Document ID: chunk:federal_register_of_legislation:C2004A04041:section:1990:p74
Version: federal_register_of_legislation:C2004A04041
Segment Type: section
Provision Reference: s 1990 (pt 74/212)
Character Range: 194887–197718

a meeting of directors have formed an opinion that the company will be able to pay its debts as they fall due; and

     (b) a report in the prescribed form as to affairs of the company, made up to the latest practicable date before the making of the application, showing the assets and liabilities of the company.

"(3) On application under subsection (1), the Commission must issue a certificate if and only if:

     (a) the company has passed a special resolution approving the application for the certificate; and

     (b) the company has given to its creditors, in a manner approved by the Commission, notice of its intention to apply for such a certificate; and

     (c) the Commission is not aware of any failure of the company to comply with any applicable requirement of this Law; and

     (d) the Commission is not aware of any other reason why the certificate should not be granted; and

     (e) both the Minister, and the Minister for this jurisdiction, have consented to the issuing of the certificate.

"(4) A certificate may be issued under subsection (3) subject to such conditions as are specified in the certificate.

"(5) With such modifications as are necessary, subsections 172 (6) to (10) (inclusive) and section 173 apply to and in respect of the proposal, passing and lodging, and the cancellation or confirmation by the Court, of a special resolution relating to an application for a certificate under this section as if it were a special resolution under section 172.

Effect of registration of company under Corporations Law of another jurisdiction

"147a. Where, under the provisions of the Corporations Law of another jurisdiction that correspond to Division 4, the Commission registers a company as a company under that Corporations Law, the company ceases to be incorporated under this Law from the time at which it is taken, under the provision of that Corporations Law that corresponds to section 150, to be a company duly incorporated under that Corporations Law.".

SCHEDULE 1—continued

Subsection 148 (1):

  Omit "2,".

Paragraph 148 (2) (a):

Insert "of the Corporations Law of this jurisdiction" after "Division".

Section 149:

Omit "company under Division 2, 3 or 4", substitute "Division 3 company or Division 4 company".

Paragraph 149 (a):

  Omit "Act (other than section 155)", substitute "Law".

After section 149:

  Insert:

Effect of certificate issued under previous law

"149a. A certificate purporting to be issued, under a corresponding previous law, by the authority responsible for administering that law stating that a specified body corporate has been registered as a company under that or another corresponding previous law is conclusive evidence:

  (a) that:

         (i) all the requirements of the law concerned in respect of registration of the body corporate