Corporations (Queensland) Act 1990

This Act may be cited as the Corporations (Queensland) Act 1990.

The purposes of this Act are—

to apply certain provisions of the Corporations Act 1989 (Cwlth) and the Australian Securities and Investments Commission Act 1989 (Cwlth) and of regulations under those Acts as laws of Queensland; and

to apply certain other laws of the Commonwealth as laws of Queensland for the purpose of the administration and enforcement of the law relating to corporations, the securities industry, the futures industry and some other matters.

s 2 om 28 November 1995 RA s 37

In this Act—

applicable provision, in relation to a jurisdiction, means a provision of—

the Corporations Law, or Corporations Regulations, of that jurisdiction; or

the ASIC Law, or ASIC Regulations, of that jurisdiction; or

in the case of the Capital Territory—a Commonwealth law as applying, of its own force or because of another Commonwealth law, in relation to—

an offence against; or

an act, matter or thing arising under or in respect of;

a provision that, because of any other application or applications of this definition, is an applicable provision of the Capital Territory or any other jurisdiction; or

in the case of a jurisdiction other than the Capital Territory—a Commonwealth law as applying, because of a law of that jurisdiction, in relation to—

an offence against; or

an act, matter or thing arising under or in respect of;

a provision that, because of any other application or applications of this definition, is an applicable provision of that or any other jurisdiction.

ASC Act...

ASIC Act means the Australian Securities and Investments Commission Act 1989 (Cwlth).

ASIC Law has the meaning given by part 11.

ASIC Law of Queensland means the provisions applying by reason of section 58.

ASIC Regulations has the meaning given by part 11.

ASIC Regulations of Queensland means the provisions applying by reason of section 59.

authority, in relation to the Commonwealth, has the same meaning as in the Corporations Act, part 8.

Capital Territory means the Australian Capital Territory and the Jervis Bay Territory.

commission means the Australian Securities and Investments Commission established by the ASIC Act, section 7.

Commonwealth administrative laws means the following—

the Administrative Review Tribunal Act 2024 (Cwlth), excluding part 7;

the Freedom of Information Act 1982 (Cwlth);

the Ombudsman Act 1976 (Cwlth);

the Privacy Act 1988 (Cwlth);

and the provisions of the regulations in force for the time being under those Acts.

Commonwealth authority means an authority or body (whether incorporated or not) that is established or continued in existence by or under an Act of the Commonwealth.

Commonwealth law means any of the written or unwritten laws of the Commonwealth, including laws about the exercise of prerogative powers, rights and privileges, other than the Corporations Law of the Capital Territory, the ASIC Law of the Capital Territory or provisions prescribed, for the purposes of the definition of “Commonwealth law” in the Corporations Act, section 4, by regulations under the Corporations Act, section 73.

Commonwealth Minister has the meaning given to “the Minister” by the Corporations Law, section 80A(2).

cooperative scheme law has the meaning given by section 84.

Corporations Act means the Corporations Act 1989 (Cwlth).

Corporations Law has the meaning given by part 3.

Corporations Law of Queensland means the provisions applying by reason of section 7.

Corporations Regulations has the meaning given by part 3.

Corporations Regulations of Queensland means the provisions applying by reason of section 8.

corresponding law means—

an Act of a jurisdiction (other than Queensland) that corresponds to this Act; or

regulations made under such an Act; or

the Corporations Law, Corporations Regulations, ASIC Law, or ASIC Regulations, or any other applicable provision, of such a jurisdiction; or

rules of court made because of such an Act.

Family Court...

Federal Court means the Federal Court of Australia.

Full Court, in relation to a Supreme Court of a State or Territory, includes any court of the State or Territory to which appeals lie from a single judge of that Supreme Court.

jurisdiction means a State or the Capital Territory.

law, in relation to the Capital Territory, means a law of or in force in the Capital Territory.

Minister for this jurisdiction means the Minister for the time being charged with the administration of this Act and includes a Minister who, for the time being, is performing the duties of the Minister.

modifications includes additions, omissions and substitutions.

national scheme law has the meaning given by section 60.

national scheme law of this jurisdiction means—

this Act; or

the Corporations Law of Queensland; or

the ASIC Law of Queensland.

NCSC means the National Companies and Securities Commission.

officer, in relation to the Commonwealth, has the same meaning as in the Corporations Act, part 8.

officer of the Commonwealth has the same meaning as in section 75(v) of the Constitution of the Commonwealth.

