Corporations Act 2001

CHAPTER 1 - INTRODUCTORY  

PART 1.2 - INTERPRETATION  

Division 1 - General  

SECTION 9  

9   DICTIONARY  


In this Act:

2-part simple corporate bonds prospectus
has the meaning given by section 713B .

AASB
means the Australian Accounting Standards Board.

able to be traded
on a market:


(a) includes (but is not limited to) admitted to quotation on the market; and


(b) for the purposes of Division 3 (insider trading prohibitions) of Part 7.10 - has a meaning affected by section 1042E .

ABN
(short for " Australian Business Number " ) has the meaning given by section 41 of the A New Tax System (Australian Business Number) Act 1999 .

Aboriginal and Torres Strait Islander corporation
means a corporation registered under the Corporations (Aboriginal and Torres Strait Islander) Act 2006 .

ACCC
means the Australian Competition and Consumer Commission.

accounting standard
means:


(a) an instrument in force under section 334 ; or


(b) a provision of such an instrument as it so has effect.

accumulation recovery day
means 8 September 2022.

ACN
(short for " Australian Company Number " ) is the number given by ASIC to a company on registration (see sections 118 and 601BD ).

acquire
, in relation to a financial product, has the meaning given by section 761E .

act
includes thing.

Note: See also doing an act or thing.

add-on insurance product
has the same meaning as in section 12DO of the Australian Securities and Investments Commission Act 2001 .

adequate
, in relation to compensation arrangements or proposed compensation arrangements, has the meaning given by section 885B .

adjustment agreement
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 147].)

administration
, in relation to a company, has the meaning given by section 435C .

administrator :

(a) in relation to a body corporate but not in relation to a deed of company arrangement:


(i) means an administrator of the body or entity appointed under Part 5.3A ; and

(ii) (Repealed)

(iii) if 2 or more persons are appointed under that Part as administrators of the body or entity - has a meaning affected by paragraph 451A(2)(b) ; or


(b) in relation to a deed of company arrangement:


(i) means an administrator of the deed appointed under Part 5.3A ; and

(ii) if 2 or more persons are appointed under that Part as administrators of the deed - has a meaning affected by paragraph 451B(2)(b) .

admit to quotation :
financial products are admitted to quotation on a market if the market operator has given unconditional permission for quotation of the financial products on the market.

Advisory Committee
(Repealed by No 122 of 2001, s 3, Sch 3, Pt 1 [ 6].)

AFCA
(short for the Australian Financial Complaints Authority) has the meaning given by section 761A .

AFCA regulated superannuation scheme
has the meaning given by section 761A .

AFCA scheme
has the meaning given by section 761A .

AFCA staff member
has the meaning given by section 761A .

AFCA ' s accumulated unpaid fees
has the meaning given by subsection 1058B(4) .

AFCA ' s unpaid fees
, for a month, has the meaning given by subsection 1058B(2) .

affairs
:


(a) in relation to a body corporate (other than a CCIV) - has, in the provisions referred to in section 53 , a meaning affected by that section; and


(b) in relation to a body corporate that is a CCIV - has, in the provisions referred to in section 53AAA , a meaning affected by that section.

affidavit
(Repealed by No 76 of 2023, s 3, Sch 1[14(a)] (effective 20 October 2023).)

agency
means an agency, authority, body or person.

aggregated turnover
(Repealed by No 69 of 2023, s 3, Sch 2[83(a)] (effective 15 September 2023).)

AGM
means an annual general meeting of a company that section 250N requires to be held.

agreement
, in Chapter 6 or 7 , means a relevant agreement.

amount
includes a nil amount and zero.

ancillary offence
(Repealed by No 69 of 2023, s 3, Sch 2[83(b)] (effective 15 September 2023).)

anniversary day
for an ongoing fee arrangement has the meaning given by subsection 962G(3) .

annual return
(Repealed by No 24 of 2003, s 3, Sch 1 [ 1].)

annual transparency report
means a report required by section 332A .

annual turnover
, of a body corporate during a 12-month period, means the sum of the values of all the supplies that the body corporate, and any body corporate related to the body corporate, have made, or are likely to make, during the 12-month period, other than:


(a) supplies made from any of those bodies corporate to any other of those bodies corporate; or


(b) supplies that are input taxed; or


(c) supplies that are not for consideration (and are not taxable supplies under section 72-5 of the A New Tax System (Goods and Services Tax) Act 1999 ); or


(d) supplies that are not made in connection with an enterprise that the body corporate carries on; or


(e) supplies that are not connected with Australia.

Expressions used in this definition that are also used in the A New Tax System (Goods and Services Tax) Act 1999 have the same meaning as in that Act.

annuity policy
has the meaning given by section 761A .

APFRN
: see Australian Passport Fund Registration Number .

application facility
, in relation to a CSF offer, has the meaning given by subsection 738ZA(3) .

apportionable claim
, in Division 2A (proportionate liability for misleading and deceptive conduct) of Part 7.10 , has the meaning given by subsection 1041L(1) .

appropriate
, in relation to a target market determination, has the meaning given by subsection 994B(8A) .

appropriate dealer
(Repealed by No 122 of 2001, s 3, Sch 3, Pt 1 [ 7].)

appropriate officer
, in Part 5.8 (offences), has the meaning given by subsection 589(5) .

approved code of conduct
means a code of conduct approved by ASIC by legislative instrument under section 1101A , and includes a replacement code of conduct approved under that section.

approved deposit fund
has the same meaning as in the Superannuation Industry (Supervision) Act 1993 .

approved foreign bank
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 150].)

approved securities organisation
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 151].)

approved stock exchange
has the same meaning as in the Income Tax Assessment Act 1997 .

APRA
means the Australian Prudential Regulation Authority.

arbitrage transaction
(Repealed by No 69 of 2023, s 3, Sch 2[2(a)] (effective 15 September 2023).)

ARBN
(short for " Australian Registered Body Number " ) is the number given by ASIC to a registrable body on registration under Part 5B.2 .

ARFN
(short for Australian Registered Fund Number) is the number given by ASIC to a sub-fund of a CCIV on registration of the sub-fund (see subsection 1222S(3) ).

arrangement
:


(a) in Part 5.1 (arrangements and reconstructions) - arrangement includes a reorganisation of the share capital of a body corporate by the consolidation of shares of different classes, by the division of shares into shares of different classes, or by both of those methods; and


(b) for the purposes of Chapter 7 (financial services and markets) - arrangement has the meaning given by subsection 761B(1) .

Note: In Part 7.1 , see also subsection 761B(2) .

ARSN
(short for " Australian Registered Scheme Number " ) is the number given by ASIC to a registered scheme on registration (see section 601EB ).

ASIC
means the Australian Securities and Investments Commission.

