Queensland Corporations (Ancillary Provisions) Act 2001 Current as at 12 November 2012 © State of Queensland 2021 This work is licensed under a Creative Commons Attribution 4.0 International License. Queensland Corporations (Ancillary Provisions) Act 2001 Contents Page Part 1 Preliminary 1 Short title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 2 Commencement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 3 Purpose . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 4 Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 5 Corresponding provision . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 6 Operation of Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Part 2 Transitional provisions 7 National scheme laws . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 8 Effect of section7 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 9 Certain provisions of State law taken to operate despite nationalschemelaw . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 10 Court proceedings and orders . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 11 Existing rules of court continue to have effect . . . . . . . . . . . . . . . 15 12 References to old/new corporations legislation or old/new ASIClegislation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 13 References to companies incorporated in a State or Territory . . 17 Part 3 Application of Commonwealth Corporations legislation to State matters 14 Definitions for pt3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 15 State provisions to which this part applies . . . . . . . . . . . . . . . . . 19 16 Effect of declaratory provisions . . . . . . . . . . . . . . . . . . . . . . . . . . 19 17 Changes to applied law . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 18 Conferral of functions on ASIC . . . . . . . . . . . . . . . . . . . . . . . . . . 21 19 Conferral of functions or duties on State courts . . . . . . . . . . . . . 21 20 Implied application of regulations and other provisions of Corporationslegislation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 Corporations (Ancillary Provisions) Act 2001 Contents 21 Proceedings for offences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 22 Application of Corporations legislation by other means . . . . . . . 23 Part 4 General 23 Power to amend certain statutory instruments . . . . . . . . . . . . . . 24 23A Power to make interim regulations construing certain referencesinActs 24 24 Rules of the Supreme Court . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 25 ASIC has certain functions and powers . . . . . . . . . . . . . . . . . . . 26 26 Notes in Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 27 Regulation-making power . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 28 Transitional regulation-making powers . . . . . . . . . . . . . . . . . . . . 27 Part 5 Validation provisions consequent on Financial Services Reform Act 2001 (Cwlth) 29 Validation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Schedule 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 Page 2 Corporations (Ancillary Provisions) Act 2001 Part 1 Preliminary [s 1] Corporations (Ancillary Provisions) Act 2001 An Act to enact ancillary provisions relating to the enactment by the Parliament of the Commonwealth of new corporations legislation and new ASIC legislation and for other purposes Part 1 Preliminary 1 Short title This Act may be cited as the Corporations (Ancillary Provisions) Act 2001. 2 Commencement (1) This Act, other than schedule3, comes into operation immediately before the Corporations Act 2001 (Cwlth), as originally enacted, comes into operation. (2) Schedule 3 comes into operation when the Corporations Act 2001 (Cwlth), as originally enacted, comes into operation. 3 Purpose The purpose of this Act is to enact ancillary provisions, including transitional provisions, relating to the enactment by the Parliament of the Commonwealth of new corporations legislation and new ASIC legislation under its legislative powers, including powers with respect to matters referred to that Parliament for the purposes of section 51(xxxvii) of the Commonwealth Constitution. Note— The Corporations (Commonwealth Powers) Act 2001 refers certain matters relating to corporations and financial products and services to Current as at 12 November 2012 Page 3 Authorised by the Parliamentary Counsel Corporations (Ancillary Provisions) Act 2001 Part 1 Preliminary [s 4] the Parliament of the Commonwealth for the purposes of section51(xxxvii) of the Constitution. 4 Definitions (1) In this Act— ASIC means the Australian Securities and Investments Commission. carried over provision— (a) of the old corporations legislation means a provision of that legislation that— (i) was in force immediately before the relevant time; and (ii) corresponds to a provision of the new corporations legislation; and (b) of the old ASIC legislation means a provision of that legislation that— (i) was in force immediately before the relevant time; and (ii) corresponds to a provision of the new ASIC legislation. cooperative scheme law has the meaning given by the Corporations (Queensland) Act 1990, section84. corresponds has a meaning affected by section5. law of the State includes a statutory instrument and any other instrument of a legislative character made under an Act. liability includes duty and obligation. made includes issued, given and published. national scheme law of this jurisdiction has the same meaning as in the Corporations (Queensland) Act 1990, section 3(1). new ASIC Act means the Australian Securities and Investments Commission Act 2001 (Cwlth). Page 4 Current as at 12 November 2012 Authorised by the Parliamentary Counsel Corporations (Ancillary Provisions) Act 2001 Part 1 Preliminary [s 4] new ASIC legislation means— (a) the new ASIC Act; and (b) the new ASIC Regulations (as amended and in force from time to time) and any other regulations made under the new ASIC Act; and (c) the laws of the Commonwealth referred to in paragraph(a)(ii) and (in relation to the State) paragraph(b)(iii) of the definition old ASIC legislation in section254(1) of the new ASIC Act, being those laws as they