{"id":"C2004A00820","name":"Corporations (Fees) Act 2001","slug":"corporations-fees-act-2001","collection":"act","jurisdiction":"commonwealth","status":"in_force","isInForce":true,"actNumber":"52 of 2001","makingDate":null,"administeringDepartment":null,"currentVersion":{"id":24957,"registerId":"commonwealth-C2004A00820-current","compilationNumber":null,"startDate":"2026-04-01","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"Short title","content":"#### 1 Short title\n\n  This Act may be cited as the Corporations (Fees) Act 2001.","sortOrder":0},{"sectionNumber":"2","sectionType":"section","heading":"Commencement","content":"#### 2 Commencement\n\n  This Act commences at the same time as the Corporations Act 2001.","sortOrder":1},{"sectionNumber":"3","sectionType":"section","heading":"Application to the Crown","content":"#### 3 Application to the Crown\n\n  If the Crown, in a capacity, is bound by the provision or provisions of an Act under which a chargeable matter arises or to which a chargeable matter relates, then the Crown, in that capacity, is bound by this Act in respect of that chargeable matter.","sortOrder":2},{"sectionNumber":"4","sectionType":"section","heading":"Definitions","content":"#### 4 Definitions\n\n  (1) In this Act:\n\n> chargeable matter means any of the following:\n\n    (a) the lodgment of a document under the Corporations Act 2001;\n    (b) the registration of a document under that Act;\n    (c) the inspection or search of a register kept by, or a document in the custody of, ASIC under that Act;\n    (d) the making available by ASIC, under that Act, of information (whether in the form of a document or otherwise);\n    (e) the production by ASIC, under a subpoena, of such a register or document;\n    (f) the issuing of a document or of a copy of a document, the granting of a licence, consent or approval, or the doing of any other act, under that Act, by the Minister or ASIC;\n    (g) the making of an inquiry of, or an application to, the Minister, or ASIC, in relation to a matter arising under that Act;\n    (h) the submission to ASIC of a document for examination by ASIC;\n    (i) the making of an application under that Act to the Panel;\n    (j) the doing of any act by the Panel in dealing with an application under that Act to the Panel;\n    (k) the performance by ASIC of:\n    (i) functions conferred on ASIC by the listing rules of a market as required by subsection 798C(4); and\n    (ii) any other functions conferred on ASIC by arrangements entered into under subsection 798C(2); and\n    (iii) functions conferred on ASIC by the operating rules of a market as required by subsection 798DA(2) of the Corporations Act 2001;\n    (l) the performance by ASIC of functions provided for in regulations as mentioned in paragraph 798E(2)(b) of the Corporations Act 2001;\n    (m) the lodgment of a document under paragraph 17G(c) of the Insurance Act 1973 or paragraph 195(c) of the Life Insurance Act 1995;\n    (n) the making of an application to ASIC for an exemption or declaration, or a variation or revocation of an exemption or declaration, under Part 29 of the Superannuation Industry (Supervision) Act 1993;\n    (o) the making of an application to ASIC for an exemption, or a variation or revocation of an exemption, under subsection 12DY(1) of the Australian Securities and Investments Commission Act 2001.\n\n> old Corporations Law, in relation to a State or Territory, has the same meaning as it has in Part 10.1 of the Corporations Act 2001.\n\n  (2) Subject to this Act, Part 1.2 (Interpretation) of the Corporations Act 2001 applies for the purposes of this Act as if the provisions of this Act were provisions of that Act.\n\n> Note: Part 1.2 of the Corporations Act 2001 includes the Dictionary in section 9 of that Act, so the definitions in that section apply for the purposes of this Act unless this Act otherwise provides.","sortOrder":3},{"sectionNumber":"5","sectionType":"section","heading":"Imposition of fees for chargeable matters","content":"#### 5 Imposition of fees for chargeable matters\n\n  (1) Subject to section 6, the regulations may prescribe fees for chargeable matters.\n  (2) The fees prescribed by the regulations for chargeable matters are imposed, and are so imposed as taxes.\n  (3) 2 or more fees may be prescribed for the same chargeable matter.","sortOrder":4},{"sectionNumber":"5A","sectionType":"section","heading":"Differential fees","content":"#### 5A Differential fees\n\n  (1) The regulations may prescribe, in relation to a chargeable matter, different fees having regard to whether the matter is complied with by electronic means.\n  (2) The regulations may prescribe, in relation to a chargeable matter, different fees having regard to whether the matter is of low, medium or high complexity.\n  (3) The regulations may prescribe, in relation to a chargeable matter, different fees having regard to any matter relating to the person by whom the fee for the matter is payable.