Corporations Act - Australia

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in force under subsection (2).

      (2) ASIC may, in writing, declare that all members of a specified professional body, or all persons in a specified class of members of a specified professional body, are qualified accountants for the purposes of this Act.

      (3) ASIC may, in writing, vary or revoke a declaration made under subsection (2).

      89 Qualified privilege

      (1) Where this Act provides that a person has qualified privilege in respect of an act, matter or thing, the person:

      (a) has qualified privilege in proceedings for defamation; or

      (b) is not, in the absence of malice on the person’s part, liable to an action for defamation at the suit of a person;

      as the case requires, in respect of that act, matter or thing.

      (2) In subsection (1):

      malice includes ill will to the person concerned or any other improper motive.

      (3) Neither this section nor a provision of this Act that provides as mentioned in subsection (1) limits or affects any right, privilege or immunity that a person has, apart from this section or such a provision, as defendant in proceedings, or an action, for defamation.

      90 Receivers and managers

      A receiver of property of a body corporate is also a manager if the receiver manages, or has under the terms of the receiver’s appointment power to manage, affairs of the body.

      92 Securities

      (1) Subject to this section, securities means:

      (a) debentures, stocks or bonds issued or proposed to be issued by a government; or

      (b) shares in, or debentures of, a body; or

      (c) interests in a managed investment scheme; or

      (d) units of such shares;

      but does not include:

      (f) a derivative (as defined in Chapter 7), other than an option to acquire by way of transfer a security covered by paragraph (a), (b), (c) or (d); or

      (g) an excluded security.

      Note: A derivative does not include an option to acquire a security by way of issue (see the combined effect of paragraph 761D(3)(c), paragraph 764A(1)(a) and paragraph (d) of the definition of security in section 761A).

      (2) The expression securities, when used in relation to a body, means:

      (a) shares in the body; or

      (b) debentures of the body; or

      (c) interests in a managed investment scheme made available by the body; or

      (d) units of such shares;

      but does not include:

      (e) a derivative (as defined in Chapter 7), other than an option to acquire by way of transfer a security covered by paragraph (a), (b), (c) or (d); or

      (f) an excluded security.

      Note: A derivative does not include an option to acquire a security by way of issue (see the note to subsection (1)).

      (3) In Chapters 6 to 6CA (inclusive) and Part 1.2A:

      securities means:

      (a) shares in a body; or

      (b) debentures of a body; or

      (c) interests in a registered managed investment scheme; or

      (d) legal or equitable rights or interests in:

      (i) shares; or

      (ii) debentures; or

      (iii) interests in a registered managed investment scheme;

      (e) options to acquire (whether by way of issue or transfer) a security covered by paragraph (a), (b), (c) or (d).

      It does not cover:

      (f) a derivative (as defined in Chapter 7), other than an option to acquire by way of transfer a security covered by paragraph (a), (b), (c) or (d); or

      (g) a market traded option.

      Note: A derivative does not include an option to acquire a security by way of issue (see the note to subsection (1)).

      Note: Section 9 defines body.

      (4) In Chapter 6D securities has the meaning given by section 700 and in Chapter 7 security has the meaning given by section 761A.

      95A Solvency and insolvency

      (1) A person is solvent if, and only if, the person is able to pay all the person’s debts, as and when they become due and payable.

      (2) A person who is not solvent is insolvent.

      Division 8 — Miscellaneous interpretation rules

      100 Address of registered office etc.

      (1) Where a provision of this Act requires a notice to be lodged of, or information in an application to specify:

      (a) the address of an office, or of a proposed office, of a body corporate or other person; or

      (b) a change in the situation of an office of a body corporate or other person;

      the notice:

      (c) must specify the full address, or the full new address, as the case requires, of the relevant office including, where applicable, the number of the room and of the floor or level of the building on which the office is situated; and

      (d) where the notice or application relates to the address or situation of an office of a body corporate and the address specified in accordance with paragraph (a) is the address of premises that are not to be occupied by the body corporate — must include a written statement to the effect that the person who occupies those premises has consented in writing to the address being specified in the notice or application and has not withdrawn that consent.

      (2) ASIC may require a person who has lodged a notice or application that includes a statement under paragraph (1)(d) to produce to ASIC the consent referred to in the statement.

      100A Operation of certain laws relating to instruments on which stamp duty has not been paid

      Nothing in this Act affects the operation of any provision of any law:

      (a) relating to the admissibility in evidence, or any other use, in any proceedings, of a document in respect of which any applicable stamp duty has not been paid; or

      (b) prohibiting the registration by a company of a transfer of securities if any stamp duty applicable in respect of the transfer has not been paid.

      101 Amount of stock representing a number of shares

      In relation to a body corporate the whole or a portion of whose share capital consists of stock, a reference to a number of shares (including a number expressed as a percentage) is, in relation to an amount of stock, a reference to the amount of stock that represents that number of shares.

      102 Applications to be in writing

      An application to ASIC for the issuing of a document or the doing of any other act or thing by ASIC under this Act must be in writing.

      Note: For electronic lodgment of documents with ASIC, see section 352.

      102B In Australia or elsewhere, in this jurisdiction or elsewhere etc.

      (1) The expression in Australia or elsewhere, or a similar expression, does

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