Friendly Societies Regulations 1997
i
Friendly Societies Regulations 1997
S.R. No. 101/1997
TABLE OF PROVISIONS
Regulation Page
PART 1—PRELIMINARY 1
1. Objective 1
2. Authorising provision 1
3. Commencement 2
PART 2—FUNCTIONS AND POWERS OF SSA 3
4. Documents for inspection 3
5. Acquisition of shares in services corporation 5
6. Payment for attendance and production of documents 6
PART 3—SOCIETIES 8
7. Registration of society 8
PART 4—OFFERING AND MARKETING OF BENEFITS 9
8. Register of holders of proper authorities 9
PART 5—SHARES AND CHARGES 10
9. Prohibition on allotment unless minimum subscription received 10
10. Return as to allotments 10
11. Substantial shareholding and substantial shareholders 11
12. Power to obtain information as to beneficial ownership of shares 12
13. Issue of duplicate document of title to shares 12
14. Registration of charges 13
PART 6—MANAGEMENT 15
15. Registers 15
16. Register of members 16
17. Register of holders of permanent shares 16
18. Inspection of registers 16
19. Up-to-date information in registers 17
20. Final audit on merger, etc 18
21. Returns 18
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Regulation Page
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PART 7—MERGERS OF SOCIETIES AND TRANSFERS OF
ENGAGEMENTS 19
22. Proposed merger or transfer to be approved by members 19
PART 8—CONVERSIONS TO COMPANIES AND
INCORPORATED ASSOCIATIONS 20
23. Proposal to convert to be approved by members 20
PART 9—EXTERNAL ADMINISTRATION 21
24. Arrangements and reconstructions 21
25. Receivers and other controllers of property of societies 22
26. Winding up 23
27. Miscellaneous 25
PART 10—SPECIAL INVESTIGATIONS 26
28. Examination of officers 26
PART 11—FOREIGN SOCIETIES 27
29. Registration of foreign society 27
30. Application of Code to foreign societies 27
PART 12—ASSOCIATIONS 28
31. Registration of an association 28
32. Application of Code to associations 28
PART 13—MISCELLANEOUS 30
33. Secrecy 30
34. Application of money of members who have died 31
35. Fees 31
__________________
SCHEDULES 33
SCHEDULE 1—Postal Ballot 33
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1
STATUTORY RULES 1997
S.R. No. 101/1997
Friendly Societies (Victoria) Act 1996
Friendly Societies Regulations 1997
The Governor in Council, on the recommendation of the
Ministerial Council (within the meaning of section 3 of the
Friendly Societies (Victoria) Act 1996), makes the
following Regulations:
Dated: 30 September 1997
Responsible Minister:
JAN WADE
Minister for Fair Trading
CON CHARA
Acting Clerk of the Executive Council
PART 1—PRELIMINARY
1. Objective
The objective of these Regulations is to prescribe
matters for the purposes of the Friendly Societies
Code set out in Schedule 1 to the Friendly
Societies (Victoria) Act 1996.
2. Authorising provision
These Regulations are made under section 12 of
the Friendly Societies (Victoria) Act 1996.
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3. Commencement
These Regulations come into operation on the day
on which Part 1 of the Friendly Societies Code set
out in Schedule 1 to the Friendly Societies
(Victoria) Act 1996 comes into operation.
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PART 2—FUNCTIONS AND POWERS OF SSA
4. Documents for inspection
For the purposes of section 27(2)(a)(ii) of the
Code, the following classes of documents may be
inspected at the public office of the SSA—
(a) a document lodged with, created by or
otherwise held by the SSA being—
(i) a notice given by the SSA under section
30(1), 30(9), 46(1), 361(5), 361(12)(a),
389(3)(a) (notice of approval only) or
389(3)(b) (notice of refusal only) or
395(3)(a) (notice of approval only) or
395(3)(b) (notice of refusal only) of the
Code;
(ii) a notice given to the SSA under section
46(3), 95(3), 248(7), 321(3), 343(5),
343(12), 433(1), 435(1) or 435(3) of the
Code;
(iii) an application under section 60(1),
241(5), 341(14), 364(7), 378(3),
379(2), 380(2), 389(1), 395(1), 427(1)
or 440(1) of the Code;
(iv) a document accompanying an
application under section 60(2)(b)(i),
(ii), (iv) and (v), 389(1)(a), (b) or (c),
395(1)(a), (b) or (c), or 427(2)(b) or (c)
of the Code;
(v) a certificate issued by the SSA under
section 61, 87(3), 241(6), 365(2),
366(2), 366(3), 370(2), 370(3)(b),
378(6), 379(3), 380(3), 392(1), 398(1),
423(10)(b), 427(3), 441(1) or 482(1) of
the Code;
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(vi) an approval or consent given by the
SSA under section 73(3), 75(5), 316(3)
or 368(5) of the Code;
(vii) a disclosure document under section
135(1) of the Code and an application
form under section 136(b) of the Code
lodged with the SSA;
(viii) a supplementary disclosure document
or a replacement disclosure document
