Corporations Act 2001
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Hide history noteContraventions by members of firm
324BB(1)
A person (the defendant ) contravenes this subsection if: (a) at a particular time, a firm:
(i) consents to be appointed as auditor of a company, registered scheme or registrable superannuation entity; or
(ii) acts as auditor of a company, registered scheme or registrable superannuation entity; or
(b) at that time, the firm:
(iii) prepares a report required by this Act to be prepared by a registered company auditor or by an auditor of a company, registered scheme or registrable superannuation entity; and
(i) does not satisfy subsection (5) ; or
(c) the defendant is a member of the firm at that time; and (d) the defendant is aware of the circumstances referred to in paragraphs (a) and (b) at that time.
(ii) does not satisfy subsection (6) ; and
324BB(2)
A person (the defendant ) contravenes this subsection if: (a) at a particular time, a firm:
(i) consents to be appointed as auditor of a company, registered scheme or registrable superannuation entity; or
(ii) acts as auditor of a company, registered scheme or registrable superannuation entity; or
(b) at that time, the firm:
(iii) prepares a report required by this Act to be prepared by a registered company auditor or by an auditor of a company, registered scheme or registrable superannuation entity; and
(i) does not satisfy subsection (5) ; or
(c) the defendant is a member of the firm at that time.
(ii) does not satisfy subsection (6) ; and
324BB(3)
For the purposes of an offence based on subsection (2) , strict liability applies to the physical elements of the offence specified in paragraphs (2)(a) and (b) .
Note 1: For strict liability , see section 6.1 of the Criminal Code .
Note 2: Subsection (4) provides a defence.
324BB(4)
A member of an audit firm does not commit an offence at a particular time because of a contravention of subsection (2) if the member either: (a) does not know at that time of the circumstances that constitute the contravention of subsection (2) ; or (b) does know of those circumstances at that time but takes all reasonable steps to correct the contravention as soon as possible after the member becomes aware of those circumstances.
Note: A defendant bears an evidential burden in relation to the matters in this subsection, see subsection 13.3(3) of the Criminal Code .
Registered company auditor requirement
324BB(5)
The firm satisfies this subsection if at least 1 member of the firm is a registered company auditor who is ordinarily resident in Australia or New Zealand.
Business name or members names requirement
324BB(6)
The firm satisfies this subsection if: (a) the business name under which the firm is carrying on business is registered on the Business Names Register; or (b) a return in the prescribed form has been lodged showing, in relation to each member of the firm, the member ' s full name and address as at the time when the firm so consents, acts or prepares a report.
[ CCH Note: S 324BB(6) will be amended by No 69 of 2020, s 3, Sch 1[621] and [ 622], by substituting " under section 24 of the Business Names Registration Act 2011 " for " on the Business Names Register " in para (a) and " that meets any requirements of the data standards " for " in the prescribed form " in para (b) (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
[ CCH Note: The Business Names Registration (Application of Consequential Amendments) Act 2011 (Act No 172 of 2011), s 3, Sch 1[4] contained the following application provision:
Application of amendments to the Corporations Act 2001
(1) The amendments made by items 15, 16, 17 and 19 of Schedule 2 to the Business Names Registration (Transitional and Consequential Provisions) Act 2011 (Act No 127 of 2011) apply in relation to the availability of names on or after the change-over day. [ CCH Note: change-over day means the day on which Part 2 of the Business Names Registration Act 2011 (Act No 126 of 2011) commences, ie 28 May 2012.]
(2) The amendments made by items 18 and 20 of Schedule 2 to the Business Names Registration (Transitional and Consequential Provisions) Act 2011 (Act No 127 of 2011) apply in relation to things done on or after the change-over day.]
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