THE CORPORATIONS LAW

CHAPTER 2K - CHARGES

PART 2K.2 - REGISTRATION

SECTION 265   REGISTRATION OF DOCUMENTS RELATING TO CHARGES  

265(1)  [Australian Register of company charges]  

The Commission shall keep a register to be known as the Australian Register of Company Charges.

265(2)  [Particulars to be included in Register]  

Where a notice in respect of a charge on property of a company that is required by section 263 or 264 to be lodged is lodged (whether during or after the period within which the notice was required to be lodged) and the notice contains all the particulars required by the relevant section to be included in the notice, the Commission shall as soon as practicable cause to be entered in the Register the time and date when the notice was lodged and the following particulars in relation to the charge:

(a)  if the charge is a charge created by the company, the date of its creation or, if the charge was a charge existing on property acquired by the company, the date on which the property was so acquired;

(b)  a short description of the liability (whether present or prospective) secured by the charge;

(c)  a short description of the property charged;

(d)  the name of the trustee for debenture holders or, if there is no such trustee, the name of the chargee.

265(3)  [Deemed registration]  

Subject to subsection (9), where particulars in respect of a charge are entered in the Register in accordance with subsection (2), the charge shall be deemed to be registered, and to have been registered from and including the time and date entered in the Register under that subsection.

265(4)  [``provisional'' entries]  

Where:

(a)  a notice in respect of a charge on property of a company is lodged under section 263 or 264 (whether during or after the period within which the notice was required to be lodged); and

(b)  the notice is not accompanied by a certificate to the effect that all documents accompanying the notice have been duly stamped as required by any applicable law relating to stamp duty;

the Commission must cause to be entered in the Register the time and date when the notice was lodged and the particulars referred to in paragraphs (2)(a), (b), (c) and (d), but must cause the word ``provisional'' to be entered in the Register in relation to the entry specifying that time and date.

265(5)  [Treatment of provisional entries]  

Where:

(a)  in accordance with subsection (4), the word ``provisional'' is entered in the Register in relation to an entry specifying the time and date on which a notice in respect of a charge was lodged; and

(b)  within a period of 30 days or such longer period as is prescribed after the notice was lodged, or within such further period as the Commission, if it considers it to be appropriate in a particular case, allows, a certificate to the effect set out in paragraph (4)(b) has been produced to the Commission;

the Commission shall delete the word ``provisional'' that was so entered in relation to the entry relating to that charge, but if such a certificate is not produced within the period, or the further period, referred to in paragraph (b), the Commission shall delete from the Register all the particulars that were entered in relation to the charge.

265(6)  [Provisional entries - purported notices]  

Where a document that purports to be a notice in respect of a charge on property of a company for the purposes of section 263 or 264 is lodged (whether during or after the period within which the notice was required to be lodged) and the document contains the name of the company concerned and the particulars referred to in subparagraph 263(1)(a)(vii) or (viii), as the case requires, but does not contain some or all of the other particulars that are required to be included in the notice or is otherwise defective:

(a)  the Commission shall cause to be entered in the Register the time and date when the document was lodged and such of the particulars referred to in paragraphs (2)(a), (b), (c) and (d) as are ascertainable from the document, but shall cause the word ``provisional'' to be entered in the Register in relation to the entry specifying that time and date; and

(b)  the Commission shall, by notice in writing to the person who lodged the document, direct the person to ensure that there is lodged, on or before the day specified in the notice, a notice in relation to the charge that complies with the requirements of section 263 or 264, as the case may be, but the giving by the Commission of a direction to the person under this paragraph does not affect any liability that the company may have incurred or may incur by reason of a contravention of section 263 or 264.

265(7)  [Removal of provisional entries]  

Where the Commission gives a direction to a person under paragraph (6)(b) in relation to a charge:

(a)  if the direction is complied with on or before the day specified in the notice containing the direction, the Commission shall:

(i) delete from the Register the word ``provisional'' that was inserted pursuant to paragraph (6)(a); and

(ii) cause to be entered in the Register in relation to the charge any particulars referred to in subsection (2) that have not previously been entered;

(b)  if the direction is not complied with on or before that day - the Commission shall delete from the Register all the particulars that were entered in relation to the charge; and

(c)  if the direction is complied with after that day - the Commission shall cause to be entered in the Register in relation to the charge the time at which and day on which the direction was complied with and the particulars referred to in paragraphs (2)(a), (b), (c) and (d).

265(8)  [Entry of other particulars]  

The Commission may enter in the Register in relation to a charge, in addition to the particulars expressly required by this section to be entered, such other particulars as the Commission thinks fit.

265(9)  [Effect of provisional entry on registration]  

If the word ``provisional'' is entered in the Register in relation to an entry specifying a time and day in relation to a charge, the charge shall be deemed not to have been registered but:

(a)  where the word ``provisional'' is deleted from the Register pursuant to subsection (5) or paragraph (7)(a) - the charge shall be deemed to be registered and to have been registered from and including the time and day specified in the Register pursuant to subsection (4) or paragraph (6)(a), as the case may be; or

(b)  where the particulars in relation to the charge are deleted from the Register pursuant to paragraph (7)(b) and those particulars and a time and day are subsequently entered in the Register in relation to the charge pursuant to paragraph (7)(c) - the charge shall be deemed to be registered from and including that last-mentioned time and day.

265(10)  [Two or more charges - registrable body]  

Where, pursuant to subsection 263(3), a registrable body lodges notices relating to 2 or more charges on the same property of the registrable body, the time and day that shall be entered in the Register in relation to each of those charges are the time and day when the first notice was lodged.

265(11)  [Respective priorities - registrable body]  

Where, in accordance with subsection (10), the time and day that are entered in the Register are the same in relation to 2 or more charges on property of a registrable body, those charges shall, as between themselves, have the respective priorities that they would have had if they had not been registered under this Part.

265(12)  [Two or more charges - company acquiring property]  

Where, pursuant to section 264, a company lodges notices relating to 2 or more charges on the same property acquired by the company (being charges that are not already registered under this Part), the time and day that shall be entered in the Register in relation to each of those charges are the time and day when the first notice was lodged.

265(13)  [Respective priorities - company acquiring property]  

Where, in accordance with subsection (12), the time and day that are entered in the Register are the same in relation to 2 or more charges on property acquired by a company, those charges shall, as between themselves, have the respective priorities that they would have had if they had not been registered under this Part.

265(14)  [Notice of assignment or variation]  

Where a notice is lodged under section 268 (whether during or after the period within which it was required to be lodged), the Commission shall as soon as practicable cause to be entered in the Register the time and day when the notice was so lodged and the particulars set out in the notice.