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Corporations (Aboriginal and Torres Strait Islander) Act 2006
In force
Administered by
Department of the Prime Minister and Cabinet
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C2024C00088 (C25)
20 March 2024
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Chapter 1—Introduction
Part 1 1—Preliminary
Division 1—Preliminary
1 1 Short title
1 5 Commencement
1 10 Act binds Crown
1 15 Geographical application of Act
1 20 Act applies regardless of residence, place of formation etc.
1 25 Objects of this Act
1 30 Office of the Registrar of Aboriginal and Torres Strait Islander Corporations
1 35 Interpretative provisions
Part 1 2—Overview of Act
Division 6—Overview of Act
6 1 Overview of Act
6 5 Aboriginal and Torres Strait Islander corporations
6 10 Basic features of an Aboriginal and Torres Strait Islander corporation
6 15 Members and observers
6 20 Meetings
6 25 Officers
6 30 Record keeping, reporting requirements and books
6 35 Civil consequences of contravening civil penalty provisions
6 40 Lodgments and registers
6 45 Regulation and enforcement
6 50 External administration
6 55 Transfer of registration, deregistration and unclaimed property
6 60 Offences
6 65 Courts and proceedings
6 70 Administration
6 75 Registrar and Deputy Registrars of Aboriginal and Torres Strait Islander Corporations
6 80 Interpreting this Act
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Chapter 2—Aboriginal and Torres Strait Islander corporations
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Part 2 1—Introduction
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Division 16—Introduction
16 1 What this Chapter is about
16 5 Meaning of Aboriginal and Torres Strait Islander corporation
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Part 2 2—Applications for registration of an Aboriginal and Torres Strait Islander corporation
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Division 21—Application for new registration of an Aboriginal and Torres Strait Islander corporation
21 1 Application for registration
21 5 Matters to accompany application
21 10 Registrar may seek further information
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Division 22—Application to register existing body corporate under Part 2 3
22 1 Application for registration
22 5 Matters to accompany application
22 10 Registrar may seek further information
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Division 23—Application to register amalgamated corporation under Part 2 3
23 1 Application for registration
23 5 Matters to accompany application
23 10 Registrar may seek further information
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Part 2 3—Decisions on applications
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Division 26—Registrar to decide application
26 1 Registrar to decide application
26 5 Registrar may grant application if application is incomplete etc.
26 10 Registrar may grant application if some basic requirements are not met
26 15 Registrar not to register trade unions etc.
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Division 29—What are the basic requirements for registration?
29 1 Minimum number of members requirement
29 5 Indigeneity requirement
29 10 Age of members requirement
29 15 Pre incorporation requirement
29 17 Pre transfer of registration requirement
29 18 Creditor notice requirement
29 19 Pre amalgamation requirements
29 20 Internal governance rules requirement
29 25 Name requirement
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Division 32—Decisions on applications
32 1 Successful applications
32 5 Unsuccessful applications
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Part 2 4—Registration of an Aboriginal and Torres Strait Islander corporation as a small, medium or large corporation
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Division 37—Registration of an Aboriginal and Torres Strait Islander corporation as a small, medium or large corporation
37 1 Registrar to register Aboriginal and Torres Strait Islander corporation as a small, medium or large corporation
37 5 Registrar may alter registered size of corporation after registration
37 10 Small, medium and large corporations
37 15 When an Aboriginal and Torres Strait Islander corporation controls an entity
37 20 Counting employees
37 25 Accounting standards
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Part 2 5—Effects of registration
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Division 42—Effects of registration
42 1 Corporation comes into existence on registration
42 3 Effect of registration of existing body corporate under Part 2 3
42 4 Effect of registration of amalgamated corporation under Part 2 3
42 5 Corporation’s name
42 10 Members, directors, corporation secretary and contact person of corporation
42 15 Registered office
42 20 Document access address
42 25 Corporation may have common seal
42 30 Vesting of property in corporation on registration
42 35 Body corporate registered as Aboriginal and Torres Strait Islander corporation (liability of members on winding up)
42 40 Body corporate registered as Aboriginal and Torres Strait Islander corporation (modification by regulations)
42 45 Registration of amalgamated corporation (liability of members on winding up)
42 50 Registration of amalgamated corporation (modification by regulations)
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Part 2 6—Arrangements and reconstructions
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Division 45—Application of Corporations Act arrangements and reconstructions provisions
45 1 Applying Corporations Act arrangements and reconstructions provisions to Aboriginal and Torres Strait Islander corporations
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Chapter 3—Basic features of an Aboriginal and Torres Strait Islander corporation
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Part 3 1—Introduction
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Division 52—Introduction
52 1 What this Chapter is about
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Part 3 2—Rules dealing with the internal governance of corporations
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Division 57—Introduction
57 1 What this Part is about
57 5 List of internal governance rules
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Division 60—What are the replaceable rules and when do they apply to a corporation?
60 1 Replaceable rules
60 5 Corporation’s constitution can modify or replace replaceable rules
60 10 Effect of constitution and replaceable rules
60 15 Failure to comply with replaceable rules
60 20 Modification by regulations
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Division 63—What are the internal governance rules of a corporation?
63 1 Meaning of internal governance rules
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Division 66—What are the internal governance rules requirements?
66 1 Requirements
66 5 Meaning of cover the matters provided for in the replaceable rules
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Division 69—Constitutions and amendment and replacement of constitutions
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Subdivision 69 A—Constitution on registration
69 1 Constitution of an Aboriginal and Torres Strait Islander corporation
Subdivision 69 B—Constitutional changes after registration
69 5 Overview—ways a constitution may be changed
69 10 Meaning of constitutional change etc.