lodged with the SSA under section
143(2) or 144(2) of the Code;
(ix) a return lodged with the SSA under
section 239(1), 317(9) or 340(5)(e) of
the Code;
(x) a document accompanying a return
under section 239(4) or 239(6) of the
Code;
(xi) a copy of a court order under section
243(8) of the Code;
(xii) a direction issued by AFIC or the SSA
under section 277(1) or 277(2) of the
Code;
(xiii) a special resolution registered by the
SSA under section 307(9) of the Code;
(xiv) a statement lodged with the SSA under
section 337(5)(b)(i) of the Code;
(xv) a report under section 348(4) of the
Code;
(xvi) the rules of an association registered by
the SSA under section 440(4) of the
Code;
(b) a document lodged with, created by or
otherwise held by the SSA under regulation
21(1), 21(2) or 31(e);
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(c) a document lodged with, created by or
otherwise held by the SSA under any of the
following provisions of the Corporations
Law as modified by these Regulations—
(i) Part 3.5 (Charges)—section 263, 264,
265(5), 268(1)(a), 268(2), 269(2), 274
and 277(3) of the Corporations Law;
(ii) Part 5.1 (Arrangements and
reconstructions)—section 411(9)(a)
(applying sections 427(2), 427(4)(a)
and 432(1) of the Corporations Law),
411(2), 411(10), 412(6), 413(3) and
415(1) of the Corporations Law;
(iii) Part 5.2 (Receivers and other
controllers of property of
corporations)—section 427(1)(a),
427(2), 427(3), 427(4)(a), 429(4),
429(5) and 432(1) of the Corporations
Law;
(iv) Part 5.4B (Winding up in insolvency or
by the Court)—section 465A(a),
470(1), 470(2), 470(3), 474(3), 475(7),
476, 481(5) and 482(5) of the
Corporations Law;
(v) Part 5.5 (Voluntary winding up)—
section 491(2)(a), 494(3)(b), 496(7),
497(2)(c), 497(7), 509(3), 509(4) and
509(7) of the Corporations Law;
(vi) Part 5.6 (Winding up generally)—
section 537, 539(1), 568A(1)(a),
571(2), 573(7) and 574(4) of the
Corporations Law;
(d) the Register of Charges referred to in
regulation 14(1)(a).
5. Acquisition of shares in services corporation
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For the purposes of section 30(3) of the Code, the
prescribed amount is—
(a) $2000; or
(b) 1% of the value of the society's assets (as
shown in the society's balance sheet as at the
end of the financial year last preceding the
subscription or acquisition of shares in a
services corporation) less the aggregate
amount (if any) previously applied in
subscribing for or otherwise acquiring shares
in a services corporation—
whichever is greater.
6. Payment for attendance and production of documents
The scale of allowances and expenses prescribed
for persons required to attend under section 32 of
the Code is as follows—
(a) for persons ordinarily receiving wages,
salary, remuneration or fees, for each hour,
or part of an hour, of attendance, the amount
of wages, salary, remuneration or fees
actually lost because of the person's
attendance, but not exceeding $217 for any
one day;
(b) in any other case, the actual expenditure
incurred (other than expenses under
paragraphs (c) and (d)), but not exceeding
$59 for any one day;
(c) for travelling expenses to and from a
person's usual place of residence or business
and the place of attendance—
(i) the amount actually paid; or
(ii) an amount calculated at 18 cents per
kilometre travelled—
whichever is lesser;
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(d) for accommodation and meals, if a person is
required to be absent over night from the
person's usual place of residence—
(i) the amount actually paid; or
(ii) an amount not exceeding $150 for any
one night—
whichever is the lesser.
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PART 3—SOCIETIES
7. Registration of society
An application for registration as a society under
section 60(1) of the Code—
(a) must be made in writing to the SSA; and
(b) must state the name reserved under Part 6A
of the AFIC Code for the proposed society;
and
(c) must contain the name and address of a
person to whom communications relating to
the application may be sent; and
(d) must be signed by the persons elected at the
formation meeting to be the first directors of
the society.
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PART 4—OFFERING AND MARKETING OF BENEFITS
8. Register of holders of proper authorities
For the purpose of section 191(3)(e) of the Code,
a register of persons who hold a proper authority
from the society must contain the date of birth of
each person who holds such an authority.
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PART 5—SHARES AND CHARGES
9. Prohibition on allotment unless minimum
subscription received
The prescribed rate of interest for the purposes of
section 238(5)(b)(i) of the Code is 8%.