apply after the relevant time; and (d) the preserved instruments. new ASIC Regulations means the old ASIC Regulations that, because of section264 of the new ASIC Act, have effect as if they were made under section251 of that Act. new Corporations Act means the Corporations Act 2001 (Cwlth). new corporations legislation means— (a) the new Corporations Act; and (b) the new Corporations Regulations (as amended and in force from time to time) and any other regulations made under the new Corporations Act; and (c) the laws of the Commonwealth referred to (in relation to the State) in paragraph(c) of the definition old corporations legislation in section1371(1) of the new Corporations Act, being those laws as they apply after the relevant time; and (d) the preserved instruments. new Corporations Regulations means the old Corporations Regulations that, because of section1380 of the new Corporations Act, have effect as if they were made under section 1364 of that Act. old application Act means the Corporations (Queensland) Act 1990 as in force from time to time before the relevant time. Current as at 12 November 2012 Page 5 Authorised by the Parliamentary Counsel Corporations (Ancillary Provisions) Act 2001 Part 1 Preliminary [s 4] old ASIC Act means the Australian Securities and Investments Commission Act 1989 (Cwlth) as in force from time to time before the relevant time. old ASIC Law means the ASIC Law of Queensland, within the meaning of the old application Act, as in force from time to time before the relevant time. old ASIC legislation means— (a) the old ASIC Law and the old ASIC Regulations, and any instruments made under that law or those regulations; and (b) the old application Act, and any instruments made under that Act, as applying in relation to the old ASIC Law and the old ASIC Regulations from time to time before the relevant time; and (c) the laws of the Commonwealth as applying in relation to the old ASIC Law and the old ASIC Regulations from time to time before the relevant time as laws of, or for the government of, the State because of part8 of the old application Act, and any instruments made under those laws as so applying. old ASIC Regulations means the ASIC Regulations of Queensland, within the meaning of the old application Act, as in force from time to time before the relevant time. old Corporations Law means the Corporations Law of Queensland, within the meaning of the old application Act, as in force from time to time before the relevant time. old corporations legislation means— (a) the old Corporations Law and the old Corporations Regulations, and any instruments made under that law or those regulations; and (b) the old application Act, and any instruments made under that Act, as applying in relation to the old Corporations Law and the old Corporations Regulations from time to time before the relevant time; and Page 6 Current as at 12 November 2012 Authorised by the Parliamentary Counsel Corporations (Ancillary Provisions) Act 2001 Part 1 Preliminary [s 4] (c) the laws of the Commonwealth as applying in relation to the old Corporations Law and the old Corporations Regulations from time to time before the relevant time as laws of, or for the government of, the State because of part 8 of the old application Act, and any instruments made under those laws as so applying. old Corporations Regulations means the Corporations Regulations of Queensland, within the meaning of the old application Act, as in force from time to time before the relevant time. order, in relation to a court, includes any judgment, conviction or sentence of the court. preserved instrument means— (a) in relation to the new corporations legislation, an instrument that, because of section1399 of the new Corporations Act, has effect after the relevant time as if it were made under a provision of the new corporations legislation; and (b) in relation to the new ASIC legislation, an instrument that, because of section275 of the new ASIC Act, has effect after the relevant time as if it were made under a provision of the new ASIC legislation. previous State corporations law means— (a) the repealed Companies Act 1961; or (b) the repealed Marketable Securities Act 1970; or (c) the repealed Securities Industry Act 1975; or (d) a cooperative scheme law; or (e) any other Act, or provision of an Act, specified under a regulation under subsection(2). provision of a law includes any portion of the law. referring State has the meaning given by section4 of the new Corporations Act. Current as at 12 November 2012 Page 7 Authorised by the Parliamentary Counsel Corporations (Ancillary Provisions) Act 2001 Part 1 Preliminary [s 5] relevant time means the time when the new Corporations Act, as originally enacted, comes into operation. right includes interest and status. State includes the Northern Territory. Territory means the Australian Capital Territory or the Jervis Bay Territory. (2) A regulation may provide that a specified Act, or a specified provision of an Act, is a previous State corporations law for the purposes of this Act. 5 Corresponding provision (1) For this Act, a provision (the old provision) of the old corporations legislation or the old ASIC legislation corresponds to a provision (the new provision) of the new corporations legislation or the new ASIC legislation (and vice versa) if— (a) the old provision and the new provision are substantially the same, unless a regulation specifies that the 2 provisions do not correspond; or (b) a regulation specifies that the 2 provisions correspond. (2) For this Act, a provision (the old provision) of a previous State corporations law corresponds to a provision (the new provision) of a national scheme law of this jurisdiction (and vice versa) if— (a) the old provision and the new provision are substantially the same, unless a regulation specifies that the 2 provisions do not correspond; or (b) a regulation specifies that the 2 provisions correspond. (3) For subsection(1)(a), differences of all or any of the following kinds are not enough to mean that 2 provisions are not substantially the same— (a) the fact that— Page 8 Current as at 12 November 2012 Authorised by the Parliamentary Counsel