69 15 Extra requirements for constitutional change in constitution
69 20 Corporation to lodge copy of constitutional changes
69 25 Special administrator to lodge copy of constitutional changes
69 30 Registrar to determine if constitutional change should be registered
69 35 Registrar may change an Aboriginal and Torres Strait Islander corporation’s constitution on own initiative
69 40 Date of effect of constitutional change
Division 72—Other matters concerning constitutions etc.
72 1 Registrar may direct corporation to lodge constitution
72 5 Corporation must provide governance material to members
72 10 Constitution may limit powers
Part 3 3—Minimum number of members of Aboriginal and Torres Strait Islander corporations
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Division 77—Minimum number of members of Aboriginal and Torres Strait Islander corporations
77 1 What this Part is about
77 5 Minimum number of members requirement
77 10 Registrar may exempt if appropriate and reasonable to do so
77 15 Registrar may determine a different number to number requested
77 20 Earlier determination taken to be revoked
77 25 Notice to be given
Part 3 4—Names
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Division 82—Introduction
82 1 What this Part is about
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Division 85—What names may a corporation have?
85 1 Corporation’s name requirements
85 5 Available names
85 10 Acceptable abbreviations
85 15 Using a name and ICN on documents
85 20 Exception to requirement to have ICN on receipts
85 25 Regulations may exempt from requirement to set out information on documents
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Division 88—How is a corporation’s name changed?
88 1 Corporation changing its name
88 5 Registrar’s power to direct corporation to change its name
88 10 If Aboriginal and Torres Strait Islander corporation becomes a registered native title body corporate
88 15 If Aboriginal and Torres Strait Islander corporation ceases to be a registered native title body corporate
88 20 Registrar must issue new certificate if name changes
88 25 Effect of name change
Part 3 5—Corporation powers and how they are exercised
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Division 93—Introduction
93 1 What this Part is about
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Division 96—What are a corporation’s powers?
96 1 Legal capacity and powers
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Division 99—How are a corporation’s powers exercised?
99 1 Agent exercising a corporation’s power to make contracts etc.
99 5 Execution of documents (including deeds) by the corporation itself
Part 3 6—Assumptions people dealing with Aboriginal and Torres Strait Islander corporations are entitled to make
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Division 104—Assumptions people dealing with Aboriginal and Torres Strait Islander corporations are entitled to make
104 1 Entitlement to make assumptions
104 5 Assumptions that can be made under section 104 1
104 10 Information available to the public from Registrar does not constitute constructive notice
Part 3 7—Registered office or document access address
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Division 109—Introduction
109 1 What this Part is about
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Division 112—Registered office
112 1 General
112 5 Corporation to have registered office
112 10 Registrar may change address of registered office to a director’s address
112 15 Corporation’s name must be displayed
112 20 Address of registered office etc.
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Division 115—Document access address
115 1 Division applies to Aboriginal and Torres Strait Islander corporations registered as small or medium corporations
115 5 Corporation to have document access address
115 10 Registrar may change document access address to a director’s address
115 15 Registrar may direct corporation to change the location of its document access address
115 20 Address of document access address
Part 3 8—Service on Aboriginal and Torres Strait Islander corporations
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Division 120—Service on Aboriginal and Torres Strait Islander corporations
120 1 Service on Aboriginal and Torres Strait Islander corporation
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Chapter 4—Members and observers
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Part 4 1—Introduction
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Division 130—Introduction
130 1 What this Chapter is about
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Part 4 2—Members
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Division 135—Introduction
135 1 What this Part is about
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Division 138—Who is a member of an Aboriginal and Torres Strait Islander corporation?
138 1 Meaning of member
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Division 141—Membership of Aboriginal and Torres Strait Islander corporations
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Subdivision 141 A—Introduction
141 1 Overview
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Subdivision 141 B—Ongoing requirements relating to membership that are imposed on an Aboriginal and Torres Strait Islander corporation
141 5 Minimum number of members requirement
141 10 Indigeneity requirement
141 15 Age of members requirement
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Subdivision 141 C—A person’s eligibility for membership of an Aboriginal and Torres Strait Islander corporation
141 20 Eligibility for membership
141 25 Corporation may have other eligibility requirements for membership
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Division 144—How to become a member of an Aboriginal and Torres Strait Islander corporation
144 1 How does a person become a member?
144 5 Application to corporation
144 10 Determination of applications for membership
144 15 Fees for membership and being an observer
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Division 147—Obligations of members
147 1 Obligation to contribute on winding up
147 5 Corporation may impose other member obligations
147 10 Liability of corporation members
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Division 150—How does a person cease to be a member of an Aboriginal and Torres Strait Islander corporation?
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Subdivision 150 A—General
150 1 Cessation of membership
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Subdivision 150 B—Resignation of membership
150 10 Resignation
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Subdivision 150 C—Cancellation of membership
150 15 General
150 20 Member of corporation that is not a registered native title body corporate not eligible for membership etc. (replaceable rule—see section 60 1)
150 22 Member of registered native title body corporate not eligible for membership etc.
150 25 Member not contactable
150 30 Member is not an Aboriginal and Torres Strait Islander person
150 35 Member misbehaves
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Division 153—Can there be different classes of members?
153 1 Different classes of members
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Part 4 3—Observers
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Division 158—Observers
158 1 What this Part is about
158 5 Observers
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Part 4 4—Protection of members’ interests
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Division 163—Rights and remedies to protect interests of members
163 1 Rights and remedies
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Division 166—Oppressive conduct of affairs
166 1 Grounds for Court order
166 5 Orders the Court can make
166 10 Who can apply for an order?
166 15 Requirement for person to lodge order
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Division 169—When may a person bring or intervene in proceedings on behalf of an Aboriginal and Torres Strait Islander corporation?
