PART IV-MISCELLANEOUS PART IV-MISCELLANEOUS
SCHEDULE 2 SCHEDULE 2
(s. 7)
As amended by Regulations published Gazette 29 June 1982, p. 2102; 5 April 1986, p.
1409; 5 July 1986, p. 1951.
The provisions of egulations in force the time being under the Commonwealth Ac
1. For the words “the Act” (wherever occurring) there were substituted the words “the Code”.
2. For the expression “Companies Act I98 1” (wherever occurring) there were substituted the expression “Companies (Queensland) Code”.
3 . For the words “the Territory” (wherever occurring) there were
substituted the words “the State”.
4. For the words “the Australian Capital Territory” (wherever occurring except in egulation 17) there were substituted the word
“Queensland”.
pply as if in those
As amended by Regulations published Gazette 29 June 1982, p. 2102.
5. For the words “a State or another Territory” or “a another Territory” (wherever occurring) there were substitute
“another State or a Territory”.
6. For the words “any other Territory or State” (wherever occurring) there were substituted the words “any other State or Territory”.
7. For the expression “the Companies Ordinance 1962” (wherever occurring) there were substituted the expression “The Companies Act of 1961”.
8. For the expression “Companies (Acquisition of Shares) Act 1980”
(wherever occurring) th were substituted the expression “Companies (Acquisition of Shares) eensland) Code”.
9. For the expression “Securities Industry Act 1980” (wherever occurrin ) there were substituted the expression “Securities Industry lations” (wherever occurring)
“Companies (Queensland) 1 I. For the words “office of the Corporate Affairs Commission”
(wherever occurring) there were substituted the words “office of the Commissioner for Corporate Affairs”.
12. For the expression “the Unclaimed Moneys Ordina (wherever occurring) there were substituted the expression ‘ of the Public Trustee Act 1978”.
13. For the words “law of a State or Territory” (wherever occurring) there were substituted the words “law in force in a State or Territory”.
(Queens
B
and) Code”.10. For the words “Companies ere were substituted the expre
gulations”.
Inserted by Regulations published Gazette 29 June 1982, p, 2102.
Sch. 2 cl. 1 COMPANIES (APPLICATION OF LAWS) Sch. 2 cl. 23 49 ACT 1981
14. For the words “law, or a previous law, in Australia” (Wherever occurring) there were substituted the words “law, or a previous law, in force in Australia”.
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
15. After the expression “’Bankruptcy Act 1966” (wherever occurring otherwise than in Regulation 17) there were inserted the words “of the Commonwealth as amended and in force for the time being”.
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
16. For the words “Corporate Affairs Commission for .the Territory”
(wherever occurring) there were substituted the words “Commissioner for Corporate Affairs for the State”.
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
egulation 17 (2)-
(a) for the words ‘6a State Act” there were substituted the words
“an Act of the Commonwealth or a tate Act”; and
(b) for the wor s “that State Act” there were substituted the words “that Act of the C o m~ o n we a l t h or State Act”.
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
egulation 57, for the WO there were substituted the words “C
(Application of Laws) Act 1981”.
encement of the Act”
mt of the Companies
Inserted by Regulations published Gazette 29 June 1982, p. 2 102.
in Schedule 2, for note (1) there were
‘(1) Insert Cornmissioner for Cor
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
20. In Companies
(wherever occurring) th ule 2, for the words “law of’
d the words “law in force in”.
the words “‘law of’
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
21. In Companies Form 31 in $G
there were substituted the words “la
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
anies Form 32 i
ng) there were s ule 2, for the words “”law o f ’ d the words ‘‘law in force in”.
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
23. In Companies Form 33 in Schedule 2-
(a) for the words “by the law of’ there were substitute words “by the law in force in”;
(b) for the words “‘any law in the place of incorporation” there were substituted the words “any law in force in the place of incorporation”; and
50 Sch. 2 cl. 2 COMPANIES (APPLICATION OF LAWS) Sch. 3 cl. 1 ACT 1981
(c) for the words “the law o f the place of incorporation”
(wherever occurring) there were substituted the words “the law in force in the place of incorporation”.
Inserted by Regulation published Gazette 29 June 1982, p. 2102.
