Bank of Western Australia Act 1995

This Act authorises and governs the full or partial privatisation of Bank of Western Australia Ltd and sets out rules that apply to the bank and to any purchaser or owner of the Bank’s business after privatisation. Mechanically, the Act:

Defines full and partial privatisation (s 4). Full privatisation occurs where all shares, or the business itself, become owned by persons other than the State; partial privatisation where some shares or some ownership remain with the State (s 4(1)-(2)).
Gives the Treasurer power to determine the method of privatisation by privatisation order, including public float, private placement or other means, and to amend or revoke such orders before the day of privatisation (s 7(1)-(4)). A privatisation order must be published in the Gazette (s 7(4)).
Requires R & I Holdings and the Bank to take specified steps to give effect to a privatisation order and to consult with each other (s 10-12). It prescribes the allocation of proceeds by R & I Holdings (s 13).
Creates limited immunities for disclosures made to facilitate privatisation by the Government, R & I Holdings or the Bank, and permits the Auditor General to disclose information for that purpose (s 14-15), while creating a criminal offence with a $100,000 penalty for unauthorised disclosure of such material where there is a duty of confidentiality (s 16).
Carries forward a Treasurer’s guarantee of payment of specified financial obligations of the Bank with defined carveouts and time limits, and makes the Consolidated Account liable for any payment under that guarantee (s 20, s 20(8)). The Treasurer may fix charges payable by the Bank in respect of that guarantee after consultation with the Bank’s board (s 21), and may require information from the Bank to assess contingent liability (s 22).

CrestWestern Australia

Western Australia

Bank of Western Australia Act 1995

Contents

Part 1 — Preliminary

Short title 2
Commencement 2
Terms used 2
Terms used: full privatisation, partial privatisation 2

Part 2 — Privatisation of the Bank

Terms used 4
Bank may be privatised 4
Method of privatisation 4
State’s shareholding in partial privatisation 5
Day of privatisation 5
Powers of R & I Holdings and the Bank for purposes of privatisation 5
R & I Holdings and the Bank to consult 6
Proceeds of privatisation, application of 6
Disclosure of information 7
Auditor General may disclose information 7
Disclosing information obtained under s. 14 or 15, offence 8
R & I Holdings, Bank etc., functions of 8
Stamp duty exemption 8

Part 3 — Provisions applicable to Bank after privatisation

Division 1 — Preliminary

Terms used 9

Division 2 — Guarantee

Guarantee by Treasurer for Bank 9
Charges for guarantee 11
Treasurer may require Bank to give information 11

Division 4 — Use of names

Names Bank etc. cannot use 12
Use of former name and derivatives of it by others 12

Division 5 — Enforcement of Divisions 3 and 4

Enforcement of s. 26 and 27 only by injunction 13
Supreme Court’s powers for enforcement of s. 26 and 27 13

Division 6 — Continuation of certain provisions

Terms used 14
Purpose of this Division 15
Evidentiary provisions 15
Administration etc. of capital stock, debentures and inscribed stock 15
Reference in document to officer of former Bank, effect of 16
Immunity etc. to continue 16
Former Bank to complete necessary transactions 16

Division 7 — Miscellaneous

Reference in document to former name, effect of 17
Non-compliance by Bank of Western Australia Ltd with certain provisions, effect of 18

Part 4 — State’s shareholding in Bank on partial privatisation

Interpretation of s. 41 19
State’s shareholding, Treasurer’s functions as to 19

Part 5A — Provisions relating to transfer of BWA business and conduct of Bankwest business

Division 1 — Preliminary

42A. Terms used 20

42B. Transfer of BWA business to CBA not prevented 21

42C. Liability of owners of Bankwest business if 2 or more owners 21

Division 2 — Long term obligations

42D. CBA to carry on banking business using Bankwest name 22

42E. Type and scale of Bankwest business 22

42F. Head office of Bankwest business 22

42G. Managing officer of Bankwest business 22

42H. Use of certain names prohibited 22

42I. Records of Bankwest business 23

Division 3 — Obligations relating to 5 year period after transfer day

42J. Minimum points of presence required 23

42K. Points of presence in regional areas not to be closed 23

42L. Head office personnel 24

42M. Local sponsorship and community development initiatives 24

Division 4 — Monitoring compliance

42N. Bankwest owner to give annual certificate of compliance with this Part 25

42O. Minister may require Bankwest owner to give information 26

Division 5 — Enforcement of Divisions 2, 3 and 4

42P. Methods of enforcement 27

42Q. Enforcement of Div. 2 and 4, Supreme Court’s powers for 27

42R. Enforcement of Div. 3, Minister’s powers for 28

Division 6 — Other provisions

42S. Transfer day, notification of 30

42T. Certain matters are excluded matters for Corporations Act 2001 (Cwlth) 30

Part 5 — General

Regulations 31
Bank of Western Australia Act 1990, transitional provisions for 31
Other Acts, transitional provisions 31

Schedule 1 — Provisions relating to Bank of Western Australia Act 1990

Division 2 — Transitional provisions

Terms used 32
Auditor General may disclose information 32
Payments under repealed s. 31 up to day of privatisation 32
Agreements under s. 33(4a) 33
Securities taken as agent of Crown 33

Schedule 2 — Provisions relating to other Acts

Part B — Transitional provisions

Provision relating to Industry (Advances) Act 1947 34
Provisions relating to Superannuation and Family Benefits Act 1938 34

Notes

Compilation table 36

Uncommenced provisions table 37

Other notes 37

Defined terms

Western Australia

Bank of Western Australia Act 1995

An Act to provide for the full or partial privatisation of Bank of Western Australia Ltd, to make provisions applicable to the bank after privatisation, to make provisions relating to the transfer of the bank’s business and the conduct of an ongoing banking business, to amend the Bank of Western Australia Act 1990 and certain other Acts 1, and for related purposes.

[Long title amended: No. 14 of 2012 s. 4.]

Part 1 — Preliminary

1. Short title

This Act may be cited as the Bank of Western Australia Act 1995.

2. Commencement

(1) The long title, this Part, Part 2 (except section 11) and section 43(1) and (2) come into operation on the day on which this Act receives the Royal Assent.

(2) Section 11 comes into operation on such day as is fixed by proclamation.

(3) The other provisions of this Act come into operation on the day of privatisation.

3. Terms used

In this Act, unless the contrary intention appears —

day of privatisation means the day notified by the Treasurer under section 9;

privatisation means full or partial privatisation as defined in section 4;

public authority means a body corporate that —

(a) is created by a written law; and

(b) is an agent of the Crown; and

4. Terms used: full privatisation, partial privatisation

(1) For the purposes of this Act full privatisation occurs if, in accordance with a privatisation order under section 7 —

(a) all of the shares in Bank of Western Australia Ltd become, after the day of privatisation, owned by persons other than the State; or

(b) the business that is conducted by Bank of Western Australia Ltd becomes, after the day of privatisation, owned by one or more corporations all of the shares in which are held by persons other than the State.

(2) For the purposes of this Act partial privatisation occurs if, in accordance with a privatisation order under section 7 —

(a) some of the shares in Bank of Western Australia Ltd continue, after the day of privatisation, to be owned by the State; or

(b) the business that is conducted by Bank of Western Australia Ltd becomes, after the day of privatisation, owned by one or more corporations some of the shares in which are held by the State.

(3) References in subsections (1) and (2) to the State do not include a public authority that acquires shares in the Bank on or after the day of privatisation.

Part 2 — Privatisation of the Bank

5. Terms used

In this Part, unless the contrary intention appears —

Bank means Bank of Western Australia Ltd referred to in section 22 of the existing Act;

existing Act means the Bank of Western Australia Act 1990 2;

private placement means the sale of shares in the Bank in a way that would not require R & I Holdings to lodge a notice under section 1043B of the Corporations Law (assuming it were not exempt from the requirements of Chapter 7 of that Law);

privatisation order means an order, and any amendment to it, made under section 7;

public float means the sale of shares in the Bank to the public in a way that would require R & I Holdings to lodge a notice under section 1043B of the Corporations Law (assuming it were not exempt from the requirements of Chapter 7 of that Law);

R & I Holdings means the body corporate referred to in section 6 of the existing Act;

voting share has the meaning given by section 9 of the Corporations Law.

6. Bank may be privatised

(1) The Bank may be privatised in accordance with this Part.

(2) This Part is to have effect despite section 26(4) or (5) of the existing Act.

7. Method of privatisation

(1) The Treasurer may by order determine that the Bank is to be fully privatised or partially privatised —

(a) by public float; or

(b) by private placement; or

or by any combination of the methods referred to in paragraphs (a), (b) and (c).

(2) A privatisation order may contain such incidental or supplementary provisions as the Treasurer thinks fit.

(3) The Treasurer may at any time before the day of privatisation amend or revoke a privatisation order.

(4) A privatisation order and any amendment or revocation is to be published in the Gazette.

8. State’s shareholding in partial privatisation

A privatisation order that provides for the partial privatisation of the Bank is to specify the shareholding that is to be retained or held by the State and that is to vest in the Treasurer under section 41.

9. Day of privatisation

(1) The Treasurer is to notify the day of privatisation in the Gazette.

(2) The Treasurer may change the day notified under subsection (1) to a later day.

(3) If the day is changed the Treasurer is to notify the change in the Gazette.

(4) Property in shares in the Bank that passes from R & I Holdings to any person on the day of privatisation is to be taken to pass at the beginning of the day of privatisation.

10. Powers of R & I Holdings and the Bank for purposes of privatisation

(1) R & I Holdings and the Bank are to do all things necessary or convenient to be done in order to comply with a privatisation order.

(2) Without limiting the generality of subsection (1) R & I Holdings may —

(a) enter into agreements including underwriting agreements;

(b) issue or cause the issue of a prospectus or other document containing information for potential purchasers of shares in the Bank;

(c) require the Bank to make application to the Australian Stock Exchange Limited for admission to the Official List of the Exchange and for official quotation of the shares in the Bank;

(d) require the Bank to issue to it further shares pursuant to section 26 of the existing Act in such number and on such terms as to payment as may be agreed between R & I Holdings and the Bank or in the absence of agreement as may be determined by the Treasurer;

(e) require the Bank to do anything else necessary or convenient to enable R & I Holdings to comply with a privatisation order.

(3) The Bank is to comply with any requirement made under subsection (2).

[11. Deleted: No. 8 of 2009 s. 24.]

12. R & I Holdings and the Bank to consult

R & I Holdings and the board of directors of the Bank must consult fully in relation to all matters necessary or convenient to give effect to a privatisation order.

13. Proceeds of privatisation, application of

(1) The proceeds of privatisation of the Bank are to be applied by R & I Holdings —

(a) first, in meeting the expenses of privatisation as determined by the Treasurer; and

(b) secondly, in the payment to Bank of Western Australia Ltd of any amount determined by the Treasurer; and

(2) So much of the proceeds as is not applied under subsection (1) is to be paid into the Consolidated Account.