ASIC Act
means the Australian Securities and Investments Commission Act 2001 and includes the regulations made under that Act.

ASIC database
means so much of the national companies database kept by ASIC as consists of:


(a) some or all of a register kept by ASIC under this Act; or


(b) information set out in a document lodged under this Act;

but does not include ASIC ' s document imaging system.

ASIC delegate
has the same meaning as in the ASIC Act.

asset
has the meaning given by section 9AB .

asset-based fee
has the meaning given by section 964F .

assets
(Repealed by No 76 of 2023, s 3, Sch 2[10] (effective 20 October 2023).)

associate
has the meaning given by sections 10 to 17 .

associated entity
has the meaning given by section 50AAA .

ASX
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 155].)

AUASB
means the Auditing and Assurance Standards Board.

audit
means an audit conducted for the purposes of this Act and includes a review of a financial report for a financial year or a half-year conducted for the purposes of this Act.

audit activity :
see the definition of engage in audit activity .

audit company
means a company that consents to be appointed, or is appointed, as auditor of a company, registered scheme or registrable superannuation entity.

audit-critical employee
, in relation to a company, or the responsible entity for a registered scheme, or a registrable superannuation entity, that is the audited body for an audit, means a person who:


(a) is an employee of the company, of the responsible entity for the registered scheme or of the RSE licensee for the registrable superannuation entity; and


(b) is able, because of the position in which the person is employed, to exercise significant influence over:


(i) a material aspect of the contents of the financial report being audited; or

(ii) the conduct or efficacy of the audit.

audited body
, in relation to an audit of a company, registered scheme or registrable superannuation entity, means the company, registered scheme or registrable superannuation entity in relation to which the audit is, or is to be, conducted.

audit firm
means a firm that consents to be appointed, or is appointed, as auditor of a company, registered scheme or registrable superannuation entity.

auditing standard
means:


(a) a standard in force under section 336 ; or


(b) a provision of such a standard as it so has effect.

auditor for the purposes of the RSE licensee law
means an auditor appointed in fulfilment of a requirement imposed by a provision of the RSE licensee law.

auditor independence requirements of this Act
means the requirements of Divisions 3 , 4 and 5 of Part 2M.4 .

auditor ' s report
means:


(a) an auditor ' s report on an annual financial report required by section 308 ; or


(b) an auditor ' s report on a half-year financial report required by section 309 .

Australia
means the Commonwealth of Australia and, when used in a geographical sense, includes each Territory.

Note: The Australian Capital Territory, the Jervis Bay Territory, the Northern Territory, Norfolk Island and the Territories of Christmas Island and of Cocos (Keeling) Islands are covered by the definition of Territory in this section.

Australian ADI
means:


(a) an ADI (authorised deposit-taking institution) within the meaning of the Banking Act 1959 ; and


(b) a person who carries on State banking within the meaning of paragraph 51(xiii) of the Constitution.

Australian bank
(Repealed by No 69 of 2023, s 3, Sch 2[2(b)] (effective 15 September 2023).)

Australian business law
means a law of the Commonwealth, or of a State or Territory, that is a law that regulates, or relates to the regulation of, business or persons engaged in business.

Australian carbon credit unit
has the same meaning as in the Carbon Credits (Carbon Farming Initiative) Act 2011 .

Australian court
means a federal court or a court of a State or Territory.

Australian CS facility licence
means a licence under section 824B that authorises a person to operate a clearing and settlement facility.

Australian derivative trade repository licence
means a licence under section 905C that authorises a body corporate to operate a derivative trade repository.

Australian financial services licence
means a licence under section 913B that authorises a person who carries on a financial services business to provide financial services.

Australian law
means a law of the Commonwealth or of a State or Territory.

Australian market licence
means a licence under section 795B that authorises a person to operate a financial market.

Australian member
: a person is an Australian member of a notified foreign passport fund if:


(a) the person holds an interest in the fund that was acquired in this jurisdiction; or


(b) the person is ordinarily resident in this jurisdiction and holds an interest in the fund.

Australian passport fund
means:

(a)    a registered scheme that is registered as a passport fund under Part 8A.3 ; or

(b)    a sub-fund of a retail CCIV that is registered as a passport fund under Part 8A.3 .

Australian Passport Fund Registration Number
means the number assigned to an Australian passport fund under paragraph 1212A(2)(a) .

Australian register
(Repealed by No 69 of 2023, s 3, Sch 2[2(c)] (effective 15 September 2023).)

authorised audit company
means a company registered under Part 9.2A .

authorised clearing and settlement facility
has the meaning given by section 761A .

authorised representative
of a financial services licensee means a person authorised in accordance with section 916A or 916B to provide a financial service or financial services on behalf of the licensee.

authorised trustee corporation
(Repealed by No 24 of 2011, s 3, Sch 1 [ 3].)

bank
or banker includes, but is not limited to, a body corporate that is an ADI (authorised deposit-taking institution) for the purposes of the Banking Act 1959 .

banker ' s books
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 159].)

banking corporation
means a body corporate that carries on, as its sole or principal business, the business of banking (other than State banking not extending beyond the limits of the State concerned).

banning order
means an order made under subsection 920A(1) .

BAS agent
(Repealed by No 76 of 2023, s 3, Sch 2[207] (effective 20 October 2023).)

base prospectus
has the meaning given by subsection 713C(1) .

base salary
has the meaning specified in regulations made for the purposes of this definition.

basic banking product
has the meaning given by section 961F .

basic deposit product
means a deposit product that is a facility in relation to which the following conditions are satisfied:


(a) the terms applicable to the facility (the governing terms ) do not permit the amount from time to time standing to the credit of the facility to be reduced otherwise than in consequence of one or more of the following:


(i) a withdrawal, transfer or debit on the instruction of, or by authority of, the depositor, not being on account of entry fees, exit fees or charges for the management of the funds (but this does not exclude charges for the maintenance of the facility itself);

(ii) a payment of charges or duties on deposits into, or withdrawals from, the facility that are payable under a law of the Commonwealth or of a State or Territory;

(iii) a payment that a law of the Commonwealth, or of a State or Territory, requires to be made out of the facility;

(iv) a payment that an order of a court requires to be made out of the facility;

(v) the exercise of a right to combine accounts;

(vi) the correction of an error;

(vii) any other circumstances specified in regulations made for the purposes of this subparagraph; and


(b) any return to be generated for the depositor on the amount from time to time standing to the credit of the facility is an amount that is set out in, or that is calculated by reference to a rate or rates that are set out in, the governing terms; and


(c) either:


(i) there is no minimum period before which funds cannot be withdrawn or transferred from the facility without a reduction in the return generated for the depositor; or

