Div 15

Division 15 Miscellaneous s 344 Part 2M.7 Division 1—Preliminary 263—Interpretation (1) In this Part— accounting standard—see section 314; audit means— (a) an audit conducted for the purposes of this Law; or (b) a review of a financial report conducted for the purposes of this Law. auditing standard—see section 314; consolidated entity means a co‑operative together with all the entities it is required by the accounting standards to include in consolidated financial statements; directors' declaration—see section 273; financial report means an annual financial report or a half‑year financial report prepared by a co‑operative under this Part (and see section 273); financial statements—see section 273; notes to the financial statements—see section 273. (2) Terms used in this Part have the same meanings as they have in the Corporations Act, and in particular in Chapter 2M of the Corporations Act. Examples of terms covered by subsection (2) are authorised audit company, entity, control and registered company auditor. (3) Without limiting subsection (2), the term controlled entity used in this Part has a meaning affected by section 50AA of the Corporations Act. 264—General modifications to applied provisions of Chapter 2M of Corporations Act (1) This section applies to the provisions of Chapter 2M of the Corporations Act as they apply under this Part. (2) In those provisions— (a) a reference to a company that is an auditor of a co‑operative is to be read as a reference to a company and not a co‑operative; and (b) a reference to a small proprietary company is to be read as a reference to a small co‑operative (which is defined in section 4 as a co‑operative of a class or description prescribed by the National Regulations); and (c) a reference to an order of exemption is to be read as a reference to an exemption under Division 14 of this Part. (3) Subsection (2) does not apply to the extent to which this Law or the National Regulations provide otherwise, whether expressly or by implication. Division 2—Financial records 265—Obligation to keep financial records (cf Corporations Act section 286) (1) A co‑operative must keep written financial records that— (a) correctly record and explain its transactions and financial position and performance; and (b) would enable true and fair financial statements to be prepared and audited. The obligation to keep financial records of transactions extends to transactions undertaken as trustee. (2) The co‑operative must retain the financial records for 7 years after the transactions covered by the records are completed. 266—Language requirements (cf Corporations Act section 287) (1) The financial records may be kept in any language. (2) A co‑operative must ensure that an English translation of financial records not kept in English is made available within a reasonable time to a person who— (a) is entitled to inspect the records; and (b) asks for the English translation. 267—Physical format (cf Corporations Act section 288) (1) A co‑operative must ensure that, if financial records are kept in electronic form, they are to be convertible into hard copy. (2) If financial records are kept in electronic form, the co‑operative must ensure that a hard copy is made available within a reasonable time to a person who is entitled to inspect the records. 268—Place where records are kept (cf Corporations Act section 289) (1) A co‑operative may decide where to keep the financial records. (2) If financial records about particular matters are kept outside this jurisdiction, the co‑operative must ensure that sufficient written information about those matters are kept in this jurisdiction to enable true and fair financial statements to be prepared. (3) If financial records about particular matters are kept outside this jurisdiction, the co‑operative must give the Registrar written notice in the approved form of the place where the information is kept. (4) The Registrar may direct a co‑operative to produce specified financial records that are kept outside this jurisdiction. The co‑operative must comply with the direction. Maximum penalty: $2 000. (5) The direction must— (a) be in writing; and (b) specify a place in this jurisdiction where the records are to be produced (the place must be reasonable in the circumstances); and (c) specify a day (at least 14 days after the direction is given) by which the records are to be produced. (6) An offence based on subsection (2), (3) or (4) is an offence of strict liability. 269—Director access (cf Corporations Act section 290) (1) A director of a co‑operative has a right of access to the financial records at all reasonable times. (2) On application by a director, the Supreme Court may authorise a person to inspect the financial records on the director's behalf. (3) A person authorised to inspect records may make copies of the records unless the Supreme Court orders otherwise. (4) The Supreme Court may make any other orders it considers appropriate, including either or both of the following: (a) an order limiting the use that a person who inspects the records may make of information obtained during the inspection; (b) an order limiting the right of a person who inspects the records to make copies in accordance with subsection (3). Division 3—Annual financial reports and directors' reports generally 270—Who has to prepare annual financial reports and directors' reports (1) Large co‑operatives—requirement to prepare reports in accordance with this Part (cf Corporations Act section 292(1)) A large co‑operative must prepare a financial report and a directors' report in accordance with this Part for each financial year. (2) Small co‑operatives—requirement to prepare reports if directed to do so (cf Corporations Act section 292(2)) A small co‑operative must prepare a financial report and a directors' report if and as directed under section 271 or 272. (3) Small co‑operatives—where no direction A small co‑operative that is not the subject of a direction under either section 271 or 272— (a) is not required to prepare reports in accordance with this Part; and (b) must comply with the requirements (if any) of the National Regulations regarding the preparation and provision of reports to members. The rules of a co‑operative may provide for the preparation of financial reports that would be additional to those required by the National Regulations. 