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This is a Bill, not an Act. For current law, see the Acts databases.
Western Australia
Associations Incorporation Amendment
(Transfer of Incorporation) Bill 2010
CONTENTS
1. Short title 2
2. Commencement 2
3. Act amended 2
4. Section 3A amended 2
5. Part IIIA inserted 3
Part IIIA -- Transfer of incorporation
10A. Terms used 3
10B. Incorporated association may apply for
incorporation under another law 3
10C. Review of decision to refuse application 5
10D. Commissioner may direct an incorporated
association to apply for incorporation
under another law 5
10E. Commissioner to give notice of intention 6
10F. Review of proposed direction or
amendment 7
10G. Association to comply with direction 8
10H. Cancellation of incorporation under this
Act 8
10I. Provisions about the transition to
incorporation under another law 8
154--2 page i
Western Australia
LEGISLATIVE COUNCIL
(Introduced by the Hon. Sue Ellery, MLC)
(As amended in Committee)
Associations Incorporation Amendment
(Transfer of Incorporation) Bill 2010
A Bill for
An Act to amend the Associations Incorporation Act 1987.
The Parliament of Western Australia enacts as follows:
page 1
Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 1
1 1. Short title
2 This is the Associations Incorporation Amendment (Transfer of
3 Incorporation) Act 2010.
4 2. Commencement
5 This Act comes into operation as follows --
6 (a) sections 1 and 2 -- on the day on which this Act
7 receives the Royal Assent;
8 (b) the rest of the Act -- on a day fixed by proclamation,
9 and different days may be fixed for different provisions.
10 3. Act amended
11 This Act amends the Associations Incorporation Act 1987.
12 4. Section 3A amended
13 In section 3A(2):
14 (a) after paragraph (b) insert:
15
16 (ca) provisions that relate to registration as a
17 company under the Corporations Act
18 Chapter 5B to the extent that an incorporated
19 association is authorised or required under
20 Part IIIA to become registered as a company
21 under that Chapter; or
22
23 (b) after each of paragraphs (a), (b) and (c) to (k) insert:
24
25 or
26
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 5. Part IIIA inserted
2 After Part II insert:
3
4 Part IIIA -- Transfer of incorporation
5 10A. Terms used
6 In this Part --
7 Corporations Act means the Corporations Act 2001
8 (Commonwealth);
9 prescribed body corporate means --
10 (a) a company within the meaning of the
11 Corporations Act that is taken to be registered
12 in Western Australia; or
13 (b) an entity that is a body corporate under --
14 (i) another Commonwealth Act; or
15 (ii) a written law other than this Act,
16 and is prescribed for the purposes of this
17 definition.
18 10B. Incorporated association may apply for
19 incorporation under another law
20 (1) An incorporated association may by special resolution
21 decide to apply for registration or incorporation as a
22 prescribed body corporate and, subject to this section,
23 the association is authorised to give effect to that
24 decision.
25 (2) An incorporated association cannot make the
26 application for registration or incorporation unless the
27 Commissioner has, on application made to the
28 Commissioner by the association, approved --
29 (a) the application being made; and
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 (b) the doing of the things that are reasonably
2 necessary to obtain the registration or
3 incorporation.
4 (3) An application made to the Commissioner under
5 subsection (2) must --
6 (a) be in a form approved by the Commissioner;
7 and
8 (b) include a copy of the special resolution referred
9 to in subsection (1); and
10 (c) include any information required by the
11 regulations; and
12 (d) specify the period within which the application
13 for registration or incorporation is expected to
14 be made; and
15 (e) be accompanied by the fee prescribed.
16 (4) The Commissioner is to approve an application for
17 registration or incorporation being made if satisfied
18 that the continued incorporation of the association
19 under this Act would for any reason be inappropriate,
20 including --
21 (a) on account of the incorporated association
22 having, in the opinion of the Commissioner,
23 ceased to be eligible to be incorporated under
24 this Act; or
25 (b) because of --
26 (i) the scale or nature of the activities of the
27 incorporated association; or
28 (ii) the value or nature of the property of the
29 incorporated association; or
30 (iii) the extent or nature of the dealings
31 which the incorporated association has
32 with the public,
33 as determined by the Commissioner; or
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 (c) because any prescribed circumstances exist.
2 (5) An incorporated association --
3 (a) in making an application for registration or
4 incorporation; and
5 (b) in doing the things that are reasonably
6 necessary to obtain it,
7 must act in accordance with the terms and conditions of
8 the Commissioner's approval.
9 10C. Review of decision to refuse application
10 (1) If the Commissioner refuses an application made to the
11 Commissioner under section 10B(2) by an incorporated
12 association, the association may apply to the State
13 Administrative Tribunal for a review of the decision.
14 (2) An application under subsection (1) must be made
15 within --
16 (a) 28 days; or
17 (b) such other period as is prescribed,
18 after the incorporated association receives notice of the
19 refusal.
