Corporations Act 2001

CHAPTER 9 - MISCELLANEOUS  

PART 9.1 - MATTERS RELATING TO HANDLING RECORDS AND INFORMATION  

Division 1 - The Registrar  

Subdivision A - Appointment etc. of the Registrar  

SECTION 1270   APPOINTMENT OF THE REGISTRAR  

1270(1)    
The Minister may, by notifiable instrument, appoint a Commonwealth body to be the Registrar.

1270(2)    
The Minister may, by notifiable instrument, appoint a Commonwealth body to be the Registrar in relation to one or more functions or powers of the Registrar.

SECTION 1270A  

1270A   FUNCTIONS  

The Registrar ' s functions are:

(a)    such functions as are conferred on the Registrar by or under this Act; and

(b)    such functions as are prescribed by rules made for the purposes of this paragraph under section 1270T ; and

(c)    such functions as are incidental to the functions mentioned in paragraph (a) or (b).

SECTION 1270B  

1270B   POWERS  

The Registrar ' s powers include:

(a)    such powers as are conferred:

(i) on the Registrar in relation to the functions mentioned in section 1270A ; and

(ii) by or under this Act; and

(b)    the power to do all things necessary or convenient to be done for or in connection with the performance of those functions.

SECTION 1270C   DIRECTIONS BY MINISTER  

1270C(1)    
The Minister may, by legislative instrument, give written directions to the Registrar about the performance of its functions and the exercise of its powers.

Note: Section 42 (disallowance) and Part 4 of Chapter 3 (sunsetting) of the Legislation Act 2003 do not apply to the directions (see regulations made for the purposes of paragraphs 44(2)(b) and 54(2)(b) of that Act).

1270C(2)    
Without limiting subsection (1), a direction under that subsection may relate to any of the following:

(a)    matters to be dealt with in the data standards or disclosure framework;

(b)    consultation processes to be followedprior to making data standards or the disclosure framework.

1270C(3)    
A direction under subsection (1) must be of a general nature only.

1270C(4)    
Subsection (3) does not prevent a direction under subsection (1) from relating to a particular matter to be dealt with in the data standards or disclosure framework. However, the direction must not direct the Registrar how to apply the data standards or disclosure framework in a particular case.

1270C(5)    
The Registrar must comply with a direction under subsection (1).

SECTION 1270D   DELEGATION  

1270D(1)    
The Registrar may, in writing, delegate all or any of the Registrar ' s functions or powers under this Act (other than the power to make data standards or the disclosure framework) to:

(a)    any person to whom it may delegate any of its other functions, as a Commonwealth body, under a law of the Commonwealth; or

(b)    any person of a kind specified in rules made under section 1270T .

Note: Sections 34AA to 34A of the Acts Interpretation Act 1901 contain provisions relating to delegations.

1270D(2)    
In performing a delegated function or exercising a delegated power, the delegate must comply with any written directions of the Registrar.

SECTION 1270E   ASSISTED DECISION MAKING  

1270E(1)    
The Registrar may arrange for the use, under the Registrar ' s control, of processes to assist decision making (such as computer applications and systems) for any purposes for which the Registrar may make decisions in the performance or exercise of the Registrar ' s functions or powers under this Act, other than decisions reviewing other decisions.

1270E(2)    
A decision the making of which is assisted by the operation of such a process under an arrangement made under subsection (1) is taken to be a decision made by the Registrar.

1270E(3)    
The Registrar may substitute a decision for a decision (the initial decision ) the making of which is assisted by the operation of such a process under an arrangement under subsection (1) if the Registrar is satisfied that the initial decision is incorrect.

SECTION 1270F  

1270F   LIABILITY FOR DAMAGES  

None of the following:

(a)    the Minister;

(b)    the Registrar;

(c)    if the Registrar is a Commonwealth body that has members - a member of the Registrar;

(d)    a member of the staff of the Registrar;

(e)    a person who is, or is a member of or a member of the staff of, a delegate of the Registrar;

(f)    a person who is authorised to perform or exercise a function or power of, or on behalf of, the Registrar;

(g)    an APS employee, or an officer or employee of a Commonwealth body, whose services are made available to the Registrar in connection with the performance or exercise of any of the Registrar ' s functions or powers;

is liable to an action or other proceeding for damages for or in relation to an act done, or omitted to be done, in good faith in performance or purported performance of any function, or in exercise or purported exercise of any power, conferred or expressed to be conferred by or under this Division.

