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Bill homepage (legislation.vic.gov.au)The main purposes of this Act are—
to facilitate the registration of building societies, credit unions and friendly societies and related bodies as companies under the Corporations Law in accordance with amendments made by the Financial Sector Reform (Amendments and Transitional Provisions) Act (No. 1) 1999 of the Commonwealth; and
to enact transitional and ancillary provisions; and
to amend the Co-operative Housing Societies Act 1958.
This Part, subdivisions 2, 3 and 4 of Division 2 of Part 6, subdivisions 1, 2, 3 and 4 of Division 3 of Part 6 and sections 47, 48 and 57 come into operation on the day on which this Act receives the Royal Assent.
The remaining provisions of this Act (including the items in the Schedules) come into operation on a day or days to be proclaimed, not being a day or days before the transfer date within the meaning of section 3(16) of the Financial Sector Reform (Amendments and Transitional Provisions) Act (No. 1) 1999 of the Commonwealth.
In this Act—
AFIC means the Australian Financial Institutions Commission established by the AFIC Act;
AFIC Act means the Australian Financial Institutions Commission Act 1992 of Queensland;
AFIC Code means the AFIC (Victoria) Code;
AFIC (Victoria) Code means the provisions applying before the transfer date because of section 5 of the Financial Institutions (Victoria) Act 1992 and includes the AFIC (Victoria) Regulations;
AFIC (Victoria) Regulations means the provisions applying before the transfer date because of section 6 of the Financial Institutions (Victoria) Act 1992;
AFIC Regulations means the AFIC (Victoria) Regulations;
APRA means the Australian Prudential Regulation Authority;
APRA Act means the Australian Prudential Regulation Authority Act 1998 of the Commonwealth;
APRA employee means a person appointed under section 45 of the APRA Act;
ASIC means the Australian Securities and Investments Commission;
authorised APRA officer, in a provision of Part 4, means a person authorised under section 9 to perform or exercise the functions or powers of an authorised APRA officer under that provision;
employee, in relation to AFIC, includes a person engaged by AFIC on a contract for services;
enforcement power means a function or power relating to—
the investigation of an offence; or
the institution and carrying on of a prosecution of an offence; or
matters relating to an investigation or prosecution of an offence;
Financial Institutions Code means the Financial Institutions (Victoria) Code;
financial institutions legislation has the same meaning as in section 8 of the AFIC Code;
Financial Institutions (Victoria) Code means the provisions applying before the transfer date because of section 8 of the Financial Institutions (Victoria) Act 1992 and includes the Financial Institutions (Victoria) Regulations;
Financial Institutions (Victoria) Regulations means the provisions applying before the transfer date because of section 9 of the Financial Institutions (Victoria) Act 1992;
Financial Institutions Regulations means the Financial Institutions (Victoria) Regulations;
fiscal bodies legislation has the same meaning as in section 3 of the AFIC Code;
Friendly Societies Code means the Friendly Societies (Victoria) Code;
Friendly Societies (Victoria) Code means the provisions applying before the transfer date because of section 5 of the Friendly Societies (Victoria) Act 1996 and includes the Friendly Societies (Victoria) Regulations;
Friendly Societies (Victoria) Regulations means the provisions applying before the transfer date because of section 6 of the Friendly Societies (Victoria) Act 1996;
FSR Act means the Financial Sector Reform (Amendments and Transitional Provisions) Act (No. 1) 1999 of the Commonwealth;
S. 3 def. of FS(TB) Act substituted as FS(BTGR) Act by No. 38/2012 s. 26.
FS(BTGR) Act means the Financial Sector (Business Transfer and Group Restructure) Act 1999 of the Commonwealth;
relevant Commonwealth body means APRA or ASIC;
society means an entity that, before the transfer date, was a society under the Financial Institutions Code;
SSA means State Supervisory Authority;
transfer date means the date that, under section 3(16) of the FSR Act, is specified as the transfer date for the purposes of that Act;
VicFIC means the Victorian Financial Institutions Commission.
This Act binds the Crown in right of Victoria and, so far as the legislative power of the Parliament permits, the Crown in all its other capacities.
Nothing in this section permits the Crown in any of its capacities to be prosecuted for an offence.
Part 2—Registration of certain entities as companies
On the transfer date, each transferring financial institution of this jurisdiction is taken, in accordance with Schedule 4 of the Corporations Law of Victoria[1], to become registered as a company under that Law under the name under which the institution was registered under the previous governing Code immediately before the transfer date.
Subsection (1) applies even if the institution is an externally-administered body corporate immediately before the transfer date.
Registration under the Corporations Law of Victoria[2] of a transferring financial institution of this jurisdiction as a company does not create a new legal entity.
In this section, previous governing code and transferring financial institution of this jurisdiction have the same respective meanings as they have in Schedule 4 of the Corporations Law[3].
Part 3—Conferral of functions and powers on APRA and ASIC
APRA has the functions and powers conferred or expressed to be conferred on it by or under this Act.
APRA has power to do acts in Victoria in the performance or exercise of any function or power conferred or expressed to be conferred on APRA by or under a law of another jurisdiction corresponding to this Act.