10. Return as to allotments
(1) A return under section 239 of the Code—
(a) must be in writing signed by a director or the
secretary of the society; and
(b) in addition to the matters required to be
stated under section 239(1) of the Code,
must state—
(i) whether the shares are allotted as fully
or partly paid-up shares; and
(ii) if the shares are allotted otherwise than
in consideration of the payment of
money, the nature of the consideration
for which the shares have been allotted;
and
(iii) whether the shares are allotted pursuant
to an application made before the
registration of the society.
(2) A statement required to be lodged with a return
under section 239(6) of the Code must contain—
(a) if the allotment is made under a contract not
reduced to writing, particulars of the terms of
the contract;
(b) if the allotment is made under the society's
rules, particulars of the rules under which the
allotment was made;
(c) if the allotment is made in satisfaction of a
dividend declared in favour of, but not
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payable in cash to, the shareholders,
particulars of the amount of the dividend and
the date on which it was declared;
(d) if the allotment is made under the application
of money held by the society in an account
or reserve in paying up or partly paying up
unissued shares to which the shareholders
have become entitled, particulars of the
amount, source and application of the
money.
11. Substantial shareholding and substantial
shareholders
(1) The prescribed modifications for the purposes of
section 259(1) of the Code are that Part 6.7 of the
Corporations Law applies as if, in that Part—
(a) section 707 were omitted;
(b) a reference to a prescribed form were a
reference to the corresponding form
prescribed under the Corporations Law with
all necessary modifications;
(c) a reference to prescribed particulars were a
reference to particulars;
(d) a reference to such other particulars as are
prescribed were a reference to any other
relevant particulars;
(e) a reference to prescribed documents were a
reference to any relevant documents;
(f) the reference to Division 5 of Part 1.2 in
section 712 were a reference to section 252
of the Code;
(g) the reference to a company's home stock
exchange in section 713 were a reference to
the SSA.
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(2) The penalty applicable to a contravention of an
applied provision is the monetary penalty
applicable to the corresponding provision of the
Corporations Law or $5000, whichever is the
lesser.
(3) In this regulation "applied provision" means a
provision of the Corporations Law that applies to
a society by reason of the Code.
12. Power to obtain information as to beneficial
ownership of shares
(1) The prescribed modifications for the purposes of
section 260(1) of the Code are that Part 6.8 of the
Corporations Law applies as if, in that Part—
(a) a reference to a voting share were a reference
to a share;
(b) the definition of "company" in section 717
were omitted;
(c) section 719A were omitted;
(d) the prescribed fee under section 723A(1)
were $5;
(e) section 723A(2)(b) were omitted;
(f) the fee referred to in section 723A(2)(e)
were the fee in section 723A(1).
(2) The penalty applicable to a contravention of an
applied provision is the monetary penalty
applicable to the corresponding provision of the
Corporations Law or $5000, whichever is the
lesser.
(3) In this regulation "applied provision" means a
provision of the Corporations Law that applies to
a society by reason of the Code.
13. Issue of duplicate document of title to shares
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For the purposes of section 268(1)(a) of the Code,
the prescribed maximum amount payable for the
issue of a document of title to shares is $10.
14. Registration of charges
(1) The prescribed modifications for the purposes of
section 276(1) of the Code are that Part 3.5 of the
Corporations Law applies as if, in that Part—
(a) a reference to Australian Register of
Company Charges were a reference to
Register of Charges;
(b) in section 261(1), paragraphs (b) and (c) in
the definition of "property" were omitted;
(c) references to a foreign company were
omitted;
(d) the reference to the Commission (in this
jurisdiction or elsewhere) in section 261(4)
were a reference to the SSA of this State;
(e) a reference to a debenture were a reference
to a debenture issued by a society before the
commencement of the Code;
(f) a reference to a prescribed law of a State or
Territory were a reference to a law of a State
or Territory prescribed under the
Corporations Law;
(g) sections 263(3) and 263(4), and references to
sections 263(3) and 263(4), were omitted;
(h) the reference to the Corporations Law (Fees)
Regulations in section 268A(6) were
omitted;
(i) references to a company under
administration or an administrator appointed
under section 436A, 436B and 436C were
omitted;
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(j) references to a deed of company
arrangement or an administrator of a deed of
company arrangement were omitted;
(k) a reference to a shareholder were a reference
to a member;
(l) a reference to a document in the prescribed
form were a reference to a document in the
corresponding form prescribed under the
Corporations Law with all necessary
modifications;
(m) the prescribed amount under section
271(3)(b) were $5 and under section
271(4)(a) were $5 for the first page plus
$0.50 for each additional page;
(n) sections 275, 275A, 276, 276AA and 276A
were omitted.