Subdivision B - How the Registrar is to perform and exercise functions and powers  

SECTION 1270G   DATA STANDARDS  

1270G(1)    
The Registrar may, by legislative instrument, make data standards on matters relating to the performance of the Registrar ' s functions and the exercise of the Registrar ' s powers under this Act.

1270G(2)    
Without limiting subsection (1), the data standards may provide for any of the following:

(a)    what information may be collected for the purposes of the performance of the Registrar ' s functions and the exercise of the Registrar ' s powers under this Act;

(b)    how such information may be collected;

(c)    the manner and form in which such information is given to the Registrar;

(d)    when information is to be given to the Registrar;

(e)    how information held by the Registrar is to be authenticated, verified or validated;

(f)    how information held by the Registrar is to be stored;

(g)    correction of information held by the Registrar;

(h)    the manner and form of communication between the Registrar and persons who give information to the Registrar or seek to access information held by the Registrar;

(i)    integrating or linking information held by the Registrar.

1270G(3)    
Without limiting subsection (1), the data standards may provide differently in relation to different functions or powers of the Registrar.

1270G(4)    
If:

(a)    a Commonwealth body (the new Registrar ) is appointed as the Registrar with particular functions or powers under this Act; and

(b)    immediately before that appointment, another Commonwealth body was the Registrar with those functions or powers; and

(c)    the new Registrar does not have data standards that would apply to those functions or powers;

any data standards applying to those functions or powers immediately before that appointment continue to apply until the new Registrar makes data standards that apply to those functions or powers, or amends its existing data standards to apply to those functions or powers.

SECTION 1270H   GIVING INFORMATION TO THE REGISTRAR  

1270H(1)    
Without limiting section 1270G , the data standards may provide that information is to be given to the Registrar in electronic form, or any other specified form.

1270H(2)    
A requirement under this Act that information is to be provided to the Registrar in a particular form or manner (however described), including a requirement:

(a)    that the information is to be " lodged " or " furnished " ; and

(b)    that the information is to be " written " or " in writing " ; and

(c)    that a " copy " of a document containing the information is to be provided;

is not taken to restrict by implication what the data standards may provide under subsection (1) in relation to that information.

SECTION 1270J   HOW THE REGISTRAR IS TO PERFORM AND EXERCISE FUNCTIONS AND POWERS  

1270J(1)    
The Registrar must perform its functions and exercise its powers under this Act in accordance with:

(a)    the data standards; or

(b)    if there are no data standards that apply to particular functions or powers - any requirement relating to those functions or powers as in force immediately before those functions or powers became functions or powers of the Registrar.

1270J(2)    
This section does not affect the application to the Registrar of any other law of the Commonwealth.

Subdivision C - Disclosure of information  

SECTION 1270K   DISCLOSURE FRAMEWORK  

1270K(1)    
The Registrar may, by legislative instrument, make a disclosure framework relating to disclosing protected information.

1270K(2)    
Without limiting subsection (1), the disclosure framework may provide for any of the following:

(a)    circumstances in which information must not be disclosed without the consent of the person to whom it relates;

(b)    circumstances in which de-identified information may be disclosed;

(c)    circumstances in which information may be disclosed to the general public;

(d)    circumstances in which confidentiality agreements are required for the disclosure of information;

(e)    imposing conditions on disclosure of information.

1270K(3)    
Without limiting subsection (1), the disclosure framework may provide differently in relation to different functions or powers of the Registrar under this Act.

1270K(4)    
A person commits an offence if:

(a)    the person is a party to a confidentiality agreement of a kind mentioned in paragraph (2)(d); and

(b)    the person fails to comply with the confidentiality agreement.

