Government Trading Enterprises Regulations 2023 (Western Australia)

These Regulations prescribe the detailed financial administration, reporting, audit, disclosure and governance rules that apply to government trading enterprises (GTEs) under the Government Trading Enterprises Act 2023. Mechanically, the instrument:

Commences on the day section 160 of the Act commences (reg 2) and is cited as the Government Trading Enterprises Regulations 2023 (reg 1).
Defines operational terms for the Part on financial administration and audit, notably a working definition of who performs a “chief financial officer function” for a GTE (regs 3-4).
Prescribes minimum requirements for record-keeping format and location (regs 5-6), and gives directors a statutory right of access to GTE financial records with a role for the Supreme Court to regulate third‑party inspections (reg 7).
Sets out the contents and form of annual financial reports and directors’ reports (regs 8-15), including mandatory declarations by the directors, and prior written declarations by the chief executive officer and any person performing a chief financial officer function (reg 9). The regulations require statements to give a true and fair view and to comply with accounting standards (regs 8(4), 10).
Specifies the required interim report period and required contents for the half‑year (reg 16).
Directs the Auditor General’s audit opinion and reporting obligations (regs 17-18), and provides special powers and duties in relation to consolidated financial statements and subsidiaries (regs 19-22), including that any assistance required from a subsidiary is to be provided at the expense of the GTE (reg 20(2)).
Fixes the financial year for GTEs and obliges GTEs to synchronise their subsidiaries’ financial years within 12 months where consolidation is required (reg 23).

CrestWestern Australia

Government Trading Enterprises Act 2023

Government Trading Enterprises Regulations 2023

Western Australia

Government Trading Enterprises Regulations 2023

Contents

Part 1 — Preliminary

Citation 1
Commencement 1

Part 2 — Financial administration and audit

Division 1 — Preliminary

Terms used 2
Chief financial officer function 2

Division 2 — Financial records

Physical format 3
Place where records kept 3
Director access 4

Division 3 — Financial reporting

Subdivision 1 — Annual financial reports and directors’ reports

Contents of annual financial report 4
Declaration in relation to GTE’s financial statements by chief executive officer and chief financial officer 6
True and fair view 7
Annual directors’ report 7
Annual directors’ report — general information 8
Annual directors’ report — specific information 9
Annual directors’ report — indemnities and insurances 10
Annual directors’ report — other specific information 12

Subdivision 2 — Interim report

Period for and contents of interim report 12

Subdivision 3 — Audit and auditor’s report

Audit opinion 13
Auditor General’s report on annual financial report 13

Subdivision 4 — Special provisions about consolidated financial statements

Directors and officers of subsidiary to give information 14
Auditor General’s power to obtain information from subsidiary 14
Subsidiary to assist Auditor General 15
Application of Subdivision to subsidiary that has ceased to be controlled 15

Subdivision 5 — Financial years of GTEs and subsidiaries

Financial years 15

Division 4 — Accounting standards

Accounting standards 16
Equity accounting 16
Interpretation of accounting standards 16
Evidence of text of accounting standard 17

Division 5 — Exemptions and modifications

Treasurer’s power to make specific exemption orders 17
Criteria for specific exemption orders and class orders 18
Extension of time 18

Division 6 — Miscellaneous

Annual financial reporting 19
Powers and duties of Auditor General 19

32A. End date for former financial administration and audit provisions 20

Part 3 — Other matters

Details of membership of GTE’s board 21
Details of appointment of member to GTE’s board 21
Hedging transactions 22
Registers 22
Periodicity of external review of board performance 24
Threshold for significant transactions 24

Part 4 — Other regulations amended

Division 1 — Electricity Corporations (Electricity Generation and Retail Corporation) Regulations 2013 amended

Regulations amended 25
Regulation 7 deleted 25

Division 2 — Western Australian Land Authority Regulations 1999 amended

Regulations amended 25
Part 3A deleted 25

Notes

Compilation table 26

Defined terms

Government Trading Enterprises Act 2023

Government Trading Enterprises Regulations 2023

Part 1 — Preliminary

1. Citation

	These regulations **are** the *Government Trading Enterprises Regulations 2023*.

2. Commencement

These regulations come into operation on the day on which the Government Trading Enterprises Act 2023 section 160 comes into operation.

Part 2 — Financial administration and audit

Division 1 — Preliminary

3. Terms used

(1) In this Part —

chief financial officer function has the meaning given in regulation 4.

(2) In this Part —

(a) a term used has the same meaning it has in the Corporations Act Part 1.2; and

(b) for the purposes of paragraph (a), a reference in that Part to a company is to be read as a reference to a GTE.

4. Chief financial officer function

(1) A person performs a chief financial officer function in relation to a GTE if that person is the person who is —

(a) primarily responsible for financial matters in relation to the GTE; and

(b) directly responsible for those matters to either —

(i) the directors; or

(ii) the chief executive officer.

(2) If there is no one person who performs a chief financial officer function in relation to the GTE under subregulation (1), a person performs a chief financial officer function in relation to the GTE if the person is one of a number of people who together are —

(a) primarily responsible for financial matters in relation to the GTE; and

(b) directly responsible for those matters to either —

(i) the directors; or

(ii) the chief executive officer.

Division 2 — Financial records

5. Physical format

(1) If financial records are kept in electronic form, they must be convertible into hard copy.

(2) If a person who is entitled to inspect financial records kept by a GTE requests a hard copy of the records, the GTE must make the hard copy available to the person within a reasonable time.

6. Place where records kept

(1) A GTE may decide where to keep financial records.

(2) If financial records about particular matters are kept outside Australia, the GTE must —

(a) keep sufficient written information about those matters in Australia to enable true and fair financial statements to be prepared; and

(b) give the Treasurer written notice of the place where the information is kept.

(3) The Portfolio Minister may direct a GTE to produce specified financial records that are kept outside Australia.

(4) The direction must —

(a) be in writing; and

(b) specify a place in Australia where the records must be produced (the place must be reasonable in the circumstances); and

7. Director access

(1) A director of a GTE has a right of access to the financial records of the GTE 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 subregulation (3).

Division 3 — Financial reporting

Subdivision 1 — Annual financial reports and directors’ reports

8. Contents of annual financial report

(1) The financial report of a GTE for a financial year consists of —

(a) the financial statements of the GTE for the year; and

(b) the notes to the financial statements; and

(2) The financial statements for the year are as follows —

(a) unless paragraph (b) applies —

(i) a statement of comprehensive income for the year in relation to the GTE; and

(ii) a statement of financial position as at the end of the year in relation to the GTE; and

(iii) a statement of cash flows for the year in relation to the GTE;

(b) if the accounting standards require the GTE to prepare financial statements in relation to a subsidiary on a consolidated basis —

(i) a statement of comprehensive income for the year in relation to the consolidated entity; and

(ii) a statement of financial position as at the end of the year in relation to the consolidated entity; and

(iii) a statement of cash flows for the year in relation to the consolidated entity;

(3) The notes to the financial statements referred to in subregulation (1)(b) are —

(a) notes required by the accounting standards; and

(b) any other information necessary to give a true and fair view; and

(4) The directors’ declaration referred to in subregulation (1)(c) is a declaration by the directors —

(a) that the financial statements, and the notes referred to in subregulation (3)(a), comply with the accounting standards; and

(b) that the financial statements and notes give a true and fair view; and

(c) whether, in the directors’ opinion, there are reasonable grounds to believe that the GTE will be able to pay its debts as and when they become due and payable; and

(d) whether, in the directors’ opinion, the financial statements and notes are in accordance with the Act and this Part, including —

(i) section 144(2) of the Act (compliance with accounting standards); and

(ii) regulation 10 (true and fair view);

and

(e) that the directors have been given the declarations required by regulation 9.