(2) The penalty applicable to a contravention of an
applied provision is the monetary penalty
applicable to the corresponding provision of the
Corporations Law or $5000, whichever is the
lesser.
(3) In this regulation "applied provision" means a
provision of the Corporations Law that applies to
a society by reason of the Code.
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PART 6—MANAGEMENT
15. Registers
The registers to be kept by a society under section
316 of the Code are—
(a) a register of loans made to officers and
employees of the society;
(b) a register of loans made to members of the
society and of securities taken in respect of
those loans;
(c) a register of investments made by the society
(except investments in a subsidiary or a body
corporate that is an associate of the society)
and of securities related to any such
investments;
(d) a register of investments made by the society
in subsidiaries and in bodies corporate that
are associates of the society and of securities
related to any such investments;
(e) a register of guarantees given by the society;
(f) a register of loans raised by the society, the
securities issued by the society in respect of
those loans and the holders of those
securities;
(g) a register of debentures issued but not
redeemed by the society at the date of the
commencement of the Code and the holders
of those debentures;
(h) a register of bonds, bills of exchange and
promissory notes issued by the society;
(i) a register of letters of credit issued by the
society.
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16. Register of members
For the purposes of section 318 of the Code, the
following information must be entered in a
register of members in relation to each member—
(a) if the register is a register of members of a
society under section 318(1), the number of
shares (if any) allotted to the member, the
date of allotment, the nominal value of the
shares and the amount paid up on the shares;
(b) if applicable, the date of termination of
membership and the circumstances of
termination.
17. Register of holders of permanent shares
For the purposes of section 320(1)(d) of the Code,
the following information must be entered in a
register of holders of permanent shares in a
society—
(a) the nominal value of the shares and the
amount paid up on the shares;
(b) if the shares were allotted otherwise than in
consideration of the payment of money, the
nature of the consideration for which the
shares have been allotted; and
(c) the number of the certificate issued in
respect of the shares.
18. Inspection of registers
For the purposes of section 323(4) of the Code, a
member of a society or a member of a benefit fund
is not entitled to a copy of a register, or any part
of a register, except—
(a) a register of members of the society under
section 318(1) of the Code; or
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(b) a register of members of the benefit fund
under section 318(2) of the Code; or
(c) a register of holders of permanent shares in
the society under section 320(1) of the Code.
19. Up-to-date information in registers
(1) In this regulation, the following are instruments
prepared for the purposes of section 325(5) of the
Code—
(a) an index of—
(i) the members of a society;
(ii) the members of a benefit fund;
(iii) the holders of permanent shares of a
society;
(b) the written form of a register, or part of a
register, of—
(i) the members of a society;
(ii) the members of a benefit fund;
(iii) the holders of permanent shares in a
society;
(iv) the holders of options granted to
persons to take up permanent shares in
a society.
(2) A society must ensure that an instrument is, at any
time, not more than 20 business days out of date.
(3) However, if a person notifies a society that the
person wishes to inspect an instrument, and
nominates a day for inspection, the society must
ensure that the instrument is, on the day
nominated for inspection, not more than 5
business days out of date.
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(4) The day nominated for inspection must not be
earlier than the first business day after the society
receives a notice under sub-regulation (3).
20. Final audit on merger, etc
(1) The prescribed statements and information to be
included in an auditor's report under section
348(1) of the Code are the statements and
information required to be included in an auditor's
report under section 346 of the Code.
(2) Without limiting sub-regulation (1), a reference in
section 346 of the Code to a financial year is to be
construed as if it were a reference to the financial
year up to the date of dissolution of the society or
the date of the society's conversion to a company
or an incorporated association, as the case
requires.
21. Returns
(1) For the purposes of section 360(1) of the Code, a
society must lodge a return with the SSA on or
before the date of its annual general meeting.
(2) A return lodged under sub-regulation (1) must be
accompanied by the accounts, reports and
statement required under section 338(1) of the
Code to be laid before each annual general
meeting of the society.
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PART 7—MERGERS OF SOCIETIES AND TRANSFERS OF
ENGAGEMENTS
22. Proposed merger or transfer to be approved by
members
If a society conducts a postal ballot under section
364 or 377, it must be conducted in accordance
with Schedule 1.
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PART 8—CONVERSIONS TO COMPANIES AND
INCORPORATED ASSOCIATIONS
23. Proposal to convert to be approved by members
A postal ballot under section 387(1) of the Code
must be conducted in accordance with Schedule 1.
