{"id":"corporations-south-australia-act-1990","name":"Corporations (South Australia) Act 1990","slug":"corporations-south-australia-act-1990","collection":"act","jurisdiction":"sa","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":31837,"registerId":"sa-corporations-south-australia-act-1990-current","compilationNumber":null,"startDate":"2026-04-01","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"Part 1","sectionType":"part","heading":"Preliminary","content":"Part 1—Preliminary\n1—Short title and purposes\n\t(1)\tThis Act may be cited as the Corporations (South Australia) Act 1990.\n\t(2)\tThe purposes of this Act are—\n\t(a)\tto apply certain provisions of the Corporations Act 1989 of the Commonwealth and the Australian Securities and Investments Commission Act 1989 of the Commonwealth and of regulations under those Acts as laws of South Australia; and\n\t(b)\tto apply certain other laws of the Commonwealth as laws of South Australia for the purpose of the administration and enforcement of the law relating to corporations, the securities industry, the futures industry and some other matters.\n3—Definitions\n\t(1)\tIn this Act—\napplicable provision, in relation to a jurisdiction, means a provision of—\n\t(a)\tthe Corporations Law, or Corporations Regulations, of that jurisdiction; or\n\t(b)\tthe ASIC Law, or ASIC Regulations, of that jurisdiction; or\n\t(c)\tin the case of the Capital Territory—a Commonwealth law as applying, of its own force or because of another Commonwealth law, in relation to—\n\t(i)\tan offence against;\n\t(ii)\tan act, matter or thing arising under or in respect of,\na provision that, because of any other application or applications of this definition, is an applicable provision of the Capital Territory or any other jurisdiction; or\n\t(d)\tin the case of a jurisdiction other than the Capital Territory—a Commonwealth law as applying, because of a law of that jurisdiction, in relation to—\n\t(i)\tan offence against; or\n\t(ii)\tan act, matter or thing arising under or in respect of,\na provision that, because of any other application or applications of this definition, is an applicable provision of that or any other jurisdiction;\nASIC Act means the Australian Securities and Investments Commission Act 1989 of the Commonwealth;\nASIC Law has the meaning given by Part 11;\nASIC Law of South Australia means the provisions applying by reason of section 58;\nASIC Regulations has the meaning given by Part 11;\nASIC Regulations of South Australia means the provisions applying by reason of section 59;\nauthority, in relation to the Commonwealth, has the same meaning as in Part 8 of the Corporations Act;\nCapital Territory means the Australian Capital Territory and the Jervis Bay Territory;\nCommission means the Australian Securities and Investments Commission;\nCommonwealth administrative laws means the following:\n\t(a)\tthe Administrative Review Tribunal Act 2024 of the Commonwealth (excluding Part 7);\n\t(c)\tthe Freedom of Information Act 1982 of the Commonwealth;\n\t(d)\tthe Ombudsman Act 1976 of the Commonwealth;\n\t(e)\tthe Privacy Act 1988 of the Commonwealth,\nand the provisions of the regulations in force for the time being under those Acts;\nCommonwealth authority means an authority or body (whether incorporated or not) that is established or continued in existence by or under an Act of the Commonwealth;\nCommonwealth law means any of the written or unwritten laws of the Commonwealth, including laws about the exercise of prerogative powers, rights and privileges, other than the Corporations Law of the Capital Territory, the ASIC Law of the Capital Territory or provisions prescribed, for the purposes of the definition of Commonwealth law in section 4 of the Corporations Act, by regulations under section 73 of the Corporations Act;\nCommonwealth Minister has the meaning given to \"the Minister\" by section 80A(2) of the Corporations Law;\nco-operative scheme law has the meaning given by section 84;\nCorporations Act means the Corporations Act 1989 of the Commonwealth;\nCorporations Law has the meaning given by Part 3;\nCorporations Law of South Australia means the provisions applying by reason of section 7;\nCorporations Regulations has the meaning given by Part 3;\nCorporations Regulations of South Australia means the provisions applying by reason of section 8;\ncorresponding law means—\n\t(a)\tan Act of a jurisdiction (other than South Australia) that corresponds to this Act; or\n\t(b)\tregulations made under such an Act; or\n\t(c)\tthe Corporations Law, Corporations Regulations, ASIC Law, or ASIC Regulations, or any other applicable provision, of such a jurisdiction; or\n\t(d)\trules of court made because of such an Act;\nFederal Court means the Federal Court of Australia;\nFull Court, in relation to a Supreme Court of a State or Territory, includes any court of the State or Territory to which appeals lie from a single judge of that Supreme Court;\njurisdiction means a State or the Capital Territory;\nlaw, in relation to the Capital Territory, means a law of or in force in the Capital Territory;\nMinister for this jurisdiction means the Minister;\nmodifications includes additions, omissions and substitutions;\nnational scheme law has the meaning given by section 60;\nnational scheme law of this jurisdiction means—\n\t(a)\tthis Act; or\n\t(b)\tthe Corporations Law of South Australia; or\n\t(c)\tthe ASIC Law of South Australia;\nNCSC means the National Companies and Securities Commission;\nofficer, in relation to the Commonwealth, has the same meaning as in Part 8 of the Corporations Act;\nofficer of the Commonwealth has the same meaning as in section 75(v) of the Constitution of the Commonwealth of Australia;\nState includes the Northern Territory;\nState Family Court, in relation to a State, means a court of that State to which section 41 of the Family Law Act 1975 of the Commonwealth applies because of a proclamation made under section 41(2) of that Act;\nTerritory does not include the Northern Territory;\nthis jurisdiction means South Australia.\n\t(2)\tIn this Act, a reference to a Commonwealth Act includes a reference to—\n\t(a)\tthat Commonwealth Act as amended and in force for the time being; and\n\t(b)\tan Act passed in substitution for that Act.\n4—Australian Capital Territory\nFor the purposes of the national scheme laws of this jurisdiction, the Jervis Bay Territory is taken to be part of the Australian Capital Territory.\n5—This Act and applicable provisions of South Australia not to be affected by later State laws\n\t(1)\tAn Act enacted, or an instrument made under an Act, after the commencement of this section is not to be interpreted as amending or repealing, or otherwise altering the effect or operation of, this Act or the applicable provisions of South Australia.\n\t(2)\tSubsection (1) does not affect the interpretation of an Act, or of an instrument made under an Act, so far as that Act provides expressly for that Act or instrument, as the case may be, to have effect despite a specified provision, or despite any provision, of this Act or the applicable provisions of South Australia.\n6—Operation of other South Australian Laws\nExcept as otherwise provided in this Act, nothing in this Act or the applicable provisions of South Australia affects the operation after the commencement of this section of an Act enacted before that commencement or of an instrument made under such an Act.\n","sortOrder":0},{"sectionNumber":"Part 2","sectionType":"part","heading":"The Corporations Law, and the Corporations Regulations, of South Australia","content":"Part 2—The Corporations Law, and the Corporations Regulations, of South Australia\n7—Application in South Australia of the Corporations Law\nThe Corporations Law set out in section 82 of the Corporations Act as in force immediately before the repeal of that section—\n\t(a)\tapplies as a law of South Australia; and\n\t(b)\tas so applying, may be referred to as the Corporations Law of South Australia.\n8—Application of regulations\n\t(1)\tThe regulations in force immediately before the repeal of the Corporations Act under section 22 of that Act—\n\t(a)\tapply as regulations in force for the purposes of the Corporations Law of South Australia; and\n\t(b)\tas so applying, may be referred to as the Corporations Regulations of South Australia.\n\t(2)\tSubject to subsection (3) of this section, where regulations under section 22 of the Corporations Act take effect from a specified day that is earlier than the day when they are notified in the Commonwealth of Australia Gazette under section 48(1) of the Acts Interpretation Act 1901 of the Commonwealth, subsection (1) of this section has effect, and is taken always to have had effect, as if those regulations had taken effect under the Corporations Act from the specified day.\n\t(3)\tTo the extent that a provision of the Corporations Regulations of South Australia is taken because of a particular application of subsection (2) to have effect, or to have had effect, before the day of notification of the regulations referred to in that subsection, the provision does not operate so as to—\n\t(a)\taffect a private person's rights as at that day so as to disadvantage that person; or\n\t(b)\timpose a liability on a private person in respect of anything done or omitted to be done before that day.\n\t(4)\tIn subsection (3)—\nprivate person means a person other than—\n\t(a)\tthe Commonwealth, a State or the Capital Territory; or\n\t(b)\tan authority of the Commonwealth, of a State or of the Capital Territory.\n\t(5)\tSubsection (3) does not affect any other operation that the provision has because of subsection (2) or otherwise.\n9—Interpretation of some expressions in the Corporations Law, and the Corporations Regulations, of South Australia\nIn the Corporations Law, and the Corporations Regulations, of South Australia—\nthe Minister for this jurisdiction means the Minister;\nthis jurisdiction means South Australia.\n10—Interpretation law\n\t(1)\tSubject to Part 1.2 of the Corporations Law of South Australia, the Acts Interpretation Act 1901 of the Commonwealth as in force at the commencement of section 8 of the Corporations Act, applies as a law of South Australia in relation to the Corporations Law, and the Corporations Regulations, of South Australia and any instrument made, granted or issued under that Law or those Regulations (other than application orders under section 111A of that Law) and so applies as if that Law were an Act of the Commonwealth and those Regulations or instruments were regulations or instruments made under such an Act.\n\t(2)\tThe Acts Interpretation Act 1915 does not apply in relation to the Corporations Law, or the Corporations Regulations, of South Australia or an application order or any other instrument made, granted or issued under that Law or those Regulations.\n","sortOrder":1},{"sectionNumber":"Part 3","sectionType":"part","heading":"Citing the Corporations Law and the Corporations Regulations","content":"Part 3—Citing the Corporations Law and the Corporations Regulations\n11—Simpler citation of Corporations Law, and Corporations Regulations, of South Australia\n\t(1)\tThe Corporations Law of South Australia may be referred to simply as the Corporations Law.\n\t(2)\tThe Corporations Regulations of South Australia may be referred to simply as the Corporations Regulations.\n\t(3)\tThis section has effect subject to section 13.\n12—References to Corporations Law, and Corporations Regulations, of other jurisdictions\n\t(1)\tThis section has effect for the purposes of an Act, a law of South Australia or an instrument made under an Act or under such a law.\n\t(2)\tWhere a law of a jurisdiction other than South Australia that corresponds to section 7 of this Act provides that the Corporations Law set out in section 82 of the Corporations Act applies as law of that jurisdiction, the Corporations Law of that jurisdiction is the Corporations Law so set out, applying as law of that jurisdiction.\n\t(3)\tWhere a law of a jurisdiction other than South Australia that corresponds to section 8 of this Act provides that the regulations under section 22 of the Corporations Act apply for the purposes of the Corporations Law of that jurisdiction, the Corporations Regulations of that jurisdiction are those regulations as so applying.\n13—References to Corporations Law and Corporations Regulations\n\t(1)\tThe object of this section is to help ensure that the Corporations Law of South Australia operates, so far as possible, as if that Law, together with the Corporations Law of each jurisdiction other than South Australia, constituted a single national Corporations Law applying of its own force throughout Australia.\n\t(2)\tSubject to this section, a reference in an instrument to the Corporations Law, or to the Corporations Regulations, is to be taken, for the purposes of the laws of South Australia—\n\t(a)\tto be a reference to the Corporations Law, or to the Corporations Regulations, of South Australia; and\n\t(b)\tto include a separate reference to the Corporations Law, or to the Corporations Regulations, of each jurisdiction other than South Australia.\n\t(3)\tSubsection (2) has effect except so far as the contrary intention appears in the instrument, or the context of the reference otherwise requires.\n\t(4)\tWithout limiting subsection (3), subsection (2) does not apply in relation to a reference expressed as a reference to the Corporations Law, or to the Corporations Regulations, of a jurisdiction.\ninstrument means—\n\t(a)\tan Act or an instrument made under an Act; or\n\t(b)\ta law of South Australia or an instrument made under such a law; or\n\t(c)\tan award or other industrial determination or order, or an industrial agreement; or\n\t(d)\tany other order (whether executive, judicial or otherwise); or\n\t(e)\ta notice, certificate or licence; or\n\t(f)\tan agreement; or\n\t(g)\tan application made, information laid, affidavit sworn, or warrant issued, for any purpose; or\n\t(h)\tan indictment, presentment, summons or writ; or\n\t(i)\tany other pleading in, or process issued in connection with, a legal or other proceeding; or\n\t(j)\tany other document whatever.\n","sortOrder":2},{"sectionNumber":"Part 4","sectionType":"part","heading":"Application of the Corporations Law to the Crown","content":"Part 4—Application of the Corporations Law to the Crown\n14—Interpretation\nTo avoid doubt, a reference in this Part to the Crown in a particular right includes a reference to an instrumentality or agency (whether a body corporate or not) of the Crown in that right.\n15—Corporations Law of South Australia\n\t(1)\tChapter 5 (except Part 5.8) of the Corporations Law of South Australia binds the Crown not only in right of the State of South Australia but also, so far as the legislative power of the Parliament permits, the Crown in right of the Commonwealth, of each of the other States, of the Capital Territory, of the Northern Territory and of Norfolk Island.\n\t(1a)\tChapters 6, 6A, 6B, 6C and 6D of the Corporations Law of South Australia—\n\t(a)\tbind the Crown in right of the Commonwealth so far as the legislative power of the Parliament permits; but\n\t(b)\tdo not bind the Crown in right of the State of South Australia, of any other State, of the Capital Territory, of the Northern Territory or of Norfolk Island.\n\t(2)\tTo avoid doubt, Chapter 7 of the Corporations Law of South Australia does not bind the Crown in right of the State of South Australia, of the Commonwealth, of any other State, of the Capital Territory, of the Northern Territory or of Norfolk Island.\n16—Corporations Law of other jurisdictions\n","sortOrder":3},{"sectionNumber":"Part 5","sectionType":"part","heading":"(except Part 5.8) of the Corporations Law of each jurisdiction other than South Australia binds the Crown in right of the State of South Australia.","content":"Chapter 5 (except Part 5.8) of the Corporations Law of each jurisdiction other than South Australia binds the Crown in right of the State of South Australia.\n17—Crown not liable to prosecution\nNothing in this Part, or in the Corporations Law, renders the Crown in any right liable to be prosecuted for an offence.\n18—This Part overrides the prerogative\nWhere, because of this Part, a provision of a law of another jurisdiction binds the Crown in right of the State of South Australia, the Crown in that right is subject to that provision despite any prerogative right or privilege.