169 1 Bringing, or intervening in, proceedings on behalf of a corporation
169 5 Applying for and granting leave
169 10 Substitution of another person for the person granted leave
169 15 Effect of ratification by members
169 20 Leave to discontinue, compromise or settle proceedings brought, or intervened in, with leave
169 25 General powers of the Court
169 30 Power of the Court to make costs orders
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Division 172—What protections apply to variations or cancellations of class rights?
172 1 Varying and cancelling class rights
172 5 Certain actions taken to vary rights etc
172 10 Variation, cancellation or modification without unanimous support of class
172 15 Variation, cancellation or modification with unanimous support of class
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Division 175—When may a member inspect a corporation’s books?
175 1 Order for inspection of books of corporation
175 5 Ancillary orders
175 10 Disclosure of information acquired in inspection
175 15 Corporation or directors may allow member to inspect books (replaceable rule—see section 60 1)
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Part 4 5—Registers of members and former members
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Division 180—Registers of members and former members
180 1 Aboriginal and Torres Strait Islander corporations to maintain register of members
180 5 Information on the register of members
180 10 Aboriginal and Torres Strait Islander corporations to maintain register of former members
180 15 Information on the register of former members
180 20 Location and inspection of registers
180 22 Register of members and register of former members may be maintained in one document
180 25 Right to inspect and get copies
180 30 Aboriginal and Torres Strait Islander corporation to make register of members available at AGM
180 35 Aboriginal and Torres Strait Islander corporation to give Registrar copy of register of members or register of former members
180 40 Correction of register of members or register of former members
180 45 Evidentiary value of registers
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Division 183—Use of information on the register of members or register of former members
183 1 Use of information on register of members or register of former members
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Part 4 6—Exemption from operation of certain provisions of this Chapter
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Division 187—Exemption from operation of certain provisions of this Chapter
187 1 What this Part is about
187 5 Exemption from certain provisions of this Chapter
187 10 Registrar may make determination even if application is incomplete
187 15 Registrar’s power to make determinations
187 20 Criteria for determinations
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Chapter 5—Meetings
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Part 5 1—Introduction
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Division 193—Introduction
193 1 What this Chapter is about
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Part 5 2—General meetings
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Division 198—Introduction
198 1 What this Part is about
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Division 201—What are the rules concerning general meetings?
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Subdivision 201 A—Who may call general meetings?
201 1 Director may call meetings (replaceable rule—see section 60 1)
201 5 Request by members for directors to call general meetings
201 10 When must directors comply with members’ request?
201 15 When must a requested meeting be held?
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Subdivision 201 B—How to call general meetings
201 20 Amount of notice of general meetings
201 25 Notice of general meeting to members, officers and observers
201 30 Auditor entitled to notice and other communications
201 35 Contents of notice of general meeting
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Subdivision 201 C—Members’ rights to put resolutions etc. to general meeting
201 40 Members’ resolutions
201 45 Notice of members’ resolutions
201 50 Members’ statements to be distributed
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Subdivision 201 D—Holding general meetings
201 55 Purpose
201 60 Time and place for general meeting
201 65 Technology
201 70 Quorum
201 75 Chairing general meeting (replaceable rule—see section 60 1)
201 80 Auditor’s right to be heard at general meetings
201 85 Adjourned meetings
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Subdivision 201 E—Proxies
201 90 Who may appoint a proxy (replaceable rule—see section 60 1)
201 95 Rights of proxies
201 100 Appointing a proxy
201 105 Proxy documents
201 110 Body corporate representative
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Subdivision 201 F—Voting at general meetings
201 115 How many votes a member has (replaceable rule—see section 60 1)
201 120 Objections to right to vote (replaceable rule—see section 60 1)
201 125 How voting is carried out (replaceable rule—see section 60 1)
201 130 Matters on which a poll may be demanded
201 135 When a poll is effectively demanded
201 140 When and how polls must be taken (replaceable rule—see section 60 1)
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Subdivision 201 G—First general meeting and annual general meetings
201 145 Corporation must hold first general meeting within 3 months of registration
201 150 Corporation must hold AGM
201 155 Extension of time for holding AGM
201 160 Business of AGM
201 165 Questions and comments by members on corporation management at AGM
201 170 Questions by members of auditors at AGM
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Division 204—Resolutions without a general meeting
204 1 Circulating resolutions
204 5 Resolutions of 1 member corporations
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Part 5 3—Directors’ meetings
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Division 209—Introduction
209 1 What this Part is about
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Division 212—What are the rules concerning directors’ meetings?
212 1 Constitution to provide for meetings
212 5 Calling directors’ meetings (replaceable rule—see section 60 1)
212 10 Use of technology
212 15 Chairing directors’ meetings (replaceable rule—see section 60 1)
212 20 Quorum at directors’ meetings
212 25 Passing of directors’ resolutions (replaceable rule—see section 60 1)
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Division 215—Resolutions and declarations without meetings
215 1 Circulating resolutions of corporation with more than 1 director (replaceable rule—see section 60 1)
215 5 Resolutions and declarations of 1 director corporation
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Part 5 4—Minutes of meetings
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Division 220—Minutes of meetings
220 1 What this Part is about
220 5 Minutes
220 10 Members’ access to minutes
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Part 5 5—Exemption from operation of this Chapter
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Division 225—Exemption from operation of this Chapter
225 1 What this Part is about
225 5 Exemption from the provisions of this Chapter
225 10 Registrar may make determination even if application is incomplete
225 15 Registrar’s power to make determinations
225 20 Criteria for determinations
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Chapter 6—Officers
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Part 6 1—Introduction
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Division 235—Introduction
235 1 What this Chapter is about
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Part 6 2—Appointment, remuneration and cessation of appointment of directors
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Division 240—Introduction
240 1 What this Part is about
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Division 243—Number of directors
243 1 Minimum number of directors
243 5 Maximum number of directors
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Division 246—Appointment of directors
246 1 Eligibility for appointment as a director
246 5 Majority of director requirements
246 10 Consent to act as director
246 15 Corporation may appoint a director (replaceable rule—see section 60 1)
246 20 Directors may appoint other directors to make up a quorum (replaceable rule—see section 60 1)
246 25 Term of appointment
246 30 Alternate directors (replaceable rule—see section 60 1)
246 35 Effectiveness of acts by directors
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Division 249—Resignation, retirement or removal of directors
249 1 How does a person cease to be a director?