(ii) if there is such a period, it expires on or before the end of the period of 5 years starting on the day on which funds were first deposited in the facility; and


(d) unless subparagraph (c)(ii) applies and the period referred to in that subparagraph expires on or before the end of the period of 2 years starting on the day on which funds were first deposited in the facility - funds are able to be withdrawn or transferred from the facility on the instruction of, or by authority of, the depositor:


(i) without any prior notice to the ADI that makes the facility available; or

(ii) if the ADI that makes the facility available is included in a class of ADIs specified in regulations made for the purposes of this subparagraph - subject to a prior notice requirement that does not exceed the period specified in those regulations in relation to that class of ADIs;
whether or not the withdrawal or transfer will attract a reduction in the return generated for the depositor as mentioned in subparagraph (c)(i); and


(e) any other conditions specified in regulations made for the purposes of this paragraph.

begin
, in relation to a winding up, has the meaning given by Division 1A of Part 5.6 .

benchmark administrator licence
means a licence granted under section 908BC .

benchmark administrator licensee
means a person who holds a benchmark administrator licence.

benefit
:


(a) means any benefit, whether by way of payment of cash or otherwise; and


(b) when used in Division 2 of Part 2D.2 (sections 200 to 200J ) - has the meaning given by section 200AB .

benefit derived and detriment avoided
:


(a) because of an offence - has the meaning given by section 1311D ; and


(b) because of a contravention of a civil penalty provision - has the meaning given by section 1317GAD .

benefit ratio
has the meaning given by subsection 963B(3A) .

benefit ratio requirements
has the meaning given by subsection 963BA(1) .

bid class
of securities for a takeover bid is the class of securities to which the securities being bid for belong.

bidder
for a takeover bid means the person who makes or proposes to make, or each of the people who make or propose to make, the offers under the bid (whether personally or by an agent or nominee).

Note: A person who announces a bid on behalf of another person is not making the bid, the other person is making the bid.

bidder ' s statement
means a bidder ' s statement under sections 636 and 637 as supplemented.

bid period
:


(a) for an off-market bid - starts when the bidder ' s statement is given to the target and ends:


(i) 1 month later if no offers are made under the bid; or

(ii) at the end of the offer period; and


(b) for a market bid - starts when the bid is announced to the relevant financial market and ends at the end of the offer period.

binder
has the meaning given by section 761A .

Board ,
when used in Part 9.2 , means the Companies Auditors Disciplinary Board.

board limit
means a limit described in section 201N .

board limit resolution
means a resolution described in paragraph 201P(1)(a) .

board or managerial office
(Repealed by No 115 of 2009, s 3, Sch 1, Pt 1 [ 3] [ see relevant application provision under s 200 of this Act].)

body
means a body corporate or an unincorporated body and includes, for example, a society or association.

body corporate
:


(a) includes a body corporate that is being wound up or has been dissolved; and


(b) in this Chapter (except section 66A ) and section 206E includes an unincorporated registrable body; and


(c) for the purposes of Chapter 5 and Part 9.2 - has a meaning affected by subsection 6(2) (about Part 5.7 bodies).

body corporate licensee
has the meaning given by section 910A .

body regulated by APRA
has the meaning given by subsection 3(2) of the Australian Prudential Regulation Authority Act 1998 .

books
includes:


(a) a register; and


(b) any other record of information; and


(c) financial reports or financial records, however compiled, recorded or stored; and


(d) a document;

but does not include an index or recording made under Subdivision D of Division 5 of Part 6.5 .

borrow
includes obtain credit and:


(a) in relation to a debenture - borrower means the body that is or will be liable to repay money under the debenture; and


(b) in Part 7.7A (best interests obligations and remuneration) - borrowed has the meaning given by section 964G .

borrower
(Repealed by No 76 of 2023, s 3, Sch 2[13] (effective 20 October 2023).)

bought position
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 164].)

business affairs
, in relation to an entity, has a meaning affected by sections 53AA , 53AB , 53AC and 53AD .

business day
means a day that is not a Saturday, a Sunday or a public holiday or bank holiday in the place concerned.

Business Names Register
means the Register established and maintained under section 22 of the Business Names Registration Act 2011 .

buy-back
by a company means the acquisition by the company of shares in itself.

buy-back agreement
by a company means an agreement by the company to buy back its own shares (whether the agreement is conditional or not).

cancellation time
, in relation to a registration prohibition order, has the meaning given by subparagraph 921L(1)(c)(i) .

capital reserve establishment contribution
has the same meaning as in the Financial Services Compensation Scheme of Last Resort Levy (Collection) Act 2023 .

Capital Territory
(Repealed by No 154 of 2020, s 3, Sch 2 [ 19] (effective 2 August 2021).)

carbon unit
(Repealed by No 83 of 2014, s 3, Sch 1, Pt 2 [ 105].)

carry on
, in relation to a business, has a meaning affected by Division 3 .

cash management trust interest
(Repealed by No 69 of 2023, s 3, Sch 2[2(d)] (effective 15 September 2023).)

Cash Settlement Fact Sheet
means a Cash Settlement Fact Sheet required by section 948C to be given in accordance with Division 3A of Part 7.7 .

cause
(Repealed by No 76 of 2023, s 3, Sch 2[15] (effective 20 October 2023).)

CCIV
: see corporate collective investment vehicle .

certificate of transfer
has the meaning given by subsection 601WBG(1) .

certified
means:


(a) in relation to a copy of, or extract from, a document - certified by a statement in writing to be a true copy of, or extract from, the document; or


(b) in relation to a translation of a document - certified by a statement in writing to be a correct translation of the document into English.

CGS depository interest
has the meaning given by section 761A .

CGS depository interest information website
has the meaning given by subsection 1020AH(1) .

Chapter 5 body corporate
means a body corporate:


(a) that is being wound up; or


(aa) that is a CCIV of which one or more sub-funds is being wound up; or


(b) in respect of property of which a receiver, or a receiver and manager, has been appointed (whether or not by a court) and is acting; or


(c) that is under administration; or


(d) that has executed a deed of company arrangement that has not yet terminated; or


(da) that is under restructuring; or


(db) that has made a restructuring plan that has not yet terminated; or


(e) that has entered into a compromise or arrangement with another person the administration of which has not been concluded.

Chapter 8 agreement
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 165].)

Chapter 8 obligation
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 166].)