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PART 9—EXTERNAL ADMINISTRATION
24. Arrangements and reconstructions
(1) The prescribed modifications for the purposes of
section 399(1) of the Code are that Part 5.1 of the
Corporations Law applies as if, in that Part—
(a) a reference to a Part 5.1 body were a
reference to a society or a related body
corporate;
(b) references to a company were references to a
society;
(c) section 411(8A), and references to section
411(8A), were omitted;
(d) a reference to a shareholder were a reference
to a member;
(e) a reference to a debenture were a reference
to a debenture issued by a society before the
commencement of the Code;
(f) a reference to a document in the prescribed
form were a reference to a document in the
corresponding form prescribed under the
Corporations Law with all necessary
modifications;
(g) the reference to the Commission in section
414(15) were a reference to the Minister, and
the reference in that section to Part 9.7 were
a reference to the law relating to unclaimed
money or property;
(h) section 415A(1)(a) and (d) were omitted.
(2) Part 5.1 of the Corporations Law applies as if it
included provisions preventing—
(a) avoidance of the requirements of section 387
of the Code;
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(b) avoidance of any requirement of the friendly
societies legislation affecting—
(i) shareholding restrictions under Part 5
of the Code; or
(ii) mergers or transfers of engagements of
societies.
(3) The penalty applicable to a contravention of an
applied provision is the monetary penalty
applicable to the corresponding provision of the
Corporations Law or $5000, whichever is the
lesser.
(4) In this regulation "applied provision" means a
provision of the Corporations Law that applies to
a society by reason of the Code.
25. Receivers and other controllers of property of
societies
(1) The prescribed modifications for the purposes of
section 400(1) of the Code are that Part 5.2 of the
Corporations Law applies as if, in that Part—
(a) in section 416—
(i) paragraphs (b) and (c) in the definition
of "property" were omitted; and
(ii) the definition of "receiver" were
omitted;
(b) a reference to a foreign company were
omitted;
(c) a reference to Part 9.11 were omitted;
(d) a reference to a corporation were a reference
to a society;
(e) a reference to a Division 2 company were
omitted;
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(f) the reference in section 420A(2) to section
232 were a reference to section 298 of the
Code;
(g) the prescribed fee in section 421A(3)(b)
were $10;
(h) a reference to a document in the prescribed
form were a reference to a document in the
corresponding form prescribed under the
Corporations Law with all necessary
modifications;
(i) references to a company under
administration or the administrator of a
company under administration were omitted;
(j) references to a deed of company
arrangement or the administrator of a deed of
company arrangement were omitted;
(k) a reference to a registered Australian
corporation were omitted;
(l) a reference to a debenture were a reference
to a debenture issued by a society before the
commencement of the Code;
(m) section 433(1) and (4) were omitted;
(n) a reference in section 433(3)(b), (6) and (7)
to section 329(6) were a reference to section
343(6) of the Code.
(2) The penalty applicable to a contravention of an
applied provision is the monetary penalty
applicable to the corresponding provision of the
Corporations Law or $5000, whichever is the
lesser.
(3) In this regulation "applied provision" means a
provision of the Corporations Law that applies to
a society by reason of the Code.
26. Winding up
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(1) The prescribed modifications for the purposes of
section 403(1) of the Code are that Parts 5.4,
5.4A, 5.4B, 5.5, 5.6, 5.7A and 5.7B of the
Corporations Law apply as if, in those Parts—
(a) a reference to a company were a reference to
a society;
(b) references to a company under
administration or the administrator of a
company under administration were omitted;
(c) references to a deed of company
arrangement or the administrator of a deed of
company arrangement were omitted;
(d) a reference to a document in the prescribed
form were a reference to a document in the
corresponding form prescribed under the
Corporations Law with all necessary
modifications;
(e) references to Parts 5.3A and 5.7, or any
provisions in those Parts, were omitted;
(f) a reference to a Division 2 company were
omitted;
(g) a reference to a related body corporate were
a reference to a related body corporate as
defined in section 10 of the Code;
(h) the reference in section 544 to Part 9.7 were
a reference to the law relating to unclaimed
money or property;
(i) a reference in section 588B to a recognised
company were a reference to a society
registered under the friendly societies
legislation of another State.
(2) The penalty applicable to a contravention of an
applied provision is the monetary penalty
applicable to the corresponding provision of the
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Corporations Law or $5000, whichever is the
lesser.
(3) In this regulation "applied provision" means a
provision of the Corporations Law that applies to
a society by reason of the Code.
27. Miscellaneous
(1) The prescribed modifications for the purposes of
section 399(1), 400(1) and 403(1) of the Code are
that Part 5.9 of the Corporations Law applies as if,
in that Part—
(a) a reference to a corporation or company
were a reference to a society;
(b) references to a company under
administration or the administrator of a
company under administration were omitted;
(c) references to a deed of company
arrangement or the administrator of a deed of
company arrangement were omitted;
(d) references to Part 5.3A were omitted;
(e) the prescribed fee in section 597(14A)(b)
were $10.
(2) The penalty applicable to a contravention of an
applied provision is the monetary penalty
applicable to the corresponding provision of the
Corporations Law or $5000, whichever is the
lesser.