Penalty: 100 penalty units or imprisonment for 2 years, or both.

1270K(5)    
The disclosure framework must not provide for disclosure of protected information unless the Registrar is satisfied that the benefits of the disclosure would outweigh the risks of the disclosure (taking into account any mitigation of those risks in accordance with the disclosure framework).

1270K(6)    
However, subsection (5) does not apply to the extent that the disclosure framework deals with a matter in accordance with a direction under section 1270C .

1270K(7)    
If:

(a)    a Commonwealth body (the new Registrar ) is appointed as the Registrar with particular functions or powers under this Act; and

(b)    immediately before that appointment, another Commonwealth body was the Registrar with those functions or powers; and

(c)    the new Registrar does not have a disclosure framework that would apply to those functions or powers;

the disclosure framework applying to those functions or powers immediately before that appointment continues to apply until the new Registrar makes a disclosure framework that applies to those functions or powers, or amends its existing disclosure framework to apply to those functions or powers.

SECTION 1270L   PROTECTION OF CONFIDENTIALITY OF PROTECTED INFORMATION  

1270L(1)    
A person (the first person ) commits an offence if:

(a)    the first person is, or has been, in official employment; and

(b)    the first person makes a record of information, or discloses information to another person; and

(c)    the information is protected information that was obtained by the first person in the course of the first person ' s official employment.

Penalty: Imprisonment for 2 years.

1270L(2)    
However, subsection (1) does not apply if the recording or disclosure is authorised by subsection (3).

1270L(3)    
The recording or disclosure is authorised by this subsection if:

(a)    the recording or disclosure is for the purposes of this Division; or

(b)    the recording or disclosure happens in the course of the performance of the duties of the first person ' s official employment; or

(c)    in the case of a disclosure - the disclosure is to another person for use, in the course of the performance of the duties of the other person ' s official employment, in relation to the performance or exercise of the functions or powers of a government entity; or

(d)    in the case of a disclosure to another person who is an employee of a State, a Territory or an authority of a State or Territory - the disclosure:

(i) is to the other person for use, in the course of the performance of the duties of that employment, in relation to the performance or exercise of the functions or powers of a government entity; and

(ii) is in accordance with an agreement, about corporate regulation, between the Commonwealth, the States, the Northern Territory and the Australian Capital Territory; or

(e)    in the case of a disclosure - each person to whom the information relates consents to the disclosure; or

(f)    in the case of a disclosure - the disclosure is in accordance with the disclosure framework.

Note: A defendant bears an evidential burden in relation to the matters in subsection (3): see subsection 13.3(3) of the Criminal Code .

SECTION 1270M   AUTHORISATION OF RECORDING OR DISCLOSURE  

1270M(1)    
A person is not liable to any proceedings for contravening a secrecy provision in respect of a recording or disclosure authorised under subsection 1270L(3) , unless the secrecy provision is a designated secrecy provision.

1270M(2)    
A secrecy provision is a provision that:

(a)    is a provision of a law of the Commonwealth (other than this Act); and

(b)    prohibits or regulates the use or disclosure of information.

1270M(3)    
A designated secrecy provision is any of the following:

(a)    

sections 18 to 18B , 92 and 92A of the Australian Security Intelligence Organisation Act 1979 ;

(b)    section 34 of the Inspector-General of Intelligence and Security Act 1986 ;

(c)    sections 39 to 41 of the Intelligence Services Act 2001 ;

(d)    section 8WB of the Taxation Administration Act 1953 ;

(e)    a provision of a law of the Commonwealth prescribed by rules made for the purposes of this paragraph under section 1270T ;

(f)    a provision of a law of the Commonwealth of a kind prescribed by rules made for the purposes of this paragraph under section 1270T .

SECTION 1270N   PREVENTING DISCLOSURE OF PARTICULAR PROTECTED INFORMATION  

1270N(1)    
If:

(a)    a person applies to the Registrar for particular protected information relating to the person not to be disclosed; and

(b)    the Registrar is satisfied that it is not appropriate to disclose that information;

a disclosure of that information is taken, for the purposes of this Act, not to be in accordance with the disclosure framework.