Chapter 8 right
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 167].)

charge
means a charge created in any way and includes a mortgage and an agreement to give or execute a charge or mortgage, whether on demand or otherwise.

chargeable matter
(Repealed by No 69 of 2023, s 3, Sch 2[2(e)] (effective 15 September 2023).)

chargee
(Repealed by No 69 of 2023, s 3, Sch 2[83(c)] (effective 15 September 2023).)

child
:without limiting who is a child of a person for the purposes of this Act, someone is the child of a person if he or she is a child of the person within the meaning of the Family Law Act 1975 .

choice product
has the same meaning as in the Superannuation Industry (Supervision) Act 1993 .

circulating security interest
means a security interest that is:


(a) a PPSA security interest, if:


(i) the security interest has attached to a circulating asset within the meaning of the Personal Property Securities Act 2009 ; and

(ii) the grantor (within the meaning of that Act) has title to the asset; or


(b) a floating charge.

Note: Security interests are either PPSA security interests, or charges, liens or pledges: see security interest .

civil matter
means a matter other than a criminal matter.

civil penalty disqualification
(Repealed by No 11 of 2016, s 3, Sch 3 [ 19].)

civil penalty order
means any of the following:


(a) a declaration of contravention under section 1317E ;


(b) a pecuniary penalty order under section 1317G ;


(baa) a relinquishment order under section 1317GAB ;


(ba) a refund order under section 1317GA or 1317GB ;


(c) a compensation order under section 961M , 1317H , 1317HA , 1317HB , 1317HC or 1317HE ;


(d) an order under section 206C disqualifying a person from managing corporations.

civil penalty provision
has the meaning given in subsection 1317E(3) .

chief executive function
has the meaning given by section 295A .

chief financial officer function
has the meaning given by section 295A .

claimant intermediary
has the meaning given by section 761CAA .

claims handling and settling service
has the meaning given by section 766G ..

class
has:


(a) in relation to shares in a CCIV - a meaning affected by sections 57 and 1230A ; and


(b) in relation to shares (other than shares in a CCIV) or interests in a managed investment scheme - a meaning affected by section 57 ; and


(c) when used in relation to securities for the purposes of Chapter 6 , 6A or 6C - a meaning affected by subsection 605(2) ; and


(d) in relation to financial products or financial services - has a meaning affected by regulations made for the purposes of section 761CA .

class of product advice
has the meaning given by section 910A .

clawback requirements
has the meaning given by subsection 963BA(3) .

clearing and settlement arrangements
for transactions effected through a financial market has the meaning given by section 790A .

clearing and settlement facility
:

(a)    has the meaning given by section 768A ; and

(b)    in relation to an Australian CS facility licence - has a meaning affected by section 824E .

clearing house
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 170].)

clearing house facilities
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 171].)

clearing requirements
, in relation to derivative transactions, has the meaning given by subsection 901A(7) .

client
:


(a) for an issue situation - has the meaning given by paragraph 1012B(2)(c) ; and


(b) for a recommendation situation - has the meaning given by paragraph 1012A(2)(c) ; and


(c) for a sale situation - has the meaning given by paragraph 1012C(2)(c) ; and


(d) of a trustee company - has the meaning given by subsection 601RAB(3) ; and

Note: See also retail client and wholesale client .

client money reporting rules
has the meaning given by section 981J .

clients ' segregated account
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 173].)

close associate
(Repealed by No 69 of 2023, s 3, Sch 2[83(d)] (effective 15 September 2023).)

close out
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 174].)

closed
, in relation to a CSF offer, has the meaning given by subsection 738N(3) .

closely related party
of a member of the key management personnel for an entity means:


(a) a spouse or child of the member; or


(b) a child of the member ' s spouse; or


(c) a dependant of the member or of the member ' s spouse; or


(d) anyone else who is one of the member ' s family and may be expected to influence the member, or be influenced by the member, in the member ' s dealings with the entity; or


(e) a company the member controls; or


(f) a person prescribed by the regulations for the purposes of this paragraph.

coastal sea
:


(a) in relation to Australia - means:


(i) the territorial sea of Australia; and

(ii) the sea on the landward side of the territorial sea of Australia and not within the limits of a State or internal Territory;
and includes the airspace over, and the sea-bed and subsoil beneath, any such sea; and


(b) in relation to a State or Territory - means so much of the coastal sea of Australia as is within the area described in Schedule 1 to the Offshore Petroleum and Greenhouse Gas Storage Act 2006 under the heading that refers to that State or Territory.

code of conduct
means a code of conduct that relates to any aspect of the activities of:


(a) financial services licensees; or


(b) authorised representatives of financial services licensees; or


(c) issuers of financial products;

being activities in relation to which ASIC has a regulatory responsibility.

Code of Ethics
means the Code of Ethics in force under section 921E .

collective investment fund
has the meaning given by subsection 1212(1) .

commence
, in relation to a winding up, has the meaning given by Division 1A of Part 5.6 .

commencement
, in relation to an accounting standard, means:


(a) in the case of an accounting standard as originally in effect - the time when the accounting standard took effect; or


(b) in the case of an accounting standard as varied by a particular provision of an instrument made under section 334 - the time when that provision took effect.

Commission delegate
(Repealed by No 141 of 2020, s 3, Sch 4[41] (effective 18 December 2020).)

committee of creditors
(Repealed by No 11 of 2016, s 3, Sch 2 [ 65].)

commodity
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 175].)

commodity agreement
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 176].)

common fund
, in Chapter 5D (licensed trustee companies), has the meaning given by subsection 601SCA(2) .

Commonwealth
means the Commonwealth of Australia and, when used in a geographical sense, includes each Territory.

Note: The Australian Capital Territory, the Jervis Bay Territory, the Northern Territory, Norfolk Island and the Territories of Christmas Island and of Cocos (Keeling) Islands are covered by the definition of Territory in this section.

Commonwealth authority
means an authority or other body (whether incorporated or not) that is established or continued in existence by or under an Act.

Commonwealth body
means:


(a) an Agency (within the meaning of the Public Service Act 1999 ); or


(b) a body, whether incorporated or not, established for a public purpose by or under a law of the Commonwealth; or


(c) a person:


(i) holding or performing the duties of an office established by or under a law of the Commonwealth; or

(ii) holding an appointment made under a law of the Commonwealth.

communication facility
, in relation to a CSF offer, has the meaning given by subsection 738ZA(5) .

