74BConversion of Development Bank into a company

74B Conversion of Development Bank into a company

Registration as a company (1) The Australian Securities Commission is taken: (a) to have been required to grant the application mentioned in paragraph 74A(4)(a) and to register the Development Bank as a company under subsection 137(2) of the Corporations Law; and (b) to have been satisfied that sections 134 and 135 of the Corporations Law do not prevent registration of the Development Bank; and (c) to have granted the application at the commencement of this section; and (d) to have registered the Development Bank at the commencement of this section: (i) by the name “Commonwealth Development Bank of Australia Limited”; and (ii) in accordance with subsections 137(3) and (5) of the Corporations Law, as a public company, and as a company limited by shares, within the meaning of the Corporations Law; and (e) to have registered the name “Commonwealth Development Bank of Australia Limited” in relation to the Corporation at the commencement of this section under subsection 374(5) of the Corporations Law. Memorandum and articles (2) As from the commencement of this section, the proposed memorandum, and proposed articles, lodged under section 74A: (a) are the memorandum and articles of the Development Bank; and (b) bind the Development Bank and its members accordingly. (3) As from the commencement of this section, the Corporations Law applies in relation to the Development Bank’s memorandum and articles as if they had been registered as such under the Corporations Law. Membership (4) Each person who holds shares in the Development Bank at the commencement of this section: (a) by force of this section, becomes a member of the Development Bank at the commencement of this section; and (b) in relation to the person’s membership of the Development Bank: (i) is entitled to the same rights, privileges and benefits; and (ii) is subject to the same duties, liabilities and obligations; as if the person had become a member of the Development Bank under the memorandum and articles of the Development Bank. Section 25B of the Acts Interpretation Act (5) Nothing in this Act or in the Corporations Law affects, or is affected by, section 25B of the Acts Interpretation Act 1901 as that section applies in relation to the Development Bank. Miscellaneous (6) Nothing in section 74A prevents: (a) variation of the share capital of the Development Bank; or (b) a change in the name of the Development Bank; or (c) a change in the structure, memorandum, articles or membership of the Development Bank.