1270N(2)    
Without limiting section 1270K , the disclosure framework may provide for:

(a)    how applications referred to in paragraph (1)(a) are to be made; and

(b)    how those applications are to be decided.

SECTION 1270P  

1270P   AUTHORISATION FOR PURPOSES OF PRIVACY ACT  

A disclosure of personal information (within the meaning of the Privacy Act 1988 ) is taken to be authorised by law for the purposes of paragraph 6.2(b) of Schedule 1 to that Act if:

(a)    the information is protected information; and

(b)    the disclosure is authorised by subsection 1270L(3) of this Act.

SECTION 1270Q  

1270Q   DISCLOSURE TO A COURT  

A person is not to be required:

(a)    to produce to a court any document that:

(i) contains protected information; and

(ii) was made or given under, or for the purposes of, this Act; and

(iii) was obtained by the person in the course of the person ' s official employment; or

(b)    to disclose to a court any protected information that the person obtained in the course of the person ' s official employment;

unless the production or disclosure is necessary for the purpose of giving effect to a taxation law or an Australian business law.

Subdivision D - Miscellaneous  

SECTION 1270R   EXTRACTS OF INFORMATION TO BE ADMISSIBLE IN EVIDENCE  

1270R(1)    
In any proceedings, a document, or a copy of a document, that purports (irrespective of the form of wording used) to be an extract of information held by the Registrar under, or for the purposes of, this Act:

(a)    is proof, in the absence of evidence to the contrary, of information that is stated in it and that purports to be held by the Registrar; and

(b)    is admissible without any further proof of, or the production of, the original;

if it does not appear to the Court to have been revised or tampered with in a way that affects, or is likely to affect, the information.

1270R(2)    
The Registrar may give a person a certified copy of, or extract from, the information held by the Registrar under, or for the purposes of, this Act on payment of the fee (if any) prescribed by rules made under section 1270T .

1270R(3)    
In any proceedings, the certified copy:

(a)    is prima facie evidence of information that is stated in it and that purports to be held by the Registrar under, or for the purposes of, this Act; and

(b)    is admissible without any further proof of, or the production of, the original.

1270R(4)    
This section does not limit the manner in which evidence may be adduced, or the admissibility of evidence, under the Evidence Act 1995 .

SECTION 1270S  

1270S   ANNUAL REPORT  

Each annual report by the Registrar for a period must include information about the performance of the Registrar ' s functions and exercise of the Registrar ' s powers under, or for the purposes of, this Act during that period.

SECTION 1270T   RULES  

1270T(1)    
The Minister may, by legislative instrument, make rules under this section prescribing matters:

(a)    required or permitted by this Division to be prescribed by rules made under this section; or

(b)    necessary or convenient to be prescribed for carrying out or giving effect to this Division.

1270T(2)    
To avoid doubt, rules made under this section may not do the following:

(a)    create an offence or civil penalty;

(b)    provide powers of:

(i) arrest or detention; or

(ii) entry, search or seizure;

(c)    impose a tax;

(d)    set an amount to be appropriated from the Consolidated Revenue Fund under an appropriation in this Act;

(e)    directly amend the text of this Act.

Division 2 - Registers kept by ASIC  

SECTION 1274   REGISTERS  

1274(1)    
ASIC must, subject to this Act, keep such registers as it considers necessary in such form as it thinks fit.

1274(2)    
A person may:

(a)    

inspect any document lodged with ASIC, not being:

(iaa) a notice lodged under subsection 205D(3) ; or

(iab) information of the kind specified under subsection 1212(4) or 1213(4) (information included in, or accompanying, applications in relation to passport funds); or

[ CCH Note: Regulation 10.25.02(3)(j) (which was effective 1 March 2017) provides that the amendments made by No 11 of 2016, s 3, Sch 2[213] apply in relation to external administrations on and after 1 September 2017.]

