Commonwealth Numbered Acts

CORPORATIONS ACT 1989 No. 109 of 1989 - SECT 329

329. (1) An auditor of a company may be removed from office by resolution of
the company at a general meeting of which special notice has been given, but
not otherwise.

(2) Where special notice of a resolution to remove an auditor is received by a
company, it shall as soon as possible send a copy of the notice to the auditor
and lodge a copy of the notice.

(3) Within 7 days after receiving a copy of the notice, the auditor may make
representations in writing, not exceeding a reasonable length, to the company
and request that, before the meeting at which the resolution is to be
considered, a copy of the representations be sent by the company at its
expense to every member of the company to whom notice of the meeting is sent.

(4) Unless the Commission on the application of the company otherwise orders,
the company shall send a copy of the representations in accordance with the
auditor's request, and the auditor may, without prejudice to his or her right
to be heard orally or, where a firm is the auditor, to have a member of the
firm heard orally on its behalf, require that the representations be read out
at the meeting.

(5) An auditor of a company may, by notice in writing given to the company,
resign as auditor of the company if:

   (a)  the auditor has, by notice in writing given to the Commission, applied
        for consent to the resignation and stated the reasons for the
        application and, at or about the same time as the notice was given to
        the Commission, notified the company in writing of the application to
        the Commission; and

   (b)  the consent of the Commission has been given.

(6) The Commission shall, as soon as practicable after receiving a notice from
an auditor under subsection (5), notify the auditor and the company whether it
consents to the resignation of the auditor.

(7) A statement made by an auditor in an application to the Commission under
subsection (5) or in answer to an inquiry by the Commission relating to the
reasons for the application:

   (a)  is not admissible in evidence in any civil or criminal proceedings
        against the auditor; and

   (b)  may not be made the ground of a prosecution, action or suit against
        the auditor; and a certificate by the Commission that the statement
        was made in the application or in the answer to the inquiry by the
        Commission is conclusive evidence that the statement was so made.

(8) Subject to subsection (9), the resignation of an auditor takes effect:

   (a)  on the day (if any) specified for the purpose in the notice of
        resignation;

   (b)  on the day on which the Commission gives its consent to the
        resignation; or

   (c)  on the day (if any) fixed by the Commission for the purpose; whichever
        last occurs.

(9) The resignation of an auditor of an exempt proprietary company does not
require the consent of the Commission under subsection (5), and takes effect:

   (a)  on the day (if any) specified for the purpose in the notice of
        resignation; or

   (b)  on the day on which the notice is received by the company; whichever
        is the later.

(10) Where on the retirement or withdrawal from a firm of a member the firm
will no longer be capable, by reason of the provisions of paragraph 324 (2)
(d) of acting as auditor of a company, the member so retiring or withdrawing
shall (if not disqualified from acting as auditor of the company) be deemed to
be the auditor of the company until he or she obtains the consent of the
Commission to his or her retirement or withdrawal.

(11) Within 14 days after:

   (a)  the removal from office of an auditor of a company; or

   (b)  the receipt of a notice of resignation from an auditor of a company,
        the company shall:

   (c)  lodge with the Commission a notice of the removal or resignation in
        the prescribed form; and

   (d)  where there is a trustee for the holders of debentures of the
        company-give to the trustee a copy of the notice lodged with the
        Commission.