\nPart 5—Application orders\n19—Commonwealth Minister to obtain consent of State Minister\nDespite Part 1.3 of the Corporations Law of South Australia and section 20 of this Act, the Commonwealth Minister may only make an order under section 111A of that Law, or that section as applying because of section 20 of this Act, with the consent of the Minister for this jurisdiction.\n20—Application orders for ASIC Law\nPart 1.3 of the Corporations Law of South Australia applies for the purposes of the ASIC Law of South Australia as if the provisions of the ASIC Law of South Australia were provisions of the Corporations Law of South Australia.\n","sortOrder":4},{"sectionNumber":"Part 7","sectionType":"part","heading":"Imposition of fees and taxes","content":"Part 7—Imposition of fees and taxes\n22—Fees (including taxes) for chargeable matters\nThis section imposes the fees (including fees that are taxes) that the Corporations Regulations of South Australia prescribe.\n23—Contributions and levies for fidelity funds of securities exchanges\n\t(1)\tThis section imposes—\n\t(a)\tthe contribution payable under section 902(1) of the Corporations Law of South Australia by a person who wishes to be admitted to membership of a securities exchange, or to a partnership in a member firm recognised by a securities exchange; and\n\t(b)\tthe annual contribution payable under section 902(2) of that Law by a member of a securities exchange; and\n\t(c)\tany levy payable under section 904 of that Law by a member of a securities exchange.\n\t(2)\tAn expression has in subsection (1) the meaning it would have if this section were in Part 7.9 of the Corporations Law of South Australia.\n24—Levies for National Guarantee Fund\nThis section imposes any levy that is payable under section 938, 940 or 941 of the Corporations Law of South Australia.\n25—Contributions and levies for fidelity funds of futures organisations\n\t(1)\tThis section imposes—\n\t(a)\tthe contribution payable under section 1234(1) of the Corporations Law of South Australia by a person who wishes to be admitted to membership of a futures organisation; and\n\t(b)\tthe annual contribution payable under section 1234(2) of that Law by a contributing member of a futures organisation; and\n\t(c)\tany levy payable under section 1235 of that Law by a contributing member of a futures organisation.\n\t(2)\tAn expression has in subsection (1) the meaning it would have if this section were in Part 8.6 of the Corporations Law of South Australia.\n","sortOrder":5},{"sectionNumber":"Part 8","sectionType":"part","heading":"National administration and enforcement of the Corporations Law","content":"Part 8—National administration and enforcement of the Corporations Law\n","sortOrder":6},{"sectionNumber":"Div 1","sectionType":"division","heading":"Preliminary","content":"Division 1—Preliminary\n26—Object\nThe object of this Part is to help ensure that—\n\t(a)\tthe Corporations Law of South Australia, and the Corporations Law of each jurisdiction other than South Australia, are administered and enforced on a national basis, in the same way as if those Laws constituted a single law of the Commonwealth; and\n\t(b)\tthe ASIC Law of South Australia, and the ASIC Law of each jurisdiction other than South Australia, are administered and enforced on a national basis, in the same way as if those Laws constituted a single law of the Commonwealth.\n27—Effect of Part\n\t(1)\tThis Part has effect subject to this Act (in particular Part 9), the Corporations Law of South Australia and the ASIC Law of South Australia.\n\t(2)\tNothing in this Part limits the generality of anything else in it.\n","sortOrder":7},{"sectionNumber":"Div 2","sectionType":"division","heading":"Offences against applicable provisions","content":"Division 2—Offences against applicable provisions\n28—Object\n\t(1)\tThe object of this Division is to further the object of this Part by providing—\n\t(a)\tfor an offence against an applicable provision of South Australia to be treated as if it were an offence against a law of the Commonwealth; and\n\t(b)\tfor an offence against an applicable provision of another jurisdiction to be treated in South Australia as if it were an offence against a law of the Commonwealth.\n\t(2)\tThe purposes for which an offence is to be treated as mentioned in subsection (1) include, for example (but without limitation)—\n\t(a)\tthe investigation and prosecution of offences; and\n\t(b)\tthe arrest, custody, bail, trial and conviction of offenders or persons charged with offences; and\n\t(c)\tproceedings relating to a matter referred to in paragraph (a) or (b); and\n\t(d)\tappeals and review relating to criminal proceedings and to proceedings of the kind referred to in paragraph (c); and\n\t(e)\tthe sentencing, punishment and release of persons convicted of offences; and\n\t(f)\tfines, penalties and forfeitures; and\n\t(g)\tliability to make reparation in connection with offences; and\n\t(h)\tproceeds of crime; and\n\t(i)\tspent convictions.\n29—Application of Commonwealth laws in relation to offences against applicable provisions\n\t(1)\tThe Commonwealth laws apply as laws of South Australia in relation to an offence against the applicable provisions of South Australia as if those provisions were laws of the Commonwealth and were not laws of South Australia.\n\t(2)\tFor the purposes of a law of South Australia, an offence against the applicable provisions of South Australia—\n\t(a)\tis taken to be an offence against the laws of the Commonwealth, in the same way as if those provisions were laws of the Commonwealth; and\n\t(b)\tis taken not to be an offence against the laws of South Australia.\n\t(3)\tSubsection (2) has effect for the purposes of a law of South Australia except as prescribed by regulations under section 80.\n30—Application of Commonwealth laws in relation to offences against applicable provisions of other jurisdictions\n\t(1)\tThe Commonwealth laws apply as laws of South Australia in relation to an offence against the applicable provisions of another jurisdiction as if those provisions were laws of the Commonwealth and were not laws of that other jurisdiction.\n\t(2)\tFor the purposes of a law of South Australia, an offence against the applicable provisions of another jurisdiction—\n\t(a)\tis taken to be an offence against the laws of the Commonwealth, in the same way as if those provisions were laws of the Commonwealth; and\n\t(b)\tis taken not to be an offence against the laws of that jurisdiction.\n\t(3)\tSubsection (2) has effect for the purposes of a law of South Australia except as prescribed by regulations under section 80.\n\t(4)\tThis section does not require, prohibit, empower, authorise or otherwise provide for, the doing of an act outside South Australia.\n31—Functions and powers conferred on Commonwealth authorities\n\t(1)\tA Commonwealth law applying because of section 29 that confers on an officer or authority of the Commonwealth a function or power in relation to an offence against the applicable provisions of the Capital Territory also confers on the officer or authority the same function or power in relation to an offence against the corresponding applicable provision of South Australia.\n\t(2)\tA Commonwealth law applying because of section 30 that confers on an officer or authority of the Commonwealth a function or power in relation to an offence against an applicable provision of the Capital Territory also confers on the officer or authority the same function or power in relation to an offence against the corresponding applicable provision of another jurisdiction.\n\t(3)\tThe function or power referred to in subsection (2) may only be performed or exercised in South Australia.\n\t(4)\tIn performing a function or exercising a power conferred by subsection (1) or (2), an officer or authority of the Commonwealth must act as nearly as practicable as the officer or authority would act in performing or exercising the same function or power in relation to an offence against the corresponding applicable provision of the Capital Territory.\n\t(5)\tA Commonwealth law applying because of section 29 or 30 applies as if it did not contain any provision empowering a Minister of State for the Commonwealth to give any directions in relation to the performance of a function or the exercise of a power conferred by subsection (1) or (2).\n32—Reference in Commonwealth law to a provision of another law\nA reference in a Commonwealth law to a provision of that or another Commonwealth law is taken, for the purposes of section 29 or 30, to be a reference to that provision as applying because of that section.\n","sortOrder":8},{"sectionNumber":"Div 3","sectionType":"division","heading":"Administrative law","content":"Division 3—Administrative law\n34—Object\nThe object of this Division is to further the object of this Part by providing that the Commonwealth administrative laws—\n\t(a)\tapply to the applicable provisions of South Australia; and\n\t(b)\tapply, in South Australia, to the applicable provisions of another jurisdiction,\nas if the applicable provisions were those of the Capital Territory.\n35—Application of Commonwealth administrative laws in relation to applicable provisions\n\t(1)\tThe Commonwealth administrative laws apply as laws of South Australia in relation to any act, matter or thing arising under or in respect of the applicable provisions of South Australia as if those provisions were laws of the Commonwealth and were not laws of South Australia.\n\t(2)\tFor the purposes of a law of South Australia, an act, matter or thing arising under or in respect of the applicable provisions of South Australia—\n\t(a)\tis taken to be an act, matter or thing arising under or in respect of the laws of the Commonwealth, in the same way as if those provisions were laws of the Commonwealth; and\n\t(b)\tis taken not to be an act, matter or thing arising under or in respect of the laws of South Australia.\n\t(3)\tSubsection (2) has effect for the purposes of a law of South Australia except as prescribed by regulations under section 80.\n36—Application of Commonwealth administrative laws in relation to applicable provisions of other jurisdictions\n\t(1)\tThe Commonwealth administrative laws apply as laws of South Australia in relation to any act, matter or thing arising under or in respect of the applicable provisions of another jurisdiction as if those provisions were laws of the Commonwealth and were not laws of that jurisdiction.\n\t(2)\tFor the purposes of a law of South Australia, an act, matter or thing arising under or in respect of the applicable provisions of another jurisdiction—\n\t(a)\tis taken to be an act, matter or thing arising under or in respect of the laws of the Commonwealth, in the same way as if those provisions were laws of the Commonwealth; and\n\t(b)\tis taken not to be an act matter or thing arising under or in respect of the laws of that jurisdiction.\n\t(3)\tSubsection (2) has effect for the purposes of a law of South Australia except as prescribed by regulations under section 80.\n\t(4)\tThis section does not require, prohibit, empower, authorise or otherwise provide for the doing of an act outside South Australia.\n36A—Construction of references to Part 7 of Administrative Review Tribunal Act (Cwth)\nFor the purposes of sections 35 and 36, a reference in a provision of the Administrative Review Tribunal Act 2024 of the Commonwealth (as that provision applies as a law of this jurisdiction) to the whole or any part of Part 7 of that Act is taken to be a reference to the whole or any part of that Part as it has effect as a law of the Commonwealth.\n37—Functions and powers conferred on Commonwealth authorities\n\t(1)\tA Commonwealth administrative law applying because of section 35 that confers on an officer or authority of the Commonwealth a function or power in relation to an act, matter or thing arising under or in respect of an applicable provision of the Capital Territory also confers on the officer or authority the same function or power in relation to an act, matter or thing arising under or in respect of the corresponding applicable provision of South Australia.\n\t(2)\tA Commonwealth administrative law applying because of section 36 that confers on an officer or authority of the Commonwealth a function or power in relation to an act, matter or thing arising under or in respect of an applicable provision of the Capital Territory also confers on the officer or authority the same function or power in relation to an act, matter or thing arising under or in respect of the corresponding applicable provision of another jurisdiction.\n\t(3)\tThe function or power referred to in subsection (2) may only be performed or exercised in South Australia.\n\t(4)\tIn performing a function or exercising a power conferred by subsection (1) or (2), an officer or authority of the Commonwealth must act as nearly as practicable as the officer or authority would act in performing or exercising the same function or power in relation to an act, matter or thing arising under or in respect of the corresponding applicable provision of the Capital Territory.\n\t(5)\tA Commonwealth law applying because of section 35 or 36 applies as if it did not contain any provision empowering a Minister of State for the Commonwealth to give any directions in relation to the performance of a function or the exercise of a power conferred by subsection (1) or (2).\n38—Reference in Commonwealth administrative law to a provision of another law\nA reference in a Commonwealth administrative law to a provision of that or another Commonwealth administrative law is taken for the purposes of section 35 or 36, to be a reference to that provision as applying because of that section.\n","sortOrder":9},{"sectionNumber":"Part 9","sectionType":"part","heading":"Jurisdiction and procedure of courts","content":"Part 9—Jurisdiction and procedure of courts\nDivision 1—Vesting and cross-vesting of civil jurisdiction\n40—Operation of Division\n\t(1)\tThis Division provides in relation to—\n\t(a)\tthe jurisdiction of courts in respect of civil matters arising under the Corporations Law of South Australia; and\n\t(b)\tthe jurisdiction of the courts of South Australia in respect of civil matters arising under the Corporations Law of another State or the Capital Territory; and\n\t(c)\tthe jurisdiction of courts in respect of matters arising under the Administrative Decisions (Judicial Review) Act 1977 of the Commonwealth involving or related to decisions made under the Corporations Law of a State or the Capital Territory by Commonwealth authorities and officers of the Commonwealth; and\n\t(d)\tthe jurisdiction of courts in civil matters in respect of decisions made by officers of the Commonwealth to prosecute persons for offences against the Corporations Law of a State or the Capital Territory and related criminal justice process decisions,\nand so provides to the exclusion of the Jurisdiction of Courts (Cross-vesting) Act 1987.\n\t(2)\tNothing in this Division affects any other jurisdiction of any court.\n41—Interpretation\n\t(1)\tIn this Division—\ncivil matter means a matter other than a criminal matter;\nCorporations Law has the extended meaning given by subsection (2);\njudgment means a judgment, decree or order, whether final or interlocutory;\nlower court means a court of a State or Territory that is not a superior court;\nsuperior court means the Supreme Court of a State or Territory or a State Family Court;\nsuperior court matter means a civil matter that the Corporations Law clearly intends (for example, by use of the expression the Court) to be dealt with only by a superior court.\n\t(2)\tIn this Division—\n\t(a)\ta reference to the Corporations Law of South Australia includes a reference to—\n\t(i)\tthe Corporations Regulations of South Australia; and\n\t(ii)\tthe ASIC Law of South Australia; and\n\t(iii)\tthe ASIC Regulations of South Australia; and\n\t(iv)\tany other applicable provisions (as defined in section 3) of South Australia; and\n\t(v)\tthis Act; and\n\t(vi)\tregulations made under this Act; and\n\t(vii)\trules of court made by the Supreme Court of South Australia because of a provision of this Act; and\n\t(ix)\trules of court applied by the Supreme Court of another State, or of the Capital Territory, or a State Family Court of another State, when exercising jurisdiction conferred by this Division (including jurisdiction conferred by virtue of any previous application or applications of this subparagraph); and\n\t(b)\ta reference to the Corporations Law of another State or of the Capital Territory is a reference to the Corporations Law of that other State or of the Capital Territory within the meaning of the law of that other State or the Capital Territory corresponding to this Division.