Commonwealth Numbered Acts

CORPORATE LAW REFORM ACT 1992 No. 210 of 1992 - SECT 29

29. Section 9 of the Corporations Law is amended:

   (a)  by omitting ", 444 and 500," from paragraph (a) of the definition of

"company" and substituting ", 500 and 600F,";
(b) by omitting "Part" (first occurring) from paragraph (c) of the
definition of "company" and substituting "Parts 5.7B and";

   (c)  by omitting "body corporate to which Part 5.7 applies" from paragraph
(b) of the definition of "contributory" and substituting "Part 5.7 body";

   (d)  by omitting paragraph (c) of the definition of(e) by omitting "in
        sections 475, 531, 532 and 535 to 540, inclusive, and" from the
        definition of

"liquidator";

   (f)  by inserting "(for example, but without limitation, through the
        operation of a presumption for which this Law or any other law of this
jurisdiction provides)" after "way" in the definition of "prove";

   (g)  by omitting the definitions of "entity", " party", "relevant date" and
        "resolution" and substituting the following definitions:

" 'entity':

   (a)  in Part 3.2A - has the meaning given by section 243C; and

   (b)  in Parts 3.6 and 3.7 - has the meaning given by section 294A; and

   (c)  otherwise - has the meaning given by section 64A;
'party':

   (a)  in relation to a transaction - includes, if the transaction has been
        completed or given effect to, or has been terminated, a person who was
        a party to the transaction; and

   (b)  in relation to a Chapter 8 agreement - means, in the case of a
        proposed or discharged relevant agreement, a person who would be a
        party to the relevant agreement if it were in effect;
'relevant date', in relation to a winding up, means the day on which the
winding up is taken because of Division 1A of Part 5.6 to have begun;
'resolution' means:

   (a)  in relation to a body corporate - a resolution other than a special
        resolution; or

   (b)  in relation to creditors or contributories - a resolution passed at a
        meeting of the creditors or contributories;";

   (h)  by inserting the following definitions:

" 'administration', in relation to a body corporate or relevant body, or an
entity within the meaning of Parts 3.6 and 3.7, has, in the case of a company
or recognised company, the meaning given by:

   (a)  section 435C or a corresponding law; and

   (b)  section 1381 or a corresponding law;
'administrator':

   (a)  in relation to a body corporate or relevant body, or an entity within
        the meaning of Parts 3.6 and 3.7, but not in relation to a deed of
        company arrangement:

        (i)    means an administrator of the body or entity appointed under
               Part 5.3A; and

        (ii)   has a meaning affected by section 1381; and

        (iii)  if 2 or more persons are appointed under that Part as
               administrators of the body or entity - has a meaning affected
               by paragraph 451A(2)(b); or

   (b)  in relation to a deed of company arrangement:

        (i)    means an administrator of the deed appointed under Part 5.3A;
               and

        (ii)   if 2 or more persons are appointed under that Part as
               administrators of the deed - has a meaning affected by
               paragraph 451B(2)(b);
'affairs', in relation to a body corporate, has, in the provisions referred to
in section 53, a meaning affected by that section;
'begin', in relation to a winding up, has the meaning given by Division 1A of
Part 5.6;
'business affairs', in relation to an entity, has a meaning affected by
sections 53AA, 53AB, 53AC and 53AD;
'commence', in relation to a winding up, has the meaning given by Division 1A
of Part 5.6;
'committee of creditors', in relation to a company under administration, means
a committee of creditors of the company appointed at a meeting convened under
section 436E;
'connected entity', in relation to a corporation, means:

   (a)  a body corporate that is, or has been, related to the corporation; or

   (b)  an entity that is, or has been, connected (as defined by section 64B)
        with the corporation;
'control day', in relation to a controller of property of a corporation,
means:

   (a)  unless paragraph (b) applies:

        (i)    in the case of a receiver, or receiver and manager, of that
               property - the day when the receiver, or receiver and manager,
               was appointed; or