[Section 13 amended: No. 77 of 2006 s. 4.]

14. Disclosure of information

(1) A disclosure of information made in accordance with this section for the purposes of facilitating the privatisation of the Bank is not to be regarded —

(a) as a breach of contract or confidence or otherwise as a civil wrong; or

(b) as a contravention of section 232 of the Corporations Law.

(2) Subsection (1) applies to a disclosure of information made by the Government, R & I Holdings or the Bank or by a person acting with the authority of the Government, R & I Holdings or the Bank but does not apply to any other person to whom the information is given.

(3) Subsection (1) applies to confidential information or information not publicly known concerning the affairs of the Bank or of any subsidiary of the Bank or of any customer of the Bank or of any subsidiary.

(4) This section has effect despite section 41 of the existing Act.

(5) In subsection (3) Bank, subsidiary and customer have the same meanings as they have in section 41 of the existing Act.

15. Auditor General may disclose information

Despite section 46(2) of the Auditor General Act 2006, the Auditor General may, for the purpose of facilitating the privatisation of the Bank, disclose to any person, or provide any person with access to, information in his or her possession or under his or her control.

[Section 15 amended: No. 77 of 2006 Sch. 1 cl. 14.]

16. Disclosing information obtained under s. 14 or 15, offence

A person who under section 14 or 15 —

(a) obtains information in connection with the privatisation of the Bank; and

(b) has agreed or is otherwise under a duty not to disclose the information to others,

commits an offence if the person breaches the agreement or the duty without lawful excuse.

Penalty: $100 000.

17. R & I Holdings, Bank etc., functions of

In addition to their functions and powers under the existing Act, R & I Holdings, the Bank and the board of directors of the Bank —

(a) have the respective functions conferred on them by this Part; and

(b) may do, in the State or elsewhere, all things necessary or convenient to be done for or in connection with the performance of those functions.

18. Stamp duty exemption

If the Bank is privatised either solely by public float or partly by public float and partly by private placement, stamp duty under the Stamp Act 1921 is not chargeable on any sale and transfer of shares in the Bank by R & I Holdings by way of such public float or private placement.

Part 3 — Provisions applicable to Bank after privatisation

Division 1 — Preliminary

19. Terms used

In this Part, unless the contrary intention appears —

1990 Act means the Bank of Western Australia Act 1990 2;

Bank means the public company registered under the Corporations Act 2001 (Commonwealth) by the name “Bank of Western Australia Ltd”;

subsidiary means a company that is a subsidiary of the Bank as determined in accordance with the Corporations Act 2001 of the Commonwealth.

[Section 19 amended: No. 10 of 2001 s. 17; No. 14 of 2012 s. 5; No. 14 of 2025 s. 11(2).]

Division 2 — Guarantee

20. Guarantee by Treasurer for Bank

(1) Subject to subsections (2) and (4), the payment of the financial obligations of the Bank is guaranteed by the Treasurer.

(2) The payment of money due —

(a) by the Bank in respect of capital stock issued under section 29A of the Rural and Industries Bank Act 1944 3; or

(b) by a subsidiary of the Bank; or

is not guaranteed under subsection (1).

(3) In subsection (2)(c) excluded debt means any financial obligation incurred by Bank of Western Australia Ltd before the day of privatisation on terms which provide that a Treasurer’s guarantee does not apply to the financial obligation.

(4) On and from the day of privatisation the payment of the financial obligations of the Bank is guaranteed under subsection (1) to the extent set out in subsections (5) and (6) and to that extent only.

(5) On and from the day of privatisation until the fifth anniversary of that day, the payment of money standing to the credit of any account with the Bank that was in existence as an account with Bank of Western Australia Ltd at the close of business on the day preceding the day of privatisation, other than a term deposit, continues to be guaranteed under subsection (1) to the extent of the amount calculated by deducting from the amount that was standing to the credit of the account at the close of business on the day preceding the day of privatisation the aggregate of all amounts debited to the account on or after the day of privatisation.

(6) On and from the day of privatisation the payment of the financial obligations of the Bank (including contingent liabilities) continues to be guaranteed under subsection (1) to the extent that those obligations arise from —

(a) any term deposit made with Bank of Western Australia Ltd, or other term liability incurred by Bank of Western Australia Ltd, before the day of privatisation; or

(b) securities issued by Bank of Western Australia Ltd before the day of privatisation; or

(c) a deed, agreement, instrument, undertaking or other document entered into, given or issued by Bank of Western Australia Ltd before the day of privatisation; or

(d) any other event involving Bank of Western Australia Ltd which occurred, or arrangements which were entered into by that Bank, before the day of privatisation, other than an account to which subsection (5) applies.

(7) References in subsection (6)(a), (b), (c) and (d) to the Bank include the Bank as constituted under the Rural and Industries Bank of Western Australia Act 1987 4 and the Rural and Industries Bank Act 1944 3.

(8) Any liability of the Treasurer arising from the guarantee in subsection (1) is to be met out of the Consolidated Account which is appropriated to the necessary extent.

[Section 20 amended: No. 77 of 2006 s. 4.]

21. Charges for guarantee

(1) The Treasurer may from time to time, after consultation with the board of directors of the Bank, fix charges to be paid by the Bank to the Treasurer for the benefit of the Consolidated Account in respect of the guarantee under section 20.

(2) The Treasurer may agree with the Bank that a charge fixed under subsection (1) will not be increased under that subsection for a stipulated period, and the exercise of the power in that subsection is subject to any such agreement.

(3) Payments by the Bank to the Treasurer in respect of any such charges are required to be made at such times, and in such instalments, as the Treasurer determines.

[Section 21 amended: No. 77 of 2006 s. 4.]

22. Treasurer may require Bank to give information

(1) The Treasurer may request the Bank to give prescribed information to the Treasurer, including prescribed information by way of periodical returns at prescribed times, to enable the Treasurer to be informed of or assess the extent of the liability, or risk of or exposure to liability, from time to time existing under section 20.

(2) The power in subsection (1) ceases to be exercisable on —

(a) the day on which the guarantee under section 20(1) no longer applies to securities, term deposits or term borrowings; or

(b) the fifth anniversary of the day of privatisation,

whichever is the later.

(3) A request under subsection (1) must —

(a) be made by written notice given to the Bank; and

(b) specify the time before which the information is to be given.

(4) The Bank must comply with any request under subsection (1).

(5) The Bank is to provide information under subsection (1) in a manner that does not disclose the identity and affairs of any person or might enable the identity and affairs of any person to be ascertained.

[Division 3 (s. 23-26A) deleted: No. 14 of 2025 s. 11(3).]

Division 4 — Use of names

26. Names Bank etc. cannot use

(1) The Bank or a subsidiary of the Bank must not use any name in connection with its business which suggests that it is associated with the Government.

(2) The use of the name “Bank of Western Australia Ltd” or “BankWest” does not contravene subsection (1).

27. Use of former name and derivatives of it by others

(1) A person must not —

(a) use the name “The Rural and Industries Bank of Western Australia” or the name “R & I Bank of Western Australia Ltd”; or

(b) use any company, corporate, business, trading or other name substantially similar to either of the names referred to in paragraph (a); or

(2) In subsection (1)(c) bank description means any company, corporate, business, trading or other name, or other trade description or symbol, used in connection with banking business or the provision of financial services.

(3) The prohibition in subsection (1) extends to the Crown.

(4) The use of names and descriptions, as governed by this section, is declared to be an excluded matter for the purposes of section 5F of the Corporations Act 2001 of the Commonwealth in relation to the whole of the Corporations legislation to which Part 1.1A of that Act applies.

[Section 27 amended: No. 10 of 2001 s. 20.]

[28. Omitted under the Reprints Act 1984 s. 7(4)(e) 6.]

Division 5 — Enforcement of Divisions 3 and 4

29. Enforcement of s. 26 and 27 only by injunction

The obligations created by sections 26 and 27 are enforceable under section 30 and not otherwise.

[Section 29 amended: No. 14 of 2025 s. 11(4).]

30. Supreme Court’s powers for enforcement of s. 26 and 27

(1) The Supreme Court may, on the application of the Minister, grant an injunction in such terms as the Court thinks fit where the Court is satisfied that the Bank or any person —

(a) has done or omitted to do or is proposing or attempting to do or omit to do any thing that amounts to, or would amount to, a breach of section 26 or 27; or

(b) is involved in a breach of section 26 or 27.

(2) An interim or interlocutory injunction may be granted before final determination of an application.

(3) If the Minister applies to the Court for an injunction under this section, the Court is not to require the Minister, as a condition of granting an interim injunction, to give an undertaking as to damages.

(4) A reference in subsection (1) to a person being involved in a breach is a reference to a person who —

(a) has aided, abetted, counselled or procured the breach; or

(b) has induced the breach, whether by threats or promises or otherwise; or

(d) has conspired with others to effect the breach; or

(e) has attempted to do any act of a kind referred to in paragraph (a), (b), (c) or (d).

[Section 30 amended: No. 14 of 2025 s. 11(5).]

Division 6 — Continuation of certain provisions

31. Terms used

In this Division —

1987 Act means the Rural and Industries Bank of Western Australia Act 1987 4;

appointed day has the meaning given by section 4 of the 1990 Act;

former Bank means the Bank as defined in section 3 of the 1987 Act.

32. Purpose of this Division

This Division re‑enacts certain provisions of Schedule 2 to the 1990 Act 7, relating to the transition from the former Bank to Bank of Western Australia Ltd, so that they will continue in force despite the repeal of that Schedule.

33. Evidentiary provisions

(1) Documentary or other evidence which would have been admissible for or against the interests of the former Bank if the 1990 Act had not been enacted is admissible for or against the interests of the Bank.

(2) Sections 89 to 96 (inclusive) of the Evidence Act 1906 continue to apply with respect to the banker’s books of the former Bank and to entries made in those banker’s books before the appointed day.

(3) In subsection (2) banker’s books has the same meaning as in the Evidence Act 1906.

34. Administration etc. of capital stock, debentures and inscribed stock

(1) The provisions of the repealed Acts relating to —

(a) the administration of the capital stock, debentures and inscribed stock issued under section 29A or 30 of the Rural and Industries Bank Act 1944 3; and

(b) the determination of rights and obligations in respect of the same,

that applied to such capital stock, debentures and inscribed stock immediately before the appointed day are to be taken to be in force, with all necessary changes, so far as is necessary for the purposes referred to in paragraphs (a) and (b), but for no other purpose.

(2) In subsection (1) the repealed Acts means —

(a) the 1987 Act and the Act repealed by section 36 of that Act;

(b) the Rural and Industries Bank of Western Australia Debentures and Inscribed Stock Regulations 1964;

(3) The Governor may, by further regulations, amend or repeal the regulations referred to in subsection (2).