\n42—Jurisdiction of State and Territory Supreme Courts\n\t(1)\tSubject to section 9 of the Administrative Decisions (Judicial Review) Act 1977 of the Commonwealth, jurisdiction is conferred on the Supreme Court of South Australia and of each other State and the Capital Territory with respect to civil matters arising under the Corporations Law of South Australia.\n\t(1a)\tDespite section 9 of the Administrative Decisions (Judicial Review) Act 1977 of the Commonwealth, jurisdiction is conferred on the Supreme Court of South Australia and of each State and the Capital Territory with respect to matters arising under that Act involving or related to decisions made, or proposed to be made, under the Corporations Law of a State or the Capital Territory by a Commonwealth authority or an officer of the Commonwealth.\n\t(1b)\tSubsection (1a) applies to a decision made, or proposed or required to be made—\n\t(a)\twhether or not in the exercise of a discretion; and\n\t(b)\twhether before or after the commencement of that subsection.\n\t(2)\tThe jurisdiction conferred on a Supreme Court by subsection (1) or (1a) is not limited by any limits to which any other jurisdiction of that Supreme Court may be subject.\n\t(3)\tThis section has effect subject to section 42AA.\n42A—Jurisdiction of State Family Courts\n\t(2)\tSubject to section 9 of the Administrative Decisions (Judicial Review) Act 1977 of the Commonwealth, jurisdiction is conferred on each State Family Court with respect to civil matters arising under the Corporations Law of South Australia.\n\t(3)\tThe jurisdiction conferred on a State Family Court by subsection (2) is not limited by any limits to which any other jurisdiction of the State Family Court may be subject.\n\t(4)\tThis section has effect subject to section 42AA.\n42AA—Jurisdiction of Supreme Court in relation to certain decisions made by Commonwealth officers\n\t(1)\tIf a decision to prosecute a person for an offence against the Corporations Law of South Australia has been made by an officer or officers of the Commonwealth and the prosecution is proposed to be commenced in a court of South Australia, jurisdiction is conferred on the Supreme Court with respect to any matter in which a person seeks a writ of mandamus or prohibition or an injunction against the officer or officers in relation to that decision.\n\t(2)\tAt any time when—\n\t(a)\ta prosecution for an offence against the Corporations Law of South Australia is before a court of South Australia; or\n\t(b)\tan appeal arising out of such a prosecution is before a court of South Australia,\njurisdiction is conferred on the Supreme Court with respect to any matter in which the person who is or was the defendant in the prosecution seeks a writ of mandamus or prohibition or an injunction against an officer or officers of the Commonwealth in relation to a related criminal justice process decision.\n\t(3)\tSubsections (1) and (2) have effect despite anything in this Act or in any other law.\nappeal includes an application for a new trial and a proceeding to review or call in question the proceedings, decision or jurisdiction of a court or judge;\nrelated criminal justice process decision, in relation to an offence, means a decision (other than a decision to prosecute) made in the criminal justice process in relation to the offence, including—\n\t(a)\ta decision in connection with the investigation, committal for trial or prosecution of the defendant; and\n\t(b)\ta decision in connection with the appointment of investigators or inspectors for the purposes of such an investigation; and\n\t(c)\ta decision in connection with the issue of a warrant, including a search warrant or a seizure warrant; and\n\t(d)\ta decision requiring the production of documents, the giving of information or the summoning of persons as witnesses; and\n\t(e)\ta decision in connection with an appeal arising out of the prosecution.\n42B—Jurisdiction of lower courts\n\t(1)\tSubject to section 9 of the Administrative Decisions (Judicial Review) Act 1977 of the Commonwealth, jurisdiction is conferred on the lower courts of South Australia and of each other State and the Capital Territory with respect to civil matters, other than superior court matters, arising under the Corporations Law of South Australia.\n\t(2)\tThe jurisdiction conferred on a lower court by subsection (1)—\n\t(a)\tis subject to the court's general jurisdictional limits, so far as they relate to the amounts, or the value of property, with which the court may deal; but\n\t(b)\tis not subject to the court's other jurisdictional limits.\n43—Appeals\n\t(1)\tAn appeal may not be instituted from a decision of a court of South Australia to a court of another State or of the Capital Territory.\n\t(4)\tAn appeal may not be instituted from a decision of a court (not being a State Family Court) of another State to a State Family Court of that State or to a court of a different State or of the Capital Territory.\n\t(5)\tAn appeal may not be instituted from a decision of a court of the Capital Territory to a court of a State.\n\t(6)\tAn appeal may not be instituted from a decision of a State Family Court of a State to a court of the Capital Territory or of another State, or (except in accordance with the law of the State under which the State Family Court is constituted) to the Supreme Court of that State.\n44—Transfer of proceedings by the Federal Court and State and Territory Supreme Courts\n\t(1)\tThis section applies to the following:\n\t(a)\ta proceeding with respect to a civil matter arising under the Corporations Law of South Australia that is in a court having jurisdiction under section 42(1) or (2);\n\t(b)\ta proceeding with respect to a matter referred to in section 42(1a) that is in a court having jurisdiction under that subsection or in the Federal Court.\n\t(2)\tSubject to subsections (3), (4) and (5), if it appears to the court that, having regard to the interests of justice, it is more appropriate for the proceeding, or an application in the proceeding, to be determined by another court having jurisdiction in the matters for determination in the proceeding or application, the first mentioned court may transfer the proceeding or application to that other court.\n\t(3)\tIf a proceeding with respect to a matter referred to in section 42(1a) is pending in the Supreme Court of a State or the Capital Territory (the relevant jurisdiction), the court must transfer the proceeding to the Federal Court unless the matter for determination in it arises out of, or relates to, another proceeding pending in any court of the relevant jurisdiction—\n\t(a)\tthat arises, or a substantial part of which arises, under the Corporations Law of a State or the Capital Territory; and\n\t(b)\tthat is not with respect to a matter referred to in section 42(1a),\nregardless of which proceeding was commenced first.\n\t(4)\tEven if the Supreme Court of a State or the Capital Territory is not required by subsection (3) to transfer a proceeding with respect to a matter referred to in section 42(1a) to the Federal Court, it may nevertheless do so if it considers that to be appropriate, having regard to the interests of justice, including the desirability of related proceedings being heard in the same jurisdiction.\n\t(5)\tIf a proceeding with respect to a matter referred to in section 42(1a) is pending in the Federal Court, the Federal Court may only transfer the proceeding, or an application in the proceeding, to the Supreme Court of a State or the Capital Territory (the relevant jurisdiction) if—\n\t(a)\tthe matter arises out of, or relates to, another proceeding pending in any court of the relevant jurisdiction—\n\t(i)\tthat arises, or a substantial part of which arises, under the Corporations Law of a State or the Capital Territory; and\n\t(ii)\tthat is not a proceeding with respect to a matter referred to in section 42(1a),\nregardless of which proceeding was commenced first; and\n\t(b)\tthe Federal Court considers the transfer to be appropriate, having regard to the interests of justice, including the desirability of related proceedings being heard in the same jurisdiction.\n\t(6)\tNothing in this section confers on a court jurisdiction that the court would not otherwise have.\n\t(7)\tThe fact that some references in this section to the interests of justice include the desirability of related proceedings being heard in the same jurisdiction does not of itself mean that other references to the interests of justice, in this section or elsewhere in this Act, do not include that matter.\n44A—Transfer of proceedings by State Family Courts\n\t(1)\tThis section applies to a proceeding with respect to a civil matter arising under the Corporations Law of South Australia in a State Family Court (in this section called the first court) having jurisdiction under section 42A.\n\t(2)\tIf it appears to the first court that—\n\t(a)\tthe proceeding arises out of, or is related to, another proceeding pending in another court of a State or of the Capital Territory, and that the court in which the other proceeding is pending is the most appropriate court to determine the first mentioned proceeding; or\n\t(b)\thaving regard to—\n\t(i)\twhether, in the first court's opinion, apart from this Division or a law of another State or the Capital Territory corresponding to this Division, the proceeding, or a substantial part of it, would have been incapable of being instituted in the first court; and\n\t(ii)\tthe extent to which, in the first court's opinion, the matters for determination in the proceeding are matters not within the first court's jurisdiction apart from this Division or such a law; and\n\t(iii)\tthe interests of justice,\nanother court of a State or of the Capital Territory, is the most appropriate court to determine the proceeding; or\n\t(c)\tit is otherwise in the interests of justice that another court of a State or of the Capital Territory, determine the proceeding,\nthe first court must transfer the proceeding to that other court.\n\t(3)\tSubject to subsection (2), if it appears to the first court that—\n\t(a)\tthe proceeding arises out of, or is related to, another proceeding pending in another State Family Court having jurisdiction under section 42A in the matters for determination in the first mentioned proceeding, and that the other court is the most appropriate court to determine the first mentioned proceeding; or\n\t(b)\tit is otherwise in the interests of justice that the proceeding be determined by another State Family Court having jurisdiction under section 42A in the matters for determination in the proceeding,\nthe first court must transfer the proceeding to the other court.\n\t(4)\tIf—\n\t(a)\tthe first court transfers the proceeding to another court; and\n\t(b)\tit appears to the first court that—\n\t(i)\tthere is another proceeding pending in the first court that arises out of, or is related to, the first mentioned proceeding; and\n\t(ii)\tit is in the interests of justice that the other court also determine the other proceeding,\nthe first court must also transfer the other proceeding to the other court.\n\t(5)\tNothing in this section confers on a court jurisdiction that the court would not otherwise have.\n44AA—Transfer of proceedings in lower courts\n\t(1)\tThis section applies to a proceeding with respect to a civil matter arising under the Corporations Law of South Australia in a lower court (the first court) having jurisdiction under section 42B.\n\t(2)\tIf it appears to the first court that, having regard to the interests of justice, it is more appropriate for the proceeding, or an application in the proceeding, to be determined by another court (the second court) having jurisdiction in the matters for determination in the proceeding or application, the first court may take action under whichever of subsections (3) and (4) applies.\n\t(3)\tIf the second court is also a lower court, the first court may transfer the proceeding or application to the second court.\n\t(4)\tIf the second court is a superior court, the first court may transfer the proceeding or application to the relevant Supreme Court and recommend that the proceeding or application be transferred by the Supreme Court to the second court.\n\t(5)\tThe relevant Supreme Court is not bound to comply with a recommendation under subsection (4) and it may instead decide—\n\t(a)\tto deal with the proceeding or application itself; or\n\t(b)\tto transfer the proceeding or application to some other court (which could be the first court).\n\t(6)\tNothing in this section allows the relevant Supreme Court to transfer the proceeding or application to another court otherwise than in accordance with section 44 and the other requirements of this Division.\n\t(6a)\tNothing in this section confers on a court jurisdiction that the court would not otherwise have.\n\t(7)\tIn this section—\nrelevant Supreme Court means the Supreme Court of the State or Territory of which the first court is a court.\n44B—Further matters for court to consider when deciding whether to transfer proceeding\nIn deciding whether to transfer under section 44, 44A or 44AA a proceeding or application, a court must have regard to—\n\t(a)\tthe principal place of business of any body corporate concerned in the proceeding or application; and\n\t(b)\tthe place or places where the events that are the subject of the proceeding or application took place; and\n\t(c)\tthe other courts that have jurisdiction to deal with the proceeding or application.\n44C—Transfer may be made at any stage\nA court may transfer under section 44, 44A or 44AA a proceeding or application—\n\t(a)\ton the application of a party made at any stage; or\n\t(b)\tof the court's own motion.\n44D—Transfer of documents\nWhere, under section 44, 44A or 44AA, a court transfers a proceeding, or an application in a proceeding, to another court—\n\t(a)\tthe Registrar or other proper officer of the first mentioned court must transmit to the Registrar or other proper officer of the other court all documents filed in the first mentioned court in respect of the proceeding or application, as the case may be; and\n\t(b)\tthe other court must proceed as if—\n\t(i)\tthe proceeding had been originally instituted in the other court; and\n\t(ii)\tthe same proceedings had been taken in the other court as were taken in the first mentioned court; and\n\t(iii)\tin a case where an application is transferred—the application had been made in the other court.\n45—Conduct of proceedings\n\t(1)\tSubject to sections 51, 52 and 52A, where it appears to a court that, in determining a matter for determination in a proceeding, the court will, or will be likely to, be exercising relevant jurisdiction, the rules of evidence and procedure to be applied in dealing with the matter are to be such as the court considers appropriate in the circumstances, being rules that are applied in a superior court in Australia or in an external Territory.\n\t(2)\tWhere a proceeding is transferred or removed to a court (in this subsection called the transferee court) from another court (in this subsection called the transferor court), the transferee court must deal with the proceeding as if, subject to any order of the transferee court, the steps that had been taken for the purposes of the proceeding in the transferor court (including the making of an order), or similar steps, had been taken in the transferee court.\n\t(3)\tIn this section—\nrelevant jurisdiction means—\n\t(c)\tjurisdiction conferred on a court of South Australia with respect to civil matters arising under the Corporations Law of another State or the Capital Territory; or\n\t(d)\tjurisdiction conferred on a court of another State or the Capital Territory with respect to civil matters arising under the Corporations Law of South Australia; or\n\t(e)\tjurisdiction conferred on a court of a State or the Capital Territory with respect to matters referred to in section 42(1a).\n46—Courts to act in aid of each other\nAll courts having jurisdiction in civil matters arising under the Corporations Law of South Australia, or in matters referred to in section 42(1a), and the officers of, or under the control of, those courts must severally act in aid of, and be auxiliary to, each other in all such matters.\n47—Exercise of jurisdiction pursuant to cross-vesting provisions\nA court of South Australia may—\n\t(a)\texercise jurisdiction (whether original or appellate) conferred on it by a law of another State or the Capital Territory corresponding to this Division with respect to matters arising under the Corporations Law of that State or Territory; and\n\t(b)\thear and determine a proceeding transferred to it under such a provision.