249 5 Director may resign
249 10 Removal by members
249 15 Removal by other directors
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Division 252—Remuneration of directors
252 1 Remuneration
252 5 Members may obtain information about directors’ remuneration
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Part 6 3—Appointment of secretaries and contact persons
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Division 257—Appointment of secretaries and contact persons
257 1 What this Part is about
257 5 Requirement to have a secretary or contact person
257 10 Who may be a secretary or contact person
257 15 Consent to act as secretary or contact person
257 20 How a secretary or contact person is appointed
257 25 Director to be contact person in certain circumstances
257 30 Contact person must pass on communications received
257 35 Secretary must pass on communications received
257 40 Effectiveness of acts by secretaries
257 45 Terms and conditions of office for secretaries (replaceable rule—see section 60 1)
257 50 Terms and conditions of contact person’s appointment (replaceable rule—see section 60 1)
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Part 6 4—Duties and powers of directors and other officers and employees
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Division 262—Introduction
262 1 What this Part is about
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Division 265—General duties
265 1 Care and diligence—civil obligation only
265 5 Good faith—civil obligations
265 10 Use of position—civil obligations
265 15 Use of information—civil obligations
265 20 Acts done to comply with Native Title legislation obligations
265 25 Good faith, use of position and use of information—criminal offences
265 30 Interaction of sections 265 1 to 265 25 with other laws etc.
265 35 Directors of wholly owned subsidiaries
265 40 Responsibility of secretaries for certain contraventions
265 45 Meaning of reasonable reliance on information or advice provided by others
265 50 Responsibility for actions of delegate
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Division 268—Duties in relation to disclosure of, and voting on matters involving, material personal interests
268 1 Material personal interest—director’s duty to disclose
268 5 Interest as common law holder of native title
268 10 Director may give other directors standing notice about an interest
268 15 Interaction of sections 268 1 and 268 10 with other laws etc.
268 20 Restrictions on voting
268 25 Registrar’s power to make declarations and class orders
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Division 271—Duty to discharge certain trust liabilities
271 1 Directors liable for debts and other obligations incurred by corporation as trustee
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Division 274—Powers of directors
274 1 Powers of directors (replaceable rule—see section 60 1)
274 5 Negotiable instruments (replaceable rule—see section 60 1)
274 10 Delegation
274 15 Right of access to corporation books
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Part 6 5—Disqualification from managing corporations
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Division 279—Disqualification from managing corporations
279 1 Disqualified person not to manage corporations
279 5 Automatic disqualification
279 10 Extension of period of automatic disqualification
279 15 Court power of disqualification—contravention of civil penalty provision
279 20 Court power of disqualification—insolvency and non payment of debts
279 25 Court power of disqualification—repeated contraventions of Act
279 30 Registrar’s power of disqualification
279 35 Court power to grant leave
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Part 6 6—Member approval needed for related party benefit
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Division 284—Need for member approval
284 1 Need for member approval for financial benefit
284 5 Consequences of breach
284 10 Exemptions
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Division 287—Exceptions to the requirement for member approval
287 1 Remuneration and reimbursement for officer or employee
287 5 Benefit to or by closely held subsidiary
287 10 Benefits to members that do not discriminate unfairly
287 12 Benefits given to comply with Native Title legislation obligations
287 15 Court order
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Division 290—Procedure for obtaining member approval
290 1 Resolution may specify matters by class or kind
290 5 Corporation must lodge material that will be put to members with the Registrar
290 10 Requirements for explanatory statement to members
290 15 Registrar may comment on proposed resolution
290 20 Requirements for notice of meeting
290 25 Other material put to members
290 30 Proposed resolution cannot be varied
290 35 Voting by or on behalf of related party interested in proposed resolution
290 40 Voting on the resolution
290 45 Notice of resolution to be lodged
290 50 Declaration by court of substantial compliance
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Division 293—Related parties and financial benefits
293 1 Related parties
293 5 Giving a financial benefit
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Division 296—Interaction with other rules
296 1 General duties still apply
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Part 6 7—Public information about directors, secretaries and contact persons
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Division 301—Introduction
301 1 What this Part is about
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Division 304—Information to be provided
304 1 Director, alternate director, secretary or contact person may notify the Registrar of resignation or retirement
304 5 Notice of name and address of directors and secretaries to the Registrar
304 10 Director, alternate director, secretary and contact person must give information to corporation
304 15 Address for officers
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Division 307—Registrar may ask for information
307 1 Registrar’s power to ask for information about person’s position as director, secretary or contact person
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Part 6 7A—Director identification numbers
308 1 What this Part is about
308 5 Giving and cancelling director identification numbers
308 10 Applying for a director identification number
308 15 Eligible officers
308 20 Requirement to have a director identification number
308 25 Requirement to apply for a director identification number
308 30 Commonwealth Registrar may extend application periods
308 35 Infringement notices
308 40 Applying for additional director identification numbers
308 45 Misrepresenting director identification numbers
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Part 6 8—Exemption from operation of certain provisions of this Chapter
310 1 What this Part is about
310 5 Exemption from certain provisions of this Chapter
310 10 Registrar may make determination even if application is incomplete
310 15 Registrar’s power to make determinations
310 20 Criteria for determinations
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Chapter 7—Record keeping, reporting requirements and books
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Part 7 1—Introduction
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Division 317—Introduction
317 1 What this Chapter is about
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Part 7 2—Record keeping requirements
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Division 322—Record keeping requirements
322 1 What this Part is about
322 5 Obligation to keep copy of constitution and records about officers, contact person, etc.