271—Small co‑operative—direction by members (cf Corporations Act section 293 and section 315(2)) (1) Direction to prepare reports (cf Corporations Act section 293(1)) Members with at least 5% of the votes in a small co‑operative may give the co‑operative a direction to— (a) prepare a financial report or directors' report or both for a financial year in accordance with all or with specified requirements of this Part; and (b) send them to all members. (2) Manner of giving direction (cf Corporations Act section 293(2)) The direction must be— (a) signed by the members giving the direction; and (b) made no later than 12 months after the end of the financial year concerned. (3) Matters that may be included in direction (cf Corporations Act section 293(3)) The direction may specify all or any of the following: (a) that the financial report does not have to comply with some or all of the accounting standards; (b) that a directors' report or a part of that report need not be prepared in accordance with this Part; (c) that the financial report is to be audited or reviewed. (4) Direction regarding auditing or review If the direction specifies that the financial report is to be audited or reviewed, the direction may specify that the audit or review is to be conducted— (a) in accordance with Division 3 of Part 2M.3 of the Corporations Act (as applying under section 283); or (b) in accordance with requirements prescribed by the National Regulations. (5) Direction given during financial year If a direction is given to a small co‑operative under this section before the end of the financial year, the direction must specify the date by which the documents have to be prepared, sent or lodged. The date must be a reasonable one in view of the nature of the direction. (6) Direction given after end of financial year (cf Corporations Act section 315(2)) If a direction is given to a small co‑operative under this section after the end of the financial year, the co‑operative must report to members under section 284 by the later of— (a) 2 months after the date on which the direction is given; and (b) 5 months after the end of the financial year. 272—Small co‑operative—direction by Registrar (cf Corporations Act section 294) (1) The Registrar may give a small co‑operative a direction to comply with all or specified requirements of this Division and Division 4, 5, 7, 8, 9 and 10 for a financial year. (2) The small co‑operative must comply with the direction. (4) The direction may specify any or all of the matters referred to in section 271(3) and (4). (5) The direction may be general or may specify the particular requirements that the co‑operative is to comply with. (6) The direction must specify the date by which the documents have to be prepared, sent or lodged. The date must be a reasonable one in view of the nature of the direction. (7) The direction must— (a) be made in writing; and (b) specify the financial year concerned; and (c) be made no later than 6 years after the end of that financial year. Division 4—Annual financial reports 273—Contents of annual financial report (cf Corporations Act section 295) (1) Basic contents The financial report for a financial year consists of— (a) the financial statements for the year; and (b) the notes to the financial statements; and (c) the directors' declaration about the statements and notes. (2) Financial statements The financial statements for the year are— (a) the financial statements in relation to the entity reported on that are required by the accounting standards; and (b) if the accounting standards require financial statements in relation to a consolidated entity—the financial statements in relation to the consolidated entity that are required by the accounting standards. (3) Notes to financial statements The notes to the financial statements are— (a) disclosures required by the National Regulations; and (b) notes required by the accounting standards; and (c) any other information necessary to give a true and fair view (see section 275). (4) Directors' declaration The directors' declaration is a declaration by the directors— (a) whether, in the directors' opinion, there are reasonable grounds to believe that the co‑operative will be able to pay its debts as and when they become due and payable; and (b) whether, in the directors' opinion, the financial statements and notes are in accordance with this Law, including— (i) section 274; and (ii) section 275; and (c) if the co‑operative has quoted securities—that the directors have been given the declarations required by section 295A of the Corporations Act (as applying under section 277). Section 295A of the Corporations Act (as applying under section 277) requires the chief executive officer and chief financial officer of a co‑operative with quoted securities to make an additional declaration described in that section. (5) Directors' declaration—particular requirements The directors' declaration must— (a) be made in accordance with a resolution of the directors; and (b) specify the date on which the declaration is made; and (c) be signed by a director. 