Document ID: chunk:federal_register_of_legislation:C2004C01110:clause:4_25
Version: federal_register_of_legislation:C2004C01110
Segment Type: clause
Provision Reference: sch 4 cl 25
Character Range: 98086–99399

25  ASIC may direct directors of a company to modify its constitution

 (1) If a company registered under clause 3 has not modified its constitution so that it complies with subclause 24(1) by the end of the transition period, ASIC may direct, in writing, the directors of the company to:
 (a) take the necessary or specified steps to:
 (i) ensure that the company modifies its constitution so that it does comply; or
 (ii) ensure that the company makes the modifications to its constitution that ASIC specifies; and
 (b) take those steps within a specified time (which must be more than 28 days).
A direction may require the directors to take steps that are inconsistent with the company's constitution.

 (2) ASIC may issue a direction under subclause (1) before the end of the transition period if requested by a majority of directors of the company.

 (3) No civil or criminal liability arises from action taken by a director in good faith and in accordance with a direction issued under subclause (1).

 (4) A person contravenes this subclause if, without reasonable excuse, they contravene a direction under subclause (1).

 (5) A person who intentionally or recklessly contravenes a direction under subclause (1) is guilty of an offence.

Penalty: 100 penalty units or imprisonment for 2 years, or both.