\n  (4) ASIC may, by legislative instrument, make a determination specifying criteria for whether a chargeable matter is of low, medium or high complexity for the purposes of subsection (2).\n  (5) However, if no such determination is in operation, the fee for a chargeable matter is the fee prescribed by the regulations for the chargeable matter of low complexity.","sortOrder":5},{"sectionNumber":"6","sectionType":"section","heading":"Matters relating to amount of fees","content":"#### 6 Matters relating to amount of fees\n\n  (1) The regulations may prescribe a fee for a chargeable matter:\n    (a) by specifying an amount (not exceeding $200,000) as the fee; or\n    (b) by specifying a method for calculating the amount of the fee.\n\n> Note: The limitation in paragraph (a) applies separately to each fee imposed if more than one fee is prescribed for the same chargeable matter (see subsection 5(3)).\n\n  (2) The fee for a chargeable matter need not bear any relationship to the cost of providing any service that forms part of, or is related to, that matter.\n  (3) The fee, or the sum of the fees, for a chargeable matter must not exceed $300,000, except for a chargeable matter referred to in paragraph (k) or (l) of the definition of chargeable matter in subsection 4(1).\n  (4) The fee, or the total of the fees, for chargeable matters referred to in paragraph (k) of the definition of that term in subsection 4(1) that relate to a particular market licensee must not exceed $300,000 in respect of each period of 12 months during which ASIC performs functions referred to in that paragraph in relation to that market licensee.\n  (5) The fee, or the total of the fees, for chargeable matters referred to in paragraph (l) of the definition of that term in subsection 4(1) that relate to a particular market licensee and a particular conflict, or potential conflict, of a kind referred to in subsection 798E(1) of the Corporations Act 2001, must not exceed $300,000 in respect of each period of 12 months during which ASIC performs functions referred to in that paragraph in relation to that market licensee and that conflict or potential conflict.","sortOrder":6},{"sectionNumber":"7","sectionType":"section","heading":"Who is liable to pay the fee for a chargeable matter, and time liability is incurred","content":"#### 7 Who is liable to pay the fee for a chargeable matter, and time liability is incurred\n\n  (1) The person by whom a fee for a chargeable matter is payable, and the time at which they incur that liability, are as follows:\n    (a) for a chargeable matter referred to in paragraph (a) of the definition of chargeable matter in subsection 4(1):\n    (i) person liable—the person who lodges the document; and\n    (ii) time liability incurred—when the document is lodged;\n    (b) for a chargeable matter referred to in paragraph (b) of that definition:\n    (i) person liable—the person who requests registration of the document, or if there is no request, the person who lodges the document that is registered; and\n    (ii) time liability incurred—when the request for registration is made, or if there is no request, when the document is lodged;\n    (c) for a chargeable matter referred to in paragraph (c) of that definition:\n    (i) person liable—the person who requests the inspection or search; and\n    (ii) time liability incurred—when the request is made;\n    (d) for a chargeable matter referred to in paragraph (d) of that definition:\n    (i) person liable—the person who requests the information; and\n    (ii) time liability incurred—when the request is made;\n    (e) for a chargeable matter referred to in paragraph (e) of that definition:\n    (i) person liable—the person who filed the subpoena; and\n    (ii) time liability incurred—when the subpoena is served on ASIC;\n    (f) for a chargeable matter referred to in paragraph (f) of that definition:\n    (i) person liable—the person who requests the issue of the document (or copy), the grant of the licence, consent or approval, or the doing of the other act, or, if there is no such request, the person for whose benefit the act is done; and\n    (ii) time liability incurred—when the request is made, or if there is no request, when the act is done;\n    (g) for a chargeable matter referred to in paragraph (g) of that definition:\n    (i) person liable—the person who makes the inquiry or application; and\n    (ii) time liability incurred—when the inquiry or application is made;\n    (h) for a chargeable matter referred to in paragraph (h) of that definition:\n    (i) person liable—the person who submits the document; and\n    (ii) time liability incurred—when the document is submitted;\n    (i) for a chargeable matter referred to in paragraph (i) of that definition:\n    (i) person liable—the person who