(3) In this regulation "applied provision" means a
provision of the Corporations Law that applies to
a society by reason of the Code.
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PART 10—SPECIAL INVESTIGATIONS
28. Examination of officers
The allowances and expenses prescribed for
persons required to attend under section 414(4) of
the Code are as follows—
(a) for persons ordinarily receiving wages,
salary, remuneration or fees, for each hour,
or part of an hour, of attendance, the amount
of wages, salary, remuneration or fees
actually lost because of the person's
attendance, but not exceeding $217 for any
one day;
(b) in any other case, the actual expenditure
incurred (other than expenses under
paragraphs (c) and (d)), but not exceeding
$59 for any one day;
(c) for travelling expenses to and from a
person's usual place of residence or business
and the place of attendance—
(i) the amount actually paid; or
(ii) an amount calculated at 18 cents per
kilometre travelled—
whichever is lesser;
(d) for accommodation and meals, if a person is
required to be absent over night from the
person's usual place of residence—
(i) the amount actually paid; or
(ii) an amount not exceeding $150 for any
one night—
whichever is the lesser.
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PART 11—FOREIGN SOCIETIES
29. Registration of foreign society
An application for registration as a foreign society
under section 427(1) of the Code—
(a) must be made in writing to the SSA; and
(b) must state the name reserved under Part 6A
of the AFIC Code for use in this State.
30. Application of Code to foreign societies
For the purposes of section 432 of the Code, the
following provisions of the Code apply to a
foreign society as if the foreign society were a
society—
(a) section 19 (Corporations Law applying
under its own force);
(b) section 92 (Publication of name);
(c) section 323 (Inspection of rules and other
documents) as if a reference in that section to
the registered office of a society were a
reference to the office of an agent of a
foreign society;
(d) section 456(Defaults by societies);
(e) section 464 (False or misleading
information)
(f) clauses 36 and 37 (Service of documents) in
Schedule A to the Code.
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PART 12—ASSOCIATIONS
31. Registration of an association
An application for registration as an association
under section 440(1) of the Code—
(a) must be made in writing to the SSA under
the common seals of the applicant societies;
and
(b) must state the names, addresses and
occupations of the persons who are to
become the first directors of the association;
and
(c) must state the name reserved under Part 6A
of the AFIC Code for use by the association;
(d) must state the objects of the association and
the reasons for the applicant societies
seeking registration as an association; and
(e) must be accompanied by a statutory
declaration by a proposed director of the
association to the effect that the formation of
the association and its proposed rules have
been approved by the members of the
applicant associations; and
(f) must be accompanied by details of share
capital (if any) and the numbers of shares to
be allotted to the applicant societies.
32. Application of Code to associations
For the purposes of section 446 of the Code, the
following provisions of the Code apply to an
association as if the association were a society—
(a) Part 2 (Functions and powers of the SSA),
except Subdivisions 7 and 8 of Division 2;
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(b) Sections 67 and 68 (Control of certain
arrangements and transactions);
(c) Part 3, Divisions 3 (Rules), 4 (Standards)
and 6 (Name and office);
(d) Sections 80, 83, 84 and 85 (Membership);
(e) Part 5, Division 7 (Registration of charges);
(f) Part 6, Divisions 6 (Accounts) and 7 (Audit);
(g) Part 7 (Mergers of societies and transfers of
engagements);
(h) Part 9 (External administration), except
sections 399 and 400;
(i) Part 13 (Review of decisions);
(j) Part 14 (Miscellaneous);
(k) Part 15 (Transitional).
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PART 13—MISCELLANEOUS
33. Secrecy
(1) For the purposes of the definition of "financial
sector supervisory agency" in section 477(1) of
the Code, the following persons and bodies are a
financial sector supervisory agency—
(a) the Australian Securities Commission;
(b) the Insurance and Superannuation
Commissioner under the Insurance and
Superannuation Commissioner Act 1987 of
the Commonwealth;
(c) the Private Health Insurance Administration
Council under the National Health Act 1953
of the Commonwealth;
(d) the Reserve Bank of Australia.
(2) For the purposes of the definition of
"Government agency" in section 477(1) of the
Code, a Commissioner (however named)
administering any law of a State about taxation,
and any person representing that Commissioner in
respect of a matter to which section 477 of the
Code relates, is an agency of a State or Territory
Government.
(3) For the purposes of the definition of "law
enforcement agency" in section 477(1) of the
Code, the following persons and bodies are a law
enforcement agency—
(a) the Australian Bureau of Criminal
Intelligence;
(b) the Australian Competition and Consumer
Commission;
(c) the Australian Federal Police;
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(d) the Australian Transaction Report Agency;
(e) the Commonwealth Law Enforcement
Board;
(f) the Criminal Justice Commission of
Queensland;
(g) the Director of Public Prosecutions (however
named) of the Commonwealth and of each
State;
(h) the Independent Commission Against
Corruption of New South Wales;
(i) the National Crime Authority;
(j) the New South Wales Crime Commission;
(k) a member of the police force (however
named) of each State of or above the rank of
senior sergeant.