24. In Companies Form 35 in Schedule 2, for note (7) substituted the fo‘ollowing note “(7) Insert Commissioner for Affairs for the State”.
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
25. In Companies Fo of the form there were Cornmissioner for Corporate
~ e ~ u ~ e 2, for note the following no
Inserted by Regulations published Gazette 29 June 1982, p. 2 102.
2 5 ~ . In C ~ ~ ~ a n i e s Form 41 in 2 insert in note (7) after
~ ~ m ~ ~ n ~ e ~ ~ t ~ ~ ~ .
the expression “Act 1985” the words
Inserted by Regulations published Gaze
26. In Companies Form 63 in substituted the f o ~ ~ o w i n ~ note “( 1) Affairs for the State”.
ublished Gazette 29 June 1982, p. 2 102.
Repealed by Regulations published Gazette 5 July 1986, p. 195 1.
29. In Companies Form 1.51 in le the expression inister a d m ~ n ~ s ~ e r ~ n ~ s nce 1950” there were s u b s t ~ t u t e ~ the WO
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
edule 5 , for the wor
Inserted by Regulations published Gazette 29 June 1982, p. 2 102.
chedule 7, for the expression “section 81 of r occurring) there were s
Companies Act Amendme
s e
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
32. In clause 110 (4) o
there were ~ ~ ~ s t i t ~ t e ~ the
ule 7 for the wor Yaw in force in
Inserted by Regulations published Gazette 29 June 1982, p. 2102.
SCHEDULE 3 (s. 8)
egulations in force for the time being under t 6981 of the Commonwealth apply as if in
o a section, sub-section or ~ ~ r a ~ r ~ p h , were to be taken as a reference to
As amended by Regulations published Gazette 29 June 1982, p. 2103.
The provisions of the Companies (Fees) those Regulations-
1. A reference in the without an enactment b
Sch. 3 cl. IA COMPANIES (APPLICATION OF LAWS) Sch. 5 51 ACT 1981
that section, sub-section or paragraph of the Companies (Queensland) Code.
1 ~ . For the words “the Territory” (wherever occurring) there were substituted the words “the State”.
Inserted by Regulations published Gazette 29 June 1982, p. 2103.
2. After item 55 of the Schedule there were inserted the following item:-
“ 5 5 5 ~ . For the supply of information and a copy or print of a document kept by the ~ o m m i s s i Q n in a place in the State other than the place at which the request is made one-half of t e fee that would be payable if the matter were a matter to which item 55 applies.”.
SCHEDULE
4
(s. IO)sections shall be included i n the publication of the provisions of the ~ o m ~ o n w e a ~ t h Act under section
IO-
The following headings a n
relating to th of companies
certain other bodies and certain other matters.
ART I.---PRELIMI
cited as the CO ensland) Code.
on. which the Companies (Application OJ es into operation.
(s. 11) The following heading provisions shall included in the
ulations in force publication under section 1 I
for the time being under the ~ o ~ m o n w e a l t h Act- he provisions of
ulations may be cited as the Companies (Queensland) Regulations.
52 Sch. 6 COMPANIES (APPLICATION OF LAWS) Sch. 6 ACT 1981
(2) These Regulations shall come into operation on the day on which the Companies (Application of Laws) Act 1981 comes into operation.”.
SCHEDULE 6 (s. 12)
The following heading and provisions shall be included in the publication under section 12 of the provisions of egulations in force for the time being under the Companies (Fees) Act 1981 of the Commonwealth-
“COMPANIES (FEES) (QUEENSLAND) ECULATIONS 1. (1) These Regulations may be cited as the Companies (Fees) (Queensland) Regulations.
(2) These Regulations shall come into operation on the day on which the Companies (Application ofLaws) Act 1981 comes into operation.
2. In the Schedule, a reference to a section, sub-section or paragraph, without an enactment being cited, shall be taken as a reference to that section, sub-section or paragraph of the Companies (Queensland) Code.
3. The fees payable for the purposes of section 8 of the Companies (Application ofLaws) Act 1981 are the fees specified in the Schedule in relation to the respective matters so specified.
SCHEDULE FEES”.