makes the application; and\n    (ii) time liability incurred—when the application is made;\n    (j) for a chargeable matter referred to in paragraph (j) of that definition:\n    (i) person liable—such party or parties to the proceedings before the Panel as the Panel determines (in accordance with subsection (2)) is or are to pay the fee; and\n    (ii) time liability incurred—when the Panel makes that determination;\n    (k) for a chargeable matter referred to in paragraph (k) of that definition:\n    (i) person liable—the market licensee affected; and\n    (ii) time liability incurred—the time or times determined in accordance with the regulations;\n    (l) for a chargeable matter referred to in paragraph (l) of that definition:\n    (i) person liable—the market licensee affected; and\n    (ii) time liability incurred—the time or times determined in accordance with the regulations;\n    (m) for a chargeable matter referred to in paragraph (m) of that definition:\n    (i) person liable—the person who lodges the document; and\n    (ii) time liability incurred—when the document is lodged;\n    (n) for a chargeable matter referred to in paragraph (n) of that definition:\n    (i) person liable—the person who makes the application; and\n    (ii) time liability incurred—when the application is made;\n    (o) for a chargeable matter referred to in paragraph (o) of that definition:\n    (i) person liable—the person who makes the application; and\n    (ii) time liability incurred—when the application is made.\n  (2) A determination by the Panel for the purposes of subparagraph (1)(j)(i) must be made in accordance with rules made by the Panel in writing for the purposes of that subparagraph.","sortOrder":7},{"sectionNumber":"8","sectionType":"section","heading":"Regulations","content":"#### 8 Regulations\n\n  The Governor‑General may make regulations for the purposes of sections 5, 5A, 6 and 7.","sortOrder":8},{"sectionNumber":"9","sectionType":"section","heading":"Transitional matters","content":"#### 9 Transitional matters\n\n  (1) Regulations referred to in paragraph 1351(a) of the old Corporations Law of a State or Territory in this jurisdiction that were in force immediately before the commencement of this Act continue to have effect, and may be amended or repealed, as if they were made under section 8 of this Act for the purposes of sections 5 and 6 of this Act.\n  (2) If, immediately before the commencement of this Act, a fee was payable by a person to the Commonwealth in respect of a matter under section 1351 of the old Corporations Law of a State or Territory in this jurisdiction, a liability to pay the same amount, in respect of the same matter, to the Commonwealth is imposed on the person by this subsection on the commencement of this Act, and is so imposed as a tax.\n\n> Note: The definition of chargeable matter in section 9 of the old Corporations Law contains a list of matters that corresponds to the list in the definition of chargeable matter in subsection 4(1) of this Act.","sortOrder":9}],"analysis":{"flash_summary":{"complexity_score":6,"scope_assessment":{"changed":false,"description":"The Act preserves and continues the pre‑existing scope of feeable matters from the old Corporations Law by carrying forward regulations that were in force immediately before commencement and by imposing existing fee liabilities on the same persons at commencement (s9(1)–(2)). The statutory definition of \"chargeable matter\" mirrors the prior list (s4; note to s9). Mechanically, the Act codifies the power to prescribe such fees (s5) but does not expand the enumerated categories beyond those carried across from the old law, and it expressly provides transitional continuity rather than a change in scope (s9)."},"complexity_factors":["Broad and enumerated definition of \"chargeable matter\" that ties into multiple Acts and specific subsections (s4)","Delegation of essential detail (fee amounts, differential rules, timing) to regulations and an ASIC legislative instrument (s5, s5A, s8)","Ability to prescribe multiple fees for the same chargeable matter (s5(3)), and to set fees by formula (s6(1)(b))","Monetary ceilings with cross‑references and exceptions (single‑fee cap $200,000; aggregate caps $300,000; exceptions for paragraphs (k) and (l)) (s6(1)(a), s6(3)–(5))","Provision allowing fees that need not relate to cost of service, affecting economic interpretation and user expectations (s6(2))","ASIC discretion to define complexity categories and a statutory default if no definition exists (s5A(4)–(5))","Panel discretion to allocate fee liability among parties in Panel proceedings and requirement for written rules (s7(1)(j)–(2))","Application to the Crown in certain capacities, which raises questions about exemption or liability depending on capacity (s3)","Transitional carryover of pre‑existing state regulations and liabilities into the new federal framework (s9)"],"plain_english_summary":"What this law does (mechanically)\n\n- Gives the Commonwealth power to charge fees, by regulation, for a set of specific corporate administration activities connected with the Corporations Act 2001 and a few related Acts (this list is in the definition of “chargeable matter”) (see s4, s5).