{"id":"financial-sector-transfer-of-business-act-1999","name":"Financial Sector (Transfer of Business) Act 1999","slug":"financial-sector-transfer-of-business-act-1999","collection":"act","jurisdiction":"sa","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":32065,"registerId":"sa-financial-sector-transfer-of-business-act-1999-current","compilationNumber":null,"startDate":"2026-04-01","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"Financial Sector (Transfer of Business) Act 1999","content":"South Australia\nFinancial Sector (Transfer of Business) Act 1999\nAn Act to provide for transfers of business between authorised deposit-taking institutions and between life insurance companies; and for other purposes.\n\nContents\n1\tShort title\n3\tInterpretation\n4\tVoluntary transfers\n5\tCompulsory transfers\n6\tCertificates evidencing operation of Act\n7\tRegistration or record of transfer\n8\tExemption from State taxes\n9\tRelationship of Act with other laws\n10\tRegulations\nLegislative history\n\nThe Parliament of South Australia enacts as follows:\n1—Short title\nThis Act may be cited as the Financial Sector (Transfer of Business) Act 1999.\n3—Interpretation\n\t(1)\tIn this Act—\nAPRA means the Australian Prudential Regulation Authority;\nauthorised APRA officer means a person authorised under section 6 to issue certificates under that section;\nCommonwealth Act means the Financial Sector (Transfers of Business) Act 1999 of the Commonwealth, as amended from time to time.\n\t(3)\tIf an expression is defined in the Commonwealth Act and is also used in this Act, the expression as used in this Act has, unless the contrary intention appears, the same meaning as in that Act.\n4—Voluntary transfers\n\t(1)\tThe purpose of this section is to facilitate voluntary transfers of business under Part 3 of the Commonwealth Act for regulated bodies.\n\t(2)\tThis section applies when a certificate of transfer issued under section 18 of the Commonwealth Act comes into force under Division 3 of Part 3 of that Act.\n\t(3)\tThe receiving body is taken to be the successor in law of the transferring body, to the extent of the transfer.\n\t(4)\tIn particular—\n\t(a)\tif the transfer is a total transfer, all the assets and liabilities of the transferring body become respectively the assets and liabilities of the receiving body without any transfer, conveyance or assignment; and\n\t(b)\tif the transfer is a partial transfer, all the assets and liabilities of the transferring body included in the list of assets and liabilities specified in the statement of detail become respectively assets and liabilities of the receiving body without any transfer, conveyance or assignment; and\n\t(c)\tto the extent of the transfer, the duties, obligations, immunities, rights and privileges applying to the transferring body apply to the receiving body.\n\t(5)\tIf there is an approved section 20 statement in relation to the transfer—\n\t(a)\tthat specifies that particular things are to happen or are taken to be the case, those things are taken to happen, or to be the case, in accordance with the statement; or\n\t(b)\tthat specifies a mechanism for determining things that are to happen or are taken to be the case, things determined in accordance with that mechanism are taken to happen, or to be the case, as determined in accordance with that mechanism.\n5—Compulsory transfers\n\t(1)\tThe purpose of this section is to facilitate compulsory transfers of business under Part 4 of the Commonwealth Act for regulated bodies.\n\t(2)\tThis section applies when a certificate of transfer issued under section 33 of the Commonwealth Act comes into force under Division 3 of Part 4 of that Act.\n\t(3)\tThe receiving body is taken to be the successor in law of the transferring body, to the extent of the transfer.\n\t(4)\tIn particular—\n\t(a)\tif the transfer is a total transfer, all the assets and liabilities of the transferring body become respectively the assets and liabilities of the receiving body without any transfer, conveyance or assignment; and\n\t(b)\tif the transfer is a partial transfer, all the assets and liabilities of the transferring body that are included in the list (referred to in section 33(2)(c) of the Commonwealth Act) included in, or attached to, the certificate of transfer become respectively assets and liabilities of the receiving body without any transfer, conveyance or assignment; and\n\t(c)\tto the extent of the transfer, the duties, obligations, immunities, rights and privileges applying to the transferring body apply to the receiving body.