274—Compliance with accounting standards and regulations (cf Corporations Act section 296) (1) The financial report for a financial year must comply with the accounting standards. (2) However, a small co‑operative's financial report does not have to comply with particular accounting standards if— (a) the report is prepared in response to a direction under section 271 or 272; and (b) the direction specifies that the report does not have to comply with those accounting standards. (3) The financial report must comply with any further requirements in the National Regulations. 275—True and fair view (cf Corporations Act section 297) (1) The financial statements and notes for a financial year must give a true and fair view of— (a) the financial position and performance of the co‑operative; and (b) if consolidated financial statements are required—the financial position and performance of the consolidated entity. (2) This section does not affect the obligation under section 274 for a financial report to comply with accounting standards. If the financial statements and notes prepared in compliance with the accounting standards would not give a true and fair view, additional information must be included in the notes to the financial statements under section 273(3)(c). 276—Audit of annual financial report (1) Large co‑operative—audit to be conducted in accordance with applied provisions of Corporations Act (cf Corporations Act section 301(1)) A large co‑operative must have the financial report for a financial year audited in accordance with Division 3 of Part 2M.3 of the Corporations Act (as applying under section 283) and obtain an auditor's report. (2) Small co‑operative—where audit not required (cf Corporations Act section 301(2)) A small co‑operative's financial report for a financial year does not have to be audited if— (a) the report is prepared in response to a direction under section 271 or 272; and (b) the direction did not ask for the financial report to be audited. (3) Small co‑operative—where manner of required audit is specified in direction If a small co‑operative's financial report for a financial year is prepared in response to a direction under section 271 or 272 and the direction asked for the financial report to be audited— (a) in accordance with Division 3 of Part 2M.3 of the Corporations Act (as applying under section 283); or (b) in some other specified manner, the co‑operative must have the financial reported audited as directed and obtain an auditor's report. (4) Small co‑operative—where manner of required audit is not specified in direction If a small co‑operative's financial report for a financial year is prepared in response to a direction under section 271 or 272 and the direction asked for the financial report to be audited without specifying the manner in which the audit is to be conducted, the co‑operative must have the financial report audited in accordance with Division 3 of Part 2M.3 of the Corporations Act (as applying under section 283) and obtain an auditor's report. 277—Application of Corporations Act—co‑operatives with quoted securities—declaration about financial statements by certain officers A co‑operative with quoted securities is declared to be an applied Corporations legislation matter for the purposes of the Corporations application legislation of this jurisdiction in relation to section 295A of the Corporations Act, subject to the modifications referred to in sections 13(3) and 264 of this Law so far as they are relevant. Division 5—Annual directors' reports 278—Annual directors' report (cf Corporations Act section 298) (1) A co‑operative must prepare a directors' report for each financial year. (2) The directors' report must include— (a) the general information required by— (i) section 279 of this Law (all co‑operatives); and (ii) section 299A of the Corporations Act (as applying under section 281) (co‑operatives with quoted securities); and (b) the specific information required by— (i) section 280 of this Law (all co‑operatives); and (ii) sections 300 and 300A of the Corporations Act (as applying under section 281) (co‑operatives with quoted securities); and (c) a copy of the auditor's declaration under section 307C of the Corporations Act (as applying under section 283) in relation to the audit for the financial year. (3) If the financial report for a financial year includes additional information under section 273(3)(c) (information included to give a true and fair view of financial position and performance), the directors' report for the financial year must also— (a) set out the directors' reasons for forming the opinion that the inclusion of that additional information was necessary to give the true and fair view required by section 275; and (b) specify where that additional information can be found in the financial report. (4) The directors' report must— (a) be made in accordance with a resolution of the directors; and (b) specify the date on which the report is made; and (c) be signed by a director. (5) A small co‑operative does not have to comply with subsection (1) for a financial year if— (a) it is preparing financial statements for that year in response to a direction under section 271 or 272; and (b) the direction specified that a directors' report need not be prepared. 