\n- Declares those fees to be taxes when prescribed (s5(2)).\n- Allows regulations to set different fees depending on how a matter is dealt with (for example, electronically or not), the complexity of the matter (low/medium/high), or attributes of the person who must pay (s5A).\n- Allows ASIC to make a legislative instrument that defines what counts as low/medium/high complexity; if ASIC has not made that instrument, the default fee is the low-complexity fee (s5A(4)–(5)).\n- Lets the regulations fix a fee by naming a dollar amount (up to $200,000 for any single fee) or by specifying a formula for calculating the fee (s6(1)). The law also sets upper limits on the total fees that can apply to a single chargeable matter or to certain market‑licensee related functions (s6(3)–(5)).\n- Specifies who is liable to pay a fee and when the liability arises for each type of chargeable matter (lodgers, applicants, requesters, market licensees, parties in Panel proceedings, etc.) (s7).\n- Gives the Governor‑General power to make regulations to implement these arrangements (s8).\n- Carries forward related state-era regulations and pre‑existing fee liabilities at commencement, treating them as if made under this Act (transitional provisions in s9).\n\nWho this affects and who decides\n\n- People and entities who lodge, register, submit, request, inspect, apply, or otherwise interact with ASIC or the Minister under the Corporations Act (and a few linked Acts) can be charged fees for those interactions (s4, s7).\n- Market licensees can be charged fees for certain ongoing ASIC functions performed in relation to them (s4(k)–(l), s7(1)(k)–(l)).\n- The regulations (made by the Governor‑General) set the fees and structure; ASIC can make a legislative instrument to define complexity categories (s5, s5A, s8). The Panel can decide which parties in proceedings should pay a fee (s7(1)(j)–(2)).\n\nWhy it matters (effects, incentives and trade‑offs)\n\n- Revenue and classification: The Act turns prescribed fees into taxes for specified corporate administration services (s5(2)). That changes the legal character of the receipts and who ultimately bears financial cost.\n- Delegation and administrative discretion: Major details—exact fees, differential treatment (electronic vs non‑electronic), complexity bands, timing for market‑licensee fees—are left to delegated instruments (regulations and an ASIC legislative instrument). That concentrates substantive choice in the executive/regulatory layer rather than the statute (s5, s5A, s8).\n- Predictability vs flexibility: The Act sets numeric upper bounds (single‑fee cap $200,000; aggregate caps $300,000 with some exceptions) (s6(1)(a), s6(3)–(5)), which constrain extremes but still permit substantial fees. Because regulations can specify formulas, fees can be made variable and tailored, at the cost of requiring users to consult those instruments for the actual amounts (s6(1)(b)).\n- Compliance burden and incidence: The Act assigns fee liability to the initiating or requesting party in each scenario (lodger, requester, applicant, filer, market licensee), which makes the person who triggers the official act the payer in most cases (s7). That creates a direct cost to users of ASIC/Minister services and may affect their behaviour about whether, when, and how they interact with the regulator.\n- Cost‑relationship to service provision: The statute explicitly allows fees that do not relate to the cost of providing the service (s6(2)). That means fees can be used for broader revenue purposes rather than simply cost‑recovery, and users cannot assume a fee reflects marginal or average processing cost.\n- Differential treatment and potential distributional effects: Regulations may charge different fees depending on delivery channel (electronic) or person characteristics (s5A(1), (3)). That can create incentives to shift behaviour (for example, greater electronic use) and can produce different burdens across user groups.\n- Panel and market licensee rules: For proceedings before the Panel, the Panel determines which parties pay and when (s7(1)(j)–(2)). For market‑licensee related functions, timing and annual aggregation are set by the regulations, and aggregate caps apply per 12‑month periods (s6(4)–(5), s7(1)(k)–(l)). These arrangements concentrate discretion about allocation and timing of costs in the Panel and regulatory instruments.\n- Transitional continuity: Existing state‑era regulations and pre‑commencement fee liabilities were carried forward to avoid gaps at commencement; those continuing rules operate under this Act’s framework (s9(1)–(2)).