(5) The directors’ declaration referred to in subregulation (1)(c) must —

(a) be made in accordance with a resolution of the directors; and

(b) specify the date on which the declaration is made; and

9. Declaration in relation to GTE’s financial statements by chief executive officer and chief financial officer

(1) A directors’ declaration under regulation 8(4) may be made only after a declaration has been given to the directors under subregulation (2) by —

(a) the chief executive officer; and

(b) each person who performs, in relation to the GTE, a chief financial officer function.

(2) The declaration is a declaration as to whether, in the person’s opinion —

(a) the financial records of the GTE for the financial year have been properly maintained; and

(b) the financial statements and notes for the financial year comply with the accounting standards; and

(3) The declaration must —

(a) be in writing; and

(b) specify the date on which the declaration is made; and

(d) be signed by the person making the declaration.

(4) A chief executive officer who performs a chief financial officer function may make a single declaration in both capacities.

(5) Nothing in this regulation derogates from the responsibility that a director has for ensuring that financial statements comply with the Act.

10. True and fair view

(1) The financial statements and notes in respect of a GTE for a financial year must give a true and fair view of —

(a) the financial position and performance of the GTE; and

(b) if consolidated financial statements are required under regulation 8(2)(b) — the financial position and performance of the consolidated entity.

(2) This regulation does not affect the obligation under section 144(2) of the Act for a financial report to comply with accounting standards.

11. Annual directors’ report

(1) A GTE must prepare a directors’ report for each financial year.

(2) The report must include —

(a) the general information required by regulation 12; and

(b) the specific information required by regulation 13.

(3) The 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

12. Annual directors’ report — general information

(1) The directors’ report in respect of a GTE for a financial year must —

(a) contain a review of operations of the GTE during the year and the results of those operations; and

(b) give details of any significant changes in the GTE’s state of affairs during the year; and

(c) state the GTE’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 —

(i) has, since the end of the year, significantly affected the GTE’s operations, the results of those operations or the GTE’s state of affairs; or

(ii) might, in future financial years, significantly affect the matters referred to in subparagraph (i);

and

(e) refer to likely developments in the GTE’s operations in future financial years and the expected results of those operations; and

(f) if the GTE’s operations are subject to any particular and significant environmental regulation under a law of the State or of the Commonwealth or of another State or a Territory — give details of the GTE’s performance in relation to that environmental regulation.

(2) If consolidated financial statements are required under regulation 8(2)(b), the report must be in respect of the consolidated entity.

(3) The report in respect of a GTE may omit material that would otherwise be included under subregulation (1)(e) if it is likely to result in unreasonable prejudice to —

(a) the GTE; or

(b) if consolidated financial statements are required under regulation 8(2)(b) — the consolidated entity or any entity (including the GTE concerned) that is part of the consolidated entity.

(4) If material is omitted from the report, the report must state so.

13. Annual directors’ report — specific information

(1) The directors’ report for a financial year must include details of —

(a) dividends or distributions paid during the year; and

(b) dividends or distributions recommended or declared for payment, but not paid, during the year; and

(c) the name of each person who has been a director of the GTE 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 has been, at any time during the year —

(i) the chief executive officer of the GTE; or

(ii) an executive officer of the GTE;

and

(e) the name of each person who has performed a chief financial officer function in relation to the GTE at any time during the year; and

(f) the name of each person (an auditor) who —

(i) was a partner in an audit firm or a director of an audit company that conducted an audit of the GTE during the year; and

(ii) was such a partner or director at a time when the firm or company (as applicable) audited the GTE;

and

(g) indemnities given and insurance premiums paid during or since the end of the year for a person who has been —

(i) an officer of the GTE; or

(ii) an auditor in relation to the GTE.

(2) The report must include details of —

(a) each director’s qualifications, experience and special responsibilities; and

(b) the number of meetings of the board 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.

14. Annual directors’ report — indemnities and insurances

(1) Subregulation (2) applies if —

(a) during or since the financial year to which an annual directors’ report relates, the GTE concerned has indemnified against a liability a person who is or has been a director of the GTE or of a related body corporate; and

(b) but for section 66(4) or (5) of the Act, section 66(3) of the Act would have prohibited the GTE from indemnifying the person against that liability.

(2) The report must set out —

(a) the person’s name; and

(b) the nature of the liability; and

(3) Subregulation (4) applies if —

(a) during or since the financial year to which an annual directors’ report relates, the GTE concerned has made a relevant agreement (as defined in the Corporations Act section 9) for indemnifying against a liability a person who is or has been a director of the GTE or of a related body corporate; and

(b) but for section 66(4) or (5) of the Act, section 66(3) of the Act would have prohibited the GTE from indemnifying the person against that liability.

(4) The report must set out particulars of the relevant agreement, including —

(a) the person’s name; and

(b) the nature of the liability; and

(c) how much the relevant agreement provides for the GTE to pay, and what else it provides for the GTE to do, by way of indemnifying the person against the liability.

(5) Subregulation (6) applies if, during or since the financial year to which an annual directors’ report relates, the GTE concerned has paid, or agreed to pay, a premium in respect of a contract insuring against a liability (other than one for legal costs) a person who is or has been a director of the GTE or of a related body corporate.

(6) The report must —

(a) name the person and state that the GTE has paid, or agreed to pay, a premium in respect of a contract insuring the person against a liability; and

(b) set out, except so far as prohibited by the contract itself, the nature of the liability and the amount of the premium.

15. Annual directors’ report — other specific information

The directors’ report in respect of a GTE for a financial year must include —

(a) discussion of board policy for determining the nature and amount of remuneration of directors and executive officers of the GTE; and

(b) discussion of the relationship between such policy and the GTE’s performance; and

(c) details of the nature and amount of each element of the remuneration of each director and each of the 5 executive officers of the GTE receiving the highest remuneration.

Subdivision 2 — Interim report

16. Period for and contents of interim report

(1) For the purposes of section 146(1) of the Act, the period within a financial year for which a GTE must prepare an interim report is 1 July to 31 December.

(2) The interim report must include, for the GTE and each of its subsidiaries —

(a) an operational report; and

(b) a statement of financial performance; and

(d) any information required to be included in the report by the GTE’s annual performance statement under section 75(5)(b) of the Act.

Subdivision 3 — Audit and auditor’s report

17. Audit opinion

The Auditor General, in conducting an audit of a financial report in relation to a GTE for the purposes of section 145 of the Act, must form an opinion about the following —

(a) whether the financial report satisfies the requirements of the Act and this Part, including —

(i) section 144(2) of the Act (compliance with accounting standards); and

(ii) regulation 10 (true and fair view);

(b) whether the Auditor General has been given all information, explanation and assistance necessary for the conduct of the audit;

(d) whether the GTE has kept other records and registers as required by this Part.

18. Auditor General’s report on annual financial report

(1) The Auditor General must report to the Portfolio Minister on whether the Auditor General is of the opinion that a financial report in relation to a GTE is in accordance with the Act and this Part, including —

(a) section 144(2) of the Act (compliance with accounting standards); and

(b) regulation 10 (true and fair view).

(2) If the Auditor General is not of that opinion, the Auditor General’s report must state why.

(3) If the Auditor General is of the opinion that the financial report does not comply with an accounting standard, the Auditor General’s report must —

(a) to the extent that it is practicable to do so, quantify the effect that non‑compliance has on the financial report; and

(b) if it is not practicable to quantify the effect fully, state why.

(4) The Auditor General’s report must describe —

(a) any defect or irregularity in the financial report; and

(b) any deficiency, failure or shortcoming in respect of the matters referred to in regulation 17.

(5) The report must specify the date on which it is made.

(6) The Auditor General must give a copy of the report to the directors of the GTE concerned as soon as practicable after it has been given to the Portfolio Minister.

Subdivision 4 — Special provisions about consolidated financial statements

19. Directors and officers of subsidiary to give information

If a GTE is required under regulation 8(2)(b) to prepare consolidated financial statements, a director or officer of a subsidiary of the GTE must give the GTE all information requested that is necessary to prepare the consolidated financial statements and the notes to those statements.