Companies and Unclaimed Moneys Special Account
(Repealed by No 176 of 2012, s 3, Sch 5 [ 2].)

company
means a company registered under this Act and:


(a) (Repealed)


(b) (Repealed)


(c) in Parts 5.7B and 5.8 (except sections 595 and 596 ), includes a Part 5.7 body; and


(d) in Part 5B.1 , includes an unincorporated registrable body.

company limited by guarantee
means a company formed on the principle of having the liability of its members limited to the respective amounts that the members undertake to contribute to the property of the company if it is wound up.

company limited by shares
means a company formed on the principle of having the liability of its members limited to the amount (if any) unpaid on the shares respectively held by them.

compelled financial benchmark rules
means rules made under section 908CD .

compensation arrangements
has the meaning given by section 880B .

compensation proceedings
has the meaning given by section 1317DAAA .

compensation rules
has the meaning given by section 880B .

complaint
, in Part 7.8A (design and distribution requirements), has the meaning given by subsection 994A(2) .

complete
, in relation to a CSF offer, has the meaning given by subsection 738N(7) .

compliance committee
means a compliance committee established under section 601JA .

compliance period
for an infringement notice issued under section 1317DAC has the meaning given by section 1317DAH .

compulsory transfer determination
has the meaning given by subsection 601WBA(1) .

concurrent wrongdoer
, in Division 2A (proportionate liability for misleading and deceptive conduct) of Part 7.10 , has the meaning given by subsection 1041L(3) .

condition
, in relation to a licence, means a condition or restriction to which the licence is subject, or will be subject, as the case requires.

conduct
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 177].)

conflicted remuneration
has the meaning given by section 963A , as affected by sections 963AA , 963B , 963C and 963D .

conflict of interest situation
, in Chapter 2M (financial reports and audit), has the meaning given by section 324CD .

connected
with a corporation: see section 64B .

connected entity
(Repealed by No 69 of 2023, s 3, Sch 2[85(a)] (effective 15 September 2023).)

consideration period
for a notice of intention to offer interests in a foreign passport fund in this jurisdiction has the meaning given by section 1213D .

consolidated entity
means a company, registered scheme, registrable superannuation entity or disclosing entity together with all the entities it is required by the accounting standards to include in consolidated financial statements.

constitution
means (depending on the context):


(a) a company ' s constitution, which (where relevant) includes rules and consequential amendments that are part of the company ' s constitution because of the Life Insurance Act 1995 ; or


(b) a managed investment scheme ' s constitution; or


(c) in relation to any other kind of body:


(i) the body ' s charter or memorandum; or

(ii) any instrument or law (other than this Act) constituting, or defining the constitution of, the body or governing the activities of the body or its members.

Note 1: The Life Insurance Act 1995 has rules about how benefit fund rules become part of a company ' s constitution. They override this Act. See Subdivision 2 of Division 4 of Part 2A of that Act.

Note 2: The constituent document (as defined in the Passport Rules for this jurisdiction) for a notified foreign passport fund is taken under section 1213E to be the constitution of the fund as a managed investment scheme.

consumer credit insurance
has the same meaning as in the Insurance Contracts Act 1984 .

continuous disclosure notice
means:


(a) a document used to notify a market operator of information relating to a body under provisions of the market ' s listing rules referred to in subsections 674(1) and 674A(1) ; or


(b) a document under section 675 lodged or 675A lodged in relation to the body.

continuously quoted securities
are securities that:


(a) are in a class of securities that were quoted ED securities at all times in the 3 months before the date of the prospectus or Product Disclosure Statement; and


(b) are securities of an entity in relation to which the following subparagraphs are satisfied during the shorter of the period during which the class of securities were quoted, and the period of 12 months before the date of the prospectus or Product Disclosure Statement:


(i) no exemption under section 111AS or 111AT , or modification under section 111AV , covered the entity, or any person as director or auditor of the entity;

(ii) no exemption under paragraph 741(1)(a) , or declaration under paragraph 741(1)(b) , relating to a provision that is a disclosing entity provision for the purposes of Division 4 of Part 1.2A covered the entity, or any person as director or auditor of the entity;

(iii) no order under section 340 , 340A , 341 or 341A covered the entity, or any person as director or auditor of the entity;

and, for these purposes, securities are not in different classes merely because of a temporary difference in the dividend, or distribution rights, attaching to the securities or because different amounts have been paid up on the securities.

contract of insurance
, in Division 4 (special provisions relating to insurance) of Part 7.8 , has a meaning affected by subsection 985A(1) .

contravene
, in relation to a civil penalty provision, has a meaning affected by subsection 1317E(4) .

contravention proceedings
means proceedings under section 1101B by a person referred to in paragraph 1101B(1)(b) or (d) .

contributing member
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 178].)

contribution plan
means a plan in respect of which the following conditions are met:


(a) regular deductions are made from the wages or salary of an employee or director (the contributor ) to acquire financial products that are offered for issue or sale to the contributor under a scheme for employees or directors of a company to acquire any of the following financial products of the company:


(i) fully paid ordinary shares;

(ii) options, offered for no more than nominal consideration, for the issue or transfer of fully paid ordinary shares;

(iii) units in fully paid ordinary shares;


(b) the deductions are authorised by the contributor in a form which is included in, or accompanies, the disclosure document or the Product Disclosure Statement for the scheme;


(c) before acquiring the financial products under the scheme, the deductions are held on trust in an account with an Australian ADI that is kept solely for that purpose;


(d) the contributor may elect to discontinue the deductions at any time;


(e) if the contributor so elects, the amount of the deductions standing, at that time, to the credit of the account for the contributor, and any interest on that amount, is repaid to the contributor;


(f) the scheme does not involve the offer to the contributor of a loan or similar financial assistance for the purpose of, or in connection with, the acquisition of the financial products that are offered under the scheme.

contributory
means:


(a) in relation to a company (other than a no liability company):


(i) a person liable as a member or past member to contribute to the property of the company if it is wound up; and

(ii) for a company with share capital - a holder of fully paid shares in the company; and

(iii) before the final determination of the persons who are contributories because of subparagraphs (i) and (ii) - a person alleged to be such a contributory; and


(b) in relation to a Part 5.7 body:


(i) a person who is a contributory by virtue of section 586 ; and

(ii) before the final determination of the persons who are contributories by virtue of that section - a person alleged to be such a contributory; and


(c) in relation to a no liability company - subject to subsection 254M(2) , a member of the company; and


(d) in relation to a sub-fund of a CCIV - a person who is a contributory of the CCIV under paragraph (a), if the person is liable as mentioned in subparagraph (a)(i) as a member or past member of the sub-fund, or is a holder of shares referable to the sub-fund.

control

(a) unless paragraph (b) applies - has the meaning given by section 50AA ; and


(b) when used in Part 7.6 - has the meaning given by section 910B .

control day
, in relation to a controller of property of a corporation, means:


(a) unless paragraph (b) applies:


(i) in the case of a receiver, or receiver and manager, of that property - the day when the receiver, or receiver and manager, was appointed; or

(ii) in the case of any other person who is in possession, or has control, of that property for the purpose of enforcing a security interest - the day when the person entered into possession, or took control, of property of the corporation for the purpose of enforcing that security interest; or


(b) if the controller became a controller of property of the corporation:


(i) to act with an existing controller of such property; or

(ii) in place of a controller of such property who has died or ceased to be a controller of such property;
the day that is, because of any other application or applications of this definition, the control day in relation to the controller referred to in subparagraph (i) or (ii).

controller
, in relation to property of a corporation, means:


(a) a receiver, or receiver and manager, of that property; or


(b) anyone else who (whether or not as agent for the corporation) is in possession, or has control, of that property for the purpose of enforcing a security interest;

and has a meaning affected by paragraph 434F(b) (which deals with 2 or more persons appointed as controllers).

convertible note
has the same meaning as in Division 3A of Part III of the Income Tax Assessment Act 1936 .

convertible securities
: securities are convertible into another class of securities if the holder may, by the exercise of rights attached to those securities:

(a)    have the other class of securities issued to them; or

(b)    have the securities transform into securities of that other class.