\n\nImmediate practical takeaways\n\n- If you lodge or request anything under the Corporations Act (or the few linked provisions listed), you may be charged a fee, and the person who initiates that interaction is generally the payer (s4, s7).\n- The precise fees and any differences for electronic handling or complexity will be found in regulations and in any ASIC criteria instrument, not in this Act (s5, s5A, s8).\n- Fees are legally taxes and need not reflect the regulator’s cost; there are caps but they allow substantial amounts and contain specified exceptions (s5(2), s6).\n\nKey sections cited: s3, s4, s5, s5A, s6, s7, s8, s9."},"kimi_summary":{"content_quality":"ok","complexity_score":4,"scope_assessment":{"changed":true,"description":"The legislation has expanded beyond its original narrow purpose of simply imposing fees for basic ASIC services. The definition of 'chargeable matter' has grown to include: ASIC's functions under stock exchange listing rules and operating rules (paragraphs 4(1)(k)-(l)), superannuation exemption applications (paragraph (n)), and ASIC Act exemptions (paragraph (o)). These additions reflect the gradual expansion of ASIC's regulatory footprint into financial markets infrastructure and superannuation oversight, dragging this fees statute into areas far removed from traditional company registration and document lodgment."},"complexity_factors":["15 distinct categories of 'chargeable matters' defined in subsection 4(1), each with different liability rules in section 7","Extensive cross-referencing to the Corporations Act 2001 (incorporating Part 1.2 and its Dictionary by reference)","Nested conditional logic in section 7 with 15 subparagraphs mapping specific liability rules to each chargeable matter category","Multiple fee caps with exceptions: $200,000 individual fee limit (section 6(1)), $300,000 total fee limit (section 6(3)), with specific exemptions for market licensee functions (paragraphs (k) and (l))","Differential fee structure allowing for electronic/complexity-based variations (section 5A)","Transitional provisions preserving old state-based fees (section 9) with reference to 'old Corporations Law'","Legislative instrument power delegated to ASIC for complexity determinations (section 5A(4))"],"plain_english_summary":"This law sets up the system for charging fees for services provided by Australia's corporate regulator, ASIC (the Australian Securities and Investments Commission), and related bodies.\n\n**What it does:**\n- **Authorises fees** for various corporate regulatory services, such as:\n  - Lodging or registering documents with ASIC\n  - Searching ASIC's registers (like checking company details)\n  - Getting copies of documents\n  - Applying for licences, exemptions, or approvals\n  - ASIC's work monitoring stock exchanges and financial markets\n  - Applications to the Takeovers Panel (which oversees company mergers and acquisitions)\n\n- **How fees are set:** The actual dollar amounts aren't in this Act—they're set by regulations (separate rules made by the government). But this law puts limits on those fees:\n  - Most individual fees can't exceed $200,000\n  - The total fees for any single matter generally can't exceed $300,000\n  - Fees can vary based on whether you submit things electronically, how complex the matter is, or who is applying\n\n- **Who pays:** The law clearly spells out who owes money and exactly when the debt is created—for example, when you lodge a document, when you request a search, or when ASIC serves a subpoena.\n\n**Who it affects:**\n- Companies and their officers\n- People searching company records\n- Lawyers and accountants lodging documents\n- Stock exchange operators\n- Anyone applying for regulatory approvals\n\n**Why it matters:**\nThis is essentially the 'price list' legislation for Australia's corporate regulatory system. Without it, ASIC couldn't legally charge for its services. It ensures the corporate regulator is funded partly by the people and companies who use its services, rather than entirely by taxpayers. The law also ensures fees are imposed as taxes, which has constitutional significance (ensuring the charges are valid under Australian law)."},"summary":{"complexity_score":6,"scope_assessment":{"changed":true,"description":"The Act's original scope focused on fees under the Corporations Act 2001. Over time, additional chargeable matters were added — including applications for exemptions under the Superannuation Industry (Supervision) Act 1993 (paragraph n) and the ASIC Act 2001 (paragraph o), lodgments under the Insurance Act 1973 and Life Insurance Act 1995 (paragraph m), and ASIC's functions under market operator rules (paragraphs k and l). The differential fees provisions (section 5A), including complexity-based pricing and ASIC's power to make complexity determinations, also represent a significant expansion beyond a simple fee-imposition framework, giving the regulator ongoing pricing influence."