Document ID: chunk:federal_register_of_legislation:F2017L01306:body:0:p9
Version: federal_register_of_legislation:F2017L01306
Segment Type: other
Provision Reference: 
Character Range: 21403–24129

adoption of the transfer in that way adequately takes into account the interest of members of the body.

   Note 3   Before proceeding to adopt a transfer, the applicants should discuss with APRA whether APRA is likely to consider that their proposed method of adoption of the transfer will adequately take into account the interests of members (within the meaning of paragraph 13(b) of the Act).

   Note 4   Consistent with requirements under section 12 of the Act, APRA will consult with ASIC on whether a form of adoption adequately takes into account the interests of members (within the meaning of paragraph 13(b) of the Act).  Under the required consultation process, ASIC will advise APRA about the proposed form of adoption and whether, in the circumstances, it constitutes compliance with or an acceptable substitute for member protections contained in the Corporations Act 2001 as mentioned below.

    12.  For the purposes of paragraph 13(a) of the Act, the following way of adopting a transfer (the usual way of adoption)  is prescribed:

       (a)         the transfer is approved by members of the body in the following way:

          (i)           if the constitution of the body provides for only one vote per member – by 75% of votes cast by members (whether in person or by proxy) on the resolution to adopt the transfer, at a general meeting of members; or

          (ii)        if the constitution of the body does not provide for only one vote per member – by 75% of members voting (whether in person or by proxy) on the resolution to adopt the transfer, at a general meeting of members; and

       (b)         before the transfer is approved, the body gave all members notice of the general meeting at which the resolution approving the transfer was to be adopted at least 21 days in advance of that meeting; and

       (c)         the notice referred to in paragraph (b) set out the date, time and place of the general meeting; and

       (d)         the notice referred to in paragraph (b) was accompanied by the approved information document for members of the relevant body; and

       (e)         for the purposes of meeting, the body treated all members as having made an election under regulation 12.4.03 of the Corporations Regulations 2001 to receive notices under subsection 249J(1) of the Corporations Act 2001 (whether or not they in fact did so elect).

   Note 1  The way of adopting a transfer prescribed in rule 12 is likely to be required in relation to most transfers of business. That is, in terms of paragraph 13(b) of the Act, APRA is unlikely to be satisfied that the ways prescribed in rules 13 and 14 below will adequately take into account the interest of members of the