An option may be a convertible security even if it is non-renounceable.

core obligation
has the meaning given by subsection 912D(3) .

corporate collective investment vehicle
or CCIV means a company that is registered as a corporate collective investment vehicle under this Act.

corporate director
of a CCIV has the meaning given by subsection 1224(3) .

corporate responsibility provision
has the meaning given by section 188 .

corporation
has the meaning given by section 57A .

corporation/scheme civil penalty provision
has the meaning given by subsection 1317E(3) .

Corporations legislation
means:


(a) this Act; and


(b) the ASIC Act; and


(c) rules of court made by the Federal Court, the Supreme Court of the Australian Capital Territory, or Judges of the Federal Circuit and Family Court of Australia (Division 1), because of a provision of this Act; and


(d) rules of court applied by the Supreme Court, or a State Family Court, of a State, or by the Supreme Court of the Northern Territory or of Norfolk Island, when exercising jurisdiction conferred by Division 1 of Part 9.6A (including jurisdiction conferred by virtue of any previous application or applications of this paragraph).

court
has the meaning given by section 58AA .

Court
has the meaning given by section 58AA .

court of summary jurisdiction
(Repealed by No 69 of 2023, s 3, Sch 2[2(f)] (effective 15 September 2023).)

CPD provision
(short for continuing professional development provision) means:


(a) subsection 921BA(4) ; or


(b) subsection 921BB(3) .

CPD year
(short for continuing professional development year) has the meaning given by section 910A .

credit licensee
means a licensee within the meaning of the National Consumer Credit Protection Act 2009 .

creditor
of a sub-fund of a CCIV means a creditor of the CCIV, if the debt or claim is, to any extent, a liability of the sub-fund.

creditor-defeating disposition
has the meaning given by section 588FDB .

creditors ' voluntary winding up
means a winding up under Part 5.5 , other than a members ' voluntary winding up.

crowd-funding service
that a person provides has the meaning given by section 766F .

CS facility licensee
means a person who holds an Australian CS facility licence.

CS service
has the meaning given by section 828 .

CS services rules
: see subsection 828A(1) .

CSF
is short for crowd-sourced funding.

Note: Crowd-sourced funding is dealt with in Part 6D.3A .

CSF audit threshold
means:


(a) unless paragraph (b) applies - $3 million; or


(b) any amount prescribed by the regulations for the purposes of this paragraph.

CSF intermediary
has the meaning given by section 738C .

CSF offer
has the meaning given by section 738B .

CSF offer document
, in relation to a CSF offer, has the meaning given by subsection 738J(1) .

CSF shareholder
, of a proprietary company, means an entity that holds one or more securities of the company due to being issued with the securities pursuant to a CSF offer by the company.

CSLR operator
(short for financial services compensation scheme of last resort operator) means the person for whom an authorisation under section 1060 is in force.

CSLR staff member
means:


(a) a director, officer or employee of the CSLR operator; or


(b) a person engaged as a consultant to, or to perform services for, the CSLR operator for the purposes of the financial services compensation scheme of last resort.

current LVR
:


(a) of a standard margin lending facility - has the meaning given by subsection 761EA(3) ; and


(b) of a non-standard margin lending facility - has the meaning given by subsection 761EA(6) .

current market bid price
(Repealed by No 69 of 2023, s 3, Sch 2[85(b)] (effective 15 September 2023).)

custodial arrangement
, in Subdivision A (volume-based shelf-space fees) of Division 5 of Part 7.7A , has the meaning given by subsection 964(2) .

Note: Subsection 964(2) incorporates a modified version of the definition of custodial arrangement in section 1012IA .

custodial or depository service
that a person provides has the meaning given by section 766E .

custodian
, in relation to a registrable superannuation entity, has the same meaning as in the Superannuation Industry (Supervision) Act 1993 .

daily newspaper
(Repealed by No 69 of 2023, s 3, Sch 1 [ 87] (effective 1 January 2024).)

data standards
means standards made by the Registrar under section 1270G .

date
of a takeover bid is:


(a) for an off-market bid - the date on which offers are first made under the bid; or


(b) for a market bid - the date on which the bid is announced to the relevant financial market.

deal
(Repealed by No 69 of 2023, s 3, Sch 2[2(g)] (effective 15 September 2023).)

dealer
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 181].)

dealer ' s licence
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 182].)

dealing
in a financial product:


(a) except in Part 7.8A - has the meaning given by section 766C ; and


(b) in Part 7.8A (design and distribution requirements) - has the meaning given by subsection 994A(2) ;

and deal in a financial product has corresponding meanings.

death benefit decision-maker
has the meaning given by section 761A .

debenture
of a body means a chose in action that includes an undertaking by the body to repay as a debt money deposited with or lent to the body. The chose in action may (but need not) include a security interest over property of the body to secure repayment of the money. However, a debenture does not include:


(a) an undertaking to repay money deposited with or lent to the body by a person if:


(i) the person deposits or lends the money in the ordinary course of a business carried on by the person; and

(ii) the body receives the money in the ordinary course of carrying on a business that neither comprises nor forms part of a business of borrowing money and providing finance; or


(b) an undertaking by an Australian ADI to repay money deposited with it, or lent to it, in the ordinary course of its banking business; or

Note: This paragraph has an extended meaning in relation to Chapter 8 (see subsection 1200A(2) ).


(c) an undertaking to pay money under:


(i) a cheque; or

(ii) an order for the payment of money; or

(iii) a bill of exchange; or


(d) (Repealed)


(e) an undertaking by a body corporate to pay money to a related body corporate; or


(f) an undertaking to repay money that is prescribed by the regulations.