BY AUTHORITY
S. R. HAMPSON, GOVERNMENT PRINTER, QUEENSLAND-1 987
7501 I (rJu127)-3/87
Accounts-
lodging of. by persons administering compromise or arrangement
Act-
commencement of parts of
short title of Agreement-
amendment of regulations pursuant to meaning of term
Ministerial Council may approve amendment of regulations re interests in partnership
re Interstate Corporate Affairs under
Allotment of shares or debentures-
when deemed to be exempted by Commission
Annual general meeting held before commencement of this Act Application of-
auditors and liquidators for registration Commonwealth Act
Coinpanies (Queensland) Code to financial years company regulations
Applied provisions-
interpretation of references to meaning of term
Approval-
when deemed to be made by Commission Auditors-
registered company
registered under the Act to be registered under the Code
c
Charges. See Register of Company Charges.
Commencement of Act Commission-
acts of. to be acts of Minister under Companies .4cr 1961 . . may destroy or dispose of documents
may d o acts or things . . . . . . . . . may give certificate that person is executive officer of company may request inspector to investigate re s. 291 (4) of the Code . .
meaning of term . . . . . . . . . . . . . .
proceedings by or against. to be by or against Commissioner property vested in Commissioner to vest in . . . . . . when declarations deemed to be made by . . . . .
. . .
when deemed to have given direction re trustees
s. 35 2 3 1
9 . .
4 ( l ) . .
Page
22 2 2 2 5 2 5. 8 17 I O 12 21 23 3 20 3 7 3 12 28 23
I 11 26 4 19 22 2 1 1 I I 12. 13, 15 13
54 INDEX
Commission-continued
when deemed to have made approval . . . . . when deemed to have made order . . . . . . . . . . when exemption of allotments of shares, etc., deemed to be made when exemption of corporation deemed to be made by
. . . . . . . . .
by
when licence deemed to be issued by when notice deemed to be given by when notice may be varied by
. . . . . . . . .
. . . . . . . . . . .
. . . when Order in Council deemed to be made by
Commissioner. See Commissioner for Corporate Affairs.
. . . . .
Commissioner for Corporate Affairs-
fees payable t o . . . . . . . . . . . . . . may waive, reduce or refund fees
meaning of term . . . proceedings by or against, to be by or against Commission . . property vested in, to vest in Commission
returns may be lodged with . . .
. . . . . . . . . . .
. . .
Commonwealth Act-
amendment of to be approved by Ministerial Council . . . application of . . . application of regulations under . . . meaning of term , . . . . reference to a, shall be reference to Act as amended . . . Cornpanics Act 1961-
acts of Minister under, to be acts of Ministerial Council or
Commission . . .
continued application of Table A and B of
exclusion of . . . . . . . .
general provisions under . . . . . . not to be affected by Act
power of Minister to institute proceeding under
registers, etc., kept under, deemed to be kept under Code . . . to apply to annual general meeting of company held before com-
mencenient of Act . . . . . . .
. . . . . .
. .
Companies (Queensland) Code- application of, to financial years. . exemptions from Division 6 of Part IV of fees payable to commission re
interpretation of . . . . . . . . . . . . . . . . meaning of term, . . . . . . . . . . . . . . .
1961 . . . .
. . . . . .
. . . .
. . . . . .
not to affect application of Table A and B of Coinpai?ies Act not to apply to interests in partnership agreements publication of--
. . .
. . .
authorization of . . . . . . . . . to be prima facie evidence
what to include . . . . . .
. . . . . .
publication of provisions of. as a m e n d e d , .
registcrs funds, etc., deemed to be kept under. . , , ,
when prospectus deemed to be registered under
. . . . .
when statements deemed to be registered under . . Companies (Queensland) Regulations-
publication of-
authorization of . . . . . . .
to be prima facie evidence
what to include . . . . . . . . . . . . . . . . .
Companies (Fees) (Queensland) Regulations-
fees payable to Commission in respect of regulations under publication of-
. . authorization of . . . . . . to be prima facie evidence . . . . . . what to include . . .
2 5 ( 3 ) . . . . . . 25 (3, (12) . .