322 10 Obligation to keep financial records
322 15 Physical format
322 20 Place where records are kept
322 25 Director access
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Part 7 3—Reporting requirements
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Division 327—Overview of reporting obligations
327 1 Reports that an Aboriginal and Torres Strait Islander corporation must prepare and lodge
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Division 330—General report for each financial year
330 1 Aboriginal and Torres Strait Islander corporation must prepare a general report each financial year
330 5 Contents of general report
330 10 General report to be lodged with Registrar
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Division 333—Financial and other reports required by the regulations
333 1 What this Division is about
333 5 Regulations may require financial reports, directors’ reports and other reports to be prepared
333 10 Contents of reports
333 15 Other requirements in relation to report
333 20 Aboriginal and Torres Strait Islander corporation to obtain audit report if audit required
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Division 336—Registrar may increase reporting requirements
336 1 Registrar may require additional report, or otherwise increase reporting requirements, for particular corporation
336 5 Registrar may require additional reports, or otherwise increase reporting requirements, for class of corporation
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Division 339—Audit of financial reports
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Subdivision 339 A—Introduction
339 1 What this Division is about
339 5 Application of Division
339 10 When financial report required to comply with accounting standards
339 15 When audit required to be conducted in accordance with auditing standards
339 20 Lead and review auditors
339 25 Professional members of the audit team
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Subdivision 339 B—Conduct of the audit
339 30 Auditor to form opinion
339 35 Auditor obligations in relation to auditing standards
339 40 Auditor’s report
339 45 Other requirements in relation to auditor’s report
339 50 Auditor’s independence declaration
339 55 Audit working papers to be retained for 7 years
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Subdivision 339 C—Qualification, experience and registration
339 60 Qualification and experience: individual auditor
339 65 Qualification and experience: audit firm
339 70 Registration requirements for appointment of company as auditor
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Subdivision 339 D—Auditor independence
339 75 Independence of auditors: application of Corporations Act auditor independence provisions
339 80 Independence of auditors: alternative independence requirements
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Subdivision 339 E—Auditor’s powers and duties
339 85 Auditor’s power to obtain information
339 90 Reporting to the Registrar
339 95 Assisting auditor
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Subdivision 339 F—Appointment and removal of auditors
339 100 Appointment and removal of auditors
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Division 342—Financial reporting to members
342 1 What this Division is about
342 5 Annual financial reporting to members
342 10 Deadline for giving member copy of report
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Division 345—Consolidated financial report
345 1 Directors and officers of controlled entity to give information
345 5 Auditor’s power to obtain information from controlled entity
345 10 Controlled entity to assist auditor
345 15 Application of sections 345 1 to 345 10 to entity that has ceased to be controlled
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Division 348—Lodging reports
348 1 Lodging annual reports with the Registrar
348 5 Relodgment if report amended after lodgment
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Part 7 4—Registrar may exempt from record keeping and reporting requirements
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Division 353—Registrar may exempt from record keeping and reporting requirements
353 1 What this Part is about
353 3 Exemption from the provisions of this Chapter
353 5 Registrar may make determination even if application is incomplete
353 10 Registrar’s power to make determinations
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Part 7 5—Criteria for determining level of reporting requirements
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Division 358—Criteria for determining level of reporting requirements
358 1 What this Part is about
358 5 Criteria for determinations about level of reporting requirements
358 10 Reporting obligations
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Part 7 6—Sanctions for contraventions of record keeping and reporting requirements
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Division 363—Sanctions for contraventions of record keeping and reporting requirements
363 1 Sanctions
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Part 7 7—Modifications of record keeping and reporting requirements by regulations
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Division 368—Modifications of record keeping and reporting requirements by regulations
368 1 Modification by regulations
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Part 7 8—Books
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Division 373—Introduction
373 1 What this Part is about
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Division 376—When and where may books be inspected?
376 1 Inspection of books
376 5 Translations of instruments and books
376 10 Court may compel compliance
376 15 Admissibility of books in evidence
376 20 Form of books
376 25 Protection of books
376 30 Evidentiary value
376 35 Falsification of books
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Chapter 8—Civil consequences of contravening civil penalty provisions
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Division 386—Civil consequences of contravening civil penalty provisions
386 1 Declarations of contravention
386 5 Declaration of contravention is conclusive evidence
386 10 Pecuniary penalty orders
386 15 Compensation orders—civil penalty provisions
386 20 Who may apply for a declaration or order
386 25 Time limit for application for a declaration or order
386 30 Civil evidence and procedure rules for declarations of contravention and civil penalty orders
386 35 Civil proceedings after criminal proceedings
386 40 Criminal proceedings during civil proceedings
386 45 Criminal proceedings after civil proceedings
386 50 Evidence given in proceedings for penalty not admissible in criminal proceedings
386 55 Registrar requiring person to assist
386 60 Relief from liability for contravention of civil penalty provision
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Chapter 9—Lodgments and registers
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Part 9 1—Introduction
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Division 396—Introduction
396 1 What this Chapter is about
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Part 9 2—Lodgments with the Registrar
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Division 401—Introduction
401 1 What this Part is about
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Division 404—What is the form in which documents may be lodged?
