Corporations Act 2001

CHAPTER 8B - CORPORATE COLLECTIVE INVESTMENT VEHICLES  

PART 8B.6 - EXTERNAL ADMINISTRATION AND DEREGISTRATION  

Division 2 - Arrangements and reconstructions of sub-funds  

SECTION 1235C   APPLYING ARRANGEMENTS AND RECONSTRUCTIONS PROVISIONS TO SUB-FUNDS  

1235C(1)    
If a compromise or arrangement is proposed between a CCIV and the creditors of a sub-fund or any class of them, or between a CCIV and the members of a sub-fund or any class of them, the arrangements and reconstructions provisions referred to in subsection (2) apply to the proposed compromise or arrangement subject to:

(a)    such modifications as are set out in this Division; and

(b)    such other modifications as are made necessary by the fact that the CCIV is proposing to enter into a compromise or arrangement relating to only one sub-fund of the CCIV.

Arrangements and reconstructions provisions

1235C(2)    
The provisions (the arrangements and reconstructions provisions ) are as follows:

(a)    Part 5.1 (other than a provision excluded by subsection (3) );

(b)    the other provisions of the Corporations legislation (other than a provision excluded by subsection (3) ) to the extent to which they relate to the operation of the provisions referred to in paragraph (a) .

1235C(3)    
For the purposes of subsection (2) , the provisions excluded from the arrangements and reconstructions provisions are as follows:

(a)    section 410 ;

(b)    subsections 411(1A) , (1B) and (1C) ;

(c)    a provision prescribed by regulations made for the purposes of this paragraph.

Translation rules

1235C(4)    
In the application of the arrangements and reconstructions provisions, those provisions apply as if the substitutions set out in the following table were made.

Substitutions to be made
Item	Column 1 If the provision …	Column 2 substitute a reference to …
1	refers to the Part 5.1 body (the relevant body ) (whether the reference is express or implied, and (if the reference is express) whether the Part 5.1 body is referred to as a Part 5.1 body, a company, a body corporate, a corporation, or in some other way), and the reference is not covered by another item of this table	the sub-fund (but see subsections (5) and (6) )
2	refers to the directors, or a director, of the relevant body	each of the following:
		(a)	the corporate director;
		(b)	a director of the corporate director
3	refers to an officer of the relevant body	each of the following:
		(a)	a director of the CCIV;
		(b)	a person covered by paragraph (b) , (c) or (d) of the definition of officer of a CCIV in section 1224B in relation to the sub-fund
4	refers to shares in the relevant body	shares referable to the sub-fund
5	refers to debentures of the relevant body	debentures referable to the sub-fund

Note: For item 2 - for example, the draft explanatory statement provided for in subsection 411(2) must state any material interests of the corporate director and of the directors of the corporate director.

1235C(5)    
Despite item 1 of the table in subsection (4) , a reference covered by column 1 of that item is taken to be a reference to the CCIV if the context of the reference so requires (for example, because the reference requires the legal capacity and powers of a company).

Note 1: For example, references to the Part 5.1 body, in the context of the body as a party to a compromise or arrangement, are references to the CCIV, because the CCIV is the legal person that is a party to, and that is bound by, the compromise or arrangement.

Note 2: For example, references to the Part 5.1 body, in the context of identifying a liquidator, are references to the sub-fund, because winding up of a CCIV takes place at the sub-fund level.

1235C(6)    
If a reference in a provision to the relevant body is, as a result of subsection (5) , taken to be a reference to the CCIV, the operation of the provision in relation to the CCIV is confined, to the extent possible, to the sub-fund.