\n48—Rights of appearance\nA person who is entitled to practise as a barrister or a solicitor, or as both a barrister and a solicitor, in a court has, if a proceeding (in this subsection referred to as the transferred proceeding) in that court is transferred to another court under this Division or a law of another State or the Capital Territory that corresponds to this Division, the same entitlements to practise in relation to—\n\t(a)\tthe transferred proceeding; and\n\t(b)\tany other proceeding out of which the transferred proceeding arises or to which the transferred proceeding is related, being another proceeding that is to be determined together with the transferred proceeding,\nin the other court that the person would have if the other court were a federal court exercising federal jurisdiction.\n49—Limitation on appeals\nAn appeal does not lie from a decision of a court—\n\t(a)\tin relation to the transfer of a proceeding under this Division; or\n\t(b)\tas to which rules of evidence and procedure are to be applied pursuant to section 45(1).\n50—Enforcement of judgments\n\t(1)\tA judgment of a court of South Australia that is entirely or partly given in the exercise of jurisdiction conferred by this Division, or by a law of another State that corresponds to this Division, is enforceable in South Australia as if the judgment had been given by that court entirely in the exercise of the jurisdiction of that court apart from this Division or any such law.\n\t(2)\tWhere—\n\t(a)\ta provision of a law of South Australia (not being a law in relation to the enforcement of judgments) refers to a thing done by the Supreme Court of South Australia or of another State or of the Capital Territory, a State Family Court or a particular lower court of South Australia or of another State or of the Capital Territory; and\n\t(b)\tthat thing is done by another court in the exercise of jurisdiction conferred by this Division or a law of another State or the Capital Territory corresponding to this Division,\nthe reference in that provision to the Supreme Court of South Australia or of the other State or Territory, that State Family Court or that lower court, as the case may be, is taken as a reference to that other court.\n51—Rules of the Supreme Court\n\t(1)\tThe Judges of the Supreme Court of South Australia may make rules of court, not inconsistent with the Corporations Law of South Australia—\n\t(a)\twith respect to proceedings, and the practice and procedure, of that Court under that Law; and\n\t(b)\twith respect to any matter or thing that is—\n\t(i)\trequired or permitted by that Law to be prescribed by rules within the meaning of that Law; or\n\t(ii)\tnecessary or convenient to be prescribed by such rules for carrying out or giving effect to that Law; and\n\t(c)\twithout limitation, with respect to costs, and with respect to rules as to meetings ordered by that Court.\n\t(1a)\tWhen a lower court of South Australia is exercising jurisdiction with respect to matters arising under the Corporations Law of South Australia, the court must apply the rules of court made under subsection (1), with such alterations as are necessary.\n\t(2)\tWhen a court of South Australia is exercising jurisdiction with respect to matters arising under the Corporations Law of another State or the Capital Territory, being jurisdiction conferred by a law of another State or the Capital Territory that corresponds to this Division, that court must apply the rules of court made under subsection (1), with such alterations as are necessary.\n\t(3)\tWhen a court of another State or the Capital Territory is exercising jurisdiction with respect to matters arising under the Corporations Law of South Australia, being jurisdiction conferred by this Division, that court must apply the rules of court made under the law of the State or Territory corresponding to subsection (1), with such alterations as are necessary.\nCorporations Law of another State or the Capital Territory does not include rules of court;\nCorporations Law of South Australia does not include rules of court.\n52A—Rules of the State Family Court\n\t(2)\tWhen a State Family Court of another State is exercising jurisdiction with respect to matters arising under the Corporations Law of South Australia, being jurisdiction conferred by this Division, that Court must apply the rules of court made under the law of the State corresponding to section 61A(1) of the Corporations Act, with such alterations as are necessary.\n\t(3)\tIn this section—\nCorporations Law of South Australia does not include rules of court.\nDivision 2—Vesting and cross-vesting of criminal jurisdiction\n53—Operation of Division\nThis Division provides in relation to—\n\t(a)\tthe jurisdiction of courts in respect of criminal matters arising under the Corporations Law of South Australia; and\n\t(b)\tthe jurisdiction of the courts of South Australia in respect of criminal matters arising under the Corporations Law of any jurisdiction.\n54—Interpretation\n\t(1)\tIn this Division—\nmagistrate means a magistrate who is remunerated by salary or otherwise.\n\t(2)\tIn this Division—\n\t(a)\ta reference to the Corporations Law of South Australia includes a reference to—\n\t(i)\tthe Corporations Regulations of South Australia; and\n\t(ii)\tthe ASIC Law of South Australia; and\n\t(iii)\tthe ASIC Regulations of South Australia; and\n\t(iv)\tany other applicable provisions (as defined in section 3) of South Australia; and\n\t(v)\tthis Act; and\n\t(vi)\tregulations made under this Act; and\n\t(vii)\trules of court made by the Supreme Court of South Australia and rules of court applied by the Supreme Court of another State, or of the Capital Territory, when exercising jurisdiction conferred by this Division (including jurisdiction conferred by virtue of any previous application or applications of this subparagraph); and\n\t(b)\ta reference to the Corporations Law of another State or of the Capital Territory is a reference to the Corporations Law of that other State or of the Capital Territory within the meaning of the law of that other State or the Capital Territory corresponding to this Division.\n55—Jurisdiction of courts\n\t(1)\tSubject to this section, the several courts of each State and the Capital Territory exercising jurisdiction—\n\t(a)\twith respect to—\n\t(i)\tthe summary conviction; or\n\t(ii)\tthe examination and commitment for trial on indictment; or\n\t(iii)\tthe trial and conviction on indictment,\nof offenders or persons charged with offences against the laws of the State or Capital Territory, and with respect to—\n\t(iv)\ttheir sentencing, punishment and release; or\n\t(v)\ttheir liability to make reparation in connection with their offences; or\n\t(vi)\tthe forfeiture of property in connection with their offences; or\n\t(vii)\tthe proceeds of their crimes; and\n\t(b)\twith respect to the hearing and determination of—\n\t(i)\tproceedings connected with; or\n\t(ii)\tappeals arising out of; or\n\t(iii)\tappeals arising out of proceedings connected with,\nany such trial or conviction or any matter of a kind referred to in paragraph (a)(iv), (v), (vi) or (vii),\nhave the equivalent jurisdiction with respect to offenders or persons charged with offences against the Corporations Law of South Australia.\n\t(2)\tWhere a provision of a law of another State or the Capital Territory corresponding to subsection (1) is expressed to confer jurisdiction with respect to offenders or persons who are charged with offences against the Corporations Law of that State or the Capital Territory upon a court of South Australia, the court may exercise that jurisdiction.\n\t(3)\tThe jurisdiction conferred by subsection (1) is not to be exercised with respect to the summary conviction, or examination and commitment for trial, of any person except by a magistrate.\n\t(4)\tThe jurisdiction conferred by subsection (1) includes jurisdiction in accordance with provisions of a relevant law of another State or the Capital Territory, and—\n\t(a)\tthe reference in subsection (1)(b) to \"any such trial or conviction\" includes a reference to any conviction or sentencing in accordance with the provisions of a relevant law; and\n\t(b)\tunless the contrary intention appears, a reference to jurisdiction conferred by subsection (1) includes a reference to such included jurisdiction.\n\t(5)\tA person may be dealt with in accordance with a relevant law even if, apart from this section, the offence concerned—\n\t(a)\twould be required to be prosecuted on indictment; or\n\t(b)\twould be required to be prosecuted either summarily or on indictment.\n\t(6)\tFor the purposes of the application of a relevant law as provided by subsection (4)—\n\t(a)\ta reference in that law to an indictable offence is taken to include a reference to an offence that may be prosecuted on indictment; and\n\t(b)\tin order to determine the sentence that may be imposed on a person by a court pursuant to the relevant law, the person is taken to have been prosecuted and convicted on indictment in that court.\n\t(7)\tSubject to subsections (9) and (10), the jurisdiction conferred on a court of a State or the Capital Territory by subsection (1) is conferred despite any limits as to locality of the jurisdiction of that court under the law of that State or of the Capital Territory.\n\t(8)\tSubject to subsection (9), the jurisdiction conferred on a court of South Australia by a law of another State or the Capital Territory corresponding to subsection (1) may be exercised despite any limits as to locality of the jurisdiction of that court under the law of South Australia.\n\t(9)\tWhere—\n\t(a)\tjurisdiction is conferred on a court of South Australia in relation to the summary conviction of persons charged with offences against the Corporations Law of this or another jurisdiction by subsection (1) or a corresponding provision of a law of another State or of the Capital Territory; and\n\t(b)\tthe court is satisfied that it is appropriate to do so, having regard to all the circumstances including the public interest,\nthe court may decline to exercise that jurisdiction in relation to an offence committed in another State or the Capital Territory.\n\t(10)\tThe jurisdiction conferred on a court of another State or the Capital Territory by subsection (1) in relation to—\n\t(a)\tthe examination and commitment for trial on indictment; and\n\t(b)\tthe trial and conviction on indictment,\nof offenders or persons charged with offences against the Corporations Law of South Australia is conferred only in relation to—\n\t(c)\toffences committed outside Australia; and\n\t(d)\toffences committed, begun or completed within the State or Territory concerned.\n\t(11)\tIn this section—\nAustralia does not include the coastal sea;\nrelevant law means a law providing that where, in proceedings before a court, a person pleads guilty to a charge for which he or she could be prosecuted on indictment, the person may be committed, to a court having jurisdiction to try offences on indictment, to be sentenced or otherwise dealt with without being tried in that last mentioned court.\n56—Laws to be applied\n\t(1)\tSubject to this Division, the laws of South Australia respecting—\n\t(a)\tthe arrest and custody in South Australia of offenders or persons charged with offences; and\n\t(b)\tcriminal procedure in South Australia in relation to such persons,\napply in South Australia, so far as they are applicable, to persons who are charged with offences against the Corporations Law of South Australia or of another State or the Capital Territory in respect of whom jurisdiction is conferred on a court of South Australia by this Division or a corresponding law of another State or the Capital Territory.\n\t(2)\tSubject to this Division, the laws of each other State and the Capital Territory respecting—\n\t(a)\tthe arrest and custody in that State or Territory of offenders or persons charged with offences; and\n\t(b)\tcriminal procedure in that State or Territory in relation to such persons,\napply in that State or Territory, so far as they are applicable, to persons who are charged with offences against the Corporations Law of South Australia in respect of whom jurisdiction is conferred on a court of that State or Territory by this Division.\n\t(3)\tThe application of laws by subsections (1) and (2) is in addition to, and not in derogation from, the application of laws effected by Part 8 or the corresponding law of another State or the Capital Territory.\ncriminal procedure means the procedure for—\n\t(a)\tthe summary conviction; and\n\t(b)\tthe examination and commitment for trial and indictment; and\n\t(c)\tthe trial and conviction on indictment; and\n\t(d)\tthe hearing and determination of appeals arising out of any such trial or conviction or out of any related proceedings,\nof offenders or persons charged with offences, and includes the procedure for holding accused persons to bail;\nlaws of each other State and the Capital Territory means the laws that apply in relation to offenders, or persons charged with offences, against the Corporations Law of the State or Territory concerned.\n","sortOrder":10},{"sectionNumber":"Part 10","sectionType":"part","heading":"Companies Liquidation Account","content":"Part 10—Companies Liquidation Account\n57—Companies Liquidation Account\n\t(1)\tIn this section—\nrelevant money means—\n\t(a)\tmoney that, immediately before the commencement of this section, stood to the credit of the Companies Liquidation Account established by section 428 of the Companies (South Australia) Code; and\n\t(b)\tmoney that, after the commencement of this section, is paid into the Companies Liquidation Account under provisions of the Companies (South Australia) Code that are taken to continue in force after the commencement of Chapter 5 of the Corporations Law for the purposes of windings up started before the commencement of that Chapter.\n\t(2)\tRelevant money is to be dealt with in accordance with section 427 of the Companies (South Australia) Code.\n","sortOrder":11},{"sectionNumber":"Part 11","sectionType":"part","heading":"The ASIC Law, and the ASIC Regulations, of South Australia","content":"Part 11—The ASIC Law, and the ASIC Regulations, of South Australia\nDivision 1—Application of ASIC Act and ASIC Regulations\n58—Application in South Australia of the ASIC Act\n\t(1)\tThe ASIC Act as in force immediately before its repeal, other than the excluded provisions—\n\t(a)\tapplies as a law of South Australia; and\n\t(b)\tas so applying, may be referred to as the ASIC Law of South Australia.\n\t(2)\tThe excluded provisions of the ASIC Act are—\nPart 1, except section 6A\nDivisions 1 and 4 of Part 4\nDivision 1 of Part 7\nDivision 1 of Part 10\nDivision 1 of Part 11\nSections 251 and 252.\n59—Application of regulations\nThe regulations in force immediately before the repeal of the ASIC Act under section 251 of that Act—\n\t(a)\tapply as regulations in force for the purposes of the ASIC Law of South Australia; and\n\t(b)\tas so applying, may be referred to as the ASIC Regulations of South Australia.