279—Annual directors' report—general information (cf Corporations Act section 299) (1) General information about operations and activities The directors' report for a financial year must— (a) contain a review of operations during the year of the entity reported on and the results of those operations; and (b) give details of any significant changes in the entity's state of affairs during the year; and (c) state the entity's principal activities during the year and any significant changes in the nature of those activities during the year; and (d) give details of any matter or circumstance that has arisen since the end of the year that has significantly affected, or may significantly affect— (i) the entity's operations in future financial years; or (ii) the results of those operations in future financial years; or (iii) the entity's state of affairs in future financial years; and (e) refer to likely developments in the entity's operations in future financial years and the expected results of those operations; and (f) if the entity's operations are subject to any particular and significant environmental regulation under a law of the Commonwealth or of a State or Territory—give details of the entity's performance in relation to environmental regulation. (2) The entity reported on is— (a) the co‑operative (if consolidated financial statements are not required); or (b) the consolidated entity (if consolidated financial statements are required). (3) Prejudicial information need not be disclosed The directors' report may omit material that would otherwise be included under subsection (1)(e) if it is likely to result in unreasonable prejudice to— (a) the co‑operative; or (b) if consolidated financial statements are required—the consolidated entity or any entity (including the co‑operative) that is part of the consolidated entity. (4) Statement of omission of material If material is omitted, the directors' report must say so. 280—Annual directors' report—specific information (1) Details to be included (cf Corporations Act section 300(1)) The directors' report for a financial year must include details of— (a) dividends or distributions paid to members during the year; and (b) dividends or distributions recommended or declared for payment to members, but not paid, during the year; and (c) the name of each person who has been a director of the co‑operative at any time during or since the end of the year and the period for which they were a director; and (d) the name of each person who— (i) is an officer of the co‑operative at any time during the year; and (ii) was a partner in an audit firm, or a director of an audit company, that is an auditor of the co‑operative for the year; and (iii) was such a partner or director at a time when the audit firm or the audit company undertook an audit of the co‑operative; and (e) options that are— (i) granted over unissued shares or unissued interests during or since the end of the year; and (ii) granted to any of the directors or any of the 5 most highly remunerated officers of the co‑operative (other than the directors); and (iii) granted to them as part of their remuneration (see subsections (4)—(6)); and (f) unissued shares or interests under option as at the day the report is made (see subsections (4) and (6)); and (g) shares or interests issued during or since the end of the year as a result of the exercise of an option over unissued shares or interests (see subsections (4) and (7)); and (h) indemnities given and insurance premiums paid during or since the end of the year for a person who is or has been an officer or auditor (see subsections (8) and (9)). (2) Details included in financial report (cf Corporations Act section 300(2)) Details do not have to be included in the directors' report under this section if they are included in the co‑operative's financial report for the financial year. (3) Details included in financial report—to be identified as Non‑audit service (cf Corporations Act section 300(2A)) If subsection (2) is relied on to not include in the directors' report for a financial year details that would otherwise be required to be included in that report under section 300(11B)(a) or (11C)(b) of the Corporations Act (as applying under section 281), that report must specify, in the section headed Non‑audit services, where those details may be found in the co‑operative's financial report for that financial year. (4) Options (cf Corporations Act section 300(3)) Subsection (1)(e)—(g) cover— (a) options over unissued shares and interests of the co‑operative; and (b) if consolidated financial statements are required—options over unissued shares and interests of any entity forming part of the consolidated entity. (5) Options details (cf Corporations Act section 300(5)) The details of an option granted are— (a) the entity granting the option; and (b) the name of the person to whom the option is granted; and (c) the number and class of shares or interests over which the option is granted. (6) Option details—unissued shares or interests (cf Corporations Act section 300(6)) The details of unissued shares or interests under option are— (a) the entity that will issue shares or interests when the options are exercised; and (b) the number and classes of those shares or interests; and (c) the issue price, or the method of determining the issue price, of those shares or interests; and (d) the expiry date of the options; and (e) any rights that option holders have under the options to participate in any share issue or interest issue of the co‑operative or any other entity. (7) Shares or interests issued as a result of exercise of option (cf Corporations Act section 300(7)) The details of shares or interests issued as a result of the exercise of an option are— (a) the entity issuing the shares or interests; and (b) the number of shares or interests issued; and (c) if the entity has different classes of shares or interests—the class to which each of those shares or interests belongs; and (d) the amount unpaid on each of those shares or interests; and (e) the amount paid, or agreed to be considered as paid, on each of those shares or interests. (8) Indemnities and insurance premiums for officers or auditors (cf Corporations Act section 300(8)) The directors' report for a co‑operative