S. 6(3) inserted by No. 44/2001 s. 3(Sch. item 44.1).
Without limiting the operation of section 6 of the Interpretation of Legislation Act 1984, this section does not purport to impose a duty on APRA to perform any functions or exercise any powers conferred or expressed to be conferred on it by or under this Act if the imposition of the duty would be beyond the legislative power of the Parliament of the State.
ASIC has the functions and powers conferred or expressed to be conferred on it by or under this Act.
ASIC has power to do acts in Victoria in the performance or exercise of any function or power conferred or expressed to be conferred on ASIC by or under a law of another jurisdiction corresponding to this Act.
S. 7(3) inserted by No. 44/2001 s. 3(Sch. item 44.2).
Without limiting the operation of section 6 of the Interpretation of Legislation Act 1984, this section does not purport to impose a duty on ASIC to perform any functions or exercise any powers conferred or expressed to be conferred on it by or under this Act if the imposition of the duty would be beyond the legislative power of the Parliament of the State.
Part 4—Authorised deposit taking institutions and life insurance companies: transfer of business
S. 8 (Heading) amended by No. 38/2012 s. 27(1).
S. 8 amended by No. 38/2012 s. 27(2).
Unless the contrary intention appears, words defined in the FS(BTGR) Act have the same respective meanings in this Part.
APRA may, in writing, authorise a person who is an APRA board member, or an APRA staff member, to perform or exercise the functions or powers of an authorised APRA officer under a particular provision of this Part.
The functions and powers necessary for the purposes of this section are conferred on APRA.
S. 10(1) amended by No. 38/2012 s. 28.
The purpose of this section is to facilitate voluntary transfers of business under Part 3 of the FS(BTGR) Act for regulated bodies.
S. 10(2) amended by No. 38/2012 s. 28.
This section applies when a certificate of transfer issued under section 18 of the FS(BTGR) Act comes into force under Division 3 of Part 3 of that Act.
The receiving body is taken to be the successor in law of the transferring body, to the extent of the transfer.
In particular—
if the transfer is a total transfer, all the assets and liabilities of the transferring body become respectively the assets and liabilities of the receiving body without any transfer, conveyance or assignment; and
if the transfer is a partial transfer, all the assets and liabilities of the transferring body included in the list of assets and liabilities specified in the statement of detail become respectively assets and liabilities of the receiving body without any transfer, conveyance or assignment; and
to the extent of the transfer, the duties, obligations, immunities, rights and privileges applying to the transferring body apply to the receiving body.
If there is an approved section 20 statement in relation to the transfer that specifies—
that particular things are to happen or are taken to be the case, those things are taken to happen, or to be the case, in accordance with the statement; or
a mechanism for determining things that are to happen or are taken to be the case, things determined in accordance with that mechanism are taken to happen, or to be the case, as determined in accordance with that mechanism.
S. 11(1) amended by No. 38/2012 s. 29.
The purpose of this section is to facilitate compulsory transfers of business under Part 4 of the FS(BTGR) Act for regulated bodies.
S. 11(2) amended by No. 38/2012 s. 29.
This section applies when a certificate of transfer issued under section 33 of the FS(BTGR) Act comes into force under Division 3 of Part 4 of that Act.
The receiving body is taken to be the successor in law of the transferring body, to the extent of the transfer.
In particular—
if the transfer is a total transfer, all the assets and liabilities of the transferring body become respectively the assets and liabilities of the receiving body without any transfer, conveyance or assignment; and
S. 11(4)(b) amended by No. 38/2012 s. 29.
if the transfer is a partial transfer, all the assets and liabilities of the transferring body that are included in the list, referred to in section 33(2)(c) of the FS(BTGR) Act, included in, or attached to, the certificate of transfer become respectively assets and liabilities of the receiving body without any transfer, conveyance or assignment; and
to the extent of the transfer, the duties, obligations, immunities, rights and privileges applying to the transferring body apply to the receiving body.
S. 11(5) amended by No. 38/2012 s. 29.
If the certificate of transfer includes provisions of a kind referred to in section 33(3) of the FS(BTGR) Act specifying—
that particular things are to happen or are taken to be the case, those things are taken to happen or to be the case, in accordance with those provisions; or
a mechanism for determining things that are to happen or are taken to be the case, things determined in accordance with that mechanism are taken to happen, or to be the case, as determined in accordance with that mechanism.
If there is an approved section 30 statement in relation to the transfer that specifies—
that particular things are to happen or are taken to be the case, those things are taken to happen, or to be the case, in accordance with the statement; or
a mechanism for determining things that are to happen or are taken to be the case, things determined in accordance with that mechanism are taken to happen, or to be the case, as determined in accordance with that mechanism.
An authorised APRA officer may, by a certificate in writing signed by the officer, certify anything in relation to the effect of this Part, and, in particular may certify that—
a particular asset of a transferring body has become a transferred asset of a receiving body; or
a particular liability of a transferring body has become a transferred liability of a receiving body.
For all purposes and in all proceedings, a certificate under subsection (1) is evidence of the matters certified.
S. 13 amended by No. 74/2000 s. 3(Sch. 1 item 47.1).
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