404 1 Forms for documents to be lodged with the Registrar
404 5 Signing documents lodged with the Registrar
404 10 Documents lodged with the Registrar electronically
404 15 Relodging of lost registered documents
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Division 407—Registrar’s powers
407 1 Registrar may refuse to receive or register documents
407 5 Registrar may require additional information
407 10 Registrar may require information from persons on a register
407 15 Telephone or email notice of certain changes
407 20 Registrar may destroy or dispose of lodged documents
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Division 410—Courts power if documents not lodged
410 1 Court may make certain orders
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Part 9 3—Registers
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Division 415—Introduction
415 1 What this Part is about
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Division 418—Registers to be kept
418 1 Registers
418 5 Form of registers
418 10 Register of Aboriginal and Torres Strait Islander Corporations
418 15 Register of Disqualified Officers
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Division 421—What information may a person obtain from the Registrar?
421 1 Inspection and production of records
421 5 Requests and certification of copy or extract etc.
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Division 424—Validity and use of information etc. obtained from a register
424 1 Validity of copy or extract
424 5 Use in court proceedings etc. of documents issued by Registrar
424 10 Registrar’s certificate that person was a director etc.
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Chapter 10—Regulation and enforcement
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Part 10 1—Introduction
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Division 434—Introduction
434 1 What this Chapter is about
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Part 10 2—Regulation of Aboriginal and Torres Strait Islander corporations
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Division 439—Regulation of Aboriginal and Torres Strait Islander corporations
439 1 What this Part is about
439 5 Registrar may convene meetings of interested persons
439 10 Registrar may call a general meeting (other than an AGM)
439 15 Registrar may call an AGM
439 20 Registrar may require compliance with Act etc.
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Part 10 3—Enforcement
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Division 444—Introduction
444 1 What this Part is about
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Division 447—Authorised officers
447 1 Appointment of authorised officers
447 5 Identity cards
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Division 450—Purposes for which powers under this Part may be exercised
450 1 Purposes for which power under this Part may be exercised
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Division 453—Examination of books and persons
453 1 Examination of books
453 5 Production of books or attendance to answer questions
453 10 Remuneration of authorised officer
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Division 456—Warrants for books not produced
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Subdivision 456 A—Warrants applied for in person
456 1 Application for warrant to seize books not produced
456 5 Grant of warrant
456 10 Powers where books produced or seized
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Subdivision 456 B—Warrants by telephone or other electronic means
456 15 Applying for warrants by telephone or other electronic means
456 20 Issuing warrants by telephone etc.
456 25 Unsigned warrants by telephone etc. in court proceedings
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Subdivision 456 C—Offences relating to warrants by telephone or other electronic means
456 30 Offence for stating incorrect names in warrants by telephone etc.
456 35 Offence for unauthorised form of warrant
456 40 Offence for execution etc. of unauthorised form of warrant
456 45 Offence for giving unexecuted form of warrant
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Subdivision 456 D—Warrant details to be given to occupier
456 50 Details of warrant to be given to occupier etc.
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Part 10 4—Offences relating to regulatory and enforcement powers of Registrar
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Division 461—Offences relating to regulatory and enforcement powers of Registrar
461 1 Obstructing Registrar or interfering with meeting called by Registrar etc.
461 5 False information
461 10 Concealing books relevant to investigation
461 15 Self incrimination
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Part 10 5—Protection for whistleblowers
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Division 466—Which disclosures qualify for protection under this Part?
466 1 Disclosures qualifying for protection
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Division 469—Effects of disclosure
469 1 Disclosure that qualifies for protection not actionable etc.
469 5 Victimisation prohibited
469 10 Right to compensation
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Division 472—Confidentiality requirement
472 1 Confidentiality requirements for corporations, corporation officers and employees and auditors
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Chapter 11—External administration
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Part 11 1—Introduction
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Division 482—Introduction
482 1 What this Chapter is about
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Part 11 2—Special administration
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Division 487—Special administration of Aboriginal and Torres Strait Islander corporation
487 1 Registrar may put Aboriginal and Torres Strait Islander corporation under special administration
487 5 Grounds for special administration
487 10 Show cause notice procedure
487 15 Extension of period of special administration
487 20 Registrar may terminate special administration
487 25 References to corporation under special administration
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Division 490—Appointment of special administrator
490 1 Registrar may appoint special administrator
490 5 Period of appointment
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Division 493—Notice requirements
493 1 Notice of special administration determination or appointment of special administrator
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Division 496—Effect of appointment of special administrator on officers of the corporation
496 1 General rule that offices of directors and secretary vacated when special administrator appointed
496 5 Registrar may determine that offices not vacated in certain circumstances
496 10 Powers of officers can only be exercised by, or with the consent of, special administrator
496 15 Only special administrator can deal with corporation’s property
496 20 Order for compensation where officer involved in void transaction
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Division 499—Function, duties and powers of special administrator
499 1 Function of special administrator
499 5 Powers of special administrator
499 10 Applying Corporations Act provisions to Aboriginal and Torres Strait Islander corporation that is under special administration
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Division 502—Special administrator to report to Registrar
502 1 Report to Registrar
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Division 505—Termination of special administrator’s appointment
505 1 Termination of appointment of special administrator
505 5 Grounds for terminating appointment
505 10 Registrar to appoint new special administrator in certain circumstances
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Division 508—Transition to normal control of the corporation’s affairs at end of special administration
508 1 Special administrator to ensure that there will be directors when corporation ceases to be under special administration
508 5 Election of directors to take over affairs of corporation when corporation ceases to be under special administration
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Division 511—Miscellaneous
511 1 Remuneration of special administrator
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Part 11 3—Receivers, and other controllers, of property of corporations
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Division 516—Receivers, and other controllers, of property of corporations
516 1 Applying Corporations Act receiver provisions to Aboriginal and Torres Strait Islander corporations
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Part 11 4—Administration of an Aboriginal and Torres Strait Islander corporation’s affairs with a view to executing a deed of corporation arrangement