35. Reference in document to officer of former Bank, effect of

A reference in any other Act, in any instrument made under any Act or in any instrument or document of any kind to the holder for the time being of a particular office of the former Bank is to be read, if there is no equivalent office of the Bank, as a reference to the managing director of the Bank.

36. Immunity etc. to continue

Despite the repeal of the 1987 Act, where the former Bank had the benefit of any immunity or privilege in respect of an act, matter or thing done or omitted before the appointed day, that immunity or privilege continues in that respect for the benefit of the Bank.

37. Former Bank to complete necessary transactions

(1) Despite the repeal of the 1987 Act the former Bank —

(a) continues as if there had been no such repeal, for the purpose of performing the function described in subsection (2); and

(b) has all such powers as are necessary or convenient for that purpose.

(2) Where any asset, right or liability to which Schedule 2 to the 1990 Act applied could not be properly vested in or succeeded to by Bank of Western Australia Ltd by the operation of that Act (whether because the matter was governed otherwise than by the law of the State, or for any other reason) and the asset, right or liability was not vested in or succeeded to by Bank of Western Australia Ltd before the repeal of that Schedule the former Bank —

(a) is to be taken to continue to hold or be liable for that asset, right or liability until the same is effectively vested in or succeeded to by the Bank; and

(b) is to take all practicable steps for the purpose of securing that such asset, right or liability is effectively vested in or succeeded to by the Bank.

(3) The former Bank is to perform the function described in subsection (2)(b) through the managing director of the Bank.

(4) The performance of the functions of the former Bank under this section does not constitute or continue the former Bank as a bank and is not to be construed as the conduct of State banking or banking business by the former Bank.

Division 7 — Miscellaneous

38. Reference in document to former name, effect of

A reference in —

(a) any Act or any other instrument made under any Act; or

(b) a document of any kind,

to the R & I Bank of Western Australia Ltd or to The Rural and Industries Bank of Western Australia or a predecessor of that Bank is to be construed as if it had been amended to be, or to include, a reference to the name of the Bank, except where the context requires otherwise.

39. Non-compliance by Bank of Western Australia Ltd with certain provisions, effect of

A failure by Bank of Western Australia Ltd to comply with section 22(2)(b) or 30 or clause 2, 3 or 4 of Schedule 1 8 of the 1990 Act does not affect the validity or enforceability of any contract, arrangement or other transaction, and a person dealing with the Bank on any matter is not, and has never been, bound to inquire whether any such provision has been complied with in respect of that matter.

Part 4 — State’s shareholding in Bank on partial privatisation

40. Interpretation of s. 41

A reference to the Bank —

(a) where it first occurs in section 41(1) is to Bank of Western Australia Ltd; and

(b) elsewhere in that section is to the Bank as defined in section 19.

41. State’s shareholding, Treasurer’s functions as to

(1) If the Bank is partially privatised the shareholding in the Bank specified under section 8 vests in the Treasurer by force of this section on the day of privatisation.

(2) For the purpose of holding shares in the Bank under this section the Treasurer is a corporation sole with perpetual succession and an official seal.

(3) The Treasurer may exercise any right, power or option attached to ownership of the shares in the Bank vested in him or her.

(4) The Treasurer must not transfer or otherwise dispose of —

(a) the shares that vest in the Treasurer under subsection (1); or

(b) any further shares in the Bank that are taken up under subsection (3); or

Part 5A — Provisions relating to transfer of BWA business and conduct of Bankwest business

[Heading inserted: No. 14 of 2012 s. 7.]

Division 1 — Preliminary

[Heading inserted: No. 14 of 2012 s. 7.]

42A. Terms used

In this Part —

Bankwest business means the banking business carried on using the Bankwest name in accordance with section 42D(1);

Bankwest name means —

(a) the name “Bankwest”; or

(b) any other name used by Bank of Western Australia Ltd in the conduct of the BWA business before the transfer day; or

Bankwest owner means the person who, from time to time, owns the Bankwest business;

BWA business means the banking business conducted by Bank of Western Australia Ltd ACN 050 494 454;

CBA means Commonwealth Bank of Australia ACN 123 123 124;

head office, of the Bankwest business, means the place where day‑to‑day management of that business is carried out;

managing officer, of the Bankwest business, means the person responsible for the day‑to‑day management of that business;

point of presence means premises used principally for the conduct of the Bankwest business with members of the public, and includes premises described as a Bankwest branch, Bankwest store or Bankwest business centre, but does not include the following —

(a) an automatic teller machine;

(b) premises described as a neighbourhood bank;

points of presence threshold means 88 points of presence;

relevant period means the period of 5 years after the transfer day;

transfer day means the day on which the certificate of transfer relating to the transfer of the BWA business to CBA comes into force under the Financial Sector (Business Transfer and Group Restructure) Act 1999 (Commonwealth) Part 3 Division 3.

[Section 42A inserted: No. 14 of 2012 s. 7.]

42B. Transfer of BWA business to CBA not prevented

Nothing in this Act prevents the transfer of the BWA business to CBA under the Financial Sector (Business Transfer and Group Restructure) Act 1999 (Commonwealth).

[Section 42B inserted: No. 14 of 2012 s. 7.]

42C. Liability of owners of Bankwest business if 2 or more owners

If, at a particular time, the Bankwest business is owned by 2 or more persons, the obligations imposed by this Part on the Bankwest owner are imposed on each of those persons jointly and severally and are enforceable accordingly.

[Section 42C inserted: No. 14 of 2012 s. 7.]

Division 2 — Long term obligations

[Heading inserted: No. 14 of 2012 s. 7.]

42D. CBA to carry on banking business using Bankwest name

(1) CBA must, on and after the transfer day, carry on in Western Australia a banking business using the Bankwest name.

(2) Subsection (1) does not prevent the transfer of the Bankwest business to another person.

(3) If the Bankwest business is transferred to another person, the obligation imposed by subsection (1) becomes an obligation of the Bankwest owner.

[Section 42D inserted: No. 14 of 2012 s. 7.]

42E. Type and scale of Bankwest business

The Bankwest owner must ensure that the Bankwest business is of substantially the same type as, and is conducted on a scale not significantly less than, the BWA business in Western Australia as at 30 June 2011.

[Section 42E inserted: No. 14 of 2012 s. 7.]

42F. Head office of Bankwest business

The Bankwest owner must ensure that the head office of the Bankwest business is located in Western Australia.

[Section 42F inserted: No. 14 of 2012 s. 7.]

42G. Managing officer of Bankwest business

The Bankwest owner must ensure that the managing officer of the Bankwest business, while holding office, is ordinarily resident in Western Australia.

[Section 42G inserted: No. 14 of 2012 s. 7.]

42H. Use of certain names prohibited

(1) The Bankwest owner must not use any name in connection with the Bankwest business that suggests it is associated with the Government.

(2) The use of the Bankwest name does not contravene subsection (1).

[Section 42H inserted: No. 14 of 2012 s. 7.]

42I. Records of Bankwest business

The Bankwest owner must ensure that sufficient records of the Bankwest business are kept in Western Australia to enable the Bankwest owner to comply with any notice given to it under section 42O(2).

[Section 42I inserted: No. 14 of 2012 s. 7.]

Division 3 — Obligations relating to 5 year period after transfer day

[Heading inserted: No. 14 of 2012 s. 7.]

42J. Minimum points of presence required

(1) The Bankwest owner must ensure that, at all times during the relevant period, the number of points of presence in Western Australia is equal to or greater than the points of presence threshold except to the extent that the Minister approves in writing.

(2) The Minister must not give approval for the purposes of subsection (1) unless the Minister is satisfied that any proposed reduction below the points of presence threshold is consistent with market trends in the financial services industry.

[Section 42J inserted: No. 14 of 2012 s. 7.]

42K. Points of presence in regional areas not to be closed

(1) The Bankwest owner must not, at any time during the relevant period, close a point of presence that —

(a) is not in the metropolitan region as defined in the Planning and Development Act 2005 section 4(1); and

(b) is not in the Mandurah local government district.

(2) Subsection (1) does not prevent the closure of a point of presence if the closure results from —

(a) the relocation of the point of presence to a place within 5 km of its previous location; or

(b) the amalgamation of the point of presence with another point of presence within 5 km of its previous location.

(3) In subsection (2) —

previous location means the place where the point of presence was located immediately before the closure.

[Section 42K inserted: No. 14 of 2012 s. 7.]

42L. Head office personnel

The Bankwest owner must ensure that, for the relevant period, the following functional positions (however they may be designated) are maintained at the head office of the Bankwest business —

(a) chief information officer for that business;

(b) chief financial officer for that business;

(d) head of human resources for that business.

[Section 42L inserted: No. 14 of 2012 s. 7.]

42M. Local sponsorship and community development initiatives

The Bankwest owner must ensure that, in each year of the relevant period, the Bankwest business expends an aggregate amount on local sponsorship and community development initiatives in Western Australia that is not less than the aggregate amount expended on such initiatives by the BWA business in the year ending on 30 June 2011.

[Section 42M inserted: No. 14 of 2012 s. 7.]

Division 4 — Monitoring compliance

[Heading inserted: No. 14 of 2012 s. 7.]

42N. Bankwest owner to give annual certificate of compliance with this Part

(1) The Bankwest owner must, within 90 days after the end of each financial year of the Bankwest business, give the Minister a certificate to the effect that it has complied with the obligations imposed by this Part.

(2) The certificate must be —

(a) signed by the managing officer of the Bankwest business and the chief financial officer of the Bankwest owner; and

(b) verified by each of those persons by statutory declaration; and

(c) laid before each House of Parliament by the Minister or dealt with in accordance with subsection (3) within 30 days after receipt of the certificate referred to in subsection (1).

(3) If —

(a) a House of Parliament is not sitting at the commencement of the period referred to in subsection (2)(c) in respect of a certificate; and

(b) the Minister is of the opinion that that House will not sit during that period,

the Minister is to transmit a copy of the certificate to the Clerk of that House.

(4) A copy of a certificate transmitted to the Clerk of a House is to be taken to have been laid before that House.

(5) The laying of a copy of a certificate that is regarded as having occurred under subsection (4) is to be recorded in the Votes and Proceedings, or Minutes, of the House on the first sitting day of the House after the Clerk received the copy.

[Section 42N inserted: No. 14 of 2012 s. 7.]

42O. Minister may require Bankwest owner to give information

(1) In this section —

business information means statistical information about the operation of the Bankwest business as at 30 June or 31 December in a particular year, including information about the following —

(a) points of presence in Western Australia;

(b) the number of customers in Western Australia and the gross value of the business with those customers;

(2) The Minister may, by written notice, require the Bankwest owner to give business information to the Minister for the purpose of enabling the Minister to assess the Bankwest owner’s compliance with the obligations imposed by this Part.