20 10D. Commissioner may direct an incorporated
21 association to apply for incorporation under
22 another law
23 (1) This section applies if the Commissioner is satisfied
24 that the continued incorporation of an association under
25 this Act would for any reason be inappropriate,
26 including --
27 (a) on account of the incorporated association
28 having, in the opinion of the Commissioner,
29 ceased to be eligible to be incorporated under
30 this Act; or
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 (b) because of --
2 (i) the scale or nature of the activities of the
3 incorporated association; or
4 (ii) the value or nature of the property of the
5 incorporated association; or
6 (iii) the extent or nature of the dealings
7 which the incorporated association has
8 with the public,
9 as determined by the Commissioner; or
10 (c) because any prescribed circumstances exist.
11 (2) The Commissioner may in writing direct the
12 incorporated association to apply for, and do all things
13 that are reasonably necessary to obtain, registration or
14 incorporation as a prescribed body corporate.
15 (3) A direction under subsection (2) --
16 (a) must specify the period within which the
17 application is to be made; and
18 (b) may specify any terms and conditions that are
19 to be observed in making the application for
20 registration or incorporation or doing the things
21 that are reasonably necessary to obtain it.
22 (4) The Commissioner may, by notice in writing to the
23 incorporated association --
24 (a) from time to time extend the period referred to
25 in subsection (3)(a); or
26 (b) revoke or amend a direction given under
27 subsection (2).
28 10E. Commissioner to give notice of intention
29 (1) Before the Commissioner gives a direction to an
30 incorporated association under section 10D(2) or notice
31 of an amendment under section 10D(4)(b), the
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 Commissioner must give notice in writing to the
2 association stating --
3 (a) the Commissioner's intention to give the
4 direction or make the amendment; and
5 (b) the grounds on which the Commissioner is
6 proposing to act; and
7 (c) that written submissions on the proposed
8 direction or amendment may be made to the
9 Commissioner within a specified period.
10 (2) The period specified under subsection (1)(c) is not to
11 be less than 90 days after the notice is given but the
12 Commissioner may, on application made by the
13 association, extend the specified period for a further
14 period not exceeding 90 days.
15 (3) Before the Commissioner gives or amends a direction
16 to an incorporated association under section 10D, the
17 Commissioner must have regard to any submission
18 made by the association in accordance with the notice.
19 10F. Review of proposed direction or amendment
20 (1) An incorporated association to which a notice is given
21 under section 10E may, not later than the end of the
22 period specified under section 10E(1)(c) or any
23 extension of that period, apply to the State
24 Administrative Tribunal for a review of the proposed
25 direction or amendment.
26 (2) If an application is so made, the Commissioner cannot
27 give the direction or make the amendment unless --
28 (a) the application results in the Commissioner's
29 proposed action being confirmed; or
30 (b) the application is dismissed or struck out.
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 10G. Association to comply with direction
2 (1) Subject to section 10F, an incorporated association
3 must comply with a direction given to the association
4 under section 10D(2) or a direction as amended under
5 section 10D(4)(b).
6 (2) A contract to which an incorporated association is a
7 party is not illegal, void or unenforceable by reason
8 only of a failure by the association to comply with a
9 direction or notice under section 10D.
10 10H. Cancellation of incorporation under this Act
11 (1) The registration or incorporation of an incorporated
12 association as a prescribed body corporate
13 automatically cancels the incorporation of the
14 association under this Act.
15 (2) Where an incorporated association becomes registered
16 or incorporated as a prescribed body corporate, the
17 body must notify the Commissioner in writing of the
18 registration or incorporation within 14 days after it
19 occurs.
20 Penalty: a fine of $5 000.
21 10I. Provisions about the transition to incorporation
22 under another law
23 (1) In this section, a reference to a transfer of incorporation
24 by an incorporated association is a reference to an
25 incorporated association becoming registered or
26 incorporated as a prescribed body corporate (the body
27 corporate).
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 (2) The transfer of incorporation by an incorporated
2 association does not affect --
3 (a) the identity of the association which is to be
4 taken to be the same body before and after the
5 transfer of incorporation; or
6 (b) any act, matter or thing done or omitted to be
7 done, or any circumstance subsisting, before
8 the transfer to the extent that the act, matter,
9 thing, omission or circumstance has any
10 relevance to the association after the transfer.
11 (3) Without limiting subsection (2) --
12 (a) proceedings by or against an incorporated
13 association subsisting immediately before the
14 transfer of incorporation may be continued by
15 or against the body corporate in the name of the
16 incorporated association; and
17 (b) proceedings that might have been brought by or
18 against an incorporated association
19 immediately before the transfer of
20 incorporation may be commenced by or against
21 the body corporate.
22 (4) Without limiting subsection (2), a transfer of
23 incorporation does not affect --
24 (a) any obligation or liability incurred under this
25 Act; or
26 (b) any penalty or forfeiture incurred in respect of
27 any offence committed against this Act; or
28 (c) any investigation, proceeding or remedy in
29 respect of any such obligation, liability, penalty
30 or forfeiture,
31 and any such investigation, proceeding or remedy may
32 be instituted, continued or enforced and any such
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Associations Incorporation Amendment (Transfer of Incorporation)
Bill 2010
s. 5
1 penalty or forfeiture may be imposed as if section 10H
2 had not been enacted.
3 (5) This section has effect in relation to a matter
4 concerning an incorporated association that is
5 registered as a company under the Corporations Act
6 only to the extent that the matter is not dealt with by
7 that Act.
8
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