(1) On and from the transfer date, section 414 applies to a sum or other property that, immediately before the transfer date, is covered by section 414 as applied by:
(a) section 337 of the Financial Institutions Code of this jurisdiction; or
(b) section 399 of the Friendly Societies Code of this jurisdiction.
(2) On and from the transfer date, section 544 applies to an amount of money that, immediately before the transfer date, is covered by section 544 as applied by:
(a) section 342 of the Financial Institutions Code of this jurisdiction; or
(b) section 403 of the Friendly Societies Code of this jurisdiction.
(3) Sections 414 and 544, as applied by this clause, apply as if:
(a) references to Part 9.7 were references to the unclaimed money law of this jurisdiction; and
(b) references to the Commission or ASIC were references to the Minister administering the unclaimed money law of this jurisdiction.
(4) In this clause:
(a) the Unclaimed Money Act 1995 of New South Wales; or
(b) the Unclaimed Moneys Act 1962 of Victoria; or
(c) Part 8 of the Public Trustee Act 1978 of Queensland; or
(d) the Unclaimed Money Act 1990 of Western Australia; or
(e) the Unclaimed Moneys Act 1891 of South Australia; or
(f) the Unclaimed Moneys Act 1918 of Tasmania; or
(g) the Unclaimed Moneys Act 1950 of the Australian Capital Territory; or
38 Modification by regulations
(1) The regulations may modify the operation of this Law (including the provisions applied by clause 36) in relation to:
(a) a company registered under clause 3; or
(b) a company that is permitted to use the expression building society, credit union or credit society under section 66 of the Banking Act 1959; or
(c) a company that is a friendly society for the purposes of the Life Insurance Act 1995; or
(d) a specified class of any of those companies.
(2) Regulations made for the purposes of this clause may only modify this Law in relation to the following matters:
(a) issuing, cancelling or redeeming membership shares or redeemable preference shares
(b) inspection of the register of members required by section 169
(c) giving notice of a meeting of a company’s members
(d) members’ rights to request the directors to hold a general meeting or to move a resolution at a general meeting
(e) issuing share certificates for membership shares or redeemable preference shares, or numbering those shares
(f) the publication of the names and addresses of members in the annual return
(g) the report to members required by section 314
(h) disposing of securities in a company if the whereabouts of the holder of the securities is unknown as described in section 1343
(i) the treatment of members who hold shares jointly or who have jointly given a guarantee
(j) selective buy‑backs.
(3) Regulations made for the purposes of this clause may not:
(a) create an offence with a penalty greater than 10 penalty units; or
(b) increase the penalty for an existing offence; or
(c) substitute for an existing offence an offence with a penalty greater than the penalty for the existing offence; or
(d) modify an obligation, contravention of which will result in committing an offence, so as to make it more difficult to comply with.
39 Regulations may deal with transitional, saving or application matters
(1) The regulations may deal with matters of a transitional, saving or application nature relating to:
(a) the transfer of the registration of transferring financial institutions to this Law by this Schedule; or
(b) the amendments made by Schedule 3 to the Financial Sector Reform (Amendments and Transitional Provisions) Act (No. 1) 1999.
(2) Without limiting subclause (1), the regulations may provide for a matter to be dealt with, wholly or partly, in any of the following ways:
(a) by applying (with or without modifications) to the matter:
(i) provisions of a law of the Commonwealth, or of a State or Territory; or
(ii) provisions of a repealed or amended law of the Commonwealth, or of a State or Territory, in the form that those provisions took before the repeal or amendment; or
(iii) a combination of provisions referred to in subparagraphs (i) and (ii)
(b) by otherwise specifying rules for dealing with the matter
(c) by specifying a particular consequence of the matter, or of an outcome of the matter, for the purposes of this Law.
(3) Without limiting subclause (1) or (2), the regulations may provide for the continued effect, for the purposes of this Law, of a thing done or instrument made, or a class of things done or instruments made, before the transfer date under or for the purposes of a provision of a previous governing Code of a transferring financial institution of this jurisdiction. In the case of an instrument, or class of instruments, the regulations may provide for the instrument or instruments to continue to have effect subject to modifications.
(4) Without limiting subclause (3), regulations providing for the continued effect of things done or instruments made may permit all or any of the following matters to be determined in writing by a specified person, or by a person in a specified class of persons:
(a) the identification of a thing done or instrument made, or a class of them, that is to continue to have effect
(b) the purpose for which a thing done or instrument made, or a class of them, is to continue to have effect
(c) any modifications subject to which an instrument made, or a class of instruments made, is to continue to have effect.
(5) Without limiting subclause (1) or (2), the regulations may provide for the application of Chapter 5 of this Law or a similar law about external administration (in whole or in part and with or without modification) to a transferring financial institution of this jurisdiction if, immediately before the transfer date:
(a) the institution is under external administration (however described); and
(b) the provisions of Chapter 5 are not already applied to it, or in relation to it, by a law of this jurisdiction.