(i) an application under section 1279 (application for registration as an auditor), or section 20-5 of Schedule 2 (application for registration as a liquidator); or

(ia) a document lodged under a provision of Chapter 7 (other than subsection 792C(1) , section 1015B or section 1015D ); or

(ii) a document lodged under section 1287 (notification of matters by registered auditors), 1287A (annual statements by registered auditors), 30-1 of Schedule 2 (annual liquidator returns) or 35-1 of Schedule 2 (notice of significant events); or

(iii) a document lodged under paragraph 1296(2)(b) ; or

(iv) a report made or lodged under section 422 , 438D or 533 , or regulation 5.5.05 of the Corporations Regulations 2001 ; or

(iva) an ESS offer document, an application form or any supporting information required under section 1100X lodged with ASIC in relation to an offer of ESS interests in a body corporate (the issuing body corporate ), if the conditions set out in subsection (2AA) are satisfied; or

(ivb) an industry notice lodged under subsection 40-100(1) of Schedule 2 ; or

(v) a document that has been destroyed or otherwise disposed of; or

(b)    require a certificate of the registration of a company or any other certificate authorised by this Act to be given by ASIC; or

(c)    require a copy of or extract from any document that the person is entitled to inspect pursuant to paragraph (a) or any certificate referred to in paragraph (b) to be given, or given and certified, by ASIC.

Note: This subsection applies in relation to CCIVs with modifications: see section 1242A .

1274(2AA)    

For the purposes of subparagraph (2)(a)(iva) , the conditions are the following:

(a)    no equity interests in any of the following companies are listed for quotation in the official list of any approved stock exchange at the end of the issuing body corporate ' s most recent income year (the pre-lodgement year ) before the income year in which the relevant document mentioned in subparagraph (2)(a)(iva) is lodged with ASIC:

(i) the issuing body corporate;

(ii) any subsidiary of the issuing body corporate at the end of the pre-lodgement year;

(iii) any holding company of the issuing body corporate at the end of the pre-lodgement year;

(iv) any subsidiary of a holding company of the issuing body corporate at the end of the pre-lodgement year; and

(b)    

the issuing body corporate had an aggregated turnover (within the meaning of the Income Tax Assessment Act 1997 ) not exceeding $50 million for the pre-lodgement year.

1274(2AB)    

Subsection 83A-33(7) of the Income Tax Assessment Act 1997 also applies for the purposes of subsection (2AA) of this section.

1274(2A)    

For the purposes of subsections (2) and (5) , a document given to ASIC by a market operator (whether or not pursuant to a provision of this Act) that contains information that the market operator has made available to participants in the market is taken to be a document lodged with ASIC.

Note: For example, a document given to ASIC for the purposes of subsection 792C(1) will be covered by this subsection.

1274(2B)    

For the purposes of subsections (2) and (5) , information or a copy of a document that is not required to be lodged with ASIC because of section 601CDA or 601CTA is taken to be a document lodged with ASIC if an authority mentioned in the section has given the information or document to ASIC.

1274(2C)    

For the purposes of subsections (2) and (5) , information or a copy of a document that is taken to be lodged with ASIC because of paragraph 1200D(2)(b) or 1200G(10)(b) is taken to be a document lodged with ASIC if an authority mentioned in section 601CDA or 601CTA has given the information or document to ASIC.

1274(2D)    

For the purposes of subsections (2) and (5) , each of the following is taken to be a document lodged with ASIC if a copy has been given to ASIC by APRA:

(a)    benefit fund rules that have been approved by APRA under section 16L of the Life Insurance Act 1995 ;

(b)    an amendment of benefit fund rules that has been approved by APRA under section 16Q of the Life Insurance Act 1995 ;

(c)    consequential amendments of a company ' s constitution that have been approved by APRA under section 16U or 16V of the Life Insurance Act 1995 .

1274(3)    
If a reproduction or transparency of a document or certificate is produced for inspection, a person is not entitled pursuant to paragraph (2)(a) to require the production of the original of that document or certificate.

1274(4)    
The reference in paragraph (2)(c) to a document or certificate includes, where a reproduction or transparency of that document or certificate has been incorporated with a register kept by ASIC, a reference to that reproduction or transparency and, where such a reproduction or transparency has been so incorporated, a person is not entitled pursuant to that paragraph to a copy of or extract from the original of that document or certificate.