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Division 521—Administration of an Aboriginal and Torres Strait Islander corporation’s affairs with a view to executing a deed of corporation arrangement
521 1 Applying Corporations Act administration provisions to Aboriginal and Torres Strait Islander corporations
521 5 Administrator’s capacity to act as trustee
521 10 Corporations Act administrator cannot be appointed if special administrator appointed
521 15 Effect of appointment of special administrator on Corporations Act administrator
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Part 11 4A—Restructuring of an Aboriginal and Torres Strait Islander corporation
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Division 522—Restructuring of an Aboriginal and Torres Strait Islander corporation
522 1 Applying Corporations Act restructuring provisions to Aboriginal and Torres Strait Islander corporations
522 2 Corporations Act restructuring practitioner cannot be appointed if special administrator appointed
522 3 Effect of appointment of special administrator—Aboriginal and Torres Strait Islander corporation under restructuring
522 4 Effect of appointment of special administrator—Aboriginal and Torres Strait Islander corporation subject to restructuring plan
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Part 11 5—Winding up
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Division 526—Winding up
526 1 Court may order winding up
526 5 Grounds for Court ordered winding up
526 10 Acts etc. done to comply with Native Title legislation requirement
526 15 Who may apply to court for winding up order
526 20 Voluntary winding up
526 25 Distribution of surplus assets in winding up by Court
526 30 Distribution of surplus assets in voluntary winding up
526 35 Applying Corporations Act winding up provisions to Aboriginal and Torres Strait Islander corporations
526 40 Application of Corporations Act pre winding up provisions
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Part 11 6—Insolvent trading and creditor defeating dispositions
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Division 531—Insolvent trading and creditor defeating dispositions
531 1 Applying Corporations Act insolvent trading and creditor defeating disposition provisions to Aboriginal and Torres Strait Islander corporations
531 5 Sections 588G, 588GAB and 588GAC of Corporations Act prevail over conflicting Native Title legislation obligations
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Part 11 7—Employees’ entitlements
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Division 536—Employees’ entitlements
536 1 Applying Corporations Act employees’ entitlements provisions to Aboriginal and Torres Strait Islander corporations
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Chapter 12—Transfer of registration, deregistration and unclaimed property
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Part 12 1—Transfer of registration to another system
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Division 540—Transfer of registration
540 1 Transferring registration
540 5 Applying to transfer registration
540 10 Registrar makes transfer of registration declaration
540 15 Registrar to deregister corporation
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Part 12 2—Deregistration
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Division 546—Deregistration
546 1 Deregistration—voluntary
546 5 Deregistration—Registrar initiated
546 10 Deregistration—following amalgamation or winding up
546 15 Registered native title body corporate
546 20 Effect of deregistration
546 25 What the Registrar does with the property
546 30 Registrar’s power to fulfil outstanding obligations of deregistered corporation
546 35 Claims against insurers of deregistered corporation
546 40 Reinstatement
546 45 Regulations may modify Division in relation to statutory Indigenous land trusts
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Part 12 3—Unclaimed property
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Division 551—Unclaimed property
551 1 Unclaimed property
551 5 Registrar to deal with unclaimed property
551 10 Registrar and Commonwealth not liable to pay calls on shares etc.
551 15 Disposition of money that is unclaimed property etc.
551 20 Establishment of the Aboriginal and Torres Strait Islander Corporations Unclaimed Money Account
551 25 Credits of amounts to Account
551 30 Purposes of Account
551 35 Claims of disposition of money to incorrect payee
551 40 Commonwealth or Registrar not liable for loss or damage
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Chapter 13—Offences
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Part 13 1—Offences about false or misleading statements etc.
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Division 561—Offences about false or misleading statements etc.
561 1 False or misleading statements
561 5 False information etc.
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Part 13 2—General matters relating to offences
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Division 566—General matters relating to offences
566 1 Penalties for bodies corporate
566 5 Penalty notices
566 10 Continuing offences
566 15 Time for instituting criminal proceedings
566 20 Privilege against self incrimination not available to bodies corporate in certain proceedings
566 25 Certain persons to assist in prosecutions
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Chapter 14—Courts and proceedings
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Part 14 1—Powers of courts
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Division 576—Powers of courts
576 1 Power to grant relief
576 5 Power of Court to give directions with respect to meetings ordered by the Court
576 10 Appeals from decisions of receivers, liquidators etc.
576 15 Irregularities
576 20 Power of Court to prohibit payment or transfer of money, financial products or other property
576 25 Injunctions
576 30 Effect of sections 576 20 and 576 25
576 35 Power of Court to punish for contempt of Court
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Part 14 2—Proceedings
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Division 581—Proceedings
581 1 The Registrar’s power to intervene in proceedings
581 5 Civil proceedings not to be stayed
581 10 Standard of proof
581 15 Evidence of contravention
581 20 Costs
581 25 Vesting of property
581 30 Civil proceedings in relation to registered native title bodies corporate
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Part 14 3—Jurisdiction and procedure of courts
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Division 586—Civil jurisdiction
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Subdivision 586 A—Introduction
586 1 Operation of Division
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Subdivision 586 B—Conferral of jurisdiction
586 5 Jurisdiction of Federal Court and State and Territory Supreme Courts
586 10 Jurisdiction of Federal Circuit and Family Court of Australia (Division 1) and State Family Courts
586 15 Jurisdiction of courts (decisions to prosecute and related criminal justice process decisions made by Commonwealth officers)
586 20 Jurisdiction of lower courts
586 25 Appeals
586 30 Courts to act in aid of each other
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Subdivision 586 C—Transfer of proceedings
586 35 Transfer of proceedings by the Federal Court and State and Territory Supreme Courts
586 40 Transfer of proceedings by the Federal Circuit and Family Court of Australia (Division 1) and State Family Courts
586 45 Transfer of proceedings in lower courts
586 50 Further matters for a court to consider when deciding whether to transfer a proceeding
586 55 Transfer may be made at any stage
586 60 Transfer of documents
586 65 Conduct of proceedings
586 70 Rights of appearance
586 75 Limitation on appeals
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Subdivision 586 D—Rules of court
586 80 Rules of the Federal Court
586 85 Rules of the Supreme Court
586 90 Rules of the Federal Circuit and Family Court of Australia (Division 1)
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Division 589—Criminal jurisdiction
589 1 Operation of Division
589 5 Jurisdiction of courts
589 10 Laws to be applied
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Chapter 15—Administration
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Part 15 1—Introduction
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Division 599—Introduction
599 1 What this Chapter is about
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Part 15 2—Protection of information
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Division 604—Protection of information
604 1 What this Part is about
604 5 Protected information
604 10 Registrar’s obligations in relation to protected information
604 15 Special administrator’s obligations in relation to protected information
604 20 Consultant’s obligations in relation to protected information
604 25 Authorised use or disclosure
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Part 15 3—Protection from liability for Registrar, Minister etc.