20. Auditor General’s power to obtain information from subsidiary

(1) If the financial report of a GTE includes consolidated financial statements, the Auditor General —

(a) has a right of access at all reasonable times to the records of any subsidiary of the GTE; and

(b) may require any officer of the subsidiary to give the Auditor General information, explanations or other assistance for the purposes of the audit or review.

(2) The information, explanations or other assistance required under subregulation (1)(b) must be given at the expense of the GTE.

21. Subsidiary to assist Auditor General

If a GTE is required under regulation 8(2)(b) to prepare a financial report that includes consolidated financial statements, an officer or auditor of a subsidiary of the GTE must —

(a) allow the Auditor General access to the subsidiary’s records; and

(b) give the Auditor General any information, explanation or assistance required under regulation 20.

22. Application of Subdivision to subsidiary that has ceased to be controlled

Regulations 19, 20 and 21 apply to the preparation or audit of a financial report that covers a subsidiary of a GTE even if the subsidiary is no longer controlled by the GTE when the GTE’s financial report is being prepared or audited.

Subdivision 5 — Financial years of GTEs and subsidiaries

23. Financial years

(1) The financial year of a GTE is the 12‑month period ending on 30 June.

(2) If a GTE is required under regulation 8(2)(b) to prepare consolidated financial statements, it must do whatever is necessary to ensure that the financial years of its subsidiaries are synchronised with its own financial years.

(3) The GTE must achieve the synchronisation referred to in subregulation (2) by the end of the period of 12 months after the situation that calls for consolidation arises.

Division 4 — Accounting standards

24. Accounting standards

(1) An accounting standard applies to —

(a) periods ending after the commencement of the standard; or

(b) periods ending, or starting, on or after a later date specified in the standard.

(2) A GTE may elect to apply the accounting standard to an earlier period unless the standard states otherwise.

(3) An election under subregulation (2) must be made in writing by the directors of the GTE.

25. Equity accounting

This Part (and, in particular, the provisions on consolidation of financial statements) does not prevent accounting standards from incorporating equity accounting principles.

26. Interpretation of accounting standards

In interpreting an accounting standard —

(a) unless the contrary intention appears, expressions used in the standard have the same meaning as they have in the Corporations Act Chapter 2M; and

(b) the provisions of the Corporations Act Part 1.2 apply as if the standard’s provisions were provisions of that Chapter.

27. Evidence of text of accounting standard

(1) This regulation applies to —

(a) a document that purports to be published by or on behalf of the AASB or the AUASB and to set out the text of —

(i) a specified standard as in force at a specified time under the Corporations Act section 334 or 336; or

(ii) a specified provision of a standard of that kind;

and

(b) a copy of a document referred to in paragraph (a).

(2) In the absence of evidence to the contrary, a document to which this regulation applies is proof in proceedings under this Act that —

(a) the specified standard was in force at that time under the Corporations Act section 334 or 336; and

(b) the text set out in the document is the text of the standard referred to in subregulation (1)(a)(i) or the provision referred to in subregulation (1)(a)(ii).

Division 5 — Exemptions and modifications

28. Treasurer’s power to make specific exemption orders

(1) The Treasurer may, on an application made in relation to a GTE, make an order in writing relieving any of the following from all or specified requirements of Divisions 2 and 3 —

(a) the GTE’s directors;

(b) the GTE;

(2) The order may —

(a) be expressed to be subject to conditions; and

(b) be indefinite or limited to a specified period.

(3) The application must be —

(a) authorised by a resolution of the directors; and

(b) in writing and signed by a director; and

(4) The Treasurer must give the GTE concerned written notice of the making, revocation or suspension of the order.

(5) If the Treasurer makes an order under subregulation (1), the Treasurer must cause the text of the order to be laid before each House of Parliament within 14 sitting days of the House after the order is made.

29. Criteria for specific exemption orders and class orders

To make an order under regulation 28(1), the Treasurer must be satisfied that complying with the relevant requirements of Divisions 2 and 3 would —

(a) make the financial report or other reports misleading; or

(b) be inappropriate in the circumstances; or

30. Extension of time

(1) This regulation applies if any provision of this Part requires any act or thing to be done by a person other than the Auditor General —

(a) by a certain date; or

(b) within a specified period.

(2) The Portfolio Minister may, on application by the person, extend the date or period for the doing of the act or thing to a date or period that the Portfolio Minister thinks appropriate.

(3) If the Portfolio Minister grants an extension of time under subregulation (2), the provisions of regulation 28(5) apply, with all necessary changes, to the instrument by which the extension is granted as if it were an order for the purposes of that subregulation.

Division 6 — Miscellaneous

31. Annual financial reporting

The annual report of a GTE must contain the following documents —

(a) the financial report for the year;

(b) the directors’ report for the year;

(d) a copy of any order of the Treasurer under regulation 28.

32. Powers and duties of Auditor General

(1) Subregulation (2) applies if the Auditor General, in the course of the performance of duties as auditor of a GTE and its subsidiaries (if any), is satisfied that —

(a) there has been a contravention of any provision of this Part; and

(b) the circumstances are such that, in the Auditor General’s opinion, the matter has not been or will not be adequately dealt with by —

(i) comment in the Auditor General’s report on the financial statements; or

(ii) bringing the matter to the notice of the GTE’s board.

(2) The Auditor General must, without delay, report the matter to the Portfolio Minister in writing.

(3) The Auditor General Act 2006 sections 14, 16 to 18, 24 to 37, 45 and 46 apply to the GTE as if it were a statutory authority named in the Financial Management Act 2006 Schedule 1.

32A. End date for former financial administration and audit provisions

For the purposes of section 176(2) of the Act, the end of 29 February 2024 is prescribed.

[Regulation 32A inserted: SL 2024/17 r. 4.]

Part 3 — Other matters

33. Details of membership of GTE’s board

(1) For the purposes of section 12(3) of the Act, the details of the membership of a GTE’s board are, in relation to each member —

(a) the member’s name; and

(b) the member’s position; and

(c) the date on which the member was appointed to the board under section 13(1) of the Act for the current term of office; and

(d) if the member has been reappointed — the date on which the member was first appointed to the board under section 13(1) of the Act; and

(e) the date on which the member’s current term of office will expire; and

(f) details of the member’s relevant skills, qualifications and experience.

(2) The GTE must ensure that the details referred to in subregulation (1) are —

(a) published on a website of the GTE; and

(b) included in the GTE’s annual report.

34. Details of appointment of member to GTE’s board

(1) For the purposes of section 13(5) of the Act, the details of an appointment to a GTE’s board are —

(a) the member’s name; and

(b) the member’s position; and

(c) the date on which the member was appointed to the board under section 13(1) of the Act for the current term of office; and

(d) if the member has been reappointed — the date on which the member was first appointed to the board under section 13(1) of the Act; and

(e) the date on which the member’s current term of office will expire; and

(f) details of the member’s relevant skills, qualifications and experience.

(2) The Portfolio Minister must ensure that the details referred to in subregulation (1) are —

(a) published on a website maintained by or on behalf of the GTE; and

(b) included in the GTE’s annual report.

35. Hedging transactions

For the purposes of section 137(2) of the Act, any of the following is a prescribed transaction —

(a) a forward transaction;

(b) a futures transaction;

(d) a spot transaction;

(e) a swap transaction;

(f) an agreement or arrangement to effect a combination of —

(i) 2 or more of the transactions listed in paragraphs (a) to (e); or

(ii) 1 of the transactions listed in paragraphs (a) to (e) and 1 or more of the transactions permitted under section 132 of the Act.

36. Registers

(1) For the purposes of section 132(3) of the Act, the registers are —

(a) a borrowing register; and

(b) a financial accommodation register.

(2) The borrowing register must include the following particulars in respect of each borrowing —

(a) the amount being borrowed;

(b) the date on which the amount is borrowed;

(d) reference to borrowing approval and documents;

(e) the dates instalments are due;

(f) details of repayments, including the proportions that are repayment of the principal and payment of interest.

