliance with specified requirements of this Act relating to, or to the
audit of, accounts or group accounts or to the report required by Division 6.

(7) An order under subsection (6) may be made either unconditionally or on
condition that the directors of the company comply, the company complies, or
the auditor of the company complies, as the case may be, with such other
requirements relating to, or to the audit of, accounts or group accounts or to
the report as the Commission imposes.

(8) Notice of an order under subsection (6) shall be published in the Gazette.

(9) A reference in subsection (1) or (6) to requirements of this Act relating
to, or to the audit of, accounts or group accounts does not include a
reference to the requirements of section 289.

(10) Without limiting the generality of subsections (1) and (6), a reference
in either of those subsections to requirements of this Act relating to, or to
the audit of, accounts or group accounts includes:

   (a)  a reference to a requirement that an annual return of a company be
        accompanied by a copy of accounts or group accounts of the company;
        and

   (b)  a reference to a requirement that particulars relating to:

        (i)    the profit or loss of a company for a financial year;

        (ii)   the state of affairs of a company as at the end of a financial
               year;

        (iii)  the profit or loss of a company and any other body corporate or
               bodies corporate for respective financial years; or

        (iv)   the state of affairs of a company and any other body corporate
               or bodies corporate as at the end of respective financial
               years;
be contained in an annual return of the company.

(11) The Commission shall not make an order in relation to a company, or in
relation to a class of companies, unless:

   (a)  in relation to each requirement of this Act that is specified in the
        order, the Commission is of the opinion that compliance with the
        requirement:

        (i)    would render accounts or group accounts, or a report required
               by Division 6, misleading;

        (ii)   would be inappropriate to the circumstances of the company, or
               of the companies included in that class, as the case may be; or

        (iii)  would impose unreasonable burdens on:

                (A)  the company, an officer of the company or the auditor (if
                     any) of the company; or

                (B)  the companies, or officers or auditors of the companies,
                     included in that class;
as the case may be; or
(b) the company is a company (in this paragraph called a "relevant company"):

        (i)    not carried on for the purposes of profit or gain to its
               individual members;

        (ii)   prohibited, by the terms of its constitution, from making any
               distribution, whether in money, property or otherwise, to its
               members; and

        (iii)  required by or under an Australian law to prepare annually a
               statement of its income and expenditure or a statement as to
               its financial position, or both;
or that class is a class of relevant companies, as the case may be.

(12) The reference in subsection (11) to an order in relation to a company, or
in relation to a class of companies, is a reference to:

   (a)  an order under subsection (1) relieving the directors of the company,
        relieving the company, or relieving the auditor (if any) of the
        company; or

   (b)  an order under subsection (6) relieving the directors of a company
        included in that class, relieving a company included in that class, or
        relieving the auditor (if any) of a company included in that class;
        from compliance with specified requirements of this Act.

(13) The Commission may make an order under subsection (1) or (6) that is
limited to a specified period and:

   (a)  in the case of an order under subsection (1)-may from time to time
        either on application by the directors, or without any such
        application, revoke or suspend the operation of the order; or

   (b)  in the case of an order under subsection (6)-may from time to time
        revoke or suspend the operation of the order.

(14) The revocation or suspension under subsection (13) of an order does not
take effect until:

   (a)  in the case of an order under subsection (1)-notice of the revocation
        or suspension is served on the company to which the order relates; and

   (b)  in the case of an order under subsection (6)-notice of the revocation
        or suspension is published in the Gazette.