\n60—Interpretation of some expressions in ASIC Law, and ASIC Regulations, of South Australia\n\t(1)\tIn this Part, and in the ASIC Law, and the ASIC Regulations, of South Australia—\nAdvisory Committee means the Companies and Securities Advisory Committee established by section 145 of the ASIC Act;\naffairs, in relation to a body corporate, has the same meaning as in section 246AA of the Corporations Law;\nassist, in relation to a Commission delegate, means—\n\t(a)\tto perform functions—\n\t(i)\tas a member, officer or employee of the Commission delegate; and\n\t(ii)\tin connection with the Commission delegate's performance or exercise of a function or power delegated under section 102 of the ASIC Law; or\n\t(b)\tto perform services for the Commission delegate in connection with the Commission delegate's performance or exercise of a function or power delegated under section 102 of the ASIC Law;\nAustralia includes any external Territory to which the ASIC Act extends;\nbooks includes—\n\t(a)\ta register; and\n\t(b)\tfinancial reports or financial records, however compiled, recorded or stored; and\n\t(c)\ta document; and\n\t(d)\tADI books; and\n\t(e)\tany other record of information;\nChairperson means—\n\t(a)\texcept in Part 11 of the ASIC Law or in relation to the Disciplinary Board—the Chairperson of the Commission; and\n\t(b)\tin Part 11 of that Law or in relation to the Disciplinary Board—the Chairperson of the Disciplinary Board;\nCommission means the Australian Securities and Investments Commission established by section 7 of the ASIC Act;\nCommission delegate means a person to whom, or a body to which, a function or power is delegated under section 102 of the ASIC Law;\ncontravention, in relation to a law, includes an ancillary offence relating to an offence against that law;\ncourt, except in section 248 of the ASIC Law, includes a tribunal having power to require the production of documents or the answering of questions;\nDeputy Chairperson means the Deputy Chairperson of the Commission;\nDisciplinary Board means the Companies Auditors and Liquidators Disciplinary Board established by section 202 of the ASIC Act;\neligible person, in relation to a person, means a person who—\n\t(a)\tif the first mentioned person is a body corporate—is or has been an officer of the body within the meaning of a national scheme law or a corresponding previous law; or\n\t(b)\tin any case—\n\t(i)\tis or has been an employee, agent, banker, solicitor or auditor of; or\n\t(ii)\tis acting, or has acted, in any other capacity on behalf of,\nthe first mentioned person;\nexamination means—\n\t(a)\tin this section and Part 3 (other than section 27(2) and Division 9) of the ASIC Law—an examination of a person pursuant to a requirement made under section 19 of that Law; or\n\t(b)\tin section 27(2) and Division 9 of Part 3 of the ASIC Law—an examination of a person pursuant to a requirement made under section 19 of the ASIC law or a corresponding provision of the ASIC law of another jurisdiction;\nexpenses, in relation to an investigation under Division 1 of Part 3 of the ASIC Law, includes costs and expenses incurred in relation to a proceeding begun under section 50 of the ASIC Law as a result of the investigation;\nfail means refuse or fail;\nforeign country means—\n\t(a)\tan external Territory to which the ASIC Act does not extend; or\n\t(b)\ta country outside Australia and the external Territories; or\n\t(c)\ta part of such a country;\ngive has—\n\t(a)\tin relation to a document—a meaning affected by section 86 of the ASIC Law; and\n\t(b)\tin relation to information—a meaning affected by section 61 of this Act;\nhearing, in this section and Part 3 of the ASIC law, means a hearing before the Commission and, in sections 52, 54, 55 and 56 of that Law, includes a part of such a hearing;\ninformation has a meaning affected by section 61 of this Act;\ninvestigate, in relation to the Commission, means investigate in the course of performing or exercising any of the Commission's functions and powers;\nmeeting means—\n\t(a)\tin Part 4 of the ASIC Law, a meeting of the Commission; and\n\t(b)\tin Part 11 of that Law—a meeting of the Disciplinary Board;\nmember means—\n\t(a)\texcept in Division 2 of Part 4, or in Part 10, 11, or 14, of the ASIC Law, or in relation to a Division of the Commission, or in relation to the Panel or the Disciplinary Board—a member of the Commission;\n\t(b)\tin Part 10 of that Law or in relation to the Panel—a member of the Panel;\n\t(c)\tin Part 11 of that Law or in relation to the Disciplinary Board—the Chairperson or any other member of the Disciplinary Board;\nnational scheme law means—\n\t(a)\tthe following:\n\t(i)\tthe Corporations Law of this jurisdiction;\n\t(ii)\tthe ASIC Law of this jurisdiction;\n\t(iii)\tthis Act; or\n\t(b)\tthe following:\n\t(i)\tthe Corporations Act;\n\t(ii)\tthe Corporations Law of the Capital Territory;\n\t(iii)\tthe ASIC Act; or\n\t(c)\ta law of a jurisdiction (other than this jurisdiction or the Capital Territory) that corresponds to an Act or Law referred to in paragraph (a);\nnational scheme law of this jurisdiction means—\n\t(a)\tthis Act; or\n\t(b)\tthe Corporations Law of South Australia; or\n\t(c)\tthe ASIC Law of South Australia;\nofficer, in relation to a body corporate, includes—\n\t(a)\ta director, secretary, executive officer or employee of the body; and\n\t(b)\ta receiver, or a receiver and manager, of property of the body; and\n\t(c)\tan administrator of the body or an administrator of a deed of company arrangement executed by the body; and\n\t(d)\ta liquidator, or a provisional liquidator, of the body; and\n\t(e)\ta trustee or other person administering a compromise or arrangement made between the body and any other person or persons;\nPanel means the Corporations and Securities Panel established by section 171 of the ASIC Act;\nPanel proceedings means proceedings before the Panel on—\n\t(a)\tan application made to the Panel under the Corporations Law; or\n\t(b)\ta reference of a decision to the Panel for review under the Corporations Law;\npower includes an authority;\nprescribed means prescribed by the ASIC Law or the regulations;\nPresident means the President of the Panel;\nproceeding means—\n\t(a)\ta proceeding in a court; or\n\t(b)\ta proceeding or hearing before, or an examination by or before, a tribunal,\nwhether the proceeding, hearing or examination is of a civil, administrative, criminal, disciplinary or other nature;\nproduce, except in Part 3 of the ASIC Law, includes permit access to;\nproperty means any legal or equitable estate or interest (whether present or future and whether vested or contingent) in real or personal property of any description and includes a thing in action and money;\nrecord, in relation to an examination, means the whole or a part of a record made under section 24 of the ASIC Law of statements made at the examination;\nregulations means the ASIC Regulations of this jurisdiction;\nreport includes an interim report;\nstaff member means—\n\t(a)\ta member of the staff referred to in section 120(1) of the ASIC Act or a person employed under section 120(3) of that Act; or\n\t(b)\ta person engaged under section 121(1) of that Act; or\n\t(c)\tany of the officers, employees and persons who under section 122 of that Act are to assist the Commission;\nstatement, in relation to an examination, includes a question asked, an answer given, and any other comment or remark made, at the examination;\nTerritory means—\n\t(a)\tthe Capital Territory; or\n\t(b)\tan external Territory to which the ASIC Act extends;\nthis Act, except in this Part, means the ASIC Law, and includes the regulations;\nthis jurisdiction means South Australia;\nthis Law includes the regulations;\ntribunal means—\n\t(a)\ta tribunal in Australia; or\n\t(b)\tany other body, authority or person in Australia having power, by law or by consent of parties, to hear, receive or examine evidence;\nwitness means—\n\t(a)\tin relation to a hearing before the Commission—a person appearing at the hearing to give evidence; or\n\t(b)\tin relation to Panel proceedings—a person appearing in the proceedings to give evidence;\nwritten record, in relation to an examination, means—\n\t(a)\ta record of the examination—\n\t(i)\tthat is made in writing; or\n\t(ii)\tas reduced to writing; or\n\t(b)\ta part of such a record.\n\t(2)\tSubject to the ASIC Law of this jurisdiction, an expression has the same meaning in that Law and in the ASIC Regulations of this jurisdiction as in the Corporations Law of this jurisdiction.\n61—Giving information\nA reference in the ASIC Law, and the ASIC Regulations, of South Australia to giving information includes a reference to—\n\t(a)\texplaining or stating a matter; or\n\t(b)\tidentifying a person, matter or thing; or\n\t(c)\tdisclosing information; or\n\t(d)\tanswering a question.\n62—Interpretation law\n\t(1)\tExcept so far as the contrary intention appears in the ASIC Law of South Australia—\n\t(a)\tPart 1.2 (except section 8) of the Corporations Law of South Australia applies; and\n\t(b)\tsubject to paragraph (a), the Acts Interpretation Act 1901 of the Commonwealth as in force at the commencement of section 5(5) of the ASIC Act applies as law of South Australia,\nin relation to the ASIC Law, and the ASIC Regulations, of South Australia and any instrument made, granted or issued under that Law or those Regulations (other than application orders made for the purposes of that Law under section 111A of the Corporations Law of this jurisdiction) and so apply as if that Law were an Act of the Commonwealth and those Regulations or instruments were regulations or instruments made under such an Act.\n\t(2)\tThe Acts Interpretation Act 1915 does not apply in relation to the ASIC Law, or the ASIC Regulations, of South Australia or an application order or any other instrument made, granted or issued under that Law or those Regulations.\nDivision 2—Citing the ASIC Law and the ASIC Regulations\n63—Alternative citations of the ASIC Law, and the ASIC Regulations, of South Australia\n\t(1)\tThe ASIC Law of South Australia may be referred to simply as the ASIC Law.\n\t(2)\tThe ASIC Regulations of South Australia may be referred to simply as the ASIC Regulations.\n\t(3)\tThis section has effect subject to section 65.\n64—References to ASIC Law, and ASIC Regulations, of another jurisdiction\n\t(1)\tThis section has effect for the purposes of an Act, a law of South Australia or an instrument made under an Act or under such a law.\n\t(2)\tWhere a law of a jurisdiction other than South Australia contains provisions corresponding to sections 5 and 6 of the Corporations Act and also provides for provisions of the ASIC Act to apply as law of that jurisdiction, those provisions of the ASIC Act, as so applying, are the ASIC Law of that jurisdiction.\n\t(3)\tWhere a law of a jurisdiction other than South Australia provides for the regulations under section 251 of the ASIC Act to apply for the purposes of the ASIC Law of that jurisdiction, those regulations as so applying are the ASIC Regulations of that jurisdiction.\n65—References to ASIC Law and ASIC Regulations\n\t(1)\tThe object of this section is to help ensure that, so far as possible—\n\t(a)\tthe bodies established by the ASIC Act and the staff of those bodies, can perform functions and exercise powers; and\n\t(b)\tpersons can have dealings with those bodies,\nas if the ASIC Act, the ASIC Law of South Australia and the ASIC Law of each other State, constituted a single national ASIC Law applying of its own force throughout Australia.\n\t(2)\tSubject to this section, a reference in an instrument to the ASIC Law, or to the ASIC Regulations, is to be taken, for the purposes of the laws of South Australia—\n\t(a)\tto be a reference to the ASIC Law, or to the ASIC Regulations, of South Australia; and\n\t(b)\tto include a separate reference to the ASIC Law, or to the ASIC Regulations, of each jurisdiction other than South Australia.\n\t(3)\tSubsection (2) has effect except so far as the contrary intention appears in the instrument, or the context of the reference otherwise requires.\n\t(4)\tWithout limiting subsection (3), subsection (2) does not apply in relation to a reference expressed as a reference to the ASIC Law, or to the ASIC Regulations, of a jurisdiction.\ninstrument means—\n\t(a)\tan Act or an instrument made under an Act; or\n\t(b)\ta law of South Australia or an instrument made under such a law; or\n\t(c)\tan award or other industrial determination or order, or an industrial agreement; or\n\t(d)\tany other order (whether executive, judicial or otherwise); or\n\t(e)\ta notice, certificate or licence; or\n\t(f)\tan agreement; or\n\t(g)\tan application made, information laid, affidavit sworn, or warrant issued, for any purpose; or\n\t(h)\tan indictment, presentment, summons or writ; or\n\t(i)\tany other pleading in, or process issued in connection with, a legal or other proceeding; or\n\t(j)\tany other document whatever.\nDivision 3—The Commission\n66—Conferral of functions and powers on Commission\n\t(1)\tThe Commission has the functions and powers conferred or expressed to be conferred on it under a national scheme law of this jurisdiction.\n\t(2)\tThe Commission also has the functions and powers conferred or expressed to be conferred upon the NCSC by or under a Code that is a relevant Code for the purposes of the Companies and Securities (Interpretation and Miscellaneous Provisions) (South Australia) Code.\n68—Conferral of other functions and powers for purposes of law in South Australia\nThe Commission has power to do acts in South Australia in the performance or exercise of any function or power expressed to be conferred on the Commission by a national scheme law of another jurisdiction.\n","sortOrder":12},{"sectionNumber":"Div 4","sectionType":"division","heading":"The Panel","content":"Division 4—The Panel\n70—Conferral of functions and powers on the Panel\n\t(1)\tThe Panel has the functions and powers conferred on it by or under a national scheme law of this jurisdiction.\n\t(2)\tThe Panel has power to do acts in South Australia in the performance or exercise of any function or power expressed to be conferred on the Panel by a national scheme law of another jurisdiction.\n","sortOrder":13},{"sectionNumber":"Div 5","sectionType":"division","heading":"The Disciplinary Board","content":"Division 5—The Disciplinary Board\n71—Conferral of functions and powers on the Disciplinary Board\n\t(1)\tThe Disciplinary Board has the functions and powers conferred on it by or under a national scheme law of this jurisdiction.\n\t(2)\tThe Disciplinary Board has power to do acts in South Australia in the performance or exercise of any function or power expressed to be conferred on it by a national scheme law of another jurisdiction.\n","sortOrder":14},{"sectionNumber":"Div 6","sectionType":"division","heading":"Miscellaneous","content":"Division 6—Miscellaneous\n72—Acting appointments\nWhere a person is appointed under the ASIC act to act in a particular office, the law of this jurisdiction applies in relation to that person while acting in that office as if the person were the holder of the office.\n73—Alteration of names and constitutions\n\t(1)\tWhere—\n\t(a)\tthe name of a body established by the ASIC Act is changed by law (whether or not the body is incorporated); or\n\t(b)\tthe name of an office established by that Act is changed by law,\nthen, unless the contrary intention appears, a reference in—\n\t(c)\tany Act of this jurisdiction; or\n\t(d)\tany instrument under such an Act; or\n\t(e)\tany award or other industrial determination or order or any industrial agreement; or\n\t(f)\tany other order (whether executive, judicial or otherwise); or\n\t(g)\tany contract; or\n\t(h)\tany pleading in, or process issued in connection with, any legal or other proceeding; or\n\t(i)\tany other instrument,\nto the body or the office under the former name, except in relation to matters that occurred before that change took place, is taken as a reference to the body or the office under the new name.\n\t(2)\tWhere the constitution of a body established by the ASIC Act is changed by law (whether or not the body is incorporated), then, unless the contrary intention appears, the alteration does not affect any functions or powers conferred or expressed to be conferred on that body by a national scheme law of this jurisdiction.\n74—Application of Commonwealth Crimes Act\n\t(1)\tFor the purposes of Part 3 of the ASIC Law of South Australia, Part 3 of the Crimes Act 1914 of the Commonwealth applies as a law of South Australia.\n\t(2)\tFor the purposes of Part 3 of the Crimes Act 1914 of the Commonwealth as applying because of subsection (1), an examination or a hearing is a judicial proceeding.\n\t(3)\tFor the purposes of a national scheme law of South Australia—\n\t(a)\tan offence under Part 3 of the Crimes Act 1914 of the Commonwealth as applying because of subsection (1) in relation to an examination or hearing, is taken to be an offence against Part 3 of the ASIC Law of South Australia; and\n\t(b)\tan offence under Part 3 of the Crimes Act 1914 of the Commonwealth as applying, in relation to an examination or hearing held under the ASIC Law of another jurisdiction, as a law of that jurisdiction is taken to be an offence against Part 3 of the ASIC Law of that jurisdiction.\n75—Application of Commonwealth Evidence Act\n\t(1)\tFor the purposes of Part 3 of the ASIC Law of South Australia, the following provisions of the Evidence Act 1995 of the Commonwealth apply as a law of South Australia:\nPart 2.2—Documents\nSection 69—Exception: business records\nSection 70—Exception: contents of tags, labels and writing\nSection 71—Exception: telecommunications\nSection 147—Documents produced by processes, machines and other devices in the course of business\nDivision 2 of Part 4.6—Proof of certain matters by affidavits or written statements.