(3) The financial accommodation register must include the following particulars in respect of each financial accommodation —

(a) the legislative authority for the Western Australian Treasury Corporation, Treasurer or other person (as applicable) to grant the financial accommodation;

(b) the name of the person granting the financial accommodation;

(d) the date on which the financial accommodation is granted;

(e) if the amount of the liability is known — that amount;

(f) if the amount of the liability is unknown — a considered and reliable estimate of the amount of the liability;

(g) the circumstance under which the financial accommodation may be invoked;

(h) the date on which the financial accommodation will expire;

(i) the form of security associated with the financial accommodation;

(j) the purpose of the financial accommodation.

37. Periodicity of external review of board performance

For the purposes of section 25(2)(a) of the Act, the GTE’s performance must be externally reviewed once every 3 years.

38. Threshold for significant transactions

For the purposes of section 100(1) of the Act, the amount is the lesser of —

(a) 5% of the written down value of the consolidated fixed assets and investments of the GTE, as appearing in its last audited accounts; and

(b) $25 million.

Part 4 — Other regulations amended

Division 1 — Electricity Corporations (Electricity Generation and Retail Corporation) Regulations 2013 amended

39. Regulations amended

This Division amends the Electricity Corporations (Electricity Generation and Retail Corporation) Regulations 2013.

40. Regulation 7 deleted

Delete regulation 7.

Division 2 — Western Australian Land Authority Regulations 1999 amended

41. Regulations amended

This Division amends the Western Australian Land Authority Regulations 1999.

42. Part 3A deleted

Delete Part 3A.

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Notes

This is a compilation of the Government Trading Enterprises Regulations 2023 and includes amendments made by other written laws. For provisions that have come into operation see the compilation table.

Compilation table

Citation	Published	Commencement
Government Trading Enterprises Regulations 2023	SL 2023/100 30 Jun 2023	1 Jul 2023 (see r. 2)
Government Trading Enterprises Amendment Regulations 2024	SL 2024/17 21 Feb 2024	r. 1 and 2: 21 Feb 2024 (see r. 2(a)); Regulations other than r. 1 and 2: 22 Feb 2024 (see r. 2(b))

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)

auditor 13(1)

chief financial officer function 3(1), 4(1) and (2)

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By Authority: GEOFF O. LAWN, Government Printer

Western Australia

Government Trading Enterprises Act 2023

Government Trading Enterprises Regulations 2023

Western Australia

Government Trading Enterprises Regulations 2023

Contents

Part 1 — Preliminary

Citation 1
Commencement 1

Part 2 — Financial administration and audit

Division 1 — Preliminary

Terms used 2
Chief financial officer function 2

Division 2 — Financial records

Physical format 3
Place where records kept 3
Director access 4

Division 3 — Financial reporting

Subdivision 1 — Annual financial reports and directors’ reports

Contents of annual financial report 4
Declaration in relation to GTE’s financial statements by chief executive officer and chief financial officer 6
True and fair view 7
Annual directors’ report 7
Annual directors’ report — general information 8
Annual directors’ report — specific information 9
Annual directors’ report — indemnities and insurances 10
Annual directors’ report — other specific information 12

Subdivision 2 — Interim report

Period for and contents of interim report 12

Subdivision 3 — Audit and auditor’s report

Audit opinion 13
Auditor General’s report on annual financial report 13

Subdivision 4 — Special provisions about consolidated financial statements

Directors and officers of subsidiary to give information 14
Auditor General’s power to obtain information from subsidiary 14
Subsidiary to assist Auditor General 15
Application of Subdivision to subsidiary that has ceased to be controlled 15

The Regulations cluster around a few core concepts that operationalise financial governance for GTEs.

Chief financial officer function (regs 3-4)
- The text defines the role functionally, not by job title: a person or group that is primarily responsible for financial matters and directly responsible to the board or the chief executive officer (reg 4). This functional definition matters for the declarations regime (reg 9) because it captures situations where financial responsibility is distributed across multiple people (reg 4(2)).
Record-keeping: format, location and access (regs 5-7)
- Records kept electronically must be convertible into hard copy (reg 5). GTEs may choose record locations but must retain sufficient written information in Australia to enable true and fair financial statements if parts are kept offshore (reg 6(2)(a)), and must notify the Treasurer where that information is kept (reg 6(2)(b)). The Portfolio Minister can direct production of offshore records with minimum time and reasonable place specified (reg 6(3)-(4)). Directors have unfettered statutory access to financial records at reasonable times and can seek Supreme Court authorisation to inspect on their behalf, with the Court able to limit copying or use (reg 7).
Annual and interim reporting, and the true and fair obligation (regs 8-16)
- The annual financial report must contain standard financial statements or consolidated statements if consolidation is required, notes, and a directors’ declaration (reg 8). The directors’ declaration must certify accounting standards compliance, true and fair view, solvency opinion, and that directors have received the CEO and CFO declarations (reg 8(4)-(5)). The Regulations also require an interim report covering 1 July to 31 December, with operational report, statement of financial performance, KPIs, and other material (reg 16). The separate true and fair requirement is restated as a regulation duty (reg 10) in addition to the statutory requirement to comply with accounting standards (Act s 144(2) referenced in regs 8(4)(d), 10 and 17(a)).
Auditor General’s role (regs 17-18, 19-22, 32)
- The Auditor General must form opinions on compliance with the Act and Regulations, sufficiency of records, and whether assistance was provided (reg 17). The Auditor General must report to the Portfolio Minister and provide the GTE directors with a copy of their report (reg 18). For consolidated accounts the Auditor General has rights of access to subsidiary records and may require officers to assist; assistance from subsidiaries must be supplied at the GTE’s expense (regs 20-21). Where the Auditor General identifies contraventions that are not adequately dealt with by audit comment or board notice, they must report the matter without delay to the Portfolio Minister (reg 32).
Accounting standards and external evidence (regs 24-27)
- The Regulations track Corporations Act mechanics for how AASB/AUASB standards apply, permit elective earlier application, require directors’ written election to adopt earlier application (reg 24), and provide that AASB/AUASB texts purporting to be so published serve as proof in proceedings in the absence of contrary evidence (reg 27). The Regulations also provide that expressions in accounting standards have the same meaning as in Corporations Act chapter 2M unless a contrary intention appears (reg 26).
Exemptions and ministerial discretions (regs 28-30)
- The Treasurer can grant specific exemptions from Divisions 2 and 3 for directors, the GTE, or the Auditor General, subject to stated criteria that the requirements would be misleading, inappropriate or impose unreasonable burdens, and subject to tabling (reg 28-29). The Portfolio Minister may extend time for required acts or things under the Part and such instruments are to be tabled similarly (reg 30).
Governance and transparency add-ons (regs 31-38)
- The Regulations require annual reports to include specified documents (reg 31); mandate publication of board membership and appointment details on a website and in annual reports (regs 33-34); prescribe hedging transaction types (reg 35); lay down two statutory registers with specified content (reg 36); require an external review of board performance every three years (reg 37); and set the money threshold for “significant transactions” as the lesser of 5% of written down value of consolidated fixed assets and investments, or $25 million (reg 38).
Transitional and technical amendments (regs 32A, 39-42)
- The Regulations prescribe an end date (29 February 2024) for former financial administration and audit provisions (reg 32A), and make consequential deletions in two separate regulation instruments (regs 39-42).

Collectively, these concepts create a layered compliance framework: internal governance (board, CEO/CFO declarations), statutory reporting (annual/interim financials, directors’ report), external assurance (Auditor General audits and reports), ministerial control points (exemptions, directions, extensions), and transparency obligations (publication of board details, registers). The Regulations cross‑refer to multiple sections of the Act (for example s 144(2), s 145, s 146, s 132, s 137) and to the Corporations Act mechanisms for accounting standards, thereby anchoring the regulatory detail in established corporate accounting and audit practice (regs 3(2), 26-27).