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Division 609—Protection from liability for Registrar, Minister etc.
609 1 Protection from liability for Minister, Registrar etc.
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Part 15 4—Review of decisions
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Division 614—Introduction
614 1 What this Part is about
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Division 617—Reviewable decisions
617 1 Reviewable decisions
617 5 Deadlines for making reviewable decisions
617 10 Notice of reviewable decision and review rights
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Division 620—Internal review of reviewable decisions
620 1 Registrar may reconsider reviewable decisions on own initiative
620 5 Reconsideration of reviewable decisions
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Division 623—AAT review of reviewable decisions
623 1 AAT review of reviewable decisions
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Part 15 5—Fees
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Division 628—Fees
628 1 Fees
628 5 Lodgment of document without payment of fee
628 10 Doing act without payment of fee
628 15 Effect of sections 628 5 and 628 10
628 20 Debt due to the Commonwealth
628 25 Payment of fee does not give right to inspect or search
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Part 15 6—Regulations
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Division 633—Regulations
633 1 General regulation making power
633 5 Regulations concerning registered native title bodies corporate
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Part 15 7—Approved forms
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Division 638—Approved forms
638 1 Registrar may approve forms
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Chapter 16—Registrar and Deputy Registrars of Aboriginal and Torres Strait Islander Corporations
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Part 16 1—Introduction
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Division 648—Introduction
648 1 What this Chapter is about
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Part 16 2—Appointment of the Registrar and Deputy Registrars
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Division 653—Appointment of Registrar and Deputy Registrars
653 1 Registrar of Aboriginal and Torres Strait Islander Corporations
653 5 Deputy Registrars of Aboriginal and Torres Strait Islander Corporations
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Part 16 3—Registrar’s functions and powers
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Division 658—Registrar’s functions and powers
658 1 Functions of the Registrar
658 5 Aims of the Registrar
658 10 Powers of the Registrar
658 15 Registrar to have a seal
658 20 Judicial notice of certain matters
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Part 16 4—Matters concerning the Registrar’s and Deputy Registrars’ appointments
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Division 663—Matters concerning the Registrar’s and Deputy Registrars’ appointments
663 1 Registrar’s remuneration
663 5 Resignation
663 10 Termination of Registrar’s appointment
663 15 Termination of Deputy Registrar’s appointment
663 20 Disclosure of interests
663 25 Acting appointments
663 30 Leave of absence
663 35 Outside employment
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Part 16 5—Delegation
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Division 668—Delegation
668 1 Delegation by Registrar
668 5 Sub delegation by Deputy Registrar
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Part 16 6—Staffing
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Division 673—Staffing
673 1 Staff assisting the Registrar and Deputy Registrar
673 5 Engagement of consultants etc. by the Registrar
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Chapter 17—Interpreting this Act
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Part 17 1—Meaning of some important concepts
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Division 683—Directors and officers of Aboriginal and Torres Strait Islander corporations
683 1 Meaning of director and officer
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Division 686—Associates
686 1 Effect of Division
686 5 Associates of bodies corporate
686 10 General
686 15 Exclusions
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Division 689—Subsidiaries and control
689 1 What is a subsidiary
689 5 Control of a body corporate’s board
689 10 Matters to be disregarded
689 15 References in this Division to a subsidiary
689 20 Related bodies corporate
689 25 Control
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Part 17 2—Interpretation of other expressions
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Division 694—Interpretation of other expressions
694 1 Giving information
694 5 Doing acts
694 10 Signing
694 15 Business affairs of a body corporate
694 20 Business affairs of a natural person
694 25 Business affairs of a partnership
694 30 Business affairs of a trust
694 35 Meaning of court and Court
694 40 Entities
694 45 Entities connected with a corporation (including an Aboriginal and Torres Strait Islander corporation)
694 50 Extension of period for doing an act
694 55 Involvement in contraventions
694 60 Possession
694 65 Public document of a body corporate
694 70 Receivers and managers
694 75 Securities
694 80 Solvency and insolvency
694 85 Meaning of chief executive officer function
694 90 Applications to be in writing
694 95 Effect of certain contraventions of this Act
694 100 Effect of provisions empowering a person to require or prohibit conduct
694 105 Calculation of time
694 110 Performance of functions by Registrar or Deputy Registrar includes reference to delegate etc.
694 115 Certain family relationships
694 120 Commonwealth Registrar
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Part 17 3—Dictionary
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Division 700—Dictionary
700 1 Dictionary
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Endnotes
Endnote 1—About the endnotes
Endnote 2—Abbreviation key
Endnote 3—Legislation history
Endnote 4—Amendment history