\n\t(2)\tThose provisions of the Evidence Act 1995 of the Commonwealth apply to an examination in the same way as they apply to a proceeding to which that Act applies under section 4 of that Act.\nPart 12—General\nDivision 1—Arrangements\n76—Definition\nIn this Division—\nrelevant State law means—\n\t(a)\ta law of the State concerning the management or affairs of a body corporate; or\n\t(b)\ta law of the State concerning fraud or dishonesty; or\n\t(c)\tany other law of the State,\nother than a co-operative scheme law.\n77—Arrangements relating to applicable provisions\n\t(1)\tWhere an arrangement between the Minister and the Commonwealth Minister provides—\n\t(a)\tthat an authority or officer of the Commonwealth has certain functions or powers under a relevant State law; or\n\t(b)\tthat, despite section 33 or 39, an authority or officer of the State has certain functions or powers under an applicable provision of this jurisdiction,\nthose functions or powers are conferred on that authority or officer.\n\t(2)\tFunctions and powers conferred under an arrangement under subsection (1) are to be performed and exercised in accordance with the arrangement but are to be taken to have been validly performed or exercised despite any failure to comply with any condition or restriction under the arrangement.\n78—Notice of arrangement\nNotice of each arrangement under section 77 must be published in the Gazette and in the Commonwealth of Australia Gazette within 21 days after it is made.\nDivision 2—Penalties and fines\n79—Application of penalties and fines\nAll fines, penalties and other money (other than fees and taxes) which, under and by virtue of the applicable provisions of South Australia, are authorised or directed to be imposed on any person must be paid to the Commonwealth.\nDivision 3—Regulations\n80—Regulations\n\t(1)\tThe Governor may make regulations for or with respect to any matter or thing required or permitted by this Act to be prescribed or necessary to be prescribed to give effect to this Act.\n\t(2)\tThe regulations may contain provisions of a savings or transitional nature consequent on the enactment of this Act, being provisions not inconsistent with the national scheme laws of this jurisdiction.\n\t(3)\tAny such provision may, if the regulations so provide, take effect on the date of commencement of this section or a later date.\n\t(4)\tTo the extent to which any such provision takes effect from a date that is earlier than the date of its publication in the Gazette, the provision does not operate so as—\n\t(a)\tto affect, in a manner prejudicial to any person (other than the State or an authority of the State), the rights of that person existing before the date of that publication; or\n\t(b)\tto impose a liability on any person (other than the State or an authority of the State) in respect of anything done or omitted to be done before the date of that publication.\n\t(5)\tRegulations containing provisions of a kind referred to in subsection (2) cease to have effect on the first anniversary of the day on which this section comes into operation.\n\t(6)\tWhere regulations cease to have effect because of subsection (5), section 12 of Acts Interpretation Act 1915 applies as if the regulations had been disallowed by the Parliament.\n","sortOrder":15},{"sectionNumber":"Part 13","sectionType":"part","heading":"Transitional","content":"Part 13—Transitional\nDivision 1—Staff\n81—Information previously acquired\nA staff member who, before the commencement of this section, was an employee in the Public Service of South Australia engaged in the administration of a co-operative scheme law may disclose to the Commission information acquired while so engaged.\n82—Staff\n\t(1)\tA person who—\n\t(a)\tis a member of the Commission's staff appointed under the Public Service Act 1922 of the Commonwealth; and\n\t(b)\twas so appointed under section 81B of that Act; and\n\t(c)\timmediately before that appointment, was an employee in the Public Service of South Australia employed in the office of the Corporate Affairs Commission,\nis to be taken to have been granted special leave without pay from the Public Service of South Australia for a period prescribed by regulation and on such conditions as may be determined by the Commissioner for Public Employment.\n\t(2)\tA person who is on special leave without pay by virtue of subsection (1) may elect to resume duties in the Public Service of South Australia by notice in writing given to the Commissioner for Public Employment and, in that event, may, on the expiration of a period determined by the Commissioner, resume duties in the position in the Public Service to which the person is for the time being assigned.\n\t(3)\tA person referred to in subsection (2) will, unless the person—\n\t(a)\tmakes an election under that subsection; or\n\t(b)\tresigns or otherwise ceases to be employed in the Public Service of South Australia,\nbefore the expiration of the prescribed period, be taken to have resigned from the Public Service on the expiration of that period.\n83—Superannuation arrangements with Commission\nThe Commission is prescribed for the purposes of section 5 of the Superannuation Act 1988 as an authority with which the South Australian Superannuation Board may enter into superannuation arrangements.\nDivision 2—Co-operative scheme laws\n84—Co-operative scheme laws\nFor the purposes of this Act, the following are the co-operative scheme laws:\nCompanies (Application of Laws) Act 1982\nCompanies (South Australia) Code\nCompanies (Acquisition of Shares) (Application of Laws) Act 1981\nCompanies (Acquisition of Shares) (South Australia) Code\nCompanies and Securities (Interpretation and Miscellaneous Provisions) (Application of Laws) Act 1981\nCompanies and Securities (Interpretation and Miscellaneous Provisions) (South Australia) Code\nSecurities Industry (Application of Laws) Act 1981\nSecurities Industry (South Australia) Code\nFutures Industry (Application of Laws) Act 1986\nFutures Industry (South Australia) Code.\n85—National scheme laws prevail over co-operative scheme laws\n\t(1)\tThis section provides for the national scheme laws of this jurisdiction to supersede the co-operative scheme laws, which are to continue to operate of their own force only in relation to—\n\t(a)\tmatters arising before the commencement of this section; and\n\t(b)\tmatters arising, directly or indirectly, out of such matters,\nin so far as the national scheme laws or the Corporations legislation do not deal with those matters.\n\t(2)\tWhere a co-operative scheme law is inconsistent with a national scheme law of this jurisdiction, the national scheme law prevails and, to the extent of the inconsistency, the co-operative scheme law does not operate.\n\t(3)\tFor the purposes of subsection (2), a co-operative scheme law is inconsistent with a national scheme law if it would be inconsistent within the meaning of section 109 of the Constitution of the Commonwealth of Australia if the national scheme law were an Act of the Commonwealth.\nCorporations legislation means the Corporations legislation to which Part 1.1A of the Corporations Act 2001 of the Commonwealth applies.\n86—Regulations may exclude residual operation of co-operative scheme laws\n\t(1)\tRegulations under section 80 may provide that prescribed provisions of co-operative scheme laws do not operate, either generally or as otherwise prescribed by the regulations.\n\t(2)\tRegulations in force because of subsection (1) have effect accordingly.\n87—Effect of sections 85 and 86\n\t(1)\tTo the extent that a co-operative scheme law ceases to operate because of section 85 or 86, the law is taken for the purposes of the Acts Interpretation Act 1915 to have been repealed by this Act.\n\t(2)\tNothing in this Act revives, or otherwise affects the exclusion of, the provisions referred to in section 18 of the Companies (Application of Laws) Act 1982 or section 16(1) of the Securities Industry (Application of Laws) Act 1981.\n\t(3)\tThe amendment of the Companies (Application of Laws) Act 1982 by the Corporations (Ancillary Provisions) Act 2001 does not revive, or otherwise affect the exclusion of, the provisions referred to in section 18(1) of the Companies (Application of Laws) Act 1982.\n\t(4)\tThe amendment of the Securities Industry (Application of Laws) Act 1981 by the Corporations (Ancillary Provisions) Act 2001 does not revive, or otherwise affect the exclusion of, the provisions referred to in section 16(1) of the Securities Industry (Application of Laws) Act 1981.\n88—Regulations may modify co-operative scheme laws\n\t(1)\tRegulations under section 80 may provide that a specified co-operative scheme law, or specified provisions of a co-operative scheme law, has or have effect with such modifications as the regulations prescribe.\n\t(2)\tRegulations in force because of subsection (1) have effect accordingly, even if, because of section 85 or 86, the specified law does not operate of its own force, or the specified provisions do not operate of their own force, as the case requires.\n\t(3)\tHowever, a reference in section 85(2) to a co-operative scheme law includes a reference to such a law as it has effect, or to provisions of such a law as they have effect, because of this section.\n89—Co-operative scheme laws not affected by certain Commonwealth regulations\nThe operation or effect of a co-operative scheme law is not modified or otherwise affected because regulations of a kind referred to in section 77 or 79 of the Corporations Act modify or otherwise affect the operation of a Co-operative Scheme Act within the meaning of Part 12 of the Corporations Act.\n90—References to co-operative scheme laws and regulations\n\t(1)\tIn this section—\nCode regulations means provisions applying as regulations made under a Code by reason of a provision of an Act that is a co-operative scheme law;\ninstrument has the same meaning as in section 13, but does not include—\n\t(a)\ta co-operative scheme law; or\n\t(b)\tregulations under an Act that is such a law, or under this Act; or\n\t(c)\tCode regulations; or\n\t(d)\ta national scheme law of this jurisdiction, or the Corporations Regulations, or ASIC Regulations, of South Australia.\n\t(2)\tSubject to subsection (4) and to any regulations in force under subsection (7), a reference in an instrument to a co-operative scheme law is to be taken to include a reference to such provisions of the national scheme laws of this jurisdiction as correspond to provisions of the co-operative scheme law.\n\t(3)\tSubject to subsection (4) and to any regulations in force under subsection (7), a reference in an instrument to Code regulations is to be taken to include a reference to such provisions of the Corporations Regulations, or ASIC Regulations, of South Australia as correspond to provisions of the Code regulations.\n\t(4)\tSubject to any regulations in force under subsection (7), a reference in an instrument to a provision of a co-operative scheme law or of Code regulations is to be taken to include a reference to the corresponding provision of a national scheme law of this jurisdiction or of the Corporations Regulations, or ASIC Regulations, of South Australia, as the case may be.\n\t(5)\tSubject to any regulations in force under subsection (7), a reference in an instrument to the NCSC is to be taken to include a reference to the Commission.\n\t(6)\tRegulations under section 80 may declare that, for the purposes of this section—\n\t(a)\tprescribed provisions of national scheme laws of this jurisdiction correspond to prescribed provisions of co-operative scheme laws; and\n\t(b)\tprescribed provisions of the Corporations Regulations, or ASIC Regulations, correspond to prescribed provisions of Code regulations.\n\t(7)\tRegulations under section 80—\n\t(a)\tmay declare that subsection (2), (3), (4) or (5) of this section does not apply in relation to prescribed references in prescribed instruments; or\n\t(b)\tmay declare that subsection (2), (3), (4) or (5) of this section has effect in relation to prescribed references in prescribed instruments as if, in the subsection, the words \"be taken to be\" were substituted for the words \"be taken to include\".\n\t(8)\tRegulations in force because of subsection (6) or (7) have effect accordingly.\n91—Conferral of functions and powers in relation to co-operative scheme laws\n\t(1)\tThe Commonwealth Director of Public Prosecutions—\n\t(a)\thas the same enforcement powers in relation to the co-operative scheme laws as has the Crown in right of South Australia acting by the Attorney-General or the Director of Public Prosecutions of South Australia; and\n\t(b)\tmay, in relation to an offence against a co-operative scheme law, perform the functions and exercise the powers conferred on the Director of Public Prosecutions by the Director of Public Prosecutions Act 1983 of the Commonwealth in relation to offences against the laws of the Commonwealth as if the offence against the co-operative scheme law were an offence against a national scheme law of this jurisdiction.\n\t(2)\tThe Australian Federal Police—\n\t(a)\thave the same enforcement powers in relation to the co-operative scheme laws as has the police force of South Australia; and\n\t(b)\tmay, in relation to an offence against a co-operative scheme law, perform the functions and exercise the powers conferred on the Australian Federal Police in relation to offences against the laws of the Commonwealth as if the offence against the co-operative scheme law were an offence against a national scheme law of this jurisdiction.\n\t(3)\tThe Commonwealth Minister has, in respect of the prosecution of offences against the co-operative scheme laws, the same functions and powers as he or she has in respect of the prosecution of offences against a national scheme law of this jurisdiction.\n\t(4)\tFor the purposes of the exercise of enforcement powers, and other functions and powers conferred by this section, including the obtaining of warrants to arrest, an offence against a co-operative scheme law is taken to be an offence against a national scheme law of this jurisdiction.\nenforcement power means a function or power relating to—\n\t(a)\tthe investigation of an offence; or\n\t(b)\tthe arrest and custody of persons charged with an offence; or\n\t(c)\tthe institution and carrying on of a prosecution of an offence; or\n\t(d)\tmatters relating to such an investigation, arrest, custody or prosecution.\n92—Arrangements affecting exercise of investigation powers by State authorities and officers\n\t(1)\tWhere an arrangement between the Minister and the Commonwealth Minister makes provision in relation to the exercise by a State authority or officer of enforcement powers within the meaning of section 91 in relation to the co-operative scheme laws—\n\t(a)\tthe State authority or officer is authorised to act in accordance with that arrangement; and\n\t(b)\tthe State authority or officer must not exercise an enforcement power except in accordance with that arrangement; and\n\t(c)\tthe exercise of, or failure to exercise, an enforcement power by a State authority or officer is to be taken to have been validly performed or withheld, despite any failure to comply with any conditions in the arrangement.\n\t(2)\tNotice of each arrangement under subsection (1) must be published in the Gazette and in the Commonwealth of Australia Gazette within 21 days after it is made.\nDivision 3—Exemptions\n93—Exempt bodies\nA body corporate is excluded from the definition of corporation in section 9 of the Corporations Law of South Australia if—\n\t(a)\tthe body is not a company for the purposes of section 9 of that Law; and\n\t(b)\tit is incorporated by or under a law of South Australia other than that Law or a corresponding previous law.\nDivision 4—Australian Stock Exchange Limited\n95—Saving of provisions about Australian Stock Exchange Limited\n\t(1)\tSection 85 does not apply in relation to Part 2A of the Securities Industry (South Australia) Code.\n\t(2)\tPart 2A has effect, as provided in this section, despite the national scheme laws of this jurisdiction.\n\t(3)\tA reference in Part 2A to a relevant Code, except in relation to a time before the commencement of this section, is taken to be a reference to a national scheme law of this jurisdiction.\n\t(4)\tSubject to subsection (5), a reference in Part 2A to a particular co-operative scheme law, except in relation to a time before that commencement, is taken to be a reference to such provisions of the national scheme laws of this jurisdiction as correspond to provisions of that law.