\n\t(5)\tIf the certificate of transfer includes provisions of a kind referred to in section 33(3) of the Commonwealth Act—\n\t(a)\tspecifying that particular things are to happen or are taken to be the case, those things are taken to happen, or to be the case, in accordance with those provisions; or\n\t(b)\tspecifying a mechanism for determining things that are to happen or are taken to be the case, things determined in accordance with that mechanism are taken to happen, or to be the case, as determined in accordance with that mechanism.\n\t(6)\tIf there is an approved section 30 statement in relation to the transfer—\n\t(a)\tthat specifies that particular things are to happen or are taken to be the case, those things are taken to happen, or to be the case, in accordance with the statement; or\n\t(b)\tthat specifies a mechanism for determining things that are to happen or are taken to be the case, things determined in accordance with that mechanism are taken to happen, or to be the case, as determined in accordance with that mechanism.\n6—Certificates evidencing operation of Act\n\t(1)\tAn authorised APRA officer may, by a certificate in writing signed by the officer, certify anything in relation to the effect of this Act and, in particular, may certify that—\n\t(a)\ta particular asset of a transferring body has become a transferred asset of a receiving body; or\n\t(b)\ta particular liability of a transferring body has become a transferred liability of a receiving body.\n\t(2)\tFor all purposes and in all proceedings, a certificate purporting to be issued under subsection (1) is evidence of the matters certified.\n\t(3)\tAPRA is empowered to authorise, in writing, an APRA board member or an APRA staff member to issue certificates under this section.\n7—Registration or record of transfer\nThe Registrar-General or any other authority required or authorised under a law of the State to register or record transactions affecting assets or liabilities, or documents relating to such transactions, must, on application under this section accompanied by a certificate issued under section 6, register or record in an appropriate manner the transfer or transfers to which the certificate relates.\n8—Exemption from State taxes\n\t(1)\tNo State taxes are chargeable under any Act in respect of a compulsory transfer of business facilitated under this Act.\n\t(2)\tThe Treasurer may, by agreement with a receiving body in a voluntary transfer of business, grant an exemption from a State tax or State taxes in relation to a transaction facilitated under this Act.\n\t(3)\tAn exemption under subsection (2) may be conditional on payment to the Treasurer of an amount determined by the Treasurer.\n\t(4)\tThe receiving body must pay the amount determined by the Treasurer in accordance with the agreement.\n\t(5)\tIn this section—\nState tax means—\n\t(a)\tstamp duty; or\n\t(b)\tany other tax, duty or impost that would, apart from an exemption under this section, be payable in respect of the transaction under the law of the State.\n9—Relationship of Act with other laws\n\t(1)\tThis Act has effect despite anything in a contract, deed, undertaking, agreement or other instrument.\n\t(2)\tNothing done by or under this Act—\n\t(a)\tplaces a receiving body, a transferring body or another person in breach of contract or confidence or otherwise makes any of them guilty of a civil wrong; or\n\t(b)\tplaces a receiving body, a transferring body or another person in breach of—\n\t(i)\ta law of the State; or\n\t(ii)\ta contractual provision prohibiting, restricting or regulating the assignment or transfer of an asset or liability or the disclosure of information; or\n\t(c)\treleases a surety, wholly or partly, from all or any of the surety's obligations.\n\t(3)\tWithout limiting subsection (1), if, apart from this section, the advice or consent of a person would be necessary in a particular respect, the advice is taken to have been obtained or the consent is taken to have been given.\n10—Regulations\nThe Governor may make such regulations as are necessary or expedient for the purposes of this Act.