(3) A notice under subsection (2) must give a brief description of the business information sought.

(4) The Bankwest owner must comply with a notice under subsection (2) within —

(a) 60 days after the notice is given; or

(b) any longer period that the Minister, in a particular case, allows.

(5) The Minister must not disclose information provided in compliance with a notice under subsection (2) for any purpose other than the purpose for which it was given unless the disclosure is authorised by subsection (6).

(6) The disclosure is authorised if —

(a) it is made with the consent of the Bankwest owner; or

(b) it is required under another written law; or

(i) answering a question asked in a House of Parliament; or

(ii) complying with an order or resolution of a House of Parliament that requires information to be given to a House of Parliament.

(7) Before making a disclosure authorised by subsection (6)(b) or (c), the Minister must give the Bankwest owner written notice of the proposed disclosure if it is reasonably practicable to do so.

[Section 42O inserted: No. 14 of 2012 s. 7.]

Division 5 — Enforcement of Divisions 2, 3 and 4

[Heading inserted: No. 14 of 2012 s. 7.]

42P. Methods of enforcement

(1) The obligations imposed by Divisions 2 and 4 are enforceable under section 42Q and not otherwise.

(2) The obligations imposed by Division 3 are enforceable under section 42R and not otherwise.

[Section 42P inserted: No. 14 of 2012 s. 7.]

42Q. Enforcement of Div. 2 and 4, Supreme Court’s powers for

(1) The Supreme Court may, on the application of the Minister, grant an injunction in such terms as the court thinks fit where the court is satisfied that the Bankwest owner —

(a) has done or omitted to do or is proposing or attempting to do or omit to do any thing that amounts to, or would amount to, a contravention of a provision of Division 2 or 4; or

(b) is involved in a contravention of a provision of Division 2 or 4.

(2) An interim or interlocutory injunction may be granted before final determination of an application.

(3) If the Minister applies to the Supreme Court for an injunction under this section, the court is not to require the Minister, as a condition of granting an interim injunction, to give an undertaking as to damages.

(4) A reference in subsection (1) to a person being involved in a contravention is a reference to a person who —

(a) has aided, abetted, counselled or procured the contravention; or

(b) has induced the contravention, whether by threats or promises or otherwise; or

(d) has conspired with others to effect the contravention; or

(e) has attempted to do any act of a kind referred to in paragraph (a), (b), (c) or (d).

[Section 42Q inserted: No. 14 of 2012 s. 7.]

42R. Enforcement of Div. 3, Minister’s powers for

(1) If the Minister believes on reasonable grounds that the Bankwest owner is contravening or has contravened a provision of Division 3, the Minister may give the Bankwest owner a notice (a contravention notice) —

(a) specifying the provision that the Minister believes is being or has been contravened; and

(b) containing a brief description of the contravention; and

(c) stating that the Bankwest owner has a period of 28 days after the contravention notice is given within which to satisfy the Minister that the contravention is not occurring or has not occurred.

(2) A contravention notice may relate to more than one contravention.

(3) If the Bankwest owner fails to satisfy the Minister that a contravention specified in a contravention notice is not occurring or has not occurred, the Minister may give the Bankwest owner a further notice (a penalty notice) —

(a) specifying the contravention to which it relates; and

(b) stating that the Bankwest owner is liable to pay to the Minister an amount in respect of the contravention; and

(d) requiring the Bankwest owner to pay the amount to the Minister within 14 days after the penalty notice is given.

(4) A penalty notice may relate to more than one contravention and, if it does, the references in subsection (3)(b) and (c) to the contravention are to be read as references to each contravention.

(5) If the Bankwest owner fails to comply with the penalty notice, the Minister may lodge a certified copy of it in the Supreme Court.

(6) When lodged, the penalty notice is to be taken to be a judgment of the Supreme Court for a debt payable by the Bankwest owner to the Minister of an amount equal to the aggregate amount fixed in the penalty notice, and may be enforced accordingly.

(7) An amount paid to, or recovered by, the Minister under this section is to be credited to the Consolidated Account.

[Section 42R inserted: No. 14 of 2012 s. 7.]

Division 6 — Other provisions

[Heading inserted: No. 14 of 2012 s. 7.]

42S. Transfer day, notification of

(1) The Minister is to cause notification of the transfer day 5 to be published in the Gazette.

(2) Failure to comply with subsection (1) does not affect the operation of the other provisions of this Part.

[Section 42S inserted: No. 14 of 2012 s. 7.]

42T. Certain matters are excluded matters for Corporations Act 2001 (Cwlth)

The matters dealt with in Divisions 2 and 3 are declared to be excluded matters for the purposes of the Corporations Act 2001 (Commonwealth) section 5F in relation to the whole of the Corporations legislation to which Part 1.1A of that Act applies.

[Section 42T inserted: No. 14 of 2012 s. 7.]

Part 5 — General

42. Regulations

The Governor may make regulations prescribing all matters that are required or are necessary or convenient to be prescribed for giving effect to this Act.

43. Bank of Western Australia Act 1990, transitional provisions for

[(1)-(3) Omitted under the Reprints Act 1984 s. 7(4)(e).]

(4) Division 2 of Schedule 1 has effect to make transitional provisions.

44. Other Acts, transitional provisions

[(1) Omitted under the Reprints Act 1984 s. 7(4)(e).]

(2) Part B of Schedule 2 has effect to make transitional provisions.

Schedule 1 — Provisions relating to Bank of Western Australia Act 1990

[s. 43(3) and (4)]

[Heading amended: No. 19 of 2010 s. 4.]

[Division 1 omitted under the Reprints Act 1984 s. 7(4)(e).]

Division 2 — Transitional provisions

Terms used

In this Division —

1990 Act means the Bank of Western Australia Act 1990 2;

Bank has the meaning given by section 19.

Auditor General may disclose information

(1) Despite section 91 of the Financial Administration and Audit Act 1985, the Auditor General may disclose to another auditor or provide another auditor with access to, information in his or her possession or under his or her control for the purposes of the audit of the Bank’s accounts for the financial year during which the Bank is privatised under Part 2.

(2) In subclause (1) another auditor means an auditor, other than the Auditor General, who is appointed by the Bank to audit the Bank’s accounts for the financial year referred to in subclause (1).

Payments under repealed s. 31 up to day of privatisation

(1) The repeal of section 31 of the 1990 Act 9 does not affect the liability of the Bank under that section in respect of the period from the preceding 1 October to the day on which the Bank becomes liable to tax referred to in that section.

(2) For the purposes of subclause (1), section 31 has effect, despite its repeal, as if the period referred to in subclause (1) were a financial year.

Agreements under s. 33(4a)

The repeal of section 33 of the 1990 Act 10 does not affect any agreement made under subsection (4a) of that section so far as it applies to a period after the repeal, and any such agreement continues in force as if it had been made under section 21(2) of this Act.

Securities taken as agent of Crown

(1) Any security for the repayment of advances vested in the Bank immediately before the commencement of section 43 that was taken by the Bank or a predecessor of the Bank as agent, trustee or nominee of the Crown in right of the State is vested in the Treasurer on the commencement of that section.

(2) Any relevant official who records or registers documents under a written law is to take cognizance of subclause (1) and is authorised to make any entry or memorial or register any document necessary to show the effect of that subclause.

(3) A statement in an instrument executed by or on behalf of the Treasurer that any security has become vested in the Treasurer under subclause (1) is evidence of that fact.

(4) If any question arises as to whether a security comes within subclause (1) the question is to be determined by the Treasurer after consultation with the Bank.

Schedule 2 — Provisions relating to other Acts

[s. 44]

[Heading amended: No. 19 of 2010 s. 4.]

[Part A omitted under the Reprints Act 1984 s. 7(4)(e).]

Part B — Transitional provisions

Provision relating to Industry (Advances) Act 1947

(1) Any security for the repayment of advances taken under the Industry (Advances) Act 1947 11 and vested in the Bank immediately before the commencement of section 44 is vested in the Treasurer on the commencement of that section.

(2) Any relevant official who records and registers documents under a written law is to take cognizance of subclause (1) and is authorised to make any entry or memorial or register any document necessary to show the effect of that subclause.

(3) A statement in an instrument executed by or on behalf of the Treasurer that any security has become vested in the Treasurer under subclause (1) is evidence of that fact.

Provisions relating to Superannuation and Family Benefits Act 1938

(1) Despite the amendment made by item 13 of Part A of this Schedule 12, the Bank is to be deemed to be a department under section 6(1) of the Act in respect of any employee who was a contributor under that Act immediately before the day of privatisation.

(2) A person who was such a contributor may continue to be a contributor after the day of privatisation so long as the person remains an employee of the Bank.

(3) The Bank, the Government Employees Superannuation Board and the Treasurer are to enter into an agreement —

(a) defining the entitlement to benefits that are to have effect for the purposes of the Act in respect of contributors referred to in subclause (1) and persons referred to in section 62 of the Act in relation to such contributors; and

(b) fixing the value of the amount required to fund those benefits.

(4) To the extent that any matter referred to in subclause (3) is not agreed under that subclause within a period that the Treasurer thinks is reasonable the matter is to be determined by the Treasurer.

(5) The Bank is to pay to the Treasurer the amount agreed under subclause (3)(b) or determined under subclause (4) at such time as is provided for in the agreement or determination.

(6) Subclauses (1) to (5) and any agreement under subclause (3) or determination under subclause (4) have effect despite any provision of the Act.

(7) In subclauses (1) to (6) —

Act means the Superannuation and Family Benefits Act 1938 13;

Bank has the meaning given by section 19 and includes the Bank in its capacity as trustee of the BankWest State Superannuation Scheme;

employee has the same meaning as it has in the Act.

dline

Notes

This is a compilation of the Bank of Western Australia Act 1995 and includes amendments made by other written laws. For provisions that have come into operation, and for information about any reprints, see the compilation table. For provisions that have not yet come into operation see the uncommenced provisions table.

