Corporations Act 2001

CHAPTER 10 - TRANSITIONAL PROVISIONS  

PART 10.60 - APPLICATION AND TRANSITIONAL PROVISIONS RELATING TO THE CORPORATIONS AMENDMENT (MEETINGS AND DOCUMENTS) ACT 2022  

SECTION 1687  

1687   DEFINITIONS  

In this Part:

amending Act
means the Corporations Amendment (Meetings and Documents) Act 2022 .

SECTION 1687A  

1687A   APPLICATION - SIGNING AND EXECUTION OF DOCUMENTS  

The amendments made by Schedule 1 to the amending Act apply in relation to the signing or execution of a document (including a deed) on or after the day that Schedule commences.

SECTION 1687B  

1687B   APPLICATION - MEETINGS  

The amendments made by the Schedule 2 to the amending Act apply in relation to:

(a)    a meeting of the members of a company or a registered scheme (including a meeting of a class of members); or

(b)    a meeting of the directors of a company (including a meeting of a committee of directors);

if the meeting is held on or after the day that Schedule commences.

SECTION 1687C  

1687C   APPLICATION - SENDING DOCUMENTS  

The amendments made by Schedule 2 to the amending Act apply in relation to a document sent on or after the day that Schedule commences.

SECTION 1687D   TRANSITIONAL - ELECTIONS TO BE SENT DOCUMENTS IN HARD COPY MADE UNDER SECTION 253RB OR 253RC  

1687D(1)    
This section applies to an election, by a member of a company or registered scheme to be sent documents in hard copy only, that is in force under section 253RB or 253RC of this Act immediately before the day Schedule 2 to the amending Act commences.

1687D(2)    
Despite the repeal of those sections by that Schedule, the election continues in force on and after that day as if it were an election to be sent those documents in physical form under section 110E of this Act, as inserted by that Schedule.

SECTION 1687E   TRANSITIONAL - ELECTIONS TO RECEIVE ANNUAL REPORTS IN PARTICULAR FORM  

1687E(1)    
This section applies to an election, by a member to receive reports from a company, registered scheme or disclosing entity in hard copy or as an electronic copy, that is in force under subsection 314(1AB) of this Act immediately before the day Schedule 2 to the amending Act commences.

1687E(2)    
Despite the repeal of that subsection by that Schedule, the election continues in force on and after that day as if it were an election under section 110E of this Act, as inserted by that Schedule, to be sent such reports:

(a)    for an election to receive in hard copy - in physical form; or

(b)    for an election to receive as an electronic copy - in electronic form.

SECTION 1687F   TRANSITIONAL - ELECTIONS NOT TO BE SENT ANNUAL REPORTS  

1687F(1)    
This section applies if a request of a member for a company, registered scheme or disclosing entity not to send them material required by section 314 of this Act is in force under subsection 316(1) of this Act immediately before the day Schedule 2 to the amending Act commences.

1687F(2)    
Despite the amendment of that subsection by that Schedule, the request continues in force on and after that day as if it were an election under section 110E of this Act not to be sent:

(a)    in the case of a standing request - the documents comprising that material; or

(b)    in the case of a request for a particular financial year - the documents comprising that material in relation to that financial year.

SECTION 1687G   TRANSITIONAL - REQUESTS FOR FULL REPORTS  

1687G(1)    
This section applies if a request of a member for a company, registered scheme or disclosing entity to send them a full financial report and the director ' s report and auditor ' s report is in force under subsection 316(1) of this Act immediately before the day Schedule 2 to the amending Act commences.

1687G(2)    
Despite the amendment of that subsection by that Schedule, the request continues in force on and after that day as if it had been made under that subsection as amended by that Schedule.