\nLegislative history\nNotes\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\n1999\n32\nFinancial Sector (Transfer of Business) Act 1999\n17.6.1999\n1.7.1999 being the date specified under section 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\n2002\n35\nStatutes Amendment (Stamp Duties and Other Measures) Act 2002\n28.11.2002\nPt 2 (s 4)—28.11.2002: s 2(1)\nProvisions amended\nNew entries appear in bold.\nEntries that relate to provisions that have been deleted appear in italics.\nProvision\nHow varied\nCommencement\ns 2\nomitted under Legislation Revision and Publication Act 2002\n\ns 8\nsubstituted by 35/2002 s 4\n28.11.2002\n","sortOrder":0}],"analysis":{"flash_summary":{"complexity_score":5,"scope_assessment":{"changed":true,"description":"The Act has been amended since enactment. Section 8 was substituted by Statutes Amendment (Stamp Duties and Other Measures) Act 2002 (No. 35/2002, s4) on 28.11.2002, altering the State tax exemption framework to expressly allow the Treasurer to grant exemptions for voluntary transfers and to require conditional payments by the receiving body (s8(2)–(4)). Section 2 was also omitted under the Legislation Revision and Publication Act 2002. These amendments changed the Act's approach to state taxation and fiscal discretion compared with the original text."},"complexity_factors":["Extensive cross-reference to the Commonwealth Financial Sector (Transfers of Business) Act 1999 for definitions and triggers (see interpretation and application throughout: s3(1),(3); ss4–5 rely on Commonwealth certificates).","APRA-issued certificates are conclusive evidence of transfer effects and of specific transferred assets/liabilities, concentrating legal finality in a regulator (s6(1)–(3)).","Transfers operate without conveyance or assignment: assets and liabilities become those of the receiver by operation of the Act rather than by normal property-transfer processes (ss4(3)–(4), 5(3)–(4)).","Treasurer discretion and negotiated tax relief for voluntary transfers, including conditional payments by the receiving body, introduces fiscal negotiation and contingent obligations (s8(2)–(4)).","State registration/recording remains required but depends on presentation of an APRA certificate to the relevant registrar or authority (s7), creating an administrative compliance step.","The Act overrides contracts and state laws to the extent necessary to give effect to transfers, while simultaneously preserving certain protections (s9(1)–(3)); this alters legal risk allocation and contractual expectations.","Mechanisms for approved statements and determinations (approved section 20/30 statements or certificate provisions) create delegated-rule or formulaic outcomes that must be executed as specified (ss4(5), 5(5)–(6)).","Regulatory scope for further detail is left to subordinate instruments (s10), which may affect implementation complexity."],"plain_english_summary":"**What it does:** Treats the receiving body named in a Commonwealth transfer certificate as the legal successor for the transferred assets, liabilities, rights and obligations when that certificate takes effect; APRA may certify which items transferred and local registration follows.  \n\n**Who pays and what changes:** Compulsory transfers are exempt from State taxes; for voluntary transfers the Treasurer may grant tax exemptions and require a payment by the receiving body. The Act displaces contrary state laws or contracts to give certified transfers legal effect."},"flash_summary_failed":{"failed":true,"reason":"A positive credit balance is required for all requests, including BYOK, so fallback providers remain available. Add credits at https://vercel.com/d?to=%2F%5Bteam%5D%2F%7E%2Fai%3Fmodal%3Dtop-up to continue.","source":"analysis-cron"},"summary":{"complexity_score":1,"scope_assessment":{"changed":false,"description":"No scope assessment is possible. The submitted content is a 404 error page, not legislative text. There is no original intent or amended scope that can be evaluated from the material provided."},"complexity_factors":["No actual legislative text was provided — only a website error page","No legal provisions, definitions, or operative clauses to analyse","Cannot assess structure, cross-references, or regulatory obligations","The source appears to misattribute a Commonwealth Act to South Australian legislation"],"plain_english_summary":"The link you provided returned a \"Page Not Found\" from legislation.sa.gov.au, so the actual Financial Sector (Transfer of Business) Act 1999 could not be retrieved. Update any bookmarks or search the site directly; report site errors to OPCWeb@sa.gov.au.