The Regulations apply to government trading enterprises (GTEs) within the meaning of the Government Trading Enterprises Act 2023 and, where relevant, their subsidiaries. The instrument identifies specific categories of persons and entities with obligations or decision rights:

GTEs themselves bear the primary compliance burden. They must prepare annual and interim financial reports with specified contents (regs 8, 11, 16), maintain financial records in an accessible format and, where records are kept overseas, retain sufficient written information in Australia and notify the Treasurer where the information is kept (reg 5-6), maintain prescribed registers (reg 36), arrange external board performance reviews every three years (reg 37), and synchronise subsidiary financial years when consolidation is required (reg 23).
Boards and individual directors have statutory declaratory and disclosure duties. The directors’ report and directors’ declaration require board resolutions, signatures by at least two directors, reviews of operations and state of affairs, disclosure of director identities and attendance (regs 8(5), 11-15, 33). Directors also have a statutory right to access financial records at all reasonable times and can apply to the Supreme Court to authorise a third party to inspect on their behalf (reg 7).
Chief executive officers and persons who perform a chief financial officer function have express duties to make written declarations to the board before the board can make its directors’ declaration (reg 9). The Regulations define the “chief financial officer function” functionally and allow for single or multiple persons to perform that function (regs 3-4). A CE who also performs the CFO function may make a single declaration covering both capacities (reg 9(4)).
The Auditor General is the statutory auditor for GTEs, with defined audit opinion criteria and report content (regs 17-18). The Auditor General also has rights to examine subsidiary records where consolidated statements are involved (reg 20), and an affirmative duty to report contraventions to the Portfolio Minister when not adequately dealt with through audit comments or board notice (reg 32).
Officers and auditors of subsidiaries are obliged to provide information and assistance to the parent GTE and to the Auditor General for consolidation and audit purposes (regs 19, 21). The cost of providing information, explanations or assistance to the Auditor General in relation to subsidiary records is to be borne by the GTE (reg 20(2)).
The Treasurer and Portfolio Minister have direct decision-making powers. The Treasurer can make written orders relieving a GTE, its directors, or the Auditor General from specified requirements of Divisions 2 and 3 (reg 28); must be satisfied that the requirements would make reports misleading, be inappropriate, or impose unreasonable burdens (reg 29); and must table any such order before each House of Parliament within 14 sitting days (reg 28(5)). The Portfolio Minister may direct production of offshore records (reg 6(3)) and may extend time periods for prescribed acts under the Part (reg 30). Extensions are to be treated as orders subject to the tabling requirement (reg 30(3)).
External users and stakeholders are indirectly affected. The Regulations require GTEs to publish board membership details on their websites and include them in annual reports (reg 33), and require the Portfolio Minister to publish appointment details on a website maintained by or on behalf of the GTE (reg 34). The annual report must include the Auditor General’s report and any Treasurer exemption order (reg 31), which informs parliamentary and public oversight.
Lenders, counterparties and market participants may be affected by registers and transaction thresholds. The borrowing register and financial accommodation register must contain detailed particulars (reg 36). Hedging transactions are prescribed (reg 35) and the threshold for significant transactions is set out numerically (reg 38), which affects internal approval processes and possibly counterparties’ awareness of approval or disclosure processes.

Who pays and who decides: operational costs fall primarily on the GTEs (record management, consolidation work, providing assistance at the GTE’s expense for Auditor General access reg 20(2), maintenance of registers reg 36, synchronising financial years reg 23). Decision rights rest with the Treasurer (exemptions reg 28), the Portfolio Minister (directions reg 6; extensions reg 30), GTE boards (resolutions for reports/declarations regs 8(5), 11(3)), and the Auditor General (audit opinion and reporting regs 17-18, 32).

Concentrated benefits and diffuse costs: Ministers gain instruments of control (exemption, direction, scrutiny), the Auditor General gains defined powers for audit and reporting, and boards and executives gain clarity on reporting form. Costs are diffuse across GTE administrative functions, finance teams, and potentially on subsidiaries that must assist, with the bill ultimately on the parent GTE per reg 20(2).

This section sets out, with reference to the Regulations, the principal duties, and the statutory rights created or clarified.

Duties placed on GTEs and officers

Maintain records in a convertible hard copy format if kept electronically (reg 5(1)) and supply a hard copy within a reasonable time if requested by an entitled person (reg 5(2)). This creates a duty both to maintain conversion capability and to provide copies on request.
If records about particular matters are kept outside Australia, keep sufficient written information in Australia to enable true and fair statements, and notify the Treasurer in writing of where that information is kept (reg 6(2)(a)-(b)). The GTE must comply with Portfolio Minister directions to produce specified offshore records in Australia with at least 14 days’ notice (reg 6(3)-(4)). These are operational duties that require jurisdictional awareness of record locations and notification systems.
Prepare an annual financial report comprising financial statements, notes, and a directors’ declaration, and ensure the statements comply with accounting standards and give a true and fair view (reg 8 and reg 10). The directors’ declaration must be made by resolution and signed by at least two directors (reg 8(5)).
Obtain written declarations from the chief executive officer and each person performing a chief financial officer function as to proper maintenance of financial records, compliance with accounting standards and true and fair view before the directors make their declaration (reg 9(1)-(3)). A CEO who also performs the CFO function may make a single declaration (reg 9(4)). The directors remain responsible for compliance (reg 9(5)).
Prepare a directors’ report with required general and specific information (regs 11-15), including operations review, significant state of affairs changes, environmental regulation impacts where applicable, director lists and attendance, remuneration disclosures, and particulars of indemnities and insurance (regs 12-15).
Prepare an interim report for the half-year 1 July to 31 December with specified contents for the GTE and its subsidiaries (reg 16).
Ensure the financial year runs to 30 June (reg 23(1)), and where consolidation is required synchronise subsidiary years within 12 months (reg 23(2)-(3)).
Maintain prescribed registers (borrowing and financial accommodation) with specified particulars (reg 36).
Publish board membership details on the GTE’s website and in the annual report (reg 33), and ensure appointment details are published by or on behalf of the GTE (reg 34).
Engage external review of board performance every three years (reg 37).
Observe specified thresholds for significant transactions: the lesser of 5% of the written down value of consolidated fixed assets and investments in the last audited accounts and $25 million (reg 38).

Statutory rights and ministerial powers

Directors have a statutory right of access to financial records at all reasonable times (reg 7(1)). The Supreme Court may authorise a person to inspect on a director’s behalf and regulate copying and use (reg 7(2)-(4)).
The Treasurer may grant specific exemptions from Divisions 2 and 3 for directors, GTEs or the Auditor General on application, subject to conditions and parliamentary tabling (reg 28). The Treasurer must be satisfied that compliance would make reports misleading, be inappropriate, or impose unreasonable burdens (reg 29).
The Portfolio Minister can direct production of offshore records and specify place and day for production (reg 6(3)-(4)), and may grant extensions of time for acts required under the Part (reg 30). Extensions are to be tabled like Treasury orders (reg 30(3)).
The Auditor General has statutory rights and duties as the auditor of GTEs (reg 17), including rights of access to subsidiary records where consolidated financial statements are produced (reg 20(1)), and an obligation to report contraventions to the Portfolio Minister where audit comment or board notice is not adequate (reg 32(1)-(2)).

Reporting and evidentiary duties

The directors’ declaration must record compliance with accounting standards and that directors have received the CEO and CFO declarations (reg 8(4)-(5)). The directors’ report must discuss remuneration policy and disclose the five highest paid executive officers (reg 15).
The Auditor General’s report must state whether the financial report is in accordance with the Act and these Regulations, and where not, explain why, quantify the effect of non‑compliance where practicable, and describe defects, irregularities or deficiencies (reg 18).