25 (14) 25 (18)
8 . . . 8(5).. . . . . 4 ( 1 ) . . . . . . 22 . . . 23 . . . 31 . . .
15 . . Sch. 1 . . s. 7. Sch. 2 s. 4'(1)
4 (2) . .
25 . . 27 . . 18 . . 20 . . 21 38 . . 24 . . 33
32 . . 16 . . 5 . . 2 s . . 21 . .
29 . . 10 1 1 ) . . 8 ( 1 4
i o i3j
10 (2), Sch. 4 . . 5 . 1 3 . . . . .
24 . . . 28 (1) . . . . 28 ( 2 ) . . . . .
I I ( 1 ) . . . . l l ( 3 ) . . . . I I (2), Sch. 5 . .
S. 8 ( ] A )
1 2 ( I ) . . . . . 12 ( 3 ) . . . . . 12 (2), Sch. 6
. .
. . . . . . . . . .
. . . . . . . . . . . .
. . . . . . . . . .
. .
. . . . . .
. . . . . .
Page 12 13, 14 12 15 12 12, 13 13 14
3 5 2 I 1 11 19
8 29 3, 48 3 3
11 16 10 11 11 24 1 1 21
20 8 4 3 12 16 1 1 5 6 5, 51 7 11 16 16
6 6 6, 51
4 6 7 6, 52
INDEX
Company-
annual general meeting of
application of provisions I C winding up of certificate that person is an executive officer of
consent to registration of deemed to be made by Ministerial Corporation mdy be recognised as. for purposes of the Code directors of, to give copy of repoi t at annual generdl meeting of may lodge a notice re trading hours
mdy maintain a branch register
meaning of teim for the purposes of 9 30 meaning of term foi the purposes of s 36 registration of charges of
registration of names of
when licenses issued to, deemed to be issued by Commiscion when to be iecognized re corresponding laws
Compdnv regulations- application of
Council
Corporation-
may be a rccogniied companv for the purposes of the Code Cou1t-
mdy resolve difficulties
meaning of term for the purposes of s 44
Declarations-
when deemed to be made by Commission when deemed to be made by Ministerial Council Direction-
when deemed to be made by Commission
when deemed to be made by Commission !e tiustees
Exclusion- of certain Acts Exemption-.
from Division 6 of Part 1Y of corn pan/^\ (Qireenda~id) Code when deemed to be made by Comniission-
of allotment of share? and debentures of corporations
External territory-
meaning of term for the purposes of s 41
Fees-
payable to Commission re Cornpatiier (@ieenrla,id) ( iide pavatile to Commission r e regulations under
application of Corizpanter (Queensland) Code to prior to com- meaning of term for the purposes of s 32
Financial year-
mencement of Act Foreign companies-
registered under the Act deemed to be registered under the Code to be corporations formed outside Australia
25 (4). ( I I). (13). (16).
(21). (22). (23) 25 (7) 25 (15) 25 ( I O )
18
I 6 25 (6) 25 (26) 41 ( 5 )
32 32 ( 5 )
55
Page 21 22 19 12 24 20 25 25 17 23 1 7 15 I2 25 3. 4s 24 27 27
12. 13. 14. 15 12 13 13
10
8 12 I 5
26
4 3. 4
20 21 25 25
56 INDEX
Gazette-
meaning of term . . . . . s. 25 . . . . . .
. . . . . . . . . . . . . . .
orders to be published in 25 (21) . . . .
Govcrnment Printer-
may be authorized by Minister to publish-
Companies (Qtieensland) Code . . , . . . . . I O . . . Companies (Queensland) Regulations . . . . . . . . I 1 . . . Companies (Fees) (Queensland) Regulations . . . 12 . . . provisions of amended Code . . . 13 . . . provisions of amended regulations . . . 13 . . . Governor in Council-
may make regulations . . . . . . . . . . . . . . . . ss. 9 ( I ) , 45 ( I ) . to be in accordance with advice from Ministerial Council
may make regulations declaring a right or interest an exempt right
s. 45 (3) . . . or interest . . . . . . . I6 (3), ( 5 ) . . . to make Proclamations . . . . . . . . . . . . . . 2 5 ( 2 1 ) . . .