},"complexity_factors":["Cross-references to multiple other Acts (Corporations Act 2001, ASIC Act 2001, Insurance Act 1973, Life Insurance Act 1995, Superannuation Industry (Supervision) Act 1993) requiring readers to consult multiple legislative instruments","Fees are not set in this Act itself — actual amounts are in regulations, requiring readers to locate and read separate subordinate legislation","Constitutional framing of fees as 'taxes' is a non-obvious legal distinction with practical consequences that are not self-explanatory","ASIC has power to issue legislative instruments (complexity determinations) that affect fee amounts, adding a third layer of rules beyond Act and regulations","Multiple fee caps with different conditions (per-matter cap, annual cap for market licensees, carve-outs for specific chargeable matters) require careful reading to apply correctly","Detailed person-by-person and timing-by-timing liability rules across 15 categories in section 7 add significant structural complexity","Transitional provisions referencing 'old Corporations Law' of various States and Territories require historical legal context to understand","Differential fee framework (electronic vs paper, complexity tiers, person-specific factors) creates multiple potential outcomes for the same underlying matter"],"plain_english_summary":"## Corporations (Fees) Act 2001 — Plain English Summary\n\n### What does this law do?\nThis Act is essentially the **fee-charging engine** behind the *Corporations Act 2001*. It doesn't set the actual dollar amounts for fees — instead, it gives the government the legal authority (called a \"head of power\") to impose fees for a wide range of interactions with **ASIC** (the Australian Securities and Investments Commission, Australia's corporate regulator) and the **Takeovers Panel** (a body that handles disputes about company takeovers).\n\n### Who does it affect?\nThis law touches **anyone who deals with ASIC or the Takeovers Panel** in a formal capacity, including:\n- **Companies and their officers** lodging or registering documents (e.g., annual returns, change of details forms)\n- **Investors and researchers** searching ASIC's registers or requesting documents\n- **Lawyers and professionals** filing subpoenas or submitting documents for examination\n- **Market operators** (e.g., stock exchanges) who have ASIC performing supervisory functions on their behalf\n- **Superannuation and insurance entities** applying for exemptions\n- **Takeover participants** making or defending applications to the Takeovers Panel\n\n### What are the key rules?\n- **Fees are set by regulations** (delegated legislation made by the Governor-General), not by this Act itself. So the actual prices are found elsewhere.\n- Fees are legally classified as **taxes** — this is a constitutional technicality that allows the Commonwealth to collect them.\n- **Fee caps apply**: Individual fees cannot exceed **$200,000**, and the total fees for a single matter generally cannot exceed **$300,000**. Market operators (licensees) face a separate $300,000 annual cap for ongoing ASIC supervisory functions.\n- **Differential fees are allowed**: Cheaper fees may apply if you deal with ASIC electronically, or if your matter is classified as low complexity. Higher fees may apply for complex matters.\n- **ASIC can determine complexity**: ASIC can issue a formal determination (a type of binding legal instrument) classifying matters as low, medium, or high complexity — which affects how much you pay.\n- **The Crown (government itself) can also be charged fees** — but only when it's participating in activities covered by the underlying legislation.\n- **Timing matters**: Your liability to pay a fee kicks in at a specific moment — usually when you lodge a document, make a request, or file an application.\n\n### Why does this matter to you?\nIf you're running a company, investing, or working in financial services, **any interaction with ASIC that triggers a fee** is governed by this framework. You can't negotiate around it — these are taxes, not optional service charges. The fact that fees don't have to reflect the actual cost of ASIC's service (section 6(2)) means the government has broad discretion in setting prices."