\n\t(5)\tA reference in Part 2A to a provision of a co-operative scheme law (other than a provision of Part 2A itself), except in relation to a time before that commencement, is taken to be a reference to the corresponding provision of a national scheme law of this jurisdiction.\n\t(6)\tRegulations in force because of section 90(6) also have effect for the purposes of this section.\nDivision 5—Companies Auditors and Liquidators Disciplinary Board\n96—Board to continue in existence for certain purposes\nThe Companies Auditors and Liquidators Disciplinary Board established under section 13 of the Companies (Administration) Act 1982 may perform the functions and exercise the powers conferred on it under Division 2 of Part II of the Companies (South Australia) Code in respect of applications made to it under Subdivision B of that Division before the commencement of this section.\nDivision 6—Functions of Commonwealth authorities and officers of the Commonwealth\n96A—Definitions\nIn this Division—\nfunction includes a power;\nold corporations legislation has the same meaning as in the Corporations (Ancillary Provisions) Act 2001;\nperform includes exercise.\n96B—Functions of Commonwealth authorities and officers of the Commonwealth\nIf a Commonwealth authority or an officer of the Commonwealth has a function expressed to be conferred on the authority or officer by or under the old corporations legislation, the authority or officer is not under a duty to perform that function.\n","sortOrder":16},{"sectionNumber":"Part 14","sectionType":"part","heading":"Provisions affecting Corporations Law","content":"Part 14—Provisions affecting Corporations Law\n97—Certain land transfers by companies not to constitute reduction of share capital\n\t(1)\tWhere land under the operation of the Real Property Act 1886 is comprised in—\n\t(a)\ta strata plan deposited under the Strata Titles Act 1988; or\n\t(aa)\ta community plan deposited under the Community Titles Act 1996; or\n\t(b)\ta plan of division under Part 19AB of the Real Property Act 1886,\nand, at the time the plan was deposited, filed or enrolled, the proprietor of that land was a company, the transfer by the company of—\n\t(c)\ta unit on the strata plan; or\n\t(ca)\ta lot on the community plan; or\n\t(d)\tan allotment on the plan of division,\nin exchange for or in satisfaction of a right of the kind referred to in section 195(13) of the Corporations Law, does not of itself constitute, and is to be taken never to have constituted, a reduction of the share capital of the company.\n\t(2)\tSubsection (1) does not apply to a transfer made on or after the commencement of section 9 of the Corporations (South Australia) (Miscellaneous) Amendment Act 2000.\nSchedule—Savings and transitional provisions\n1—Interpretation\nIn this Schedule—\namending provisions means sections 3 to 16 (inclusive) of the Corporations (South Australia) (Jurisdiction) Amendment Act 1995;\nCourt means the Federal Court of Australia or the Supreme Court of a State or Territory.\n2—Application of amendments\nThe amendments made by the amending provisions apply to proceedings commenced, or recommenced, after the commencement of the amending provisions, whether the cause of action arose before or after that commencement.\n3—Effect of decision that court did not have jurisdiction\n\t(1)\tThis clause applies if—\n\t(a)\tbefore the commencement of the amending provisions, proceedings in respect of a civil matter under the Corporations Law of South Australia were commenced in a court (the first court) other than the Court; and\n\t(b)\tthe first court, or another court on appeal from a decision of the first court, decided before the commencement of the amending provisions that the first court did not have jurisdiction in respect of the matter; and\n\t(c)\tthe decision that the first court did not have jurisdiction still stands at the commencement of the amending provisions; and\n\t(d)\tthe first court would have had jurisdiction in respect of the matter if the amending provisions had commenced before the cause of action arose.\n\t(2)\tThe validity of the decision that the first court did not have jurisdiction is not affected by the amendments made by the amending provisions.\n\t(3)\tThat decision does not affect a recommencement of the proceedings after the commencement of the amending provisions.\n4—Effect of absence of decision that court did not have jurisdiction\n\t(1)\tThis clause applies if—\n\t(a)\tbefore the commencement of the amending provisions, proceedings in respect of a civil matter under the Corporations Law of South Australia were commenced in a court (the first court) other than the Court; and\n\t(b)\teither—\n\t(i)\tno court expressly decided, before the commencement of the amending provisions, whether the first court had jurisdiction in respect of the matter; or\n\t(ii)\ta decision of the first court, or of another court on appeal from a decision of the first court, that the first court did have jurisdiction in respect of the matter still stands at the commencement of the amending provisions.\n\t(2)\tFor the purposes of any consideration by a court, after the commencement of the amending provisions, of whether the first court had jurisdiction in respect of the matter, the first court is taken to have had jurisdiction in respect of the matter if it would have had that jurisdiction if the amending provisions had commenced before the cause of action arose.\n5—Application of section 42AA\n\t(1)\tIn this clause—\ncommencement means the commencement of section 42AA;\nrelated criminal justice process decision, in relation to an offence, has the same meaning as in section 42AA.\n\t(2)\tSection 42AA applies in relation to—\n\t(a)\ta decision made on or after the commencement to prosecute a person for an offence, even if the conduct alleged to give rise to the offence occurred before that commencement; or\n\t(b)\ta related criminal justice process decision made on or after the commencement in relation to an offence, even if either or both of the following apply:\n\t(i)\tthe conduct alleged to give rise to the offence occurred before the commencement;\n\t(ii)\tthe prosecution of the offence, or an appeal arising out of the prosecution, was commenced before the commencement.\n\t(3)\tSection 42AA also applies in relation to—\n\t(a)\ta decision made before the commencement to prosecute a person for an offence, even if that decision is the subject of an application that is before a court at the commencement; or\n\t(b)\ta related criminal process decision made before the commencement in relation to an offence, even if either or both of the following apply:\n\t(i)\tthe decision is the subject of an application that is before a court at the commencement; or\n\t(ii)\tthe prosecution of the offence, or an appeal arising out of that prosecution, was commenced before the commencement.\nLegislative history\nNotes\n\t•\tPlease note—References in the legislation to other legislation or instruments or to titles of bodies or offices are not automatically updated as part of the program for the revision and publication of legislation and therefore may be obsolete.\n\t•\tEarlier versions of this Act (historical versions) are listed at the end of the legislative history.\n\t•\tFor further information relating to the Act and subordinate legislation made under the Act see the Index of South Australian Statutes or www.legislation.sa.gov.au.\nPrincipal Act and amendments\nNew entries appear in bold.\nYear\nNo\nTitle\nAssent\nCommencement\nCorporations (South Australia) Act 1990\n20.12.1990\n1.1.1991 (Gazette 20.12.1990 p1842)\nCorporations (South Australia) (Miscellaneous) Amendment Act 1991\n12.12.1991\nPt  2 (ss 4, 6, 16—18)—1.1.1991: s 2(2) except ss 3, 5, 7—15—31.7.1992 (Gazette 23.7.1992 p675)\nCorporations (South Australia) (Jurisdiction) Amendment Act 1995\n9.3.1995\n16.10.1995 (Gazette 12.10.1995 p970)\nStatutes Amendment (Community Titles) Act 1996\n9.5.1996\ns 4—4.11.1996 (Gazette 31.10.1996 p1460)\nFinancial Sector Reform (South Australia) Act 1999\n17.6.1999\nSch (item 14)—1.7.1999 being the date specified under s 3(16) of the Financial Sector Reform (Amendments and Transitional Provisions) Act (No. 1) 1999 of the Commonwealth as the transfer date for the purposes of that Act: s 2(2)\nCorporations (South Australia) (Miscellaneous) Amendment Act 2000\n8.6.2000\n24.11.2000 (Gazette 23.11.2000 p3234)\nStatutes Amendment (Federal Courts—State Jurisdiction) Act 2000\n14.12.2000\nPt 4 (ss 12—30)—28.1.2001 (Gazette 25.1.2001 p301)\nCorporations (Ancillary Provisions) Act 2001\n14.6.2001\ns 31—15.7.2001 immediately before the Corporations Act 2001 of the Commonwealth came into operation: Commonwealth of Australia Gazette No. S 285, 13 July 2001: s 2\nStatutes Amendment (Administrative Review Tribunal) Act 2025\nPt 6 (ss 10 & 11)—20.11.2025: s 2\nProvisions amended\nNew entries appear in bold.\nEntries that relate to provisions that have been deleted appear in italics.\nProvision\nHow varied\nCommencement\nPt 1\n\ns 1\n\ns 1(2)\namended by 19/2000 s 3\ns 2\nomitted under Legislation Revision and Publication Act 2002\n\ns 3\n\ns 3(1)\n\napplicable provision\nASC Act\ndeleted by 19/2000 s 4(a)\nASIC Act\ninserted by 19/2000 s 4(a)\nASIC Law\nASC Law amended to read as ASIC Law by 19/2000 s 10\nASIC Law of South Australia\nASC Law of South Australia amended to read as ASIC Law of South Australia by 19/2000 s 10\nASIC Regulations\nASC Regulations amended to read as ASIC Regulations by 19/2000 s 10\nASIC Regulations of South Australia\nASC Regulations of South Australia amended to read as ASIC Regulations of South Australia by 19/2000 s 10\nCommission\nsubstituted by 19/2000 s 4(b)\nCommonwealth administrative laws\namended by 79/1991 s 4\n\namended by 74/2000 s 12(a)\n\n(b) deleted by 74/2000 s 12(b)\n\namended by 54/2025 s 10\nCommonwealth authority\ninserted by 74/2000 s 12(c)\nCommonwealth law\ncorresponding law\nFamily Court\ninserted by 79/1991 s 5(a)\n\ndeleted by 74/2000 s 12(d)\nFederal Court\ninserted by 79/1991 s 5(a)\nnational scheme law of this jurisdiction\nofficer of the Commonwealth\ninserted by 74/2000 s 12(e)\nState Family Court\ninserted by 79/1991 s 5(b)\nPt 2\n\ns 7\namended by 20/2001 s 31(a)\ns 8\n\ns 8(1)\namended by 20/2001 s 31(b), (c)\nPt 3\n\ns 12\n\ns 12(2)\namended by 20/2001 s 31(d)\ns 12(3)\namended by 20/2001 s 31(e)\nPt 4\n\ns 15\n\ns 15(1a)\ninserted by 19/2000 s 5\nPt 5\n\ns 20\nPt 6\ndeleted by 19/2000 s 6\nPt 8\n\ns 26\ns 27\n\ns 27(1)\ns 30\n\ns 30(1)\namended by 79/1991 s 6\ns 31\n\ns 31(5)\ninserted by 20/2001 s 31(f)\ns 33\ndeleted by 20/2001 s 31(g)\ns 36A\ninserted by 74/2000 s 13\n\nsubstituted by 54/2025 s 11\ns 37\n\ns 37(5)\ninserted by 20/2001 s 31(h)\ns 39\ndeleted by 20/2001 s 31(i)\nPt 9\n\ns 40\n\ns 40(1)\namended by 6/1995 s 3\n\namended by 74/2000 s 14\ns 41\n\ns 41(1)\n\ncivil matter\ninserted by 6/1995 s 4(a)\nCorporations Law\ninserted by 6/1995 s 4(a)\nlower court\nsuperior court\n\nsubstituted by 74/2000 s 15(a)\nsuperior court matter\ns 41(2)\namended by 79/1991 s 7\n\n(a)(viii) deleted by 74/2000 s 15(b)\ns 42\n\ns 42(1)\namended by 74/2000 s 16(a)\ns 42(1a) and (1b)\ninserted by 74/2000 s 16(b)\ns 42(2)\namended by 74/2000 s 16(c)\ns 42(3)\namended by 79/1991 s 8\n\nsubstituted by 74/2000 s 16(d)\ns 42A\ninserted by 79/1991 s 9\ns 42A(1)\ndeleted by 74/2000 s 17(a)\ns 42A(2)\namended by 74/2000 s 17(b)\ns 42A(4)\ninserted by 74/2000 s 17(c)\ns 42AA\ninserted by 74/2000 s 18\ns 42B\ninserted by 6/1995 s 5\ns 42B(1)\namended by 74/2000 s 19\ns 43\nsubstituted by 79/1991 s 10\ns 43(1)\namended by 74/2000 s 20(a)\ns 43(2) and (3)\ndeleted by 74/2000 s 20(b)\ns 43(4)\nsubstituted by 6/1995 s 6\n\namended by 74/2000 s 20(c)\ns 43(5)\namended by 74/2000 s 20(d)\ns 43(6)\namended by 74/2000 s 20(e)\ns 44\n\ns 44(1)\nsubstituted by 74/2000 s 21(a)\ns 44(2)\namended by 74/2000 s 21(b)\ns 44(3)—(5)\ndeleted by 79/1991 s 11\n\ninserted by 74/2000 s 21(c)\ns 44(6) and (7)\ninserted by 74/2000 s 21(c)\ns 44A\ns 44A(1)\namended by 74/2000 s 22(a)\ns 44A(2)\namended by 6/1995 s 7\n\namended by 74/2000 s 22(b)—(e)\ns 44A(3)\namended by 74/2000 s 22(f)\ns 44A(5)\ninserted by 74/2000 s 22(g)\ns 44AA\ninserted by 6/1995 s 8\ns 44AA(6a)\ninserted by 74/2000 s 23\ns 44B\n\nsubstituted by 6/1995 s 9\ns 44C\n\namended by 6/1995 s 10\ns 44D\n\namended by 6/1995 s 11\ns 45\n\ns 45(1)\namended by 79/1991 s 13(a)\ns 45(3)\n\nrelevant jurisdiction\namended by 79/1991 s 13(b)—(e)\n\namended by 6/1995 s 12\n\n(a) and (b) deleted by 74/2000 s 24(a)\n\namended by 74/2000 s 24(b)\ns 46\namended by 6/1995 s 13\n\namended by 74/2000 s 25\ns 47\namended by 6/1995 s 14\ns 50\n\ns 50(1)\namended by 79/1991 s 14(a)\n\namended by 6/1995 s 15(a), (b)\n\nsubstituted by 74/2000 s 26(a)\ns 50(2)\namended by 79/1991 s 14(b), (c)\n\namended by 6/1995 s 15(c), (d)\n\namended by 74/2000 s 26(b)\ns 51\n\ns 51(1a)\ninserted by 6/1995 s 16(a)\ns 51(2)\namended by 6/1995 s 16(b)\ns 51(3)\namended by 6/1995 s 16(c)\ns 52\ndeleted by 74/2000 s 27\ns 52A\ninserted by 79/1991 s 15\ns 52A(1)\ndeleted by 74/2000 s 28\ns 54\n\ns 54(2)\n\namended by 74/2000 s 29\nPt 11\nPt 11 Div 1\ns 58\n\ns 58(1)\n\namended by 20/2001 s 31(j)\ns 58(2)\ns 59\n\namended by 20/2001 s 31(k)\ns 60\n\ns 60(1)\nAdvisory Committee\naffairs\namended by 19/2000 s 7(a)\nassist\nAustralia\nbooks\namended by 33/1999 Sch (item 14) \n1.7.1999\n\namended by 19/2000 s 7(b)\nChairperson\nCommission\namended by 19/2000 s 7(c)\nCommission delegate\ncourt\nDisciplinary Board\nexamination\nexpenses\nforeign country\ngive\nhearing\nmeeting\nmember\nnational scheme law\nnational scheme law of this jurisdiction\nofficer\namended by 6/1995 s 17\nPanel\nPanel proceedings\ninserted by 19/2000 s 7(d)\nprescribed\nproduce\nrecord\nregulations\nstaff member\nTerritory\nthis Act\nwitness\nsubstituted by 19/2000 s 7(e)\ns 60(2)\ns 61\ns 62\n\ns 62(1) and (2)\nPt 11 Div 2\ns 63\n\ns 63(1) and (2)\ns 64\n\ns 64(2)\ns 64(3)\n\namended by 20/2001 s 31(l)\ns 65\n\ns 65(1), (2) and (4)\nPt 11 Div 3\n\ns 67\ndeleted by 20/2001 s 31(m)\ns 68\n(b) deleted by 20/2001 s 31(n)\ns 69\ndeleted by 20/2001 s 31(o)\nPt 11 Div 6\n\ns 72\ns 73\n\ns 73(1) and (2)\ns 74\n\ns 74(1)\ns 74(3)\nsubstituted by 79/1991 s 16 \n\ns 75\nsubstituted by 6/1995 s 18\ns 75(1)\nPt 13\n\nPt 13 Div 2\n\ns 85\n\ns 85(1)\namended by 20/2001 s 31(p)\ns 85(4)\ninserted by 20/2001 s 31(q)\ns 87\n\ns 87(3) and (4)\ninserted by 20/2001 s 31(r)\ns 90\n\ns 90(1)\n\ninstrument\nsubstituted by 79/1991 s 17 \n\ns 90(3), (4) and (6)\ns 91\n\ns 91(1)\nsubstituted by 79/1991 s 18\n\namended by 6/1995 s 19\nPt 13 Div 3\n\ns 94\ndeleted by 19/2000 s 8\nPt 13 Div 6\ninserted by 20/2001 s 31(s)\nPt 14\n\ns 97\n\ns 97(1)\ns 97 amended by 38/1996 s 4 \n4.11.1996\n\ns 97 redesignated as s 97(1) by 19/2000 s 9\ns 97(2)\ninserted by 19/2000 s 9\nSch\ninserted by 6/1995 s 20\ncl 5\ninserted by 74/2000 s 30\nTransitional etc provisions associated with Act or amendments\nCorporations (South Australia) (Miscellaneous) Amendment Act 1991\n20—Reports and financial statements\nThe Minister must cause—\n\t(a)\ta copy of each report of the operations of the National Companies and Securities Commission and the financial statements of the National Companies and Securities Commission prepared by the Australian Securities Commission in accordance with section 14(1), (7) or (8) of the Corporations Legislation Amendment Act 1991 of the Commonwealth; and\n\t(b)\ta copy of the report of the Auditor-General for the Commonwealth on those financial statements,\nbeing reports and financial statements copies of which have been submitted to the Minister by the Australian Securities Commission under section 15(3) of that Act, to be laid before each House of the Parliament within 12 sittings days of that House after its receipt by the Minister.\nHistorical versions\nReprint No 1—12.12.1991\n\nReprint No 2—31.7.1992\n\nReprint No 3—16.10.1995\n\nReprint No 4—4.11.1996\n\nReprint No 5—1.7.1999\n\nReprint No 6—24.11.2000\n\nReprint No 7—28.1.2001\n\nReprint No 8—15.7.2001\n\n","sortOrder":17}],"analysis":{"summary":{"complexity_score":3,"scope_assessment":{"changed":false,"description":"Referral Acts of this type are deliberately narrow in scope by design — they serve a single constitutional function of referring legislative power to the Commonwealth. There is no indication of scope drift from the original intent. The Act has functioned consistently as part of the cooperative national scheme for corporations regulation since 1990."