Cost allocation and assistance obligations

If a subsidiary’s records or officers are required for audit, any information, explanation or assistance the Auditor General requires must be given at the expense of the GTE (reg 20(2)). This gives a clear cost allocation: the parent GTE funds the audit assistance necessary in subsidiaries for consolidation.

Scope constraints and interpretation rules

Accounting standards operate in line with specified application dates and allow elective earlier application with a directors’ written election (reg 24). The Regulations incorporate interpretation aids by reference to the Corporations Act Chapter 2M (reg 26), and permit AASB/AUASB publication copies to be admitted as evidence in proceedings absent contrary proof (reg 27).

Other duties

Inclusion in annual reports of specific documents such as the Auditor General’s report and any Treasurer exemption order (reg 31).

Taken together, these duties create a prescriptive compliance routine: record management obligations; specific preconditions for directors’ certification; mandatory content for public reporting; disclosure and register maintenance; and a clear external audit process with rights to compel subsidiary cooperation and to escalate unresolved contraventions to the Portfolio Minister. The Regulations allocate a number of discretionary intervention points to the Treasurer and Portfolio Minister that sit above operational duties placed on GTE management and boards.

The Regulations establish a compliance and oversight architecture but do not itself create express criminal or civil penalty provisions within their text. Enforcement and remedial pathways provided in the Regulations are administrative and audit-focused rather than declaratory of new statutory offences. Key enforcement mechanisms and escalation paths are:

Auditor General auditing and reporting duties (regs 17-18): The Auditor General must form an opinion as to whether a financial report satisfies Act and Regulation requirements, whether information and assistance were provided, and whether records are sufficient (reg 17). The Auditor General must report to the Portfolio Minister on whether the report is in accordance with the Act and the Regulations, and provide reasons and quantification where it is not (reg 18). The Auditor General also supplies a copy of its report to the GTE directors (reg 18(6)). These duties provide public and ministerial visibility of non‑compliance and defects.
Obligation to report contraventions to Portfolio Minister (reg 32): If, in performing audit duties, the Auditor General is satisfied there has been a contravention of any provision of the Part, and that the matter has not or will not be adequately dealt with by comment in the Auditor General’s report on the financial statements or by bringing it to the GTE board’s attention, the Auditor General must report the matter without delay to the Portfolio Minister in writing (reg 32(1)-(2)). This is a mandatory escalation mechanism.
Application of provisions of the Auditor General Act 2006 (reg 32(3)): Sections 14, 16-18, 24-37, 45 and 46 of the Auditor General Act 2006 apply to a GTE as if it were a statutory authority named in the Financial Management Act 2006 Schedule 1 (reg 32(3)). The applied Auditor General Act provisions may carry powers of inspection, entry, direction and report that broaden enforcement and investigatory capability, though the Regulations do not reproduce those provisions; they import them by reference. Practitioners must look to the Auditor General Act 2006 for the substantive powers applied.
Parliamentary tabling and ministerial oversight (regs 28(5), 30(3), 31): The Treasurer must table any exemption order made under reg 28 within 14 sitting days (reg 28(5)). Instruments granting extensions of time by the Portfolio Minister are to be treated as orders for the purposes of the tabling requirement (reg 30(3)). Annual reports must include the Auditor General’s report and any Treasurer exemption order (reg 31). These requirements ensure parliamentary notice and public disclosure of both compliance and departures from standard rules.
Supreme Court control over third‑party inspections (reg 7): The Supreme Court may authorise persons to inspect financial records on a director’s behalf and make orders limiting use of inspected information or making copies (reg 7(2)-(4)). This provides an adjudicative route to shape access rights and protect sensitive information, but does not in itself impose penalties.

Notably absent in the Regulations are express monetary fines, criminal offence provisions, or civil penalty mechanisms specified within the Regulations text itself for breaches of the reporting or record-keeping rules. The enforcement levers are therefore primarily:

Audit findings and public or ministerial disclosures (Auditor General reports);
Ministerial actions such as exemptions, directions and notices (regs 6, 28-30);
Parliamentary oversight via tabling (reg 28(5), reg 31);
Court-ordered limitations on inspection (reg 7); and
The application by reference of selected Auditor General Act provisions (reg 32(3)), which should be examined directly to identify any investigatory or enforcement powers imported.

Practitioners should therefore treat non‑compliance as primarily exposing a GTE to reputational, parliamentary and administrative consequences rather than as automatically triggering statutory fines under these Regulations alone. The Regulations do, however, create positive duties (for example, mandatory declarations by CEO/CFOs and directors before director declarations are signed reg 8(4)-(5), 9), the breach of which may lead to adverse Auditor General findings and potential further action under the Auditor General Act or other relevant statutory regimes. Where escalation to courts or other sanctions is a concern, practitioners must map the possible intersection of the Auditor General Act, the Government Trading Enterprises Act, and other Commonwealth or State law provisions that prescribe penalties.

The Regulations are expressly framed as subordinate to and operating in conjunction with the Government Trading Enterprises Act 2023; they also cross‑refer to and import concepts and mechanisms from other Western Australian and national instruments. Key interactions:

Government Trading Enterprises Act 2023
- The Regulations repeatedly reference sections of the Act. For example, compliance with accounting standards is tied to section 144(2) of the Act (regs 8(4)(d), 10, 17(a), 18(1)(a)). The Auditor General’s audit function under the Act (s 145) is elaborated by reg 17. The interim reporting obligation under s 146 of the Act is specified by reg 16. Registers and prescribed transactions are linked to s 132 and s 137 of the Act (regs 35, 36). The Regulations therefore operationalise numerous Act provisions by supplying procedural and content requirements.
Corporations Act 2001 (Cth)
- The Regulations deliberately align definitions and interpretation of accounting standards with the Corporations Act. Regulation 3(2)(a) provides that a term used in the Part has the same meaning as in Corporations Act Part 1.2, with “company” read as “GTE”. Regulation 26 provides that expressions in accounting standards have the same meaning as in Corporations Act Chapter 2M, unless a contrary intention appears, and that Part 1.2 provisions apply as if the standard’s provisions were provisions of that Chapter. Regulation 27 invokes Corporations Act sections 334 and 336 in relation to the AASB/AUASB texts. Practically, the Regulations embed nationally consistent accounting and auditing terminologies and admission of AASB/AUASB publications as evidence.
Auditor General Act 2006 and Financial Management Act 2006
- Regulation 32(3) imports specified sections (14, 16-18, 24-37, 45 and 46) of the Auditor General Act 2006 to apply to a GTE as if it were a statutory authority named in the Financial Management Act 2006 Schedule 1. This importation extends selected audit powers, reporting and procedural provisions from the Auditor General Act to GTEs. The precise implications require examination of those Auditor General Act sections, as they may confer investigatory powers, notice and reporting protocols, and other administrative levers not reproduced in the Regulations.
Other State regulations
- The Regulations amend other WA subordinate instruments by deleting provisions: regulation 7 of the Electricity Corporations (Electricity Generation and Retail Corporation) Regulations 2013 (reg 40), and Part 3A of the Western Australian Land Authority Regulations 1999 (reg 42). These deletions are technical cross-instrument adjustments and may remove overlaps or duplications between regimes; practitioners must check those instruments to see what has been removed.
Accounting standards and AASB/AUASB publications
- The Regulations assume application of Australian accounting standards in line with Corporations Act mechanisms (reg 24-27). A GTE must ensure its financial reports comply with applicable accounting standards (reg 8(4)(a), reg 10), and may elect earlier adoption subject to board resolution (reg 24). Regulation 27 provides evidentiary weight to AASB/AUASB publications for proceedings under the Act.
Common law and courts
- The Supreme Court’s role to authorise and regulate third‑party inspections on a director’s behalf (reg 7(2)-(4)) brings in ordinary judicial procedures for access to records, balancing director rights with confidentiality where necessary.
Other statutory regimes (indemnities, insurance and Corporations Act interaction)
- The Regulations require disclosure of indemnities, relevant agreements and insurance premiums in the directors’ report, explicitly noting where sections of the Act (for example section 66) would otherwise prohibit indemnities (reg 14). The Regulations’ references to “relevant agreement (as defined in the Corporations Act s 9)” (reg 14(3)) illustrate another cross-reference.