Compilation table

Short title	Number and year	Assent	Commencement
Bank of Western Australia Act 1995	14 of 1995	4 Jul 1995	Long title, Pt. 1 & 2 (other than s. 11), s. 43(1) and (2): 4 Jul 1995 (see s. 2(1)); balance (other than s. 11): 1 Dec 1995 (see s. 2(3) and 9 and Gazette 29 Nov 1995 p. 5529)
Corporations (Consequential Amendments) Act 2001 Pt. 6	10 of 2001	28 Jun 2001	15 Jul 2001 (see s. 2 and Gazette 29 Jun 2001 p. 3257 and Cwlth Gazette 13 Jul 2001 No. S285)
*Reprint 1: The Bank of Western Australia Act 1995* as at 7 May 2004** (includes amendments listed above)
Financial Legislation Amendment and Repeal Act 2006 s. 4 and Sch. 1 cl. 14	77 of 2006	21 Dec 2006	1 Feb 2007 (see s. 2(1) and Gazette 19 Jan 2007 p. 137)
Statutes (Repeals and Miscellaneous Amendments) Act 2009 s. 24	8 of 2009	21 May 2009	22 May 2009 (see s. 2(b))
Standardisation of Formatting Act 2010 s. 4	19 of 2010	28 Jun 2010	11 Sep 2010 (see s. 2(b) and Gazette 10 Sep 2010 p. 4341)
Bank of Western Australia Amendment Act 2012 Pt. 2	14 of 2012	3 Jul 2012	11 Aug 2012 (see s. 2(b) and Gazette 10 Aug 2012 p. 3803)
*Reprint 2: The Bank of Western Australia Act 1995* as at 1 Mar 2013** (includes amendments listed above)
Statutes (Repeals and Minor Amendments) Act 2025 s. 11	14 of 2025	25 Sep 2025	26 Sep 2025 (see s. 2(b))

Uncommenced provisions table

To view the text of the uncommenced provisions see Acts as passed on the WA legislation website.

Short title	Number and year	Assent	Commencement
State Superannuation (Transitional and Consequential Provisions) Act 2000 s. 75	43 of 2000	2 Nov 2000	To be proclaimed (see s. 2(2))
Evidence Act 2025 Pt. 12 Div. 5	15 of 2025	25 Sep 2025	To be proclaimed (see s. 2(e))

Other notes

1 The provisions in this Act amending the Bank of Western Australia Act 1990 and other Acts have been omitted under the Reprints Act 1984 s. 7(4)(e).

2 The Bank of Western Australia Act 1990 (originally enacted as the R&I Bank Act 1990), the short title of which was changed to the R & I Holdings Act 1990 by this Act Sch. 1 cl. 2, was repealed under the R & I Holdings Act 1990 s. 22(2); see Gazette 26 Jun 2001 p. 3063. [Section 22 was inserted in the 1990 Act by this Act Sch. 1 cl. 9.]

3 Repealed by the Rural and Industries Bank of Western Australia Act 1987 s. 36.

4 Repealed by the R & I Bank Act 1990 s. 43.

5 The transfer day is defined in s. 42A and is 1 Oct 2012 (see Gazette 9 Nov 2012 p. 5393).

6 Section 28 expired 25 Oct 1996 (see s. 28(2)).

7 The provision of this Act repealing Schedule 2 of the 1990 Act has been omitted under the Reprints Act 1984 s. 7(4)(e).

8 The 1990 Act s. 22(2)(b) and 30 and Sch. 1 cl. 2, 3 and 4 were repealed by this Act Sch. 1 Div. 1 and have been omitted under the Reprints Act 1984 s. 7(4)(e).

9 The provision of this Act (i.e. Sch. 1 cl. 10) repealing the 1990 Act s. 31 has been omitted under the Reprints Act 1984 s. 7(4)(e).

10 The provision of this Act (i.e. Sch. 1 cl. 10) repealing the 1990 Act s. 33 has been omitted under the Reprints Act 1984 s. 7(4)(e).

11 The Industry (Advances) Act 1947 was repealed by the Industry and Technology Development Act 1998.

12 Schedule 2 Part A Item 13 has been omitted under the Reprints Act 1984 s. 7(4)(e). It reads as follows:

13. Superannuation and Family Benefits Act 1938	In section 6(1) in the definition of “department” delete “the Bank of Western Australia Ltd referred to in section 22 of the Bank of Western Australia Act 1990,”.

13 The Superannuation and Family Benefits Act 1938 was repealed by the State Superannuation Act 2000 s. 39 but its provisions continue to apply to and in relation to certain schemes because of the State Superannuation (Transitional and Consequential Provisions) Act 2000 s. 26.

Defined terms

[This is a list of terms defined and the provisions where they are defined. The list is not part of the law.]

Defined term Provision(s)

1987 Act 31

1990 Act 19, Sch. 1 cl. 11

Act Sch. 2 cl. 2(7)

another auditor Sch. 1 cl. 12(2)

appointed day 31

Bank 5, 14(5), 19, Sch. 1 cl. 11, Sch. 2 cl. 2(7)

bank description 27(2)

banker’s books 33(3)

Bankwest business 42A

Bankwest name 42A

Bankwest owner 42A

business information 42O(1)

BWA business 42A

CBA 42A

contravention notice 42R(1)

customer 14(5)

day of privatisation 3

employee Sch. 2 cl. 2(7)

excluded debt 20(3)

existing Act 5

former Bank 31

head office 42A

managing officer 42A

penalty notice 42R(3)

point of presence 42A

points of presence threshold 42A

previous location 42K(3)

private placement 5

privatisation 3

privatisation order 5

public authority 3

public float 5

R & I Holdings 5

relevant period 42A

repealed Acts 34(2)

subsidiary 14(5), 19

transfer day 42A

voting share 5

This work is licensed under a Creative Commons Attribution 4.0 International Licence (CC BY 4.0). To view relevant information and for a link to a copy of the licence, visit www.legislation.wa.gov.au.

By Authority: GEOFF O. LAWN, Government Printer

Western Australia

Bank of Western Australia Act 1995

Western Australia

Bank of Western Australia Act 1995

Contents

Part 1 — Preliminary

Short title 2
Commencement 2
Terms used 2
Terms used: full privatisation, partial privatisation 2

Part 2 — Privatisation of the Bank

Terms used 4
Bank may be privatised 4
Method of privatisation 4
State’s shareholding in partial privatisation 5
Day of privatisation 5
Powers of R & I Holdings and the Bank for purposes of privatisation 5
R & I Holdings and the Bank to consult 6
Proceeds of privatisation, application of 6
Disclosure of information 7
Auditor General may disclose information 7
Disclosing information obtained under s. 14 or 15, offence 8
R & I Holdings, Bank etc., functions of 8
Stamp duty exemption 8

Part 3 — Provisions applicable to Bank after privatisation

Division 1 — Preliminary

Terms used 9

Division 2 — Guarantee

Guarantee by Treasurer for Bank 9
Charges for guarantee 11
Treasurer may require Bank to give information 11

Division 4 — Use of names

Names Bank etc. cannot use 12
Use of former name and derivatives of it by others 12

Division 5 — Enforcement of Divisions 3 and 4

Enforcement of s. 26 and 27 only by injunction 13
Supreme Court’s powers for enforcement of s. 26 and 27 13

Division 6 — Continuation of certain provisions

The Act organises its subject-matter around a small set of recurring legal mechanisms: privatisation orders, vesting of State shares, disclosure exemptions, a Treasurer’s guarantee, controls on name use, transitional continuity, and targeted behavioural constraints on the post‑privatisation owner of the Bankwest business.

Privatisation mechanics: The Treasurer may choose the privatisation method (public float, private placement, or other means) and publish a privatisation order (s 7). The day of privatisation is notified in the Gazette (s 9), and property in shares passing on that day is treated as passing at the beginning of the day (s 9(4)). A privatisation order for partial privatisation must specify the shareholding to be held by the State and that shareholding vests in the Treasurer on the day of privatisation (s 8, s 41(1)).

Disclosure and audit exceptions: The Act provides that disclosures of confidential information made by the Government, R & I Holdings or the Bank for the purpose of facilitating privatisation are not to be regarded as breaches of contract or the Corporations Law prohibition (s 14(1)-(4)). The Auditor General may likewise disclose information to facilitate privatisation (s 15). The Act also creates an offence for those who receive such information under a duty not to disclose and then breach that duty (s 16).

Treasurer’s guarantee and financial risk allocation: The Treasurer guarantees payment of the Bank’s financial obligations subject to specified exclusions and temporal limits (s 20). Key exclusions include obligations of subsidiaries, capital stock under the Rural and Industries Bank Act and any pre‑privatisation obligations on which a Treasurer’s guarantee is contractually excluded (s 20(2)-(3)). Importantly, for five years after privatisation, non‑term deposit accounts in existence immediately before privatisation remain guaranteed to the extent calculated under s 20(5). Term deposits and certain pre‑privatisation liabilities remain guaranteed to the extent they arise from pre‑privatisation events (s 20(6)). Any liability arising under the guarantee is met from the Consolidated Account (s 20(8)). The Treasurer may fix charges on the Bank in respect of the guarantee (s 21), and may require information from the Bank to assess exposure (s 22).

Post‑privatisation business‑continuity regime (Bankwest): Part 5A imposes a set of substantive operational requirements on the Bankwest owner after the transfer day (defined in s 42A). These include carrying on a banking business under the Bankwest name (s 42D), ensuring the type and scale of the business is substantially the same and not significantly reduced relative to 30 June 2011 (s 42E), locating the head office in Western Australia (s 42F), keeping the managing officer ordinarily resident in WA (s 42G), maintaining at least 88 points of presence throughout the five-year relevant period except with Ministerial approval consistent with market trends (s 42J), protection of regional points of presence (s 42K), maintaining specified head office positions (s 42L), local sponsorship expenditure not less than that in the year ending 30 June 2011 (s 42M), and statutory monitoring and reporting (ss 42N-42O). Enforcement pathways are split: Divisions 2 and 4 are enforceable by Supreme Court injunction only (s 42P-42Q), while Division 3 (the five-year obligations) is enforceable by contravention notices and penalty notices that can be converted into Court judgment (s 42R).

Name and brand controls: The Bank and subsidiaries must not use names that suggest government association, though use of “Bank of Western Australia Ltd” or “BankWest” is expressly permitted (s 26). Former R&I bank names are reserved and their use is restricted, including extending the restriction to the Crown (s 27(1)-(3)). The Act declares the matters dealt with in ss 26 and 27 to be excluded matters under Corporations Act s 5F (s 27(4)) and repeats that Divisions 2 and 3 of Part 5A are also excluded matters (s 42T).

Enforcement architecture: The Act restricts certain remedies to injunctions (s 29) and supplies the Supreme Court with express powers to grant interim and final injunctive relief without requiring the Minister to give an undertaking as to damages (s 30(2)-(3), s 42Q(2)-(3)). The penalty mechanism under s 42R fixes the amount at $2 million per contravention and converts unpaid penalty notices into a Court judgment for recovery (s 42R(3)-(6)). These provisions thereby create both non‑pecuniary and pecuniary enforcement routes.

Transitional continuity: The Act preserves certain evidentiary and administrative provisions from earlier Rural and Industries Bank legislation so that historical rights and obligations, documentary evidence and securities taken on behalf of the Crown continue to operate post‑privatisation (Div 6; ss 33-37, Sch 1 and Sch 2 transitional clauses).