\n\nFor context, that Act is a Commonwealth law (not South Australian) that governs how financial-sector businesses transfer operations—affecting customers, employees and creditors."},"issue_detection":{"absurdities":[],"contradictions":[]},"kimi_summary":{"content_quality":"ok","complexity_score":3,"scope_assessment":{"changed":false,"description":"The legislation remains tightly focused on its original purpose of facilitating business transfers between financial institutions. The 2002 amendment to section 8 merely refined the tax exemption mechanism without expanding the scope beyond banks, life insurers, and the transfer facilitation framework established in 1999."},"complexity_factors":["Short statute with only 10 sections (originally 11, with s 2 omitted)","Heavy reliance on external Commonwealth legislation — most operative provisions reference sections of the Commonwealth Financial Sector (Transfers of Business) Act 1999 rather than defining processes independently","Only 3 defined terms in the interpretation section (APRA, authorised APRA officer, Commonwealth Act), with a 'pass-through' definition clause importing definitions from the Commonwealth Act","Parallel structure between voluntary transfers (s 4) and compulsory transfers (s 5) creates some repetition but clear organisation","Minimal conditional logic — primarily 'if/then' statements regarding total vs partial transfers and the existence of approved statements","No nested exceptions or complex cross-referencing within the Act itself","Straightforward protective provisions in s 9 (relationship with other laws) using standard 'despite anything' and 'nothing done' formulations common in Australian commercial legislation"],"plain_english_summary":"**What this law does:**\n\nThis is a South Australian law that makes it easier for banks and life insurance companies to transfer their business to another company. It works hand-in-hand with a Commonwealth (federal) law to ensure these transfers happen smoothly under state law.\n\n**Who it affects:**\n\n- **Banks and life insurers** (called \"authorised deposit-taking institutions\" and \"life insurance companies\") that want to merge, acquire, or restructure\n- **Customers** of these financial institutions — your account or policy can move to a new company without you needing to sign anything new\n- **The South Australian government** — specifically the Treasurer and land registration offices\n\n**How it works:**\n\nThe law covers two types of transfers:\n\n- **Voluntary transfers** — when companies agree to merge or one buys the other (Section 4)\n- **Compulsory transfers** — when the federal regulator (APRA) forces a transfer, usually to protect customers if a bank or insurer is in trouble (Section 5)\n\n**Key effects:**\n\n- When a transfer happens, the new company automatically becomes responsible for all the old company's assets and liabilities — no need to sign new contracts or transfer documents individually\n- **Tax break:** No state stamp duty or other state taxes on compulsory transfers. For voluntary transfers, the Treasurer can agree to waive taxes in exchange for a payment\n- **Protection for everyone involved:** The transfer can't be blocked by contracts that say \"you can't transfer this\" — the law overrides those clauses\n- **Official certificates:** APRA (the banking regulator) can issue certificates proving what assets and liabilities moved, and land registries must record these transfers\n\n**Why it matters:**\n\nWithout this law, merging banks would need to transfer every single mortgage, deposit account, and insurance policy individually — a nightmare of paperwork. This law makes financial mergers practical and protects customers by ensuring their rights transfer automatically."}},"importantCases":[],"_links":{"self":"/api/acts/financial-sector-transfer-of-business-act-1999","history":"/api/acts/financial-sector-transfer-of-business-act-1999/history","analysis":"/api/acts/financial-sector-transfer-of-business-act-1999/analysis","conflicts":"/api/acts/financial-sector-transfer-of-business-act-1999/conflicts","importantCases":"/api/acts/financial-sector-transfer-of-business-act-1999/important-cases","documents":"/api/acts/financial-sector-transfer-of-business-act-1999/documents"}}