For the purposes of this definition, if a chose in action that includes an undertaking by a body to pay money as a debt is offered as consideration for the acquisition of securities under an off-market takeover bid, or is issued under a compromise or arrangement under Part 5.1 , the undertaking is taken to be an undertaking to repay as a debt money deposited with or lent to the body.

decision
, in Part 9.4A (review by Administrative Appeals Tribunal), has the meaning given by section 1317A .

decision period
, for a secured party in relation to a security interest in property (including PPSA retention of title property) of a company means:


(a) in relation to a company under administration - the period beginning on the day when:


(i) a notice of appointment of the administrator must be given to the secured party under subsection 450A(3) - such notice is so given; or

(ii) otherwise - the administration begins;

and ending at the end of the thirteenth business day after that day; and


(b) in relation to a company under restructuring - the period beginning on the day when:


(i) a notice of appointment of the restructuring practitioner must be given to the secured party under the regulations - such notice is so given; or

(ii) otherwise - the restructuring begins;

and ending at the end of the thirteenth business day after that day.

declaration of indemnities
, in relation to an administrator of a company under administration, means a written declaration:


(a) stating whether the administrator has, to any extent, been indemnified (otherwise than under section 443D ), in relation to that administration, for:


(i) any debts for which the administrator is, or may become, liable under Subdivision A of Division 9 of Part 5.3A ; or

(ii) any debts for which the administrator is, or may become, liable under a remittance provision as defined in section 443BA ; or

(iii) the remuneration to which he or she is entitled under section 60-5 of Schedule 2 (external administrator ' s remuneration); and


(b) if so, stating:


(i) the identity of each indemnifier; and

(ii) the extent and nature of each indemnity.

declaration of relevant relationships
has the meaning given by section 60 .

declared professional body
(Repealed by No 141 of 2003, s 3, Sch 2 [ 1].)

deductible gift recipient
(Repealed by No 69 of 2023, s 3, Sch 2[85(c)] (effective 15 September 2023).)

deed
includes a document having the effect of a deed.

deed of company arrangement
means a deed of company arrangement executed under Part 5.3A or such a deed as varied and in force from time to time.

de facto spouse
(Repealed by No 144 of 2008, s 3, Sch 14, Pt 3 [ 133].)

defalcation
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 185].)

defeating condition
for a takeover bid means a condition that:


(a) will, in circumstances referred to in the condition, result in the rescission of, or entitle the bidder to rescind, a takeover contract; or


(b) prevents a binding takeover contract from resulting from an acceptance of the offer unless or until the condition is fulfilled.

defect
, in relation to a statutory demand, includes:


(a) an irregularity; and


(b) a misstatement of an amount or total; and


(c) a misdescription of a debt or other matter; and


(d) a misdescription of a person or entity.

defective
:


(a) in relation to a CSF offer document, has the meaning given by subsection 738U(1) ; and


(b) in relation to a disclosure document or statement:


(i) in Subdivision A (financial services disclosure offences) of Division 7 of Part 7.7 - has the meaning given by subsection 952B(1) ; and

(ii) in Subdivision B (financial services disclosure civil lability) of Division 7 of Part 7.7 - has the meaning given by subsection 953A(1) ; and

(iii) in Subdivision A (financial product disclosure offences) of Division 7 of Part 7.9 - has the meaning given by subsection 1021B(1) ; and

(iv) in Subdivision B (financial product disclosure civil lability) of Division 7 of Part 7.9 - has the meaning given by subsection 1022A(1) .

deposit product
means a financial product described in paragraph 764A(1)(i) .

deregistered
means:


(a) in relation to a company - deregistered under Chapter 5A ; and


(b) in relation to any other body corporate - deregistered in a way that results in the body corporate ceasing to exist.

derivative
(except for the purposes of Chapter 8A ) has the meaning given by section 761D .

derivative retail client money
has the meaning given by section 761A .

derivative trade data
has the meaning given by section 761A .

derivative trade repository
:


(a) means a facility to which information about derivative transactions, or about positions relating to derivative transactions, can be reported (whether or not other information or data can also be reported to the facility); and


(b) in relation to an Australian derivative trade repository licence - has a meaning affected by subsection 905E(2) .

derivative trade repository licensee
means a person who holds an Australian derivative trade repository licence.

derivative trade repository rules
means rules made by ASIC under subsection 903A(1) .

derivative transaction
means:


(a) the entry into of an arrangement (as defined in subsection 761B(1) ) that is a derivative; or


(b) the modification or termination of such an arrangement; or


(c) the assignment, by a party to such an arrangement, of some or all of the party ' s rights and obligations under the arrangement; or


(d) any other transaction that relates to a derivative and that is in a class of transactions prescribed by the regulations for the purposes of this paragraph.

derivative transaction rules
means rules made by ASIC under subsection 901A(1) .

designated secrecy provision
has the meaning given by subsection 1270M(3) .

detriment
, in sections 1317AC and 1317AD , has a meaning affected by section 1317ADA .

director
has the meaning given by section 9AC .

director identification number
means a director identification number given under:


(a) section 1272 ; or


(b) section 308-5 of the Corporations (Aboriginal and Torres Strait Islander) Act 2006 .

directors ' report
means:


(a) an annual directors ' report required by section 292 ; or


(b) a half-year directors ' report required by section 302 .

disclosing entity
has the meaning given by section 111AC .

disclosing entity provisions
has the meaning given by section 111AR .

disclosure document
for an offer of securities means:


(a) a prospectus for the offer; or


(b) a profile statement for the offer; or


(c) an offer information statement for the offer.

disclosure document or statement
:


(a) in Subdivision A (financial services disclosure offences) of Division 7 of Part 7.7 - has the meaning given by subsection 952B(1) ; and


(b) in Subdivision B (financial services disclosure civil lability) of Division 7 of Part 7.7 - has the meaning given by subsection 953A(1) ; and


(c) in Subdivision A (financial product disclosure offences) of Division 7 of Part 7.9 - has the meaning given by subsection 1021B(1) ; and


(d) in Subdivision B (financial product disclosure civil lability) of Division 7 of Part 7.9 - has the meaning given by subsection 1022A(1) .

disclosure framework
means the disclosure framework made by the Registrar under section 1270K .

discretionary account
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 187].)

dishonest
means dishonest according to the standards of ordinary people.

dispose
has a meaning affected by the following paragraphs:


(a) when used in relation to financial products, otherwise than in a situation to which paragraph (b) applies, dispose includes terminate or close out the legal relationship that constitutes the financial product;


(b) for the purposes of Chapter 6 , a person who has a relevant interest in securities disposes of the securities if, and only if, they cease to have a relevant interest in the securities.

disqualified individual
has the meaning given by section 853A .

distribution condition
has the meaning given by paragraph 994B(5)(c) .

distribution information
, in relation to a financial product, has the meaning given by subsection 994F(3) .

Division 3 arrangements
has the meaning given by section 880B .

Note: This definition refers to Division 3 (approved compensation arrangements) of Part 7.5 .

Division 3 financial products
has the meaning given by subsection 1042A(1) .

Note 1: This definition refers to Division 3 (insider trading prohibitions) of Part 7.10 .