        (ii)   in the case of any other person who is in possession, or has
               control, of that property for the purpose of enforcing a charge
               - the day when the person entered into possession, or took
               control, of property of the corporation for the purpose of
               enforcing that charge; or

   (b)  if the controller became a controller of property of the corporation:

        (i)    to act with an existing controller of such property; or

        (ii)   in place of a controller of such property who has died or
               ceased to be a controller of such property; the day that is,
               because of any other application or applications of this
               definition, the control day in relation to the controller
               referred to in subparagraph (i) or (ii);
'controller', in relation to property of a corporation, means:

   (a)  a receiver, or receiver and manager, of that property; or

   (b)  anyone else who (whether or not as agent for the corporation) is in
        possession, or has control, of that property for the purpose of
        enforcing a charge;
'decision period', in relation to a chargee in relation to a charge on
property of a company under administration, means the period beginning on the
day when:

   (a)  if notice of the appointment of the administrator must be given to the
        chargee under subsection 450A(3) - such notice is so given; or

   (b)  otherwise - the administration begins; and ending at the end of the
        tenth business day after that day;
'deed of company arrangement' means a deed of company arrangement executed
under Part 5.3A or such a deed as varied and in force from time to time;
'de facto spouse', in relation to a person, means an individual of the
opposite sex to that person who is living with that person as his or her
spouse on a genuine domestic basis although not legally married to that
person;
'defect', in relation to a statutory demand, includes:

   (a)  an irregularity; and

   (b)  a misstatement of an amount or total; and

   (c)  a misdescription of a debt or other matter; and

   (d)  a misdescription of a person or entity;
'eligible applicant', in relation to a corporation, means:

   (a)  the Commission; or

   (b)  a liquidator or provisional liquidator of the corporation; or

   (c)  an administrator of the corporation; or

   (d)  an administrator of a deed of company arrangement executed by the
        corporation; or

   (e)  a person authorised in writing by the Commission to make:

        (i)    applications under the Division of Part 5.9 in which the
               expression occurs; or

        (ii)   such an application in relation to the corporation;
'enforce', in relation to a charge on property of a company under
administration, includes:

   (a)  appoint a receiver of property of the company under a power contained
        in an instrument relating to the charge; or

   (b)  obtain an order for the appointment of a receiver of such property for
        the purpose of enforcing the charge; or

   (c)  enter into possession, or assume control, of such property for that
        purpose; or

   (d)  appoint a person so to enter into possession or assume control
        (whether as agent for the chargee or for the company); or

   (e)  exercise, as chargee or as a receiver or person so appointed, a right,
        power or remedy existing because of the charge, whether arising under
        an instrument relating to the charge, under a written or unwritten
        law, or otherwise;
'enforcement process', in relation to property, means:

   (a)  execution against that property; or

   (b)  any other enforcement process in relation to that property that
        involves a court or a sheriff;
'examinable affairs', in relation to a corporation means:

   (a)  the promotion, formation, management, administration or winding up of
        the corporation; or

   (b)  any other affairs of the corporation (including anything that is
        included in the corporation's affairs because of section 53); or

   (c)  the business affairs of a connected entity of the corporation, in so
        far as they are, or appear to be, relevant to the corporation or to
        anything that is included in the corporation's examinable affairs
        because of paragraph (a) or (b);
'examinable assets and liabilities', in relation to an entity, means all of
the following:

   (a)  the entity's property and assets:

        (i)    whether present or future; and

        (ii)   whether held alone or jointly with any other person or persons;
               and

        (iii)  whether or not held as agent, bailee or trustee;

   (b)  the entity's liabilities:

        (i)    whether present or future; and

        (ii)   whether actual or contingent; and

        (iii)  whether owed alone or jointly with any other person or persons;
               and

        (iv)   whether or not owed as trustee;
'examinable officer', in relation to a corporation, means:

   (a)  a director, secretary or executive officer of the corporation; or

   (b)  a receiver, or receiver and manager, of property of the corporation
        (whether appointed under a provision contained in an instrument, or by
        a court); or