Where overlaps exist (for example with Corporations Act provisions on directors’ duties, accounting standard application, or indemnities), the Regulations adopt the Corporations Act terminology and interpretive rules rather than create a divergent WA corporate regime, reducing doctrinal conflict but requiring practitioners to read the Corporations Act and accounting standards in tandem with these Regulations. The importation of specified Auditor General Act provisions extends audit powers into the GTE context and creates a blended enforcement interface between the Act, the Regulations and the Auditor General Act.

Because the Regulations do not create express penalty provisions, enforcement often depends on interaction with the Auditor General Act (imported provisions) and with parliamentary oversight mechanisms under the Act and Financial Management Act frameworks. Practitioners should therefore map linked statutes (Government Trading Enterprises Act 2023, Corporations Act, Auditor General Act 2006 and Financial Management Act 2006) to form a complete compliance and enforcement picture.

The Regulations include a compilation table at the end that records their publication and amendments. The instrument was originally published as the Government Trading Enterprises Regulations 2023 (SL 2023/100) on 30 June 2023 and commenced on 1 July 2023 (reg 2 and compilation table). An amendment instrument, the Government Trading Enterprises Amendment Regulations 2024 (SL 2024/17), was published on 21 February 2024 and effected further changes on 21-22 February 2024 depending on the provision (compilation table).

Specific amendment identified within the body:

Regulation 32A, an inserted regulation prescribing an end date for former financial administration and audit provisions (the end of 29 February 2024), carries an insertion note: “[Regulation 32A inserted: SL 2024/17 r. 4.]”. This indicates the 2024 amendment inserted reg 32A and that it came into effect in that amendment (compilation table confirms dates).

The compilation table reproduces commencement details for both the original Regulations and the 2024 amendment and specifies that regulations other than r. 1 and 2 of the 2024 amendment came into operation on 22 February 2024 (compilation table). The table does not specify any other amendments beyond SL 2024/17.

The Regulations also enact deletions in other regulation instruments (regs 39-42). Those deletions are themselves express amendments effected by the Regulations. The instrument deletes regulation 7 of the Electricity Corporations (Electricity Generation and Retail Corporation) Regulations 2013 (reg 40) and deletes Part 3A of the Western Australian Land Authority Regulations 1999 (reg 42). The compilation table notes the dates for the Regulations’ commencement, carrying those deletions into force on the same dates.

No other amending instruments or historical versions are included in the text provided. Where regulations import or reference other laws (for example the Auditor General Act 2006), the Regulations are stated to apply selected sections as if the GTE were a statutory authority named in another Act’s schedule (reg 32(3)), but this is not an amendment of those Acts; it is an application of their provisions to GTEs.

Practitioners should consult the Western Australian legislation database for any subsequent amending instruments after SL 2024/17, and for the text of the deleted provisions in the two other regulations where context or historical comparison is required. The compilation table is the document’s inbuilt record of changes up to the indicated dates.

The Regulations text supplied contains no references to any cases, litigation, judicial determinations, or precedent decisions. The instrument does not identify any litigation that interprets or tests its provisions. Consequently:

There is no litigation history recorded in the Regulations themselves.
No judicial decisions are cited or embedded in the Regulations to guide interpretation.
Practitioners must rely on the statutory text, the associated Act, Corporations Act materials, the Auditor General Act 2006, and any subsequent case law that may interpret these or comparable statutory financial reporting duties.

Because several provisions import language and interpretive approaches from the Corporations Act and apply selected provisions of the Auditor General Act, relevant litigation under those instruments (outside this document) may have interpretive value when applied by courts to disputes involving the Regulations. For example, interpretation of accounting standard terms in the Corporations Act or judicial treatment of director declarations under the Corporations Act may be persuasive analogues. However, the Regulations themselves do not report or name any authorities.

If a practitioner needs guidance on how courts may construe the obligations here (for example, the practical meaning of “true and fair”, the scope of a director’s right of access, or the Supreme Court’s exercise of discretion over inspections), research will be required into case law under the Corporations Act, the Auditor General Act, and general public law judicial review of ministerial directions, as none is supplied within the instrument.

The Regulations impose specific procedural and documentary requirements that can create practical traps if overlooked. Below are concrete “gotchas” drawn directly from the text.

Directors’ declaration preconditioned on CEO/CFO declarations (regs 8-9)
- A directors’ declaration under reg 8(4) may be made only after a written declaration has been given to the directors by both the chief executive officer and each person who performs a chief financial officer function (reg 9(1)-(3)). A failure to obtain those written declarations before the board resolves and signs the directors’ declaration would breach the procedural precondition. Note a CEO who also performs the CFO function may make one declaration covering both roles (reg 9(4)). The directors nonetheless retain responsibility for ensuring compliance (reg 9(5)). In practice, timing and document control are critical.
“Chief financial officer function” can be shared (regs 3-4)
- The function is defined functionally and can be performed by multiple people together (reg 4(2)). If an organisation devolves financial responsibilities across several executives, each of them may be required to give the written declaration under reg 9. Failure to identify who performs the function may result in missing required declarations.
Electronic record format must be convertible and hard copies provided (reg 5)
- The Regulations require that electronic financial records be convertible into hard copy (reg 5(1)) and that a hard copy be made available within a reasonable time upon request by an entitled person (reg 5(2)). “Reasonable time” is not defined; GTEs should set and communicate practicable timelines and conversion capability.
Offshore records and notification obligations (reg 6)
- If financial records about particular matters are kept outside Australia, the GTE must retain sufficient written information in Australia to permit true and fair statements and must notify the Treasurer in writing of where the information is kept (reg 6(2)(a)-(b)). Failure to notify the Treasurer or to retain sufficient written information in Australia could be problematic. The Portfolio Minister can also require production of offshore records in Australia with at least 14 days’ notice and specify a reasonable place for production (reg 6(3)-(4)). GTEs must maintain a register or process to identify offshore record locations and associated compliance steps.
Subsidiary cooperation at the GTE’s expense (regs 19-21)
- Where consolidation is required, directors and officers of subsidiaries must provide information necessary for consolidated statements (reg 19), and the Auditor General can require access and assistance from a subsidiary, which must be given at the expense of the GTE (reg 20(1)-(2)). GTEs should account for these costs and ensure contractual or governance mechanisms with subsidiaries to secure cooperation.
Synchronisation of financial years (reg 23)
- The GTE must ensure subsidiaries’ financial years are synchronised with the GTE’s within 12 months after the situation calling for consolidation arises (reg 23(2)-(3)). This may require subsidiaries to change reporting cycles, which has tax, audit and operational implications. Practitioners should plan year-end conversions and associated adjustments.
Directors’ signature formalities (reg 8(5), reg 11(3))
- Directors’ declarations and directors’ reports must be made in accordance with a resolution of the directors, specify the date and be signed by at least two directors (reg 8(5), 11(3)). Failure to meet these formalities may render the documents non-compliant.
Exemption orders require parliamentary tabling (reg 28(5))
- The Treasurer’s power to exempt is subject to parliamentary tabling within 14 sitting days (reg 28(5)). A GTE relying on an exemption must ensure the order is appropriately obtained and noted, as it will be public and included in the annual report per reg 31.
Narrow statutory criteria for exemptions (reg 29)
- The Treasurer must be satisfied that compliance would make the financial report misleading, be inappropriate, or impose unreasonable burdens (reg 29). These criteria are specific; frivolous or convenience-based exemption requests are unlikely to meet the statutory test.
Hedging transactions are specified (reg 35)
- The Regulations prescribe which transactions qualify as hedging for s 137(2) purposes, including forwards, futures, options, spot, swaps and combinations or mixtures including permitted transactions under s 132 (reg 35). Entities using novel or structured derivatives should check whether their instruments fall within these categories or whether additional approval is required.
Registers require granular information (reg 36)
- The borrowing and financial accommodation registers must include detailed particulars such as amounts, lenders, legislative authority for accommodation, terms and conditions, security form, circumstances of invocation, estimated unknown liabilities (reg 36(2)-(3)). GTEs must establish processes to capture and retain these details in a searchable register.
Significant transactions threshold is a compound test (reg 38)
- The threshold is the lesser of 5% of the written down value of consolidated fixed assets and investments from the last audited accounts and $25 million (reg 38). Calculating this requires using audited figures and understanding what constitutes “fixed assets and investments” in the consolidation context.
Auditor General’s escalation obligation (reg 32)
- If the Auditor General is satisfied there has been a contravention and it will not be adequately dealt with by audit comment or by bringing it to the board’s attention, the Auditor General must report the matter to the Portfolio Minister without delay (reg 32(1)-(2)). Significant non‑compliance can lead to immediate ministerial scrutiny.
Evidence of accounting standard texts (reg 27)
- Copies purporting to be published by the AASB/AUASB are admissible evidence of the text of a standard absent contrary evidence (reg 27(2)). This preserves practical evidentiary mechanisms for courts or tribunals but also means that GTEs should ensure they reference the authoritative published texts when applying or interpreting standards.