},"issue_detection":{"absurdities":[{"type":"other","section":"6(1)(a) and 6(3)","severity":"low","reasoning":"The interplay between the individual fee cap ($200,000), the multiple-fee permission (s5(3)) and the aggregate cap ($300,000) is not internally contradictory but produces an implied sliding constraint on subsequent fees that is never articulated in the Act, leaving the precise operation of the caps uncertain in practice.","confidence":0.72,"description":"The per-fee cap of $200,000 under s6(1)(a) and the aggregate cap of $300,000 under s6(3) create an arithmetically peculiar interaction with s5(3), which permits 2 or more fees for the same chargeable matter. The note to s6(1)(a) confirms the $200,000 cap applies separately to each fee. This means two fees of $200,000 each ($400,000 total) could theoretically be prescribed for one matter, yet s6(3) caps the aggregate at $300,000, creating a structural redundancy where the per-fee maximum is rendered partially meaningless by the aggregate cap — but only partially, since a single fee could still reach $200,000 while a second fee is capped at $100,000 by operation of s6(3), a result nowhere expressly stated."},{"type":"impossible_compliance","section":"5A(5)","severity":"medium","reasoning":"The default operates only where regulations have created a tiered fee structure. If the regulations prescribe a single fee without complexity tiers, s5A(5) either applies trivially (the only prescribed fee is treated as the low-complexity fee) or fails to operate at all. The provision does not address this gap, leaving persons and ASIC without clear guidance in that scenario.","confidence":0.78,"description":"Section 5A(5) provides that if no ASIC complexity determination is in operation, the fee is the fee prescribed 'for the chargeable matter of low complexity.' This presupposes that the regulations have in fact prescribed separate fees for low, medium and high complexity tiers. If the regulations have not done so — or have prescribed only a single undifferentiated fee — the default rule in s5A(5) is either inapplicable (no 'low complexity' fee exists to fall back on) or collapses into the ordinary fee, making the subsection vacuous. The section assumes a regulatory structure that may not exist."},{"type":"circular_definition","section":"7(1)(j) and 7(2)","severity":"high","reasoning":"A tax imposed by statute whose incidence is wholly determined by the discretion of the collecting body, exercised under self-made rules with no statutory criteria, raises both logical circularity (the Panel defines its own taxing power's scope) and potential constitutional concern under the Melbourne Corporation principle and the taxation power. The legislation delegates the essential character of the taxing decision without meaningful constraint.","confidence":0.81,"description":"For Panel proceedings (chargeable matter (j)), fee liability is incurred 'when the Panel makes [a] determination' as to which party pays (s7(1)(j)(ii)). The Panel's determination must follow written rules made by the Panel (s7(2)). This creates a circularity: the tax liability — a constitutional prerequisite for the fee to be validly imposed as a tax under s55 of the Constitution — is contingent entirely on a discretionary, quasi-judicial determination by the very body collecting the fee, made under rules the Panel itself writes. The Act imposes no criteria, limits or review mechanism on the Panel's written rules, meaning the Panel can unilaterally determine both who is liable and when liability crystallises."},{"type":"retroactive_impossibility","section":"9(2)","severity":"medium","reasoning":"The section does not contain any provision extinguishing the pre-existing liability under the old Corporations Law. The transitional regulations saved under s9(1) continue in force, and the old liability continues to exist until discharged. S9(2) then imposes an additional liability for 'the same matter' and 'the same amount.' Without an express savings or extinguishment clause, a person could be doubly liable, which is logically absurd in a transitional provision intended to ensure continuity rather than duplication.","confidence":0.69,"description":"Section 9(2) imposes a fresh tax liability 'on the commencement of this Act' on persons who, immediately before commencement, owed fees under the old Corporations Law. This is a retroactive crystallisation of liability: persons become liable under the new Act for a matter already completed and already giving rise to liability under the old law. While the amount is the same, the legal basis for the liability is doubled at the moment of commencement — the old liability does not appear to be extinguished, potentially creating two concurrent liabilities for the same matter."