Commonwealth Numbered Acts

CORPORATIONS ACT 1989 No. 109 of 1989 - SECT 458

458. (1) The functions of the committee of management of a company appointed
under this Part are to assist and advise the official manager of the company
in relation to any matters concerning the management of the company on which
he or she requests the advice and assistance of the committee.

(2) Either the committee of management of a company or a meeting of creditors
of a company convened by the official manager:

   (a)  may appoint a person who:

        (i)    has consented in writing to act as deputy official manager of
               the company;

        (ii)   is not the auditor of the company;

        (iii)  is not an officer of a body corporate that is a mortgagee of
               property of the company; and

        (iv)   has furnished to the official manager a certificate under his
               or her hand stating that he or she is not an insolvent under
               administration;
to be a deputy official manager of the company;

   (b)  may remove the deputy official manager from office and may, if the
        committee of management or the meeting of creditors, as the case may
        be, considers it is necessary, appoint another person to be deputy
        official manager in his or her place; and

   (c)  may determine the amount of the salary or other remuneration of the
        deputy official manager.

(3) In the absence of the official manager of a company, a deputy official
manager shall, subject to any written directions given to him or her by the
official manager, act as the official manager and, while so acting, has the
powers, duties and functions of the official manager.

(4) A person who is appointed deputy official manager of a company shall,
within 14 days after his or her appointment, lodge with the Commission a
notice in the prescribed form of his or her appointment as deputy official
manager and of the address of his or her office and, in the event of any
change in the situation of his or her office, he or she shall, within 14 days
after the change, lodge with the Commission notice in the prescribed form of
the change.

(5) A person who ceases to be deputy official manager shall, within 14 days
after ceasing to be deputy official manager, lodge with the Commission notice
in the prescribed form of his or her ceasing to be deputy official manager.

(6) The committee of management of a company may, at any time and from time to
time, direct the official manager of the company to convene a meeting of the
creditors of the company or a meeting of the members of the company or a
meeting of both creditors and members of the company, and the official manager
shall give effect to the direction.

(7) Subject to this section and the regulations, the provisions of sections 
549 and 550 apply with respect to a committee of management of a company, the
proceedings of and vacancies in a committee of management of a company, and
the removal of members of the committee of management of a company, and so
apply as if:

   (a)  a reference in any of those provisions to the committee of inspection
        or to the committee were a reference to the committee of management;

   (b)  a reference in any of those provisions to a member of the committee
        were a reference to a member of the committee of management;

   (c)  a reference in any of those provisions to the liquidator were a
        reference to the official manager of the company; and

   (d)  a reference in any of those provisions to a contributory were a
        reference to a member of the company.