Inspector-
appointment of, to carry out investigations Interests in partnership agreements-
Companies (Queensland) Code not to apply to 29 Interpretation-
of Companies (Queensland) Code . . . . . . . . . , 5 . . .
of Part 111.. . . . . . . . . . . . . . . . . . . 17 . .
of references to the applied provisions . . . 14 . . . Interstate Corporate Affairs Agreement-
withdrawal from, by Queensland . . . . . . . 19
Licence-
when deemed to be issued by Commission . . . . . . 25 (3) Liquidators-
registered under the Act to be registered under the Code . . 3 1 . . . . . Lodging of accounts-
by person administering compromise or arrangement
1%4urketablc Securities Act 1970-
exclusion of . . . . . . . .
force and effect of . . . . . . . . .
Agreement . . . . . . . .
Commission . . . . . . . .
Commissioner for Corporate Affairs , . , , . . . company for the purposes of's. 30 . . . company for the purposes of s. 36 . . . Court for the purposes of s. 44 . . , , , , , , , , . . external territory for the purposes of s. 41 . . . financial year for the purposes of s. 32 . . . . . . Ministerial Council . . . . . . .
Meaning of terms-
35
18 43
4 (1) . . .
4 ( 1 ) . . . . 4 ( 1 ) . . . . . 3 0 ( 1 ) . . . . . . 36 ( 2 ) . . . . . 44 ( 3 ) . . . . . 4 1 ( 5 ) . . . . . . 32 ( 5 ) . . . .
4 ( I ) . . . . . . .
Page
12 14
5, 2-1 27
9 14
22 17
3 9 I
I0
12 23 22
10 27 2 2 2 17 23 27 26 21 3
INDEX
Meaning of terms-conriniied
the Act for the purposes of s. 25 . . . . . . . the applied provisions . . . . . . . . . . the Code for the purposes of s. 25
the Commonwealth Act. . . . . . . . . . the Gazette for the purposes of s. 2 5 . . . . . . . .
. . . .
Minister-
acts of, under Companies Act IY61 to be acts of Ministerial Council may make declarations . . . . . . . . . . . . . may authorize publication by Government Printer of-
Companies (Queensland) Code . . . . . . , . .
or Commission . . . . . . . . . .
Companies (Queensland) Regulations . . . . . . Companies (Fees) (Queensland) Regulations , . . . . provisions of amended Code . . . . . . . . . . .
provisions of amended regulations . . . . . . . . . . power of, to consent to institution of proceeding . . . . . . . . when consent of, deemed to be made by Ministerial Council Ministerial Council-
acts of, deemed to be acts of Minister under Comoanies Act 1961 . . . . . , . . . . . . . . . . . . . . amendment of certain provisions in accordance with approval of consent of Minister deemed to be consent of . , . may approve amendment of regulations under Agreement . . .
may approve exemption from Code . . . . . . . . . may d o acts or things . . . . . . . . . . . . meaning of term . . . . . . . . . . . . . . . . , . shall advise Governor in Council to make regulations . , , . where, approves declaration of right or interest , . . . when declaration deemed to be made by . . . , . . . .
Names-
when deemed to be registered under Code-
re corporation . . . . . . . . . . . . reservation of, under Act . . . . . . . . . when registered under Act . . . . . . . . . . . . . . . National Companies and Securities Commission. See Commission.
Notice-
when deemed to be given by Commission when deemed to be published in Gazette when may be varied by Commission
Order-
when deemed to be made by Commission when deemed to be made by Commission Order in Council-
25 . . . . 25 (21) . , .
45 (3j . . . 16 (3) . . 25 ( 7 ) . .
26 (2) . . . 26 (3), (4) . . . 2 6 ( 1 ) . . . .
Parts of Act Proceedings-
by or against Commissioner to be by or against Commission . . . . Propeny vested in Commissioner vests in Commission Prospectuses-
when deemed to be registered under Companies (Queensland)
Code . . . . . . .
3
22 23
57
Page 1 1
3 12 3 12
I I 14 5 6 6 7 7 24 12, 15
11 8 12, 15 5 8, 9 3, 4 3 27 8 12
15 1 5 15
12, 13 13 13
13, 14 14
2 1 1 1 1
16