1274(4A)    
A person is not entitled under paragraph (2)(a) to require the production of the original of a document or certificate if ASIC keeps by means of a mechanical, electronic or other device a record of information set out in the document or certificate and:

(a)    ASIC produces to the person for inspection a writing that sets out what purports to be the contents of the document or certificate; or

(b)    ASIC causes to be displayed for the person what purports to be the contents of the document or certificate and, as at the time of the displaying, the person has not asked for the production of a writing of the kind referred to in paragraph (a) .

1274(4B)    
Where:

(a)    a person makes under paragraph (2)(c) a requirement that relates to a document or certificate; and

(b)    ASIC keeps by means of a mechanical, electronic or other device a record of information set out in the document or certificate; and

(c)    pursuant to that requirement, ASIC gives a writing or document that sets out what purports to be the contents of:

(i) the whole of the document or certificate; or

(ii) a part of the document or certificate;

then, for the purposes of that paragraph, ASIC is taken to have given, pursuant to that requirement:

(d)    if subparagraph (c)(i) applies - a copy of the document or certificate; or

(e)    if subparagraph (c)(ii) applies - an extract from the document or certificate setting out that part of it.

1274(4C)    
Where:

(a)    the requirement referred to in paragraph (4B)(a) includes a requirement that the copy or extract be certified; and

(b)    pursuant to that requirement, ASIC gives a writing or document as mentioned in paragraph (4B)(c) ;

then:

(c)    ASIC may certify that the writing or document sets out the contents of the whole or part of the document or certificate, as the case requires; and

(d)    the writing or document is, in a proceeding in a court, admissible as prima facie evidence of the information contained in it.

1274(4D)    

ASIC may edit from a statement of affairs any information that ASIC is satisfied is commercial-in-confidence, before allowing a person to inspect the statement, or giving a copy or extract of the statement to a person, under subsection (2) .

1274(4E)    

A statement of affairs is a statement or report required to be prepared under one of the following provisions:

(a)    subsection 421A(1) ;

(b)    paragraph 429(2)(b) ;

(c)    subsection 438B(2) ;

(d)    subsection 475(1) or (2) ;

(e)    subsection 494(2) ;

(f)    subsection 497(4) .

1274(4F)    

Information is commercial-in confidence if:

(a)    the disclosure of the information could unreasonably affect a person, or a business or action related to a person, in an adverse manner; and

(b)    the information is not in the public domain; and

(c)    the information is not required to be disclosed under another law of the Commonwealth, a State or a Territory; and

(d)    the information is not readily discoverable.

1274(4G)    

Despite subsection (2) , a person is not entitled to inspect, or to require a copy or an extract of, any information in a statement of affairs that has been edited from the statement undersubsection (4D) .

1274(5)    
A copy of or extract from any document lodged with ASIC, and certified by ASIC, is, in any proceeding, admissible in evidence as of equal validity with the original document.

Note: See also subsection (2A) for when certain documents are taken to have been lodged with ASIC.

1274(6)    
The reference in subsection (5) to a document includes, where a reproduction or transparency of that document has been incorporated with a register kept by ASIC, a reference to that reproduction or transparency.

1274(7)    
In any proceeding:

(a)    a certificate by ASIC that, at a date or during a period specified in the certificate, no company was registered under this Act by a name specified in the certificate is to be received as prima facie evidence that at that date or during that period, as the case may be, no company was registered by that name under this Act; and

(b)    a certificate by ASIC that a requirement of this Act specified in the certificate:

(i) had or had not been complied with at a date or within a period specified in the certificate; or

(ii) had been complied with at a date specified in the certificate but not before that date;

is to be received as prima facie evidence of matters specified in the certificate; and

(c)    a certificate by ASIC that, during a period specified in the certificate, a particular company was registered, or taken to be registered, under this Act is to be received as prima facie evidence that, during that period, that company was registered under this Act.