Collectively, these concepts create a hybrid regime permitting privatisation while retaining a targeted public interest overlay: asset transfer mechanisms and commercial sale procedures on the one hand, and specific statutory constraints on post‑sale conduct, guarantees and State shareholding on the other.

The Act names and affects several categories of actors and stakeholders by reference to specific provisions:

The Treasurer and the Minister. The Treasurer has primary decision‑making power over whether, how and when privatisation occurs through privatisation orders and the notification of the day of privatisation (s 7, s 9). The Treasurer receives and holds State shareholdings in partial privatisation as a corporation sole and is restricted from transferring those shares (s 41(1)-(4)). The Treasurer also guarantees certain Bank obligations (s 20) and fixes charges payable by the Bank for that guarantee after consultation with the Bank’s board (s 21). The Minister enforces name and Bankwest‑related obligations by applying for injunctions and may give contravention and penalty notices under Part 5A (s 30, s 42Q-42R).
R & I Holdings and Bank of Western Australia Ltd (the Bank). R & I Holdings must carry out privatisation actions, including underwriting agreements and prospectus issuing, and may require the Bank to take steps such as applying for ASX listing and issuing further shares under the 1990 Act framework (s 10(2)(a)-(e), s 10(3)). R & I Holdings applies and accounts for proceeds of privatisation in a specified order (s 13). The Bank must comply with Treasurer and R & I Holdings directions under s 10(3) and the information obligations under s 22.
Bank customers and depositors. The Treasurer’s guarantee preserves payment of certain deposit and term obligations arising from pre‑privatisation arrangements. For five years after privatisation, non‑term deposit accounts in existence immediately before privatisation continue to be guaranteed to a calculated extent (s 20(5)). Term deposits and pre‑privatisation securities and instruments remain guaranteed if they arise from pre‑privatisation events (s 20(6)). These provisions change the risk allocation for those customers compared with post‑privatisation entrants.
The Bankwest owner, defined as whoever owns the Bankwest business after transfer of the BWA business (s 42A). From the transfer day, CBA initially bears these obligations (s 42A, s 42D). The Bankwest owner must carry on a Bankwest business in WA, maintain head office and specified roles in WA, maintain points of presence, protect regional branches, maintain records in WA, certify compliance annually and respond to Ministerial information requests (ss 42D-42I, 42J-42O). If ownership is shared between two or more persons, obligations are joint and several (s 42C).
The Crown and other persons using former names. Use of the former R&I names and substantially similar names is prohibited even as against the Crown (s 27(3)). The Bank and subsidiaries are prohibited from using names suggesting association with Government, though “Bank of Western Australia Ltd” and “BankWest” are permitted (s 26). These provisions restrict naming choices for private actors and public authorities.
The Supreme Court and auditors. The Supreme Court is given express powers to grant injunctions and convert penalty notices into judgments (s 30, s 42Q-42R). The Auditor General may disclose information to facilitate privatisation (s 15) and the Act also governs the Auditor General’s dealings with other auditors for transitional audits (Sch 1 cl 12).
Tax and registries. Stamp duty exemption is available where privatisation occurs wholly or partly by public float as specified (s 18). Officials who record securities and registers must recognise vesting of securities in the Treasurer where relevant (Sch 1 cl 15, Sch 2 Part B).

Who pays and who bears risk: The Consolidated Account is liable for any payments made under the Treasurer’s guarantee (s 20(8)), so taxpayers bear contingent fiscal risk. The Bank may be charged by the Treasurer for the guarantee (s 21), transferring some of the cost back to the bank. The Bankwest owner bears compliance costs, potential penalties (s 42R), and obligations that may limit its ability to restructure operations (s 42J-42M). R & I Holdings must meet privatisation expenses first from proceeds (s 13).

Who decides: the Treasurer (privatisation orders, retaining shares, guarantee charges), and the Minister (approvals under the five‑year points of presence rule, enforcement decisions, issuing contravention and penalty notices) exercise central decision‑making authority under the Act (s 7, s 8, s 21, s 42J(2), s 42R).

Behavioural effects: the Act changes incentives for buyers and the bank by limiting immediate asset stripping (through naming rules and Bankwest continuity obligations), preserving deposit guarantees for a defined cohort of customers for a limited period, and exposing the Bankwest owner to statutory penalties and injunctive relief if post‑sale obligations are not met.

The Act creates precise duties and preserves certain rights. The most operational duties and rights are:

Privatisation duties and rights

Treasurer’s power to order privatisation and specify method: the Treasurer may order full or partial privatisation by public float, private placement or other means, amend or revoke orders before privatisation, and must publish privatisation orders in the Gazette (s 7(1)-(4)). The Treasurer must notify and may change the day of privatisation by Gazette notice (s 9).
R & I Holdings and the Bank must do all things necessary to comply with a privatisation order and must consult fully on that process (s 10(1)-(2), s 12). R & I Holdings may issue prospectuses, enter underwriting agreements and require the Bank to apply for ASX listing (s 10(2)(a)-(c)). R & I Holdings must apply proceeds first to privatisation expenses, then to payment to Bank, then to repayment of its liabilities; remaining proceeds go to the Consolidated Account (s 13).

Disclosure duties and protections

The Act exempts certain disclosures made to facilitate privatisation from being treated as breaches of contract or Corporations Law contraventions, but limits the exemption to certain disclosers (Government, R & I Holdings, the Bank and authorised agents) and to information relating to the Bank, subsidiaries or customers (s 14(1)-(3)). The Auditor General may disclose information for privatisation purposes (s 15). However, a person who receives such information under a duty of confidentiality commits an offence by breaching that duty without lawful excuse (s 16, penalty $100,000).

Guarantee duties and Treasurer rights

The Treasurer guarantees payment of the Bank’s financial obligations post‑privatisation subject to carveouts: excluded are obligations in relation to capital stock under the Rural and Industries Bank Act, obligations of subsidiaries, and excluded debt where the obligation contractually provided no Treasurer’s guarantee applies (s 20(1)-(3)). The guarantee continues to cover certain pre‑privatisation term deposits, securities and pre‑privatisation deeds to the extent they arise from pre‑privatisation events (s 20(5)-(7)). Any liability of the Treasurer under the guarantee is met from the Consolidated Account (s 20(8)).
The Treasurer may fix charges payable by the Bank with respect to the guarantee after consultation with the Bank’s board, and may agree that charges will not be increased for a stipulated period (s 21(1)-(3)). The Treasurer may also require the Bank to provide prescribed periodical information to assess liability under the guarantee, subject to confidentiality protections for third party identities (s 22).

Name use duties and enforcement rights

The Bank and its subsidiaries must not use a name suggesting Government association, though the use of “Bank of Western Australia Ltd” and “BankWest” is permitted (s 26). Other persons are prohibited from using specified former names or substantially similar names, or the “R & I” prefix in bank descriptions, without Ministerial approval (s 27(1)-(3)). The Crown is also bound by the prohibition (s 27(3)).
Enforcement of s 26 and s 27 is limited to injunctions by the Supreme Court on application by the Minister; the Court may grant interim/interlocutory relief and is not to require the Minister to give an undertaking as to damages when granting interim injunctions (s 29-30).

Bankwest owner duties and monitoring rights

CBA, as initial transferee, or any Bankwest owner must carry on a Bankwest-branded banking business in WA from the transfer day (s 42D). The Bankwest owner must ensure the Bankwest business is substantially the same type and not significantly less in scale than the BWA business as at 30 June 2011 (s 42E), maintain the head office in WA (s 42F), and have the managing officer ordinarily resident in WA (s 42G).
During the five-year relevant period, the Bankwest owner must maintain at least 88 points of presence in WA except with Ministerial approval consistent with market trends (s 42J), must not close certain regional points of presence other than permitted relocations/amalgamations within 5 km (s 42K), must maintain specified head office roles (s 42L) and spend at least the prior level on local sponsorship/community development each year (s 42M).
The Bankwest owner must keep sufficient records of the Bankwest business in WA to enable compliance assessments (s 42I) and must provide an annual certificate of compliance within 90 days of the financial year end, signed and statutorily declared by the managing officer and CFO and tabled in Parliament (s 42N). The Minister may require business information in prescribed form and the Bankwest owner must comply within 60 days unless a longer time is allowed (s 42O).

Enforcement rights and remedies

Divisions 2 and 4 obligations in Part 5A (long-term and records/name obligations) are enforceable only by Supreme Court injunction (s 42P-42Q). Division 3 obligations (the five-year measures) are enforceable by the Minister using contravention notices and, if not remedied, penalty notices fixing liability at $2 million which may be lodged in the Supreme Court and taken as judgment for recovery (s 42R(1)-(6)). Amounts recovered go to the Consolidated Account (s 42R(7)).

Rights preserved for third parties and continuity

Certain evidentiary provisions and immunity for the former Bank continue to benefit the Bank post‑privatisation; references to former names are to be read as references to the new Bank where the context allows (ss 33-38). Non‑compliance with some previously applicable provisions does not affect the validity of contracts made by the Bank (s 39).

In summary, the Act combines duties that facilitate transactional change (privatisation), duties that protect specific public or customer interests (guarantee, business continuity, naming), and enforcement mechanisms that are primarily injunctive with a capped, statutorily fixed monetary sanction for a defined class of contraventions.

The Act provides a mix of criminal, civil and administrative enforcement measures, with specified penalties and procedural rules.

Criminal offence

Unauthorised disclosure of information obtained under the disclosure provisions for privatisation (s 14) or by the Auditor General (s 15) where the recipient is under a duty not to disclose commits an offence under s 16. The penalty is a fine of $100,000. The offence attaches to persons who obtained information under ss 14 or 15 and then breach confidentiality without lawful excuse (s 16).

Injunctive relief and Court powers

The Act restricts enforcement of the name‑use prohibitions in ss 26 and 27 to injunctions only (s 29), and confers upon the Supreme Court the power to grant injunctions where there is a breach or threatened breach of those sections (s 30(1)). The Supreme Court may grant interim or interlocutory injunctions before final determination, and the Minister is not required to give undertakings as to damages as a condition of an interim injunction (s 30(2)-(3)). The Court’s jurisdiction is extended to persons “involved in” a breach including aiders, abettors, conspirators and those knowingly concerned (s 30(4)). Equivalent injunctive powers apply to Divisions 2 and 4 of Part 5A under s 42Q, with the same concession on undertakings (s 42Q(1)-(4)).

Administrative contravention and penalty notices for Division 3 obligations

For contraventions of the five‑year obligations (Division 3 of Part 5A), the Minister may issue a contravention notice specifying the provision believed to be contravened and giving the Bankwest owner 28 days to satisfy the Minister that the contravention is not occurring or did not occur (s 42R(1)(a)-(c)). If not satisfied, the Minister may issue a penalty notice specifying liability and fixing the amount at $2 million for each contravention (s 42R(3)(b)-(c)). Penalty notices may cover multiple contraventions and, if unpaid, the Minister may lodge a certified copy in the Supreme Court whereupon it is to be taken as a judgment for a debt equal to the aggregate amount fixed (s 42R(4)-(6)). Amounts recovered are credited to the Consolidated Account (s 42R(7)). The Act therefore supplies a statutory civil debt recovery route that bypasses initial Court proceedings.