must include details of— (a) any indemnity that is given to a current or former officer or auditor against a liability, or any relevant agreement under which an officer or auditor may be given an indemnity of that kind; and (b) any premium that is paid, or agreed to be paid, for insurance against a current or former officer's or auditor's liability for legal costs. (9) Indemnities and insurance premiums—details required (cf Corporations Act section 300(9)) The details required under subsection (8) are— (a) for an officer—their name or the class of officer to which they belong or belonged; and (b) for an auditor—their name; and (c) the nature of the liability; and (d) for an indemnity given—the amount the co‑operative paid and any other action the co‑operative took to indemnify the officer or auditor; and (e) for an agreement to indemnify—the amount that the relevant agreement requires the co‑operative to pay and any other action the relevant agreement requires the co‑operative to take to indemnify the officer or auditor; and (f) for an insurance premium—the amount of the premium. The directors' report need not give details of the nature of the liability covered by, or the amount of the premium payable under, a contract of insurance to the extent that disclosure of those details is prohibited by the insurance contract. (10) Details relating to directors and secretary (cf Corporations Act section 300(10)) The report for a co‑operative must also include details of— (a) each director's qualifications, experience and special responsibilities; and (b) the number of meetings of the board of directors held during the year and each director's attendance at those meetings; and (c) the number of meetings of each board committee held during the year and each director's attendance at those meetings; and (d) the qualifications and experience of each person who is the secretary of the co‑operative as at the end of the year. (11) Proceedings on behalf of a co‑operative—application for leave (cf Corporations Act section 300(14)) The report for a co‑operative must also include the following details of any application for leave under Chapter 7 Part 4 made in respect of the co‑operative: (a) the applicant's name; (b) a statement as to whether leave was granted. (12) Proceedings on behalf of a co‑operative—with leave granted (cf Corporations Act section 300(15)) The report for a co‑operative must also include the following details of any proceedings that a person has brought or intervened in on behalf of the co‑operative with leave under Chapter 7 Part 4: (a) the person's name; (b) the names of the parties to the proceedings; (c) sufficient information to enable members to understand the nature and status of the proceedings (including the cause of action and any orders made by the court). 281—Application of Corporations Act—co‑operatives with quoted securities—additional information to be provided in directors' annual report A co‑operative with quoted securities is declared to be an applied Corporations legislation matter for the purposes of the Corporations application legislation of this jurisdiction in relation to sections 299A, 300(11)—(11E) and 300A of the Corporations Act, subject to the modifications referred to in sections 13(3) and 264 of this Law so far as they are relevant. Division 6—Half‑year financial report and directors' report 282—Application of Corporations Act—co‑operatives that are disclosing entities—half‑year financial reports and directors' reports A co‑operative that is a disclosing entity within the meaning of the Corporations Act is declared to be an applied Corporations legislation matter for the purposes of the Corporations application legislation of this jurisdiction in relation to Division 2 of Part 2M.3 of the Corporations Act, subject to the modifications referred to in sections 13(3) and 264 of this Law so far as they are relevant. Division 7—Audit and auditor's report 283—Application of Corporations Act—audit and auditor's report A co‑operative is declared to be an applied Corporations legislation matter for the purposes of the Corporations application legislation of this jurisdiction in relation to Division 3 of Part 2M.3 of the Corporations Act, subject to the following modifications: (a) section 308(3AA) of the applied provisions is to be read as if the words company limited by guarantee were omitted and the words small co‑operative were substituted; (b) section 311(5) of the applied provisions is to be read as if the reference to section 344 of the Corporations Act were a reference to section 328 of this Law; (c) the modifications referred to in sections 13(3) and 264 of this Law so far as they are relevant. Division 8—Annual financial reporting to members 284—Annual financial reporting to members (1) Annual reports for members of large co‑operatives (cf Corporations Act section 314(1)) A large co‑operative must report to members for a financial year by providing either of the following in accordance with subsection (5) or (9): (a) all of the following reports: (i) the financial report for the year; (ii) the directors' report for the year; (iii) the auditor's report on the financial report; (b) a concise report for the year that complies with subsection (3). (2) Annual reports for members of small co‑operatives (cf Corporations Act section 314(1)) Subject to any direction under section 271 or 272, a small co‑operative must provide financial reports to members for a financial year that comply with any requirements prescribed by the National Regulations. (3) Concise report (cf Corporations Act section 314(2)) A concise report of a large co‑operative for a financial year consists of— (a) a concise financial report for the year drawn up in accordance with accounting standards