},"complexity_factors":["The Act itself is a constitutional referral mechanism, which involves understanding the division of powers between State and Federal governments under the Australian Constitution","Its practical effect is indirect — it operates in the background to enable Federal law, rather than creating directly enforceable rights","The actual text could not be retrieved, limiting precise analysis","Understanding its relevance requires knowledge of cooperative federalism and the history of corporations law reform in Australia","Low complexity overall because the Act's operative purpose is narrow and well-established"],"plain_english_summary":"**What happened here?**\n\nThe link or document provided did not successfully load the actual text of the *Corporations (South Australia) Act 1990*. Instead, the page returned a **'Page Not Found'** error from the South Australian legislation website, meaning the full content of the Act was not retrievable.\n\n**What we know about this Act generally:**\n\nThe *Corporations (South Australia) Act 1990* is a **referral Act** — it was South Australia's way of handing over its constitutional power to regulate companies and corporations to the **Commonwealth (Federal) Government**. This allowed the Federal Parliament to pass a single, national corporations law (now the *Corporations Act 2001* (Cth)) that applies uniformly across all states and territories.\n\n**Why does this matter to you?**\n\n- If you run a business, sit on a company board, or invest in shares, the national *Corporations Act 2001* governs you — and South Australia's referral Act is part of why that national law applies in SA.\n- The Act itself is largely a technical/constitutional mechanism rather than one that creates rights or obligations you'd interact with directly.\n- In practice, South Australians deal with the **Federal** corporations law, not this State Act, for day-to-day business matters.\n\n⚠️ *Note: This analysis is based on what is publicly known about this Act type, as the actual legislative text could not be retrieved from the provided source.*"},"issue_detection":{"absurdities":[],"contradictions":[]},"kimi_summary":{"_metrics":{"completionTokens":745},"content_quality":"ok","complexity_score":8,"scope_assessment":{"changed":true,"description":"The legislation has expanded significantly from its original 1990 purpose of simply applying Commonwealth corporations law. It now includes: (1) complex cross-vesting of jurisdiction between state and federal courts (added 1991, expanded 1995, 2000); (2) ASIC Law application with extensive definitions (Part 11, substantially expanded 2000); (3) administrative law integration (Freedom of Information, Privacy, Ombudsman — added 1991, updated 2025 with Administrative Review Tribunal); (4) transitional arrangements for multiple predecessor schemes (co-operative scheme laws in Part 13); and (5) criminal jurisdiction provisions. The 2025 amendments substituting the Administrative Review Tribunal for the former AAT show continued scope creep into general administrative law."},"complexity_factors":["Extensive cross-referencing between Commonwealth and state legislation (e.g., 'applicable provision' definition in s.3 with 4 nested sub-paragraphs)","Multiple overlapping jurisdictional schemes: national scheme laws, co-operative scheme laws, and transitional arrangements","Complex court jurisdiction provisions with conditional transfer rules (ss.44-44AA) including 7 subsections in s.44 alone","Nested definitions: 'national scheme law' defined by reference to 'this jurisdiction' and 'Capital Territory' with recursive elements","Extensive transitional provisions preserving old laws while introducing new ones (Part 13, Division 2)","Multiple interpretation rules applying different Commonwealth Acts (Acts Interpretation Act 1901 vs 1915) to different parts","Conditional Crown liability with exceptions (s.15: binds Crown for some chapters but not others)","Recent amendments (2025) substituting Administrative Review Tribunal references, showing ongoing legislative churn"],"plain_english_summary":"This Act is South Australia's **mirror legislation** that adopts Commonwealth corporations law as its own state law. Here's what it does:\n\n**The big picture**\n- It takes the federal *Corporations Act* and *ASIC Act* (which regulate companies, securities, and financial markets) and applies them as if they were South Australian laws\n- This creates a **national scheme** where all states and territories operate under essentially the same corporations rules, administered by the same federal regulator (ASIC)\n\n**Who it affects**\n- **Companies** operating in South Australia\n- **Directors, officers, and shareholders** of those companies\n- **Investors** in securities and futures markets\n- **ASIC** (the national regulator) and its staff\n- **Courts** hearing corporate disputes\n\n**Key features**\n- **Part 2**: Adopts the \"Corporations Law\" and regulations as South Australian law\n- **Part 8**: Ensures national administration — ASIC can investigate and enforce offences as if they were Commonwealth crimes\n- **Part 9**: Allows courts across Australia to hear corporate cases and transfer them between jurisdictions\n- **Part 11**: Adopts the ASIC Act (giving ASIC its powers in SA)\n- **Part 13**: Transitional arrangements for staff moving from state to federal employment\n\n**Why it matters**\nBefore this system, each state had different company laws. This Act (and similar ones in other states) created a single national market with consistent rules, making it easier for businesses to operate across Australia and for investors to be protected by the same standards nationwide.\n\nThe Act is essentially a **legal bridge** — it doesn't write new corporate rules, but imports the Commonwealth rules and makes them enforceable in South Australian courts."},"flash_summary":{"complexity_score":8,"scope_assessment":{"changed":true,"description":"The Act's practical scope has been amended repeatedly since enactment. The text as presented shows additions and substitutions that expand or clarify jurisdictional, administrative and procedural reach (examples include insertion of cross‑vesting and transfer provisions and special jurisdictional rules (s42AA inserted 2000) and amendments applying ASIC provisions and Commonwealth administrative laws (ss58–62; s36A updated 2025)). The legislative history and 'Provisions amended' table record multiple amendments changing definitions, court jurisdiction rules and the application of Commonwealth laws (see legislative history entries and amendment notes for ss7–8, ss42–44, s36A and Part 11). Those amendments altered operational detail and the distribution of enforcement and administrative responsibilities compared with the original 1990 text."},"complexity_factors":["Cross‑application of Commonwealth statutes, regulations and administrative laws to operate as State law (ss7–10; ss29–36; ss58–62) creates layered statutory sources to interpret.","Extensive cross‑vesting and transfer framework for civil and criminal jurisdiction across State and Federal courts with many procedural conditions (Part 9: ss40–56; ss44–44D).","Multiple bodies with overlapping roles (Commission/ASIC, Panel, Disciplinary Board, Commonwealth authorities and State courts) requiring coordination (ss31; 37; 66; 70; 71).","Numerous definitions and cross‑references tying this Act to the Corporations Law, ASIC Law, regulations and co‑operative scheme laws (s3; ss13; 60; ss84–90).","Regulatory discretion via Governor’s regulations and ministerial arrangements that can modify residual state laws and transitional operation (s80; s77; ss86–88).","Transition and savings provisions dealing with earlier co‑operative schemes, staff transfers and historical instruments (Part 13: ss81–96; Schedule).","Application of Commonwealth criminal and evidence provisions in state contexts (ss74–75) adds procedural complexity for prosecutions and examinations.","Frequent amendments and historical changes recorded in the legislative history and provisions-amended table require attention to differing versions and commencement dates."],"plain_english_summary":"# What this Act does, who it affects, and how it works\n\n- What it mechanically does\n  - Makes large parts of the Commonwealth Corporations Act / Corporations Law and the Commonwealth ASIC Act (and the regulations made under them) operate in South Australia as South Australian law (see s1(2); s7; s58; s8; s59).  In practice that means the Corporations Law and ASIC Law apply in South Australia, with specified local interpretations and exceptions (see s9; s10; s60).\n  - Confers enforcement, investigative and administrative powers on Commonwealth bodies (for example ASIC / the Commission, the Panel and the Disciplinary Board) to operate in South Australia under those national scheme laws (see s26; s29–31; s35–37; s66; s70; s71).\n  - Establishes how courts share, transfer and exercise jurisdiction in civil and criminal matters arising under the Corporations Law (Part 9: especially ss40–56 and ss42–44, 44A, 44AA, 44AA–44D).\n  - Prescribes who pays statutory fees, contributions and levies connected to corporate and market regulation (Part 7: ss22–25) and directs fines and penalties collected under the applicable provisions to the Commonwealth (s79).\n  - Provides powers for the State Governor to make regulations needed to operate the scheme locally and to manage transitional issues (s80) and contains transitional and savings rules for staff, bodies and earlier state “co‑operative scheme” laws (Part 13: ss81–96; ss84–92; s85).\n\n- Who is affected\n  - Companies, officers of companies and other persons and bodies subject to the Corporations Law and the ASIC Law as applied in South Australia (see s7; s58; s60 definitions).\n  - Market participants: securities exchanges, futures organisations, members and prospective members (fees/contributions and levies in ss23–25).\n  - Commonwealth bodies (ASIC/the Commission, Panel, Disciplinary Board) and State courts and officers — because functions, powers and jurisdictions are conferred across levels of government (ss29–37; ss42–44; s66; s70; s71).\n  - State public servants and staff who transfer or provide information under transitional provisions (ss81–83).\n\n- Why it matters (official purpose and the practical mechanism)\n  - The Act states its purpose is to make Commonwealth corporations and ASIC laws operate in South Australia and to enable national administration and enforcement of those laws so they operate as if they were a single national law (s1(2); s26; s13; s65).  Mechanically, it does this by: (a) declaring the Commonwealth provisions to apply as South Australian law (s7; s58); (b) applying Commonwealth criminal and administrative laws to offences and administrative actions under those applicable provisions (ss29–36); and (c) conferring or enabling Commonwealth authorities to exercise their functions and powers in South Australia (ss31; 37; 66; 68).\n\n- Costs, incentives and trade‑offs the text creates (concrete mechanisms)\n  - Who pays: statutory fees, taxes, contributions and levies for regulated activity are imposed on the persons named in the relevant Corporations Law provisions and by this Act (ss22–25).  Fines and other penalties under the applicable provisions are directed to the Commonwealth (s79).\n  - Compliance burden: applying the Corporations Law, ASIC Law and their regulations as South Australian law means companies and market participants must comply with those national rules and local instruments made under them (s7–9; s58–62).  The Act preserves obligations to give information and to attend examinations as defined in the ASIC provisions (see s60 definitions; s61).\n  - Centralisation of enforcement and administration: Commonwealth criminal and administrative statutes are applied to offences and administrative matters under the applicable provisions (ss29; 35).  That changes which legal frameworks, processes and remedies apply (for example Commonwealth evidence or crimes provisions applied by s74–75), and which authorities exercise powers (ss31; 37).  The mechanism concentrates enforcement under national laws rather than leaving it solely to State law.\n  - Forum and litigation effects: the Act creates cross‑vesting and transfer rules for civil and criminal jurisdiction so proceedings may be transferred between State and Federal courts (Part 9: ss40–51; ss44–44D).  This adjusts where parties litigate and may affect litigation strategy and procedural costs (ss44(2), 44D).  Section 42AA specifically gives the Supreme Court jurisdiction to seek remedies against Commonwealth officers in certain prosecution related matters.\n  - Administrative discretion and rule‑making: the Governor may make regulations to give effect to the Act and transitional provisions (s80).  Arrangements between State and Commonwealth Ministers can confer or adjust functions and powers (s77), and regulations can exclude or modify residual operation of older co‑operative laws (ss85–90).  These are concrete levers that change how the national scheme operates in practice.\n\n- Implementation risk and transitional mechanics\n  - The Act contains detailed transitional and savings provisions for staff, existing co‑operative scheme laws and functions (Part 13: ss81–96; ss84–92).  Where co‑operative scheme laws and national scheme laws overlap, the Act gives priority to the national scheme (s85) but permits regulations to exclude or modify residual effect (ss86, 88).  These provisions allocate the legal and operational work of switching to the national scheme and identify points where further regulation or administrative arrangements are required (s80; s77).\n\n- Effects on private enterprise and market participants (mechanical, evidence‑based findings from the text)\n  - Uniformity: the Act is designed to make corporate and market law operate nationally and uniformly across jurisdictions by applying the same Corporations and ASIC Laws as state law in South Australia (s13; s65; s26).  That centralises rule content and enforcement frameworks (ss29–37; s66).\n  - Compliance cost shifting: specific fees, contributions and levies are imposed on persons seeking exchange membership or who are exchange/futures members (ss23–25).  Those are direct costs to those market participants.\n  - Forum and procedural impacts: the cross‑vesting and transfer rules change the courts in which corporate disputes and prosecutions may be heard (Part 9: ss42–44, 44A, 44AA), which affects litigation planning and may alter the transaction costs of dispute resolution.\n  - Administrative interface: the Commission and related national bodies are empowered to act in South Australia (s66; s68; s70; s71) and to receive information from State staff (s81), changing who businesses interact with for licensing, enforcement and disciplinary processes.\n\n- Concentrated benefits and diffuse costs (mechanism, not judgement)\n  - The text concentrates enforcement and rule‑making authority with national bodies and allows the Commonwealth to receive fines and levy receipts (ss29; 31; s79).  The immediate benefits (regulatory consistency and the operational scope of national bodies) accrue to participants who operate nationally and to the Commission/Panel in exercising centralised functions; compliance and procedural costs are borne by companies, exchanges and members through fees, levies and regulatory compliance (ss22–25; s23–25; s61).\n\n- Summary statement of key operational levers\n  - Application of Commonwealth corporate and ASIC laws as South Australian law (s7; s58).\n  - Use of Commonwealth criminal and administrative frameworks for offences and administrative actions arising under those laws (ss29–36; s74–75).\n  - Conferral of functions and powers on Commonwealth bodies to act in South Australia (ss31; 37; 66; 70; 71).\n  - Court cross‑vesting and transfer rules to allocate disputes and prosecutions across State and Federal courts (Part 9: ss40–56; ss44–44D).\n  - Fees, levies and penalties mechanisms that shift defined payments to the Commonwealth or to regulatory funds (ss22–25; s79).\n\nReferences: primary provisions cited above are in parentheses after each point (for example s7, s58, s29–36, s66, s80, Part 9)."}},"importantCases":[],"_links":{"self":"/api/acts/corporations-south-australia-act-1990","history":"/api/acts/corporations-south-australia-act-1990/history","analysis":"/api/acts/corporations-south-australia-act-1990/analysis","conflicts":"/api/acts/corporations-south-australia-act-1990/conflicts","importantCases":"/api/acts/corporations-south-australia-act-1990/important-cases","documents":"/api/acts/corporations-south-australia-act-1990/documents"}}