Each of these items is grounded in the Regulations’ text. Practitioners should document internal processes to address them, including checklisting board resolutions, declaration sequencing, record location mapping, subsidiary cooperation agreements, register templates, and contingency budgeting for audit assistance and year-end synchronisation.

This section sets out a practical compliance checklist and recommended operational steps, grounded in the Regulations’ provisions, for GTEs and their advisers.

Documents and timing
- Annual financial report: prepare financial statements, notes, and directors’ declaration as set out in reg 8. Ensure the financial statements comply with accounting standards (reg 8(4)(a)) and give a true and fair view (regs 8(4)(b), 10). The directors’ declaration must be made by board resolution, dated, and signed by at least two directors (reg 8(5)).
- Directors’ report: prepare the directors’ report each year including the general information (operations review, state of affairs, principal activities, developments and environmental performance where applicable) required by reg 12 and the specific information required by regs 13-15 (director names and periods, CEO and executive officers, CFO function performers, auditors, indemnities and insurance details, remuneration policy and remuneration of top five executive officers).
- Interim report: prepare the half‑year report for the period 1 July to 31 December with the operational report, statement of financial performance, KPI achievement statement and any information required by the GTE’s annual performance statement under s 75(5)(b) of the Act (reg 16).
Declarations and internal approvals
- Identify and document who performs the chief financial officer function per reg 4. If the function is shared, ensure each individual who performs the function gives the written declaration required by reg 9.
- Obtain the written declarations from the CEO and each CFO function performer before the board makes the directors’ declaration (reg 9(1)-(3)). Ensure each declaration is in writing, dated, specifies the declarant’s capacity, and is signed (reg 9(3)).
- Ensure board resolutions are properly minuted and that at least two directors sign the directors’ declaration and directors’ report (regs 8(5), 11(3)).
Record-keeping and offshore records
- Maintain financial records in an electronic format that can be converted into hard copy, and establish procedures to produce hard copies within a reasonable time when requested (reg 5).
- Map the location of all financial records. Where records about particular matters are kept outside Australia, retain sufficient written information in Australia to enable true and fair statements, and notify the Treasurer in writing of the place where those records are kept (reg 6(2)(a)-(b)).
- Prepare to comply with Portfolio Minister directions to produce offshore records with at least 14 days’ notice and to produce them at a reasonable place in Australia (reg 6(3)-(4)).
Subsidiary management and consolidation
- Where consolidation is required under reg 8(2)(b), ensure governance agreements with subsidiaries obligate their officers and auditors to provide information necessary for consolidated statements (reg 19).
- Budget for the cost of providing information and assistance to the Auditor General in relation to subsidiary records, as these costs fall to the GTE (reg 20(2)).
- Plan to synchronise subsidiaries’ financial years with the GTE’s within 12 months of the need to consolidate (reg 23(2)-(3)). This may require early year-end adjustments and coordination with auditors.
Auditor General engagement
- Provide timely and full cooperation to the Auditor General. The Auditor General must form an opinion on compliance with the Act and Regulations and whether the GTE has given all information, explanation and assistance necessary (reg 17).
- Review the Auditor General’s draft management letter and final report. If the Auditor General identifies contraventions that will not be adequately dealt with by audit comment or by bringing them to the board’s attention, expect a report to the Portfolio Minister (reg 32(1)-(2)). Prepare an internal remediation plan in advance to address likely audit findings.
Registers and hedging transactions
- Establish and maintain a borrowing register and a financial accommodation register with the particulars mandated by reg 36(2)-(3). Ensure the registers are complete and auditable.
- Identify and log hedging transactions covered by reg 35 (forward, futures, option, spot, swap, and combinations including permitted section 132 transactions) and ensure appropriate governance, approvals and accounting treatment.
Governance disclosures and external review
- Publish board membership details set out in reg 33 on the GTE’s website and in the annual report, and ensure appointment details are published by or on behalf of the GTE per reg 34.
- Schedule and commission an external review of board performance at least once every three years (reg 37). Retain evidence of scope, tendering or selection process, reviewer independence and the review report for audit.
Significant transactions and approvals
- For threshold calculations under reg 38, compute the 5% measure using the written down value of consolidated fixed assets and investments from the last audited accounts and compare to $25 million; apply the lesser of the two as the relevant amount. Implement internal sign‑off and reporting triggers tied to this threshold.
Accounting standards and earlier adoption
- Track accounting standard application dates and board elections to adopt earlier periods if desired. Any election to apply an accounting standard earlier must be made in writing by the directors (reg 24(3)). Ensure accounting treatments align with the Corporations Act interpretive rules via reg 26.
Exemptions and extensions
- If considering applying for a Treasurer exemption under reg 28, prepare a board‑authorised written application signed by a director (reg 28(3)) and document how compliance would make the report misleading, be inappropriate, or impose unreasonable burdens as required by reg 29. Note the Treasurer must table the order in Parliament within 14 sitting days (reg 28(5)).
- If an extension of time is required for an act under the Part, apply to the Portfolio Minister (reg 30(2)) and note such extensions are to be tabled like Treasurer orders (reg 30(3)).
Annual report content
- Ensure the annual report includes the financial report, the directors’ report, the Auditor General’s report, and copies of any Treasurer orders under reg 28 (reg 31). Keep an internal checklist tied to the annual reporting timetable.
Evidence and audit readiness
- Keep authoritative copies of the relevant AASB/AUASB standards and maintain a log of standard versions and application dates. Regulation 27 gives evidentiary weight to AASB/AUASB texts purporting to be published by those bodies (reg 27(2)). Ensure audit workpapers document compliance with applicable standards and the directors’ and executives’ declarations.
Cross‑reference obligations
- Because the Regulations reference the Act and the Corporations Act interpretive mechanisms, maintain an integrated compliance file linking specific reg provisions to corresponding Act and Corporations Act provisions (for example s 144(2) of the Act referenced in regs 8(4)(d), 10, 17(a), 18(1)(a)).
Record retention and discovery planning
- Given the Supreme Court’s role in authorising third‑party inspections on a director’s behalf and the Portfolio Minister’s power to direct production of offshore records, retain an auditable trail of where records are held, conversions performed, and any notices or requests responded to. Establish a standing process to respond to court authorisations or ministerial directions.

By mapping these steps into a compliance calendar and allocating responsibilities to finance, legal, board secretariat, and IT records management, a GTE can operationalise the Regulations’ obligations. Where in doubt, obtain legal advice on the interpretation of “reasonable time”, the scope of the CFO function, the computation of the written down value for thresholds, and the application of imported Auditor General Act provisions.

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