SECTION 1687H   TRANSITIONAL - OTHER ELECTIONS TO BE SENT DOCUMENTS IN PARTICULAR FORM  

1687H(1)    
This section applies if:

(a)    a member gave notice (whether or not in writing) before the day Schedule 2 to the amending Act commences to a company, the responsible entity of a registered scheme or a disclosing entity, to the effect that the member elects to be sent one or more classes of document in physical form, or in electronic form; and

(b)    some or all of the documents in those classes are documents to which Division 2 of Part 1.2AA , as inserted by that Schedule, applies (the covered documents ); and

(c)    the member is the recipient in relation to the covered documents under that Division and is mentioned in subsection 110E(1) , as inserted by that Schedule; and

(d)    the member had not withdrawn the election before that day; and

(e)    the election is not an election under section 253RB , 253RC or 314 of this Act, as in force immediately before that day.

1687H(2)    
An election of the member under section 110E , as inserted by that Schedule, to be sent the covered documents in physical form or in electronic form (corresponding to the election mentioned in paragraph (1)(a) ) is taken to be in force on and after that day.

1687H(3)    
Subsection (2) has effect subject to paragraph 110E(7)(b) (withdrawal of election).

SECTION 1687J   REVIEW OF OPERATION OF LAWS  

1687J(1)    
The Minister must cause a review to be undertaken of the operation of this Act, as in force immediately after the commencement of this section, resulting from the amendments made by:

(a)    Schedule 1 to the Treasury Laws Amendment (2021 Measures No. 1) Act 2021 ; and

(b)    the Corporations Amendment (Meetings and Documents) Act 2022 .

1687J(2)    
The review must be conducted no later than the earliest practicable day after the end of 2 years after the commencement of Schedule 1 to the Corporations Amendment (Meetings and Documents) Act 2022 .

Note: Paragraphs 249R(c) and 252P(c) of this Act (as inserted by Schedule 2 to the Corporations Amendment (Meetings and Documents) Act 2022 ) cease to apply if a report is not prepared and tabled within a certain period: see section 1687K .

1687J(2A)    
The review, to the extent that it relates to sections 249Rand 252P of this Act, must be conducted by an independent panel, with:

(a)    at least one member of the panel having experience in corporate governance and the role of company directors; and

(b)    at least one member of the panel having experience advocating for corporate social responsibility; and

(c)    at least one member of the panel having experience representing the interests of shareholders.

1687J(3)    
The Minister must cause one or more written reports about the review to be prepared.

1687J(4)    
If there is more than one report under subsection (3) , each of those reports need not deal with the operation of all the amendments mentioned in subsection (1) . However, the reports as a whole must deal with all of those amendments.

1687J(5)    
The Minister must cause a copy of a report under subsection (3) to be tabled in each House of the Parliament within 15 sitting days of that House after the report is given to the Minister.

1687J(6)    
If a report under subsection (3) sets out recommendations, the Minister must cause:

(a)    a written response of the Commonwealth Government to the recommendations to be prepared; and

(b)    the response to be tabled in each House of the Parliament no later than the first sitting day of that House occurring 3 months or more after the day the report is first tabled in either House of the Parliament under subsection (5) .

SECTION 1687K   PROVISIONS RELATING TO HOLDING VIRTUAL-ONLY MEETINGS CEASE TO HAVE EFFECT IF REPORT OF REVIEW OF OPERATION OF LAWS IS NOT TABLED WITHIN CERTAIN PERIOD  

1687K(1)    
Paragraphs 249R(c) and 252P(c) of this Act do not apply to a meeting held after the first sitting day of a House of the Parliament to occur after the end of the period of 30 months beginning on the day Schedule 1 to the Corporations Amendment (Meetings and Documents) Act 2022 commences, if the Minister does not cause a report dealing with the amendments of sections 249R and 252P made by Schedule 2 to that Act to be prepared, and tabled in that House, on or before that first sitting day.

1687K(2)    
To avoid doubt, nothing in this section affects the validity of anything that is done, or not done, in reliance on this Act as in force before the end of that sitting day.