34. Application of money of members who have died
For the purposes of section 478 of the Code, an
amount applied under that section must not exceed
$15 000.
35. Fees
The prescribed fees for the purposes of the Code
are—
(a) on lodging an application for registration
as—
(i) a society under section 60 of the Code,
$3000
(ii) a foreign society under section 427 of
the Code, $100
(iii) an association under section 440 of the
Code, $2000
(b) for inspection of documents under section
27(2)(a), $10
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(c) for a certified copy of, or extract from, a
document under section 27(2)(b), $5 for the
first page plus $0.50 for each additional
page.
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SCHEDULES
SCHEDULE 1
Regulations 22 and 23
POSTAL BALLOT
PART 1—PRELIMINARY
1. Appointment of returning officer
(1) If a postal ballot is to be conducted—
(a) for the purpose of approving a special resolution for a
proposed merger of societies or transfer of
engagements under section 364 or 377 of the Code; or
(b) for the purpose of approving a proposal to convert to
a company under section 387 of the Code—
the society must appoint a person with appropriate
qualifications, experience or standing as returning officer
for the ballot.
(2) The returning officer may, if necessary, appoint one or more
persons with appropriate qualifications, experience or
standing to act as assistant returning officers or clerical
assistants.
(3) A member of the society is not eligible to be appointed as a
returning officer or assistant returning officer.
(4) The returning officer may delegate to an assistant returning
officer any of the returning officer's powers and functions
under this Schedule.
2. Roll
As soon as practicable after the appointment of the returning
officer, the society must give the returning officer a roll
showing the members of the society and, in the case of a
ballot conducted under section 387, the number of shares (if
any) held by each member, including, if the shares of the
society are divided into different classes, the number of
shares of each class held by each member.
3. Notice of proposed postal ballot
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(1) As soon as practicable after being appointed as returning
officer for the postal ballot, the returning officer must cause
notice of the proposed ballot to be—
(a) given to each member who is entitled to vote under
section 364, 377 or 387; or
(b) published in a newspaper circulating generally in the
area in which the society operates and, if the society
operates in another State, in the other State or States.
(2) The notice must—
(a) state that a postal ballot is to be held; and
(b) state the resolution or proposal that is to be put to
voters in the ballot; and
(c) state the date for the close of the ballot; and
(d) contain any other information as the SSA may
require.
4. Postponement of closing date
(1) The returning officer, in consultation with the society's
board, may change the date for the close of the postal ballot
to a later date than the date previously notified by—
(a) giving notice of the change of date to each member
who is entitled to vote under section 364, 377 or 387;
or
(b) publishing a notice of the change of date in a
newspaper circulating generally in the area in which
the society operates and, if the society operates in
another State, in the other State or States.
(2) The later date must be not more than 7 days later than the
date previously notified.
(3) The power conferred on the returning officer by this clause
may be exercised more than once in respect of a ballot.
5. Printing of ballot papers
The returning officer must ensure that enough ballot papers
are printed for the purposes of the postal ballot.
6. Distribution of ballot papers
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As soon as practicable after the ballot papers have been
printed, the returning officer must send to each member on
the roll at the address specified in respect of the member in
the roll—
(a) a ballot paper that bears the initials of the returning
officer or an assistant returning officer; and
(b) an inner envelope that is marked with the words
'Ballot paper only'; and
(c) an outer envelope addressed to the returning officer
for the postal ballot and with appropriate provision on
the back of the envelope for the member's name and
address; and
(d) a postal vote certificate to be completed by the
member certifying the member's membership and, in
the case of a ballot conducted under section 387, the
number and class of shares (if any) held by the
member; and
(e) in the case of a ballot conducted for the purposes of
section 364 or 377, a statement under section 364(3)
or 377(3) of the Code;
(f) any other information the SSA requires to be sent to
members for the postal ballot.
7. Replacement of ballot papers
(1) If any person to whom a ballot paper has been sent satisfies
the returning officer that the ballot paper has been spoilt,
lost or destroyed, the returning officer may issue the person
with a replacement ballot paper.
(2) The returning officer must keep a record of all replacement
ballot papers so issued.
PART 2—VOTING
8. Voting
To vote in a postal ballot, a member must—
(a) record the member's vote on the ballot paper in
accordance with the directions shown on the ballot
paper; and
(b) place the completed ballot paper in the inner envelope
marked 'Ballot paper only' and seal the envelope; and
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(c) complete the postal vote certificate and place the
inner envelope and the completed postal vote
certificate in the outer envelope and seal the envelope;
and
(d) write the member's full name and address in the
appropriate place on the back of the envelope; and
(e) send the envelope to the returning officer.