Limits on remedies and exclusivity

Several provisions narrow available remedies. Enforcement of ss 26 and 27 is limited to injunction (s 29). Divisions 2 and 4 enforcement is limited to s 42Q injunctive relief and not otherwise (s 42P(1)), while Division 3 is enforceable by the contravention/penalty notice process and not otherwise (s 42P(2)). These exclusivity rules channel disputes to specific enforcement pathways and limit litigants’ options for alternative remedies.

Discretion and evidentiary standards

The Minister’s satisfaction under s 42R(1) must be on "reasonable grounds". The Act allows interim injunctive relief without an undertaking as to damages (ss 30(3), 42Q(3)), which alters the ordinary balance of interlocutory relief where undertakings often protect defendants from interim interference. The conversion of unpaid penalty notices into Court judgments (s 42R(5)-(6)) reduces the burden on the Minister to litigate to recover the specified penalty amounts.

Fiscal enforcement and appropriation

Any liability of the Treasurer under the guarantee in s 20 is to be met from the Consolidated Account which is appropriated to the necessary extent (s 20(8)). Charges fixed by the Treasurer under s 21 are payable by the Bank for the benefit of the Consolidated Account, and penalty amounts recovered under s 42R are credited to the Consolidated Account (s 42R(7)).

Procedural obligations for enforcement

Several procedural safeguards and requirements are set out. Contravention notices must give a brief description of the contravention and a 28‑day window for response (s 42R(1)-(2)); penalty notices must fix the amount and specify the contravention (s 42R(3)). Notices under s 22 requiring information from the Bank must be written and specify the time for return (s 22(3)-(4)). Annual certificates of compliance must be signed, statutorily declared and tabled in Parliament (s 42N(1)-(2)).

Practical enforcement consequences

The Act provides strong, specified remedies to compel continuity of service and naming controls through injunctions and significant fixed monetary penalties for failure to meet the five‑year obligations. The combination of injunctive relief without required undertakings and the ability to convert penalty notices to judgments may accelerate Government enforcement action and create real economic consequences for the Bankwest owner.

The Act is drafted to interact expressly with Commonwealth law, previous State Acts and the Corporations framework.

Corporations Law and Commonwealth legislation

The Act contemplates and references Corporations Law provisions when defining terms such as “voting share” (s 5) and “subsidiary” (s 19). It also treats certain matters as excluded matters for the purposes of Part 1.1A of the Corporations Act (Commonwealth): s 27(4) declares the name‑use restrictions to be an excluded matter under s 5F of the Corporations Act, and s 42T declares Divisions 2 and 3 of Part 5A to be excluded matters for the same purpose. Declaring a matter an excluded matter limits the operation of some Corporations Act protections and procedures in relation to those subjects and confers primacy to the State provisions in those areas.
The Act specifically contemplates the transfer of the BWA business under the Commonwealth Financial Sector (Business Transfer and Group Restructure) Act 1999 and states that nothing in this Act prevents such a transfer (s 42B). The transfer day used for Part 5A obligations is the day on which the certificate of transfer comes into force under that Commonwealth Act (s 42A).

Interplay with earlier State Acts and transitional provisions

The Act supersedes and repeals certain provisions of the Bank of Western Australia Act 1990 and re‑enacts transitional provisions to preserve evidentiary rules, administration of capital stock, and the effect of recorded securities (Div 6, ss 31-37; Sch 1, Sch 2). It preserves the effects of earlier Rural and Industries Bank Acts to the extent necessary (s 34(1)-(3), s 37). The compilation table and notes document several amendments and omitted transitional provisions, indicating that the Act is part of a chain of State banking legislation (Compilation table; Notes).

Audit and disclosure exceptions

The Act overrides certain obligations in other Acts for the specific purpose of facilitating privatisation. For example, s 14 provides that specified disclosures for privatisation are not contraventions of s 232 of the Corporations Law. Section 15 permits the Auditor General to disclose information despite s 46(2) of the Auditor General Act 2006 for privatisation purposes. Schedule 1 also contains transitional provisions authorising the Auditor General to disclose information to another auditor for the audit of the Bank in the privatisation year (Sch 1 cl 12). These provisions are narrow and expressly for the privatisation process.

Tax and stamp duty

Section 18 grants a stamp duty exemption under the Stamp Act 1921 where the Bank is privatised solely by public float or partly by public float and partly by private placement. That exemption interacts with state taxation law and may influence transaction structuring.

Regulatory carveouts and exclusions

The Act expressly declares some provisions and matters to be excluded matters for the purposes of the Corporations Act (ss 27(4), 42T). Those declarations narrow the scope of Commonwealth corporate regulation by identifying State law areas where state outcomes are intended to prevail.

Enforcement and Court powers in general law

The Supreme Court’s powers to grant injunctions without requiring the Minister to give an undertaking as to damages (s 30(3), s 42Q(3)) modify ordinary interlocutory practice insofar as this Act provides a specific statutory rule overriding, or at least supplementing, general equitable practice.

Overall, the Act operates as a mixture of State statutory priorities that coexist with Commonwealth corporate and financial regulation. It makes express concessions where necessary (notably giving effect to transfers under the Commonwealth Financial Sector (Business Transfer and Group Restructure) Act), but it also carves out name, continuity and certain enforcement matters from the operation of the Corporations Act in order to preserve the State’s policy choices.

The Act has been amended on multiple occasions since assent in 1995. The compilation table and notes in the source identify material amending instruments and dates. Key amendments and insertions include:

2001 Corporations consequential amendments: The Act was amended by the Corporations (Consequential Amendments) Act 2001 (No. 10 of 2001), which came into operation 15 July 2001 (Compilation table). Notably, defined terms and references to the Corporations Act were updated (see s 19 amendments).
2006 Financial Legislation Amendment and Repeal Act 2006: Amended by No. 77 of 2006, which came into operation 1 February 2007. Section 20 and s 21 were amended (Compilation table; s 20 amended note).
2009 Statutes (Repeals and Miscellaneous Amendments) Act 2009: Deleted s 11 and made other formal changes with operation from 22 May 2009 (Compilation table; s 11 deleted).
2010 Standardisation of Formatting Act 2010: Formatting amendments effective 11 September 2010 (Compilation table).
2012 Bank of Western Australia Amendment Act 2012 (No. 14 of 2012): Inserted Part 5A which governs the transfer of the BWA business and the ongoing Bankwest business obligations (ss 42A-42T). That amendment came into operation 11 August 2012 (Compilation table).
2025 Statutes (Repeals and Minor Amendments) Act 2025 (No. 14 of 2025): Amended s 19 and removed Division 3 (s 23-26A) with operation 26 September 2025 (Compilation table; s 19 amended: No. 14 of 2025 s 11(2); Division 3 deleted: s 11(3) or s 11(4) references).

Transitional and omitted provisions

Several transitional provisions and provisions relating to earlier Acts have been omitted from the reprinted text under the Reprints Act 1984 (Notes and several marginal notes point to omitted provisions). The compilation table and notes identify which sections were commenced on which dates, including that balance of the Act came into operation on the day of privatisation, which occurred on 1 December 1995 according to the original Gazette notice (Compilation table).

Practical import of amendments

The 2012 amendments are consequentially significant because they impose ongoing, prescriptive duties on the Bankwest owner in relation to physical presence in Western Australia and certain operational features, with their own enforcement regime (Div 5A). Earlier amendments adjusted the guarantee and disclosure regime to accommodate changes in Commonwealth corporate law and audit rules.

How to interpret amendment history from the source

The source provides explicit references to the amending Acts and their commencement dates in the compilation table and notes. It also documents which provisions were deleted, inserted or omitted under reprint procedures. For practical advice, users should consult the version of the Act as in force at the relevant time, and check Gazette notices (privatisation day, transfer day) and explanatory materials on specific amendments, particularly the 2012 insertion of Part 5A and the 2025 amendments.

The source text does not record judicial decisions or litigation outcomes. It contains no named cases or reported judgments. The Act, however, creates statutory bases that are likely to generate litigation in several predictable areas, given the remedies and enforcement mechanisms it provides:

Injunction applications under ss 30 and 42Q. The Minister may seek interlocutory and final injunctions against breaches or threatened breaches of naming restrictions (s 26-27) and Divisions 2 and 4 of Part 5A (ss 42D-42I). The Act removes the requirement for the Minister to give an undertaking as to damages when seeking interim relief (s 30(3), s 42Q(3)), which affects the interlocutory relief calculus. Any litigation under these provisions would likely focus on whether the conduct falls within the statutory prohibitions and whether injunctive relief is appropriate.
Disputes over the scope of the Treasurer’s guarantee. Section 20 articulates guarantee coverage and explicit carveouts (subsidiaries, excluded debt, capital stock under earlier Acts). Litigation could arise about whether particular obligations fall within the “arise from” material in s 20(6) or whether a financial instrument is an “excluded debt” under s 20(3). The Act grants the Treasurer information and charging powers (ss 21-22), and disputes might ensue over the reasonableness of charges fixed under s 21 or requests under s 22.
Enforcement of Part 5A Division 3 obligations through contravention and penalty notices (s 42R). Litigation may focus on whether the Minister had reasonable grounds to issue a contravention notice, whether the Bankwest owner satisfied the Minister within 28 days, and whether the $2 million fixed penalty is lawful and proportionate in context. Judicial review might be invoked in relation to the Minister’s procedural fairness or reasonableness decisions, and statutory debt conversion (s 42R(5)-(6)) could give rise to enforcement proceedings.
Disputes about definitions and measurement. Sections that use qualitative standards such as “substantially the same type” and “not significantly less” in s 42E invite factual and expert evidence and may give rise to litigation over metrics of scale. The Act contemplates business‑information returns (s 42O) that the Minister may use; litigation may concern the sufficiency or correctness of those returns and the Minister’s interpretation.
Confidentiality and disclosure offences under s 16 could lead to prosecutions if unauthorised disclosure by those privy to information occurs, though the Act sets a relatively high threshold as the offence applies to a person who obtained the information under ss 14 or 15 and who had agreed or was under a duty not to disclose.

Because the Act channels many remedies to particular routes (injunctions for naming and certain long-term obligations; contravention/penalty notices for the five-year obligations), practitioners should expect initial administrative engagement (contravention notice, Ministerial approval processes) followed by civil litigation in the Supreme Court when contested. The absence of reported litigation in the source means counsel should search case law databases for any subsequent decisions not recorded in the Act text.

