Commonwealth Numbered Regulations

1989 No. 45 OTC (CONVERSION INTO PUBLIC COMPANY) REGULATIONS - REG 4

4. For the purposes of subsection 54C (2) of the Act:

   (a)  the lodging of a certificate signed by a Commissioner to the effect
        that:

        (i)    OTC was established under the Act; and

        (ii)   OTC is to be converted into a public company by the Act under
               the
name "OTC Limited";
shall be taken to be compliance with paragraph 85 (4) (a) of the Companies 
Act ;

   (b)  the lodging of a certificate signed by a Commissioner to the effect
        that:

        (i)    the registration of OTC Limited is to be authorised under the
               Act;

        (ii)   OTC Limited will be a company limited by shares by virtue of
               the Act;

        (iii)  the share capital of OTC Limited is the amount ascertained
               under section 54B of the Act and the capital is divided into
               shares under that section; and

        (iv)   OTC has complied with the requirements of the Act relating to
               the
conversion of OTC into a public company under the name "OTC Limited";
shall be taken to be compliance with paragraph 85 (4) (c) of the Companies 
Act ;

   (c)  the lodging of the proposed memorandum, and proposed articles, for OTC
        Limited under paragraph 54C (1) (c) of the Act shall be taken to be
        compliance with paragraph 85 (4) (d) of the Companies Act; and

   (d)  the lodging of a certificate signed by a Commissioner to the effect
        that the share capital and allotment of shares are as required by
        sections 54A and 54B of the Act shall be taken to be compliance with
        paragraph 85 (4) (e) of the Companies Act.