1274(7A)    
A certificate issued by ASIC stating that a company has been registered under this Act is conclusive evidence that:

(a)    all requirements of this Act for its registration have been complied with; and

(b)    the company was duly registered as a company under this Act on the date specified in the certificate.

1274(8)    
If ASIC is of opinion that a document submitted for lodgment:

(a)    contains matter contrary to law; or

(b)    contains matter that, in a material particular, is false or misleading in the form or context in which it is included; or

(c)    because of an omission or misdescription has not been duly completed; or

(d)    contravenes this Act; or

(e)    contains an error, alteration or erasure;

ASIC may refuse to register or receive the document and may request:

(f)    that the document be appropriately amended or completed and resubmitted; or

(g)    that a fresh document be submitted in its place; or

(h)    where the document has not been duly completed, that a supplementary document in the prescribed form be lodged.

1274(9)    
ASIC may require a person who submits a document for lodgment to produce to ASIC such other document, or to give to ASIC such information, as ASIC thinks necessary in order to form an opinion whether it may refuse to receive or register the first-mentioned document.

1274(10)    
ASIC may, if in the opinion of ASIC it is no longer necessary or desirable to retain them, destroy or dispose of:

(a)    

in relation to a body corporate:

(i) any return of allotment of shares for cash that has been lodged for not less than 2 years; or

(ii) any balance-sheet that has been lodged for not less than 7 years or any document creating or evidencing a charge, or the complete or partial satisfaction of a charge, where a memorandum of satisfaction of the charge has been registered for not less than 7 years; or

(iii) any other document (other than the constitution or any other document affecting it) that has been lodged or registered for not less than 15 years; or

(c)    any document a transparency of which has been incorporated with a register kept by ASIC.

1274(11)    
If a body corporate or other person, having made default in complying with:

(a)    any provision of this Act or of any other law that requires the lodging in any manner of any return, account or other document or the giving of notice to ASIC of any matter; or

(b)    any request of ASIC to amend or complete and resubmit any document or to submit a fresh document;

fails to make good the default within 14 days after the service on the body or person of a notice requiring it to be done, a court may, on an application by any member or creditor of the body or by ASIC, make an order directing the body or any officer of the body or the person to make good the default within such time as is specified in the order.

1274(12)    
Any such order may provide that all costs of and incidental to the application are to be borne by the body or by any officers of the body responsible for the default or by the person.

1274(13)    
A person must not contravene an order made under subsection (11) .

1274(14)    
Nothing in this section prejudices the operation of any law imposing penalties on a body corporate or its officers or on another person in respect of a default mentioned in subsection (11) .

1274(15)    
Where information about a person is included on a register kept by ASIC, ASIC may at any time, in writing, require that person to give ASIC specified information about the person, being information of the kind included on that register.

1274(16)    
The person must provide the information within such reasonable period, and in such form, as are specified by ASIC.

1274(17)    

An offence based on subsection (9) , (13) or (16) is an offence of strict liability.

Note: For strict liability , see section 6.1 of the Criminal Code .

Division 3 - Miscellaneous  

SECTION 1274AA   REGISTER OF DISQUALIFIED COMPANY DIRECTORS AND OTHER OFFICERS  

1274AA(1)    
ASIC must keep a register of persons who have been disqualified from managing corporations under:

(a)    

section 206C , 206D , 206E , 206EAA , 206EAB , 206EA , 206EB , 206F or 206GAA of this Act; or

(b)    a provision of a law of a State or Territory that:

(i) was in force at any time before the commencement of this Act; and

(ii) corresponds, in whole or in part, to one of the provisions referred to in paragraph (a).

1274AA(2)    
The register must contain a copy of:

(a)    every order made by the Court under section 206C , 206D or 206E ; and

(aa)    every court order referred to in section 206EA ; and

(ab)    

every court order referred to in section 206EAA ; and

(aba)    

every court order referred to in section 206EAB ; and

(ac)    

every court order referred to in section 206EB ; and

(b)    every notice that was served under subsection 206F(3) ; and

(c)    

every notice that was served under subsection 206GAA(6) ; and

(ca)    

each permission given under section 206GAB ; and

(d)    every order lodged under subsection 206G(4) ; and

(e)    every order, notice or permission that was made, served, given or lodged under a provision of a law of a State or Territory that:

(i) was in force at any time before the commencement of this Act; and

(ii) corresponds, in whole or in part, to one of the provisions referred to in paragraph (a), (b), (c) or (d).