(6) In this clause, a reference to a law, whether of the Commonwealth or of a State or Territory, includes a reference to an instrument made under such a law.
40 Court may resolve transitional difficulties
(1) If a difficulty arises in applying a provision of this Law to a transferring financial institution of this jurisdiction that is registered as a company under clause 3, the Court may, on the application of an interested person, make such orders as it thinks proper to remove the difficulty.
(2) An order under this clause has effect despite anything in a provision of this Law.
(3) This clause has effect subject to the Constitution.
Part 2—Consequential amendments
2 Section 9 (definition of AFIC Codes)
3 Section 9
APRA means the Australian Prudential Regulation Authority.
4 Section 9 (definition of building society)
5 Section 9 (definition of building society special services provider)
6 Section 9 (paragraph (a) of the definition of constitution)
(a) a company’s constitution, which (where relevant) includes rules and consequential amendments that are part of the company’s constitution because of the Life Insurance Act 1995; or
7 Section 9 (at the end of the definition of constitution)
Add:
Note: The Life Insurance Act 1995 has rules about how benefit fund rules become part of a company’s constitution. They override this Law. See Subdivision 2 of Division 4 of Part 2A of that Act.
8 Section 9 (definition of credit union)
9 Section 9 (definition of credit union special services provider)
10 Section 9 (definition of financial institution)
11 Section 9 (definition of Financial Institutions Codes)
12 Section 9 (paragraph (b) of the definition of public company)
Omit “a financial institution or”.
13 Section 9 (definition of registrable Australian body)
Omit “a financial institution or”.
14 Section 9 (definition of share)
15 Section 9 (definition of special services provider)
16 Section 9 (definition of withdrawable share)
17 Subsection 57A(3)
18 Paragraph 66A(1)(c)
19 Paragraph 66A(2A)(e)
20 Paragraph 66A(2)(b)
21 Paragraph 66A(2)(g)
22 Subsection 66A(3)
Omit “, other than a financial institution,”.
23 Paragraph 66A(4)(a)
24 Paragraph 66A(6)(a)
25 Paragraph 66A(7)(a)
26 Paragraph 69A(4)(c)
27 Paragraph 69A(5)(a)
28 After subsection 92(2)
(2A) In Parts 7.3 to 7.6 (inclusive):
securities includes an interest in a friendly society benefit fund.
29 Part 1.2B
Repeal the Part.
30 Subsection 136(1) (note)
Omit “Note”, substitute “Note 1”.
31 At the end of subsection 136(1)
Add:
Note 2: The Life Insurance Act 1995 has rules about how benefit fund rules become part of a company’s constitution and about amending those rules. They override this Law. Consequential amendments to the rest of the company’s constitution can be made under that Act or this Law. See Subdivision 2 of Division 4 of Part 2A of that Act.
32 At the end of subsection 137(1)
Add:
Note: The Life Insurance Act 1995 has rules about when approved benefit fund rules (which become part of the company’s constitution), and amendments to them, take effect. It also has rules about when consequential amendments to the rest of the company’s constitution made under that Act take effect. They override this Law.
See Subdivision 2 of Division 4 of Part 2A of that Act.
33 At the end of section 147
Add:
(4) The regulations may specify that a particular unacceptable name is available to a company if:
(a) a specified public authority, or an instrumentality or agency of the Crown in right of the Commonwealth, a State or the Capital Territory has consented to the company using or assuming the name; or
(b) the company is otherwise permitted to use or assume the name by or under:
(i) an Act of the Commonwealth, a State or the Capital Territory; or
(ii) a specified provision of an Act of the Commonwealth, a State or the Capital Territory.
The consent of the authority, instrumentality or agency may be given subject to conditions.
Note: If the consent is withdrawn, the company ceases to be permitted or the company breaches a condition, ASIC may direct it to change its name under section 158.
34 At the end of subsection 158(1)
Add:
; or (c) a consent given under subsection 147(4) to use or assume the name has been withdrawn; or
(d) the company has breached a condition on a consent given under subsection 147(4); or
(e) the company ceases to be permitted to use or assume the name (as referred to in paragraph 147(4)(b)).
35 Subsection 169(8)
Joint holders
(8) For the purposes of this section:
(a) 2 or more persons who jointly hold shares in the company or interests in the scheme are taken to be a single member of the company or scheme in relation to those shares or interests; and
(b) 2 or more persons who have given a guarantee jointly are taken to be a single member of the company.
They may also be members of the company or scheme because of shares or interests that they hold, or a guarantee that they have given, in their own right or jointly with others.
36 After Part 2F.2 (heading)
Note: This Part does not apply to the adoption or amendment of benefit fund rules or to consequential amendments to the rest of the company’s constitution made under the Life Insurance Act 1995, see Subdivision 2 of Division 4 of Part 2A of that Act.