applying for the purposes of this paragraph; and (b) the directors' report for the year; and (c) a statement by the auditor— (i) that the financial report has been audited; and (ii) whether, in the auditor's opinion, the concise financial report complies with the accounting standards applying for the purposes of paragraph (a); and (d) a copy of any qualification in, and of any statements included in the emphasis of matter section of, the auditor's report on the financial report; and (e) a statement that the report is a concise report and that the full financial report and auditor's report will be sent to the member free of charge if the member asks for them. (4) Where accounting standards require discussion and analysis for concise financial report (cf Corporations Act section 314(3)) If the accounting standards applying for the purposes of subsection (3)(a) require a discussion and analysis to be included in a concise financial report— (a) the auditor must report on whether the discussion and analysis complies with the requirements that the accounting standards lay down for the discussion and analysis; and (b) the auditor does not otherwise need to audit the statements made in the discussion and analysis. (5) Manner of providing reports (cf Corporations Act section 314(1AA)) A co‑operative may provide the reports, or the concise report, for a financial year by doing all of the following: (a) sending, to each member who has made the election referred to in subsection (6)(a)— (i) a hard copy of the reports, or the concise report; or (ii) if the member has elected to receive the reports, or the concise report, as an electronic copy in accordance with subsection (6)(c)—an electronic copy of the reports, or the concise report; (b) making a copy of the reports, or the concise report, readily accessible on a website; (c) directly notifying, in writing, all members who did not make the election referred to in subsection (6)(a) that the copy is accessible on the website, and specifying the direct address on the website where the reports, or the concise report, may be accessed. A direct address may be specified, for example, by specifying the URL of the reports or the concise report. (6) Election by members as to how reports are to be provided (cf Corporations Act section 314(1AB)) For the purposes of subsection (5)(a), a co‑operative must, on at least one occasion, directly notify in writing each member that— (a) the member may elect to receive, free of charge, a copy of the reports for each financial year, or a copy of the concise report for each financial year; and (b) if the member does not so elect—the member may access the reports, or the concise report, on a specified website; and (c) if the member does so elect and the co‑operative offers to send the report either as a hard copy or an electronic copy—the member may elect to receive the copy as either a hard copy or an electronic copy. (7) Election continues until changed (cf Corporations Act section 314(1AC)) An election made under subsection (6) is a standing election for each later financial year until the member changes his, her or its election. The member may request the co‑operative not to send them material under this section—see section 316 of the Corporations Act as applying under this Part. (8) Restriction on electronic notification of members (cf Corporations Act section 314(1AD)) A member may, for the purposes of subsection (5)(c) or subsection (6), be notified by electronic means only if the member has previously nominated that means as one by which the member may be notified. (9) Providing reports (cf Corporations Act section 314(1AE)) A co‑operative may provide the reports, or the concise report, by sending each member— (a) a hard copy of the reports, or the concise report; or (b) an electronic copy of the reports, or the concise report, if the member has nominated that means as one by which the member may be sent the reports or the concise report. (10) Strict liability (cf Corporations Act section 314(1A)) An offence based on subsection (1), (2) or (6) is an offence of strict liability. 285—Deadline for reporting to members (1) General rule (cf Corporations Act section 315(4)) A co‑operative must report to members under section 284 within 5 months after the end of the financial year, except where section 315(1) of the Corporations Act as applying under subsection (2) applies to the co‑operative. (2) Application of Corporations Act—rule for co‑operatives that are disclosing entities A co‑operative that is a disclosing entity within the meaning of the Corporations Act is declared to be an applied Corporations legislation matter for the purposes of the Corporations application legislation of this jurisdiction in relation to section 315(1) of the Corporations Act, subject to the following modifications: (a) the applied provision is to be read as if the words four months were omitted and the words 5 months were substituted; (b) the modifications referred to in section 13(3) and 264 of this Law so far as they are relevant. 