The Act contains specific traps for the unwary; practitioners and compliance officers should note the following concrete items and statutory mechanics.

Privatisation order breadth and Treasurer discretion (s 7)

The Treasurer may use “some other means” in addition to public float or private placement to privatise the Bank and may include “incidental or supplementary provisions” in a privatisation order (s 7(1)-(2)). This is a broad delegate power: practitioners should check the privatisation order text in the Gazette for specific constraints and the exact State shareholding specified under s 8 if partial privatisation is intended.

State shareholding constraints (s 41)

Where partial privatisation occurs the specified shareholding vests in the Treasurer as corporation sole (s 41(1)-(2)). The Treasurer “must not transfer or otherwise dispose of” those shares or any further shares taken up (s 41(4)). This restricts potential secondary market activity by the State and may constrain buyers used-to dealing with public shareholders who can sell.

Disclosure exemptions limited in scope (s 14)

The exemption from breach of confidence and Corporations Law contraventions applies only to disclosures made by the Government, R & I Holdings or the Bank or by persons acting with their authority (s 14(2)). It does not protect disclosures by other persons. Additionally, the exemption is purpose‑limited , for facilitating privatisation , and to specified types of information (s 14(3)). Those relying on the exemption should ensure authority and purpose are documented.

Confidentiality offence attaches to recipients (s 16)

A person who “obtains information in connection with the privatisation” under ss 14 or 15 and is under a duty not to disclose commits an offence if they breach that duty without lawful excuse (s 16). This criminal penalty places a compliance burden on any adviser or auditor with access to privatisation materials.

Guarantee carveouts and time limits (s 20)

The Treasurer’s guarantee excludes subsidiaries and certain pre‑privatisation excluded debts (s 20(2)-(3)). The continuing guarantee for non‑term accounts is confined to accounts in existence as accounts with the Bank immediately before privatisation and is calculated by reference to amounts standing to the credit at close of business on the day preceding privatisation less debits thereafter (s 20(5)). Practitioners should be careful about which customer balances and securities are covered, and the extent to which contingent liabilities are included (s 20(6)).

Treasurer’s charges and consultation (s 21)

The Treasurer may fix charges payable by the Bank for the guarantee after consultation with the Bank’s board, and may agree not to increase charges for a stipulated period (s 21). The consultation requirement is non‑justiciable in text; document consultation processes to avoid disputes.

Name restrictions extend to the Crown and are enforced only by injunction (ss 27, 29)

The prohibition on use of former names extends to the Crown (s 27(3)). Enforcement of ss 26 and 27 is limited to injunctions (s 29), which may not provide monetary compensation for past misuse. Injunctive relief can be obtained without an undertaking as to damages (s 30(3)), which increases the practical power of the Minister.

Bankwest owner obligations are prescriptive and measurable (Part 5A)

Several quantitative and qualitative obligations are imposed on the Bankwest owner: points of presence threshold of 88 (s 42A), prohibition on closing regional points of presence except as allowed (s 42K), maintenance of specific head office roles (s 42L), and a sponsorship spend floor linked to the year ending 30 June 2011 (s 42M). These provisions require careful record‑keeping and measurable evidence to demonstrate compliance.
The Minister’s approval to reduce points of presence must be “consistent with market trends in the financial services industry” (s 42J(2)), a discretionary standard that could be interpreted variably.

Enforcement route for Division 3 is administrative, fixed and severe (s 42R)

Contravention notices give 28 days to satisfy the Minister; penalty notices fix liability at $2 million per contravention and can be converted into a judgment if unpaid (s 42R(1)-(6)). The fixed penalty is large and not stated to be proportionate to the scale of the contravention; multiple contraventions may multiply exposure (s 42R(4)). Bankwest owners must therefore prioritise timely responses within 28 days.

Annual certification and parliamentary scrutiny (s 42N)

The Bankwest owner must deliver an annual certificate of compliance within 90 days after the financial year end, signed and statutorily declared by the managing officer and the chief financial officer, and laid before both Houses of Parliament (s 42N(1)-(2)). Failure to ensure accuracy or to file on time exposes the Bankwest owner to political scrutiny and possible enforcement action.

Records and information provision (s 42I, s 42O)

Records sufficient to enable the Minister to assess compliance must be kept in WA (s 42I). Business information requested under s 42O must be provided within 60 days (or longer if allowed), and the Minister must not disclose such information except in limited circumstances (s 42O(5)-(6)). These obligations have operational and IT localisation implications.

Stamp duty exemption is conditional (s 18)

Stamp duty exemption applies only if privatisation is by public float alone or partly by public float and partly by private placement (s 18). Transaction structuring for tax efficiency must take that condition into account.

Dispute path limited for some rights

Enforcement options are constrained by the exclusivity provisions: Divisions 2 and 4 of Part 5A are enforceable by injunction only (s 42P(1)), while Division 3 is subject to the contravention/penalty notice regime (s 42P(2)). Litigants should map claims to the correct enforcement route at an early stage.

In short, the Act prescribes detailed behaviour for multiple actors, and many obligations are subject to numerical thresholds, temporal limits and Ministerial discretion. Structuring privatisation transactions and post‑sale operations requires deliberate attention to those statutory details.

This section sets out concrete compliance steps and recommended documentation paths, mapped to the Act’s principal obligations and decision points. It addresses actions for the Treasurer, R & I Holdings, the Bank, auditors, and the Bankwest owner.

For the Treasurer and Minister

Prepare and publish a privatisation order in the Gazette (s 7(4)). Ensure the privatisation order specifies whether privatisation is full or partial and, if partial, the shareholding to be retained by the State (s 4, s 8). Document the legal basis for any “other means” of privatisation if not using a public float or private placement (s 7(1)).
When fixing charges for the Treasurer’s guarantee, conduct and document consultation with the Bank’s board to evidence compliance with s 21(1). If agreeing not to increase charges for a stipulated period, record the agreement terms (s 21(2)).
If exercising powers under Part 5A, maintain records to show any approvals are consistent with “market trends” as required by s 42J(2). Keep written reasoning for approvals and retain market data supporting the decision.

For R & I Holdings and the Bank during privatisation

Comply with the privatisation order by undertaking the actions expressly contemplated in s 10: enter underwriting agreements as necessary, produce prospectus material, seek ASX admission and quotation if required, and issue further shares if directed (s 10(2)(a)-(d)). Keep contemporaneous board minutes and written authorisations for any actions required under s 10(2).
Apply proceeds in the statutory order: first expenses of privatisation as determined by the Treasurer, second payment to the Bank as determined by the Treasurer, third repayment of R & I Holdings liabilities, and remit any surplus to the Consolidated Account (s 13). Maintain detailed accounting and an audit trail for each category.
Where disclosures are necessary under s 14, ensure disclosures are made either by the Government/R & I Holdings/the Bank or with their written authority and document the purpose is facilitating privatisation. Where the Auditor General discloses under s 15, secure written confirmation of the authorised disclosure and confidentiality terms.

For auditors and advisers

If receiving privileged privatisation material under ss 14 or 15, record the basis on which you received it, the authority that permitted disclosure, and all confidentiality obligations. Advise clients that unauthorised disclosure may attract the s 16 offence and a $100,000 penalty and take steps to limit circulation and retention of materials accordingly (s 16).

For the Bank post‑privatisation in relation to the Treasurer’s guarantee

Implement systems to respond to Treasurer requests for prescribed information under s 22. Ensure statutory returns are prepared in a manner that protects third party identities as required by s 22(5). Maintain records supporting account balances at close of business on the day preceding the day of privatisation to support any guarantee calculations under s 20(5).
Budget for potential charges fixed under s 21 and document consultations with the Treasurer. Seek clarity and a written schedule of charges and their timing (s 21(3)).

For the Bankwest owner (CBA or subsequent owner) , immediate and ongoing compliance

Ensure that from the transfer day the Bankwest business is operated under the Bankwest name in Western Australia (s 42D). If intending to transfer the business to another owner, ensure contractual transfers clearly pass statutory obligations; obligations attach to each new owner (s 42D(2)-(3)).
Undertake a gap analysis against the statutory benchmarks: confirm the BWA business baseline as at 30 June 2011 and document how the Bankwest business will be “substantially the same type” and “not significantly less” in scale (s 42E). Record the metrics to be used (customer numbers, balances, staff counts, branch counts) and maintain data series to evidence compliance.
Maintain the head office in WA and ensure the managing officer is ordinarily resident in WA (ss 42F-42G). Appoint and retain the specified head office roles (chief information officer, chief financial officer, chief risk officer, head of human resources) during the five‑year relevant period and document their responsibilities and employment location (s 42L).
Maintain at least 88 points of presence in WA during the relevant period unless Ministerial approval is obtained. If closure is contemplated, obtain written Ministerial approval demonstrating consistency with market trends (s 42J(1)-(2)). For regional points of presence, avoid closures except for permitted relocations/amalgamations within 5 km and document each closure decision to show compliance with s 42K(2).
Keep records in WA sufficient to enable the Minister to assess compliance, and ensure IT and document retention policies store relevant records within the State (s 42I). Plan for Ministerial information notices under s 42O and ensure resources to prepare and submit business information within 60 days.
Prepare the annual certificate of compliance within 90 days after the financial year-end. Ensure it is signed by the managing officer and the CFO, verified by statutory declaration, and that the Minister has arrangements in place to lay it before Parliament within 30 days (s 42N(1)-(3)). Keep working papers validating the certificate.
Where the Minister issues a contravention notice under s 42R(1), prepare a prompt legal and factual response to satisfy the Minister within the 28‑day period. Track times carefully to avoid escalation to a penalty notice fixing $2 million liability (s 42R(1)-(3)). If a penalty notice is issued, consider legal avenues promptly; non-payment will allow the Minister to lodge the notice as a judgment in the Supreme Court (s 42R(5)-(6)).
Address naming rules: do not use any names that suggest Government association except “Bank of Western Australia Ltd” or “BankWest”, and avoid using “R & I” prefixes or substantially similar former names without Ministerial approval (ss 26-27).
For transactions involving stamp duty implications, confirm whether the privatisation involves a public float (solely or in part) to check eligibility for the s 18 excemption.

Documentary best practice

Maintain a central compliance register mapping statutory obligations to responsible officers, deadlines (annual certificate, 60‑day information returns, contravention notice response), evidence, and approvals. Keep contemporaneous minutes of consultations with the Treasurer and Minister to demonstrate compliance with consultation and approval requirements.
Use written authorities for any disclosure under ss 14-15, preserve confidentiality undertakings and, where appropriate, use standard confidentiality agreements referencing s 16 to avoid inadvertent breaches.

By aligning transaction structuring, record‑keeping, governance and legal response plans to the Act’s specific references and timelines, each affected actor can materially reduce legal and operational risk.

Deep Dive

What it does

Current sections