},{"type":"self_contradicting","section":"6(2)","severity":"low","reasoning":"The terminological tension between 'fees' (suggesting a quid pro quo) and 'taxes' (imposed without direct benefit) is made explicit by s6(2). While this is a deliberate legislative choice to ensure constitutional characterisation as a tax under s55, the practical absurdity is that the Act calls something a 'fee' while simultaneously denying the essential characteristic of a fee — proportionality to the cost of the service rendered.","confidence":0.65,"description":"Section 6(2) expressly provides that a fee 'need not bear any relationship to the cost of providing any service that forms part of, or is related to, that matter.' Combined with s5(2)'s characterisation of fees as 'taxes,' this provision effectively acknowledges the fees are not charges for services but fiscal impositions. However, several chargeable matters (e.g., s4(1)(c) inspection of a register, s4(1)(d) making available information) are inherently service-delivery activities. Characterising a fee for a discrete, requested government service as a tax with no required nexus to cost is constitutionally unusual and logically incongruous — the Act simultaneously frames these as fees (implying a service exchange) and taxes (denying any service nexus)."}],"contradictions":[{"severity":"medium","section_a":"6(1)(a)","section_b":"6(3)","confidence":0.75,"description":"Section 6(1)(a) caps any single prescribed fee at $200,000. Section 6(3) caps the aggregate of all fees for a single chargeable matter at $300,000. By operation of s5(3) (permitting multiple fees for the same matter), two fees of $200,000 each would individually comply with s6(1)(a) but their aggregate ($400,000) would breach s6(3). The two caps are not coordinated, and the Act provides no mechanism for determining which cap prevails or how to apportion fees when both apply simultaneously."},{"severity":"low","section_a":"5(2)","section_b":"6(2)","confidence":0.62,"description":"Section 5(2) imposes fees 'as taxes,' invoking the constitutional characterisation necessary under s55 of the Constitution. Section 6(2) reinforces this by severing any required nexus between the fee and the cost of the service. Yet the Act's entire definitional framework in s4(1) structures chargeable matters as discrete transactional events (lodgments, inspections, applications) that are indistinguishable in form from regulatory charges or user-pays fees. The Act thus simultaneously adopts the language and structure of a fee-for-service regime (s4, s7) and the legal characterisation of a tax (s5(2), s6(2)), creating an internal conceptual contradiction that may affect how the Act is interpreted and applied."},{"severity":"medium","section_a":"6(3)","section_b":"6(4) and 6(5)","confidence":0.83,"description":"Section 6(3) sets an aggregate fee cap of $300,000 for a chargeable matter, expressly excepting matters under paragraphs (k) and (l) of the chargeable matter definition. Sections 6(4) and 6(5) then set a $300,000 cap per 12-month period for those excepted categories. The exception in s6(3) implies fees for (k) and (l) matters can exceed $300,000, but ss6(4)-(5) re-impose a $300,000 annual cap. On a literal reading, the exception in s6(3) grants no practical additional headroom for (k) and (l) matters because the annual caps in ss6(4)-(5) are identical to the general cap in s6(3). The exception is therefore either redundant or conceals an intended (but unimplemented) intention to permit higher fees for those categories."},{"severity":"medium","section_a":"9(1)","section_b":"9(2)","confidence":0.7,"description":"Section 9(1) saves transitional regulations as if made under s8, preserving the regulatory fee structure from the old Corporations Law. Section 9(2) simultaneously imposes a fresh statutory tax liability for fees already owed under the old law. Both provisions operate at the moment of commencement and address the same pre-existing liabilities, but s9(1) operates through the preserved regulatory mechanism while s9(2) operates through direct statutory imposition. There is no provision extinguishing the old liability or preventing both mechanisms from applying concurrently to the same debt, creating a potential for double liability."},{"severity":"low","section_a":"5A(2) and 5A(4)","section_b":"5A(5)","confidence":0.67,"description":"Sections 5A(2) and 5A(4) establish a three-tier complexity framework (low, medium, high) determined by ASIC's legislative instrument. Section 5A(5) provides a default — the low-complexity fee applies if no determination is in operation. However, if ASIC has made a partial determination (specifying criteria for only some chargeable matters), it is unclear whether s5A(5) applies to the uncovered matters (suggesting the determination is 'not in operation' for those matters) or whether the existence of any determination means s5A(5) is entirely displaced. The provision does not resolve partial determinations, creating a contradiction between the binary on/off framing of s5A(5) and the potentially granular, matter-specific nature of ASIC determinations under s5A(4)."}]}},"importantCases":[],"_links":{"self":"/api/acts/corporations-fees-act-2001","history":"/api/acts/corporations-fees-act-2001/history","analysis":"/api/acts/corporations-fees-act-2001/analysis","conflicts":"/api/acts/corporations-fees-act-2001/conflicts","importantCases":"/api/acts/corporations-fees-act-2001/important-cases","documents":"/api/acts/corporations-fees-act-2001/documents"}}