37 Subsection 249A(2)
Omit “If a share is held jointly, each of the joint members must sign”, substitute “Each member of a joint membership must sign”.
38 Subsection 249J(1)
Omit “If a share is held jointly, notice need only be given to 1 of the members”, substitute “Notice need only be given to 1 member of a joint membership”.
39 Paragraph 461(1)(j)
40 Paragraph 462(2)(h)
41 Subsection 462(3)
42 Subsection 482(1)
Omit “on the application of the liquidator or of a creditor or contributory”, substitute “on application”.
43 After subsection 482(1)
(1A) An application may be made by:
(a) in any case—the liquidator, or a creditor or contributory, of the company; or
(b) in the case of a company registered under the Life Insurance Act 1995—APRA.
44 After subsection 511(1)
(1A) APRA may apply to the Court under subsection (1) in relation to a company that is a friendly society within the meaning of the Life Insurance Act 1995 and which may be wound up voluntarily under subsection 180(2) of that Act.
45 At the end of section 601DC
Add:
(4) The regulations may specify that a particular unacceptable name is available to a registrable Australian body or foreign company if:
(a) a specified public authority, or an instrumentality or agency of the Crown in right of the Commonwealth, a State or the Capital Territory has consented to the body or company using or assuming the name; or
(b) the body or company is otherwise permitted to use or assume the name by or under a specified provision of an Act of the Commonwealth, a State or the Capital Territory.
The consent of the authority, instrumentality or agency may be given subject to conditions.
Note: If the consent is withdrawn, the body or company ceases to be permitted or it breaches a condition, ASIC may direct it to change its name under section 601DJ.
46 At the end of subsection 601DJ(1)
Add:
; or (c) a consent given under subsection 601DC(4) to use or assume the name has been withdrawn; or
(d) the body or company has breached a condition on a consent given under subsection 601DC(4); or
(e) the body or company ceases to be permitted to use or assume the name (as referred to in paragraph 601DC(4)(b)).
47 Paragraph 601KA(5)(a)
Omit “, building society or other financial institution”.
48 Division 5 of Part 7.11
Repeal the Division.
49 Subsection 1047(2AA)
50 Section 1083A
51 Subsection 1097(1) (paragraph (aa) of the definition of eligible body)
52 Paragraph 1301(1)(a)
53 Paragraph 1301(1)(d)
54 Subsection 1301(2)
55 Subsection 1301(3)
56 Subsection 1301(4)
57 Subsection 1302(7)
Omit “or a financial institution”.
58 Subsection 1306(3)
59 Subsection 1306(4)
60 At the end of section 1317DA
Add:
; Subclause 29(6) of Schedule 4.
61 After paragraph 1317E(1)(j)
(k) subclause 29(6) of Schedule 4.
62 At the end of Division 11 of Part 11.2
Add:
Division 11A—Transfer of financial institutions and friendly societies by the Financial Sector Reform (Amendments and Transitional Provisions) Act (No. 1) 1999
1465A Transfer of financial institutions and friendly societies
Schedule 4 deals with the transfer of the registration of financial institutions and friendly societies to this Law.
Part 3—Other minor amendments
63 Paragraph 437D(3)(a)
Omit “bank”, substitute “ADI”.
Schedule 4 Amendment of the Life Insurance Act 1995
Schedule 4—Amendment of the Life Insurance Act 1995
1 Subsection 3(1)
Before “object”, insert “principal”.
Note: The heading to section 3 is altered by omitting “Object” and substituting “Objects”.
2 After subsection 3(1)
(1A) An additional object of this Act is to protect the interests of persons entitled to other kinds of benefits provided in the course of carrying on life insurance business (including business that is declared to be life insurance business).
3 Subsection 3(2)
Omit “this object”, substitute “these objects”.
4 At the end of section 3
Add:
(3) Generally, this Act achieves these objects by provisions applying to all life companies. However, there are a number of special provisions that apply only to friendly societies (see in particular Part 2A).
5 Subsection 9A(7)
Omit “within the meaning of section 67 of the National Health Act 1953”.
6 At the end of subsection 11(1)
Add:
Note: Declarations under sections 12A and 12B have the effect of extending the kinds of business that are life insurance business for the purposes of this Act.
7 Paragraph 11(3)(a)
Omit “friendly society or”.
8 At the end of subsection 11(3)
Add:
Note: This subsection has effect subject to sections 12A and 12B (under which certain business may be declared to be life insurance business for the purposes of this Act).
9 Subsection 12(2)
(2) APRA may, at the request of a life company, declare, in writing, that life insurance business carried on by the life company and included in one class of life insurance business is to be treated, for the purposes of this Act, as if it were included in the other class of life insurance business.