1274AA(3)    
Subsections 1274(2) and (5) apply to a copy of an order, notice or permission referred to in subsection (2) as if that copy were a document lodged with ASIC.

1274AA(4)    
A reference in this section to a provision of a law of a State or Territory includes a provision as applied as a law of that State or Territory.

SECTION 1274A   OBTAINING INFORMATION FROM CERTAIN REGISTERS  

1274A(1)    
In this section:

data processor
means a mechanical, electronic or other device for the processing of data.

register
means a register kept by ASIC under this Act.

search
includes inspect.

1274A(2)    

ASIC may permit a person to search, otherwise than by using a data processor, a prescribed register other than the Register of Relevant Providers.

1274A(3)    
ASIC may permit a person to search a prescribed register by using a data processor in order to obtain prescribed information from the register.

1274A(4)    
ASIC may make available to a person prescribed information (in the form of a document or otherwise) that ASIC has obtained from a prescribed register by using a data processor.

1274A(5)    
Nothing in this section limits:

(a)    a power or function that ASIC has apart from this section; or

(b)    a right that a person has apart from this section.

SECTION 1274B   USE, IN COURT PROCEEDINGS, OF INFORMATION FROM ASIC ' S NATIONAL DATABASE  

1274B(1)    
In this section:

data processor
means a mechanical, electronic or other device for processing data.

1274B(2)    
In a proceeding in a court, a writing that purports to have been prepared by ASIC is admissible as prima facie evidence of the matters stated in so much of the writing as sets out what purports to be information obtained by ASIC, by using a data processor, from the national database. In other words, the writing is proof of such a matter in the absence of evidence to the contrary.

1274B(3)    
A writing need not bear a certificate or signature in order to be taken to purport to have been prepared by ASIC.

1274B(4)    
Nothing in this section limits, or is limited by, section 1274 or 1274A .

SECTION 1274C  

1274C   ASIC CERTIFICATE  
ASIC may certify that a person was a director or secretary of a company at a particular time or during a particular period. In the absence of evidence to the contrary, a certificate is proof of the matters stated in it.

Note: See section 1274B for the evidentiary status of documents prepared by ASIC from the national database.

SECTION 1275   RELODGING OF LOST REGISTERED DOCUMENTS  

1275(1)    
Where a document forming part of the constitution of, or any other document relating to, a body corporate has, since being lodged, been lost or destroyed, a person may apply to ASIC for leave to lodge a copy of the document as originally lodged.

1275(2)    
Where such an application is made, ASIC may direct that notice of the application be given to such persons and in such manner as it thinks fit.

1275(3)    
Whether or not an application has been made to ASIC under subsection (1) , ASIC, upon being satisfied:

(a)    that an original document has been lost or destroyed; and

(b)    of the date of the lodging of that document; and

(c)    that a copy of that document produced to ASIC is a correct copy;

may certify upon the copy that it is so satisfied and grant leave for the copy to be lodged in the manner required by law in respect of the original.

1275(4)    
Upon the lodgment the copy has, and is taken to have had from such date as is mentioned in the certificate as the date of the lodging of the original, the same force and effect for all purposes as the original.

1275(5)    
A decision of the Tribunal varying or setting aside a decision of ASIC to certify and grant leave under subsection (3) may be lodged with ASIC and is to be registered by it, but no payments, contracts, dealings, acts or things made, had or done in good faith before the registration of the Tribunal ' s decision and upon the faith of and in reliance upon the certificate are to be invalidated or affected by the Tribunal ' s decision.

1275(6)    
Where a transparency of a document referred to in subsection (1) has been incorporated with a register kept by ASIC and is lost or destroyed as referred to in that subsection, this section applies as if the document of which it is a transparency had been so lost or destroyed.