State includes the Northern Territory.

State Family Court, in relation to a State, means a court of that State to which the Family Law Act 1975 (Cwlth), section 41 applies because of a proclamation made under section 41(2) of that Act.

Territory does not include the Northern Territory.

this jurisdiction means Queensland.

In this Act, a reference to a Commonwealth Act includes a reference to—

that Commonwealth Act as amended and in force for the time being; and

an Act passed in substitution for that Act.

For the purposes of the national scheme laws of this jurisdiction, the Jervis Bay Territory is taken to be part of the Australian Capital Territory.

An Act enacted, or an instrument made under an Act, after the commencement of this section is not to be interpreted as amending or repealing, or otherwise altering the effect or operation of, this Act or the applicable provisions of Queensland.

Subsection (1) does not affect the interpretation of an Act, or of an instrument made under an Act, so far as that Act provides expressly for that Act or instrument, as the case may be, to have effect despite a specified provision, or despite any provision, of this Act or the applicable provisions of Queensland.

Except as otherwise provided in this Act, nothing in this Act or the applicable provisions of Queensland affects the operation after the commencement of this section of an Act enacted before that commencement or of an instrument made under such an Act.

The Corporations Law set out in the Corporations Act, section 82 as in force immediately before the repeal of that section—

applies as a law of Queensland; and

as so applying, may be referred to as the Corporations Law of Queensland.

The regulations in force, immediately before the repeal of the Corporations Act, under section 22 of that Act—

apply as regulations in force for the purposes of the Corporations Law of Queensland; and

as so applying, may be referred to as the Corporations Regulations of Queensland.

Subject to subsection (3) of this section, where regulations under the Corporations Act, section 22 take effect from a specified day that is earlier than the day when they are notified in the Commonwealth of Australia Gazette under the Acts Interpretation Act 1901 (Cwlth), section 48(1), subsection (1) of this section has effect, and is taken always to have had effect, as if those regulations had taken effect under the Corporations Act from the specified day.

To the extent that a provision of the Corporations Regulations of Queensland is taken because of a particular application of subsection (2) to have effect, or to have had effect, before the day of notification of the regulations referred to in that subsection, the provision does not operate so as to—

affect a private person’s rights as at that day so as to disadvantage that person; or

impose a liability on a private person in respect of anything done or omitted to be done before that day.

In subsection (3)—

private person means a person other than—

the Commonwealth, a State or the Capital Territory; or

an authority of the Commonwealth, of a State or of the Capital Territory.

Subsection (3) does not affect any other operation that the provision has because of subsection (2) or otherwise.

In the Corporations Law, and the Corporations Regulations, of Queensland—

the Minister for this jurisdiction means the Minister for the time being charged with the administration of this Act and includes a Minister who, for the time being, is performing the duties of the Minister.

this jurisdiction means Queensland.

Subject to the Corporations Law of Queensland, part 1.2, the Acts Interpretation Act 1901 (Cwlth) as in force at the commencement of the Corporations Act, section 8, applies as a law of Queensland in relation to the Corporations Law, and the Corporations Regulations, of Queensland and any instrument made, granted or issued under that Law or those regulations (other than application orders under section 111A of that Law) and so applies as if that Law were an Act of the Commonwealth and those regulations or instruments were regulations or instruments made under such an Act.

The Acts Interpretation Act 1954 does not apply in relation to the Corporations Law, or the Corporations Regulations, of Queensland or an application order or any other instrument made, granted or issued under that Law or those regulations.

The Corporations Law of Queensland may be referred to simply as the Corporations Law.

The Corporations Regulations of Queensland may be referred to simply as the Corporations Regulations.

This section has effect subject to section 13.

This section has effect for the purposes of an Act, a law of Queensland or an instrument made under an Act or under such a law.

Where a law of a jurisdiction other than Queensland that corresponds to section 7 of this Act provides that the Corporations Law set out in the Corporations Act, section 82 applies as law of that jurisdiction, the Corporations Law of that jurisdiction is the Corporations Law so set out, applying as law of that jurisdiction.

Where a law of a jurisdiction other than Queensland that corresponds to section 8 of this Act provides that the regulations under the Corporations Act, section 22 apply for the purposes of the Corporations Law of that jurisdiction, the Corporations Regulations of that jurisdiction are those regulations as so applying.