9. Eligible votes
A member's vote in the postal ballot may be counted only
if—
(a) the member has voted in the way required by this
Part; and
(b) the outer envelope is received by the returning officer
on or before the closing date for the postal ballot.
PART 3—THE SCRUTINY
10. Appointment of scrutineers
(1) The society may appoint a scrutineer to monitor the scrutiny
and the counting of votes in the postal ballot.
(2) An interested person may, with the consent of the returning
officer, appoint a scrutineer to monitor the scrutiny and
counting of the votes.
(3) A scrutineer is entitled to be present at the scrutiny and
counting of the votes.
11. Scrutiny of envelopes
(1) As soon as practicable after the returning officer receives an
outer envelope, the returning officer must—
(a) examine the name on the back of the envelope; and
(b) if satisfied that a person of that name is eligible to
vote, open the envelope and extract its contents.
(2) If the outer envelope contains an inner envelope and a postal
vote certificate, and the returning officer is satisfied that the
person who purports to have signed the postal vote
certificate is a member of the society and eligible to vote,
the returning officer must accept the inner envelope for
scrutiny.
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(3) The returning officer must, in the case of a ballot conducted
under section 387, endorse on the inner envelope, if
accepted for scrutiny, the class of shares (if any) held by the
member who purports to have signed the accompanying
postal vote certificate, together with the number of shares of
each class so held by the member.
(4) The returning officer must draw a line through the member's
name on the roll of eligible voters.
(5) If the returning officer is not satisfied that the signature
appearing on the postal vote certificate is the signature of
the person whose name and address appear on the back of
the outer envelope, the returning officer—
(a) may make any inquiries the returning officer
considers appropriate; and
(b) if satisfied, after making those inquiries, that the
signature is not the signature of that person, must
reject the inner envelope for scrutiny.
12. Scrutiny of votes
(1) The scrutiny of votes must be conducted as follows—
(a) the returning officer must produce unopened the inner
envelopes accepted for scrutiny;
(b) the returning officer must then open each inner
envelope, extract the ballot paper without unfolding
it, copy onto the ballot paper the endorsement (if any)
relating to the class and number of shares of the
member and place the ballot paper in a locked ballot
box or, if the shares in the society are divided into
different classes, in a locked ballot box for members
holding shares of the class referred to in the
endorsement;
(c) when all the ballot papers have been placed in a ballot
box, the returning officer must unlock each box and
remove the ballot papers;
(d) the returning officer must then examine each ballot
paper and reject those that are informal.
(2) A ballot paper must be rejected as informal if—
(a) it is not initialled by the returning officer or by an
assistant returning officer; or
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(b) it has on it any mark or writing (other than an
endorsement made in accordance with this clause)
that, in the returning officer's opinion, could enable
the member who completed it to be identified; or
(c) it has not been completed in a way that indicates the
member's intention for the purposes of the resolution
or proposal the subject of the postal ballot.
13. Counting of votes
(1) The returning officer must then count the votes from each
ballot box.
(2) On completing the count, the returning officer must make
out a return to the society certifying—
(a) the number and percentage of members of the society
who voted in the postal ballot; and
(b) the number and percentage of members of the society
who voted to approve the resolution or proposal the
subject of the postal ballot; and
(c) in the case of a postal ballot conducted under section
387, if the society has issued shares of more than one
class, the number of members who hold shares of
each class who voted to approve the proposal the
subject of the postal ballot, and the percentage of
shares of that class held by those members.
PART 4—MISCELLANEOUS
14. Disputes
(1) A dispute about a decision made by the returning officer
under this Schedule must be referred to the SSA.
(2) The SSA must determine any dispute referred to it under
this clause and its determination is final.
15. Retention of ballot papers etc.
(1) The returning officer must retain all ballot papers, postal
vote certificates and outer envelopes for the postal ballot
until the SSA authorises their destruction.
(2) The returning officer must deliver the materials referred to
in sub-clause (1) to the SSA if the SSA so requires.
16. Computerised counting of votes
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The returning officer may make use of electronic data
processing equipment in the counting of votes.
17. Vacation of office of returning officer etc.
(1) The appointment of a person as a returning officer or
assistant returning officer ceases if the person—
(a) dies; or
(b) resigns by notice of resignation delivered to the
society; or
(c) is removed from office by the society or the SSA.
(2) The society may terminate the appointment of a person as a
returning officer, or assistant returning officer, if the SSA
approves the termination.
18. Offence
A person must not vote in a postal ballot if the person
knows that he or she is not entitled to exercise the vote.
Penalty: $500
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