   (c)  an administrator of the corporation; or

   (d)  an administrator of a deed of company arrangement executed by the
        corporation; or

   (e)  a liquidator or provisional liquidator of the corporation (whether or
        not appointed by a court); or

   (f)  a trustee or other person administering a compromise or arrangement
        made between the corporation and any other person or persons;
'examinable operations', in relation to an entity, means all of the following:

   (a)  the entity's business, trading, transactions and dealings:

        (i)    whether alone or jointly with any other entity or entities; and

        (ii)   whether or not as agent, bailee or trustee;

   (b)  the entity's profits, income and receipts;

   (c)  the entity's losses, outgoings and expenditure;
'insolvent' has the meaning given by subsection 95A(2) and, in Part 7.10, has
a meaning affected by section 922;
'insolvent transaction' has the meaning given by section 588FC;
'managing controller', in relation to property of a corporation, means:

   (a)  a receiver and manager of that property; or

   (b)  any other controller of that property who has functions or powers in
        connection with managing the corporation;
'misconduct' includes fraud, negligence, default, breach of trust and breach
of duty;
'national newspaper' means a daily newspaper that circulates generally in each
State, the Capital Territory and the Northern Territory;
'related entity', in relation to a body corporate, means any of the following:

   (a)  a promoter of the body;

   (b)  a relative, or de facto spouse, of such a promoter;

   (c)  a relative of a spouse, or of a de facto spouse, of such a promoter;

   (d)  a director or member of the body or of a related body corporate;

   (e)  a relative, or de facto spouse, of such a director or member;

   (f)  a relative of a spouse, or of a de facto spouse, of such a director or
        member;

   (g)  a body corporate that is related to the first-mentioned body;

   (h)  a beneficiary under a trust of which the first-mentioned body is or
        has at any time been a trustee;

   (i)  a relative, or de facto spouse, of such a beneficiary;

   (j)  a relative of a spouse, or of a de facto spouse, of such a
        beneficiary;

   (k)  a body corporate one of whose directors is also a director of the
        first-mentioned body;

   (l)  a trustee of a trust under which a person is a beneficiary, where the
        person is a related entity of the first-mentioned body because of any
        other application or applications of this definition;
'relation-back day', in relation to a winding up of a company or Part 5.7
body, means:

   (a)  if, because of Division 1A of Part 5.6, the winding up is taken to
        have begun on the day when an order that the company or body be wound
        up was made - the day on which the application for the order was
        filed; or

   (b)  otherwise - the day on which the winding up is taken because of
        Division 1A of Part 5.6 to have begun;
'section 513C day', in relation to the administration of a company, has the
meaning given by section 513C;
'solvent' has the meaning given by subsection 95A(1);
'statutory demand' means:

   (a)  a document that is, or purports to be, a demand served under section
        459E; or

   (b)  such a document as varied by an order under subsection 459H(4);
'statutory minimum' means:

   (a)  if an amount greater than $2,000 is prescribed - the prescribed
        amount; or

   (b)  otherwise - $2,000;
'swear', in relation to an affidavit, means, in the case of an affirmation,
affirm;
'transaction', in Part 5.7B, in relation to a body corporate or Part 5.7 body,
means a transaction to which the body is a party, for example (but without
limitation):

   (a)  a conveyance, transfer or other disposition by the body of property of
        the body; and

   (b)  a charge created by the body on property of the body; and

   (c)  a guarantee given by the body; and

   (d)  a payment made by the body; and

   (e)  an obligation incurred by the body; and

   (f)  a release or waiver by the body; and

   (g)  a loan to the body; and includes such a transaction that has been
        completed or given effect to, or that has terminated;
'uncommercial transaction' has the meaning given by section 588FB;
'unfair loan' has the meaning given by section 588FD;
'unfair preference' has the meaning given by section 588FA;
'unsecured', in relation to a debt, has in Part 5.7B a meaning affected by
section 588D;
'winding up by the Court' includes winding up in insolvency;
'wound up by the Court' includes wound up in insolvency;".