286—Member's choices for annual financial information (1) Member's request (cf Corporations Act section 316(1)) A member may request the co‑operative— (a) not to send them the material required by section 284; or (b) to send them a full financial report and the directors' report and auditor's report. A request may be a standing request or for a particular financial year. The member is not entitled to a report for a financial year earlier than the one before the financial year in which the request is made. (2) Time for complying with request (cf Corporations Act section 316(2)) The co‑operative must comply with a request under subsection (1)(b)— (a) within 7 days after the request is received; or (b) by the deadline for reporting under section 285, whichever is later. (3) Reports to be sent free of charge (cf Corporations Act section 316(3)) When sending a full financial report, directors' report and auditor's report, the co‑operative must do so free of charge unless the member has already received a copy of them free of charge. (4) Strict liability (cf Corporations Act section 316(4)) An offence based on subsection (2) or (3) is an offence of strict liability. Maximum penalty: $1 000 penalty units or imprisonment for 3 months, or both. 287—Consideration of reports at annual general meeting (cf Corporations Act section 317) (1) The directors of a co‑operative that is required to hold an annual general meeting must lay before the annual general meeting— (a) in the case of a large co‑operative— (i) the financial report; and (ii) the directors' report; and (iii) the auditor's report; or (b) in the case of a small co‑operative—the financial reports required under section 284, for the last financial year that ended before the annual general meeting. If the co‑operative's first annual general meeting is held before the end of its first financial year, there will be no reports to lay before the meeting. 288—Application of Corporations Act—additional reporting by debenture issuers A co‑operative is declared to be an applied Corporations legislation matter for the purposes of the Corporations application legislation of this jurisdiction in relation to section 318 of the Corporations Act, subject to the modifications referred to in section 13(3) and 264 of this Law so far as they are relevant. Division 9—Lodging reports and returns with Registrar 289—Lodgment of annual reports by large co‑operatives with Registrar (cf Corporations Act section 319) (1) A large co‑operative that has to prepare or obtain a report for a financial year under Divisions 3—5 must lodge the report with the Registrar. This obligation extends to a concise report provided to members under section 284. (3) The time for lodgment is— (a) within 3 months after the end of the financial year for a co‑operative that is a disclosing entity within the meaning of the Corporations Act; and (b) within 5 months after the end of the financial year for any other co‑operative. 290—Lodgment of half‑year reports with Registrar (cf Corporations Act section 320) (1) A co‑operative that has to prepare or obtain a report for a half‑year under Division 6 must lodge the report with the Registrar within 75 days after the end of the half‑year. 291—Registrar's power to require lodgment (cf Corporations Act section 321) (1) The Registrar may give a co‑operative a direction to lodge with the Registrar a copy of reports prepared or obtained by it under Divisions 3—6, and the co‑operative must comply with the direction. (3) The direction must— (a) be made in writing; and (b) specify the period or periods concerned; and (c) be made no later than 6 years after the end of the period or periods; and (d) specify the date by which the documents have to be lodged. (4) The date specified under subsection (3)(d) must be at least 14 days after the date on which the direction is given. 292—Relodgment if financial statements or directors' reports amended after lodgment (cf Corporations Act section 322) (1) If a financial report or directors' report is amended after it is lodged with the Registrar, the co‑operative must— (a) lodge the amended report with the Registrar within 14 days after the amendment; and (b) give a copy of the amended report free of charge to any member who asks for it. (2) If the amendment is a material one, the co‑operative must also notify members as soon as practicable of— (a) the nature of the amendment; and (b) their right to obtain a copy of the amended report under subsection (1). 293—Lodgment by small co‑operatives of annual returns with Registrar (1) A small co‑operative must lodge an annual return with the Registrar for each financial year. (3) The contents of an annual return are to be as prescribed by the National Regulations. (4) The time for lodgment is within 5 months after the end of the financial year. Division 10—Special provisions about consolidated financial statements 294—Application of Corporations Act—special provisions about consolidated statements A co‑operative is declared to be an applied Corporations legislation matter for the purposes of the Corporations application legislation of this jurisdiction in relation to Division 6 of Part 2M.3 of the Corporations Act, subject to the modifications referred to in section 13(3) and 264 of this Law so far as they are relevant. Division 11—Financial years and half‑years 295—Financial year (cf Corporations Act section 323D) (1) The financial year of a co‑operative ends on the day in each year that is provided for by the rules of the co‑operative. (2) The first financial year of a co‑operative may extend from the date of its registration to a date not more than 18 months after its registration. (3) On an amendment of the rules of a co‑operative amending its financial year, the amendment may provide either— (a) that the current financial year (as at the date of the amendment) is to be extended for not more than 6 months; or (b) that the next financial year is to be a period of more than one year but not more than 18 months. (4) Without limitation, the National Regulations may make provision for or with respect to requiring the adoption by a co‑operative of the same financial year for each entity that the co‑operative controls. 296—Half‑year (cf Corporations Act section 323D(5)) A half‑year for a co‑operative is the first 6 months of a financial year, but the directors may determine that the half‑year is to be shorter or longer (but not by more than 7 days). Division 12—Auditors