Note 2: In Part 7.10 (market misconduct etc.) bank accepted bills and negotiable certificates of deposit are treated as if they were Division 3 financial products: see section 1040B .

Division 3 loss
has the meaning given by section 880B .

Note: This definition refers to Division 3 (approved compensation arrangements) of Part 7.5 .

Division 4 arrangements
has the meaning given by section 880B .

Note: This definition refers to Division 4 (NGF Compensation regime) of Part 7.5 .

document
(Repealed by No 76 of 2023, s 3, Sch 1[14(b)] (effective 20 October 2023).)

document of title
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 189].)

doing
an act or thing includes causing or authorising the act or thing to be done.

domestic corporation
means a corporation that is incorporated or formed in Australia or an external Territory.

ED securities
has the meaning given by section 111AD .

education and training standards
has the meaning given by section 921B .

electronic communication
means:


(a) a communication of information in the form of data, text or images by means of guided and/or unguided electromagnetic energy; or


(b) a communication of information in the form of speech by means of guided and/or unguided electromagnetic energy, where the speech is processed at its destination by an automated voice recognition system.

eligible applicant
, in relation to a corporation, means:


(a) ASIC; or


(b) a liquidator or provisional liquidator of the corporation; or


(c) an administrator of the corporation; or


(d) an administrator of a deed of company arrangement executed by the corporation; or


(da) a restructuring practitioner for the corporation; or


(db) a restructuring practitioner for a restructuring plan made by the corporation; or


(e) a person authorised in writing by ASIC to make:


(i) applications under the Division of Part 5.9 in which the expression occurs; or

(ii) such an application in relation to the corporation.

eligible commodity agreement
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 190].)

eligibility criteria
:


(a) for restructuring a company - has the meaning given by section 453C ; and


(b) for the simplified liquidation process - has the meaning given by section 500AA .

eligibility criteria
(Repealed by No 76 of 2023, s 3, Sch 2[110] (effective 20 October 2023).)

eligible CSF company
has the meaning given by section 738H .

eligible employee creditor
, in relation to a company, means a creditor whose debt or claim would, in a winding up of the company, be payable in priority to other unsecured debts and claims in accordance with paragraph 556(1)(e) , (g) or (h) or section 560 or 561 .

eligible employee share scheme
(Repealed by No 14 of 2022, s 3, Sch 4[2] (effective 1 October 2022).)

eligible exchange-traded option
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 191].)

eligible for temporary restructuring relief
has the meaning given by section 458E .

eligible international emissions unit
has the same meaning as in the Australian National Registry of Emissions Units Act 2011 .

eligible money market dealer
means a body corporate in respect of which a declaration is in force under section 65 .

eligible officer
has the meaning given by section 1272B .

eligible recipient
has the meaning given by section 1317AAC .

eligible securities conduct
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 192].)

eligible unsecured creditor
has the meaning given by section 579Q .

eligible whistleblower
has the meaning given by section 1317AAA .

emoluments
(Repealed by No 69 of 2023, s 3, Sch 2[2(h)] (effective 15 September 2023).)

employee
of a company, in Part 5.8A (employee entitlements), has the meaning given by subsections 596AA(4) and (5) .

employee entitlements contribution order
has the meaning given by subsection 588ZA(1) .

employee share buy-back
means a buy-back under a scheme that:


(a) has as its purpose the acquisition of shares in a company by, or on behalf of:


(i) employees of the company, or of a related body corporate; or

(ii) directors of the company, or a related body corporate, who hold a salaried employment or office in the company or in a related body corporate; and


(b) has been approved by the company in general meeting.

employee share scheme
: see subsection 1100L(1) .

employee share scheme buy-back
(Repealed by No 14 of 2022, s 3, Sch 4[5] (effective 1 October 2022).)

employer-sponsor
has the same meaning as in the Superannuation Industry (Supervision) Act 1993 .

enforce
, in relation to a security interest in property of a company under administration, includes:


(a) appoint a receiver of property of the company under a power contained in an instrument relating to the security interest; or


(b) obtain an order for the appointment of a receiver of such property for the purpose of enforcing the security interest; or


(c) enter into possession, or assume control, of such property for that purpose; or


(d) appoint a person so to enter into possession or assume control (whether as agent for the secured party or for the company); or


(e) exercise, in relation to property including PPSA retention of title property, as the secured party or as a receiver or person so appointed, a right, power or remedy existing because of the security interest, arising:


(i) under an agreement or instrument relating to the security interest; or

(ii) in the case of a PPSA security interest - under an agreement or instrument relating to a transaction or dealing giving rise to the security interest; or

(iii) under a written or unwritten law; or

(iv) in any other way.

enforceable code provision
means a provision of an approved code of conduct identified by ASIC under subsection 1101A(2) .

enforcement proceedings
means proceedings under section 793C by a person referred to in paragraph 793C(1)(b) , (c) or (d) .

enforcement process
, in relation to property, means:


(a) execution against that property; or


(b) any other enforcement process in relation to that property that involves a court or a sheriff.

engage in audit activity :
an individual auditor, audit firm or audit company engages in audit activity in relation to an audited body for an audit if the individual auditor, audit firm or audit company:


(a) consents to be appointed as auditor of the audited body for a financial year; or


(b) acts as the auditor of the audited body for a financial year; or


(c) prepares a report in relation to the audited body that is required by this Act to be prepared by:


(i) a registered company auditor; or

(ii) an auditor of the audited body in relation to a financial year or half-year.

engage in conduct
means:


(a) do an act; or


(b) omit to perform an act.

enter into
: a person who:


(a) enters into, or becomes a party to, a relevant agreement in relation to shares or other securities; or


(b) exercises an option to have shares or other securities allotted, issued or granted;

is taken to enter into a transaction in relation to the shares or securities.

entitlements
of an employee of a company has the meaning given by subsections 596AA(2) and (3) .

entity :
for the purposes of Chapters 2E , 8A and 8B , an entity is any of the following:


(a) a body corporate;


(b) a partnership;


(c) an unincorporated body;


(d) an individual;


(e) for a trust that has only 1 trustee - the trustee;


(f) for a trust that has more than 1 trustee - the trustees together.

Otherwise, entity has the meaning given by section 64A .

equal access scheme
has the meaning given by subsections 257B(2) and (3) .

equal reduction
has the meaning given by subsection 256B(2) .

equity interest
has the same meaning as in the Income Tax Assessment Act 1997 .

ESS contribution plan
: see section 1100T .

ESS interest
: see section 1100M .

ESS participant
: see subsection 1100L(2) .

estate assets and liabilities
has the meaning given by section 601WAA .

estate management functions
has the meaning given by subsection 601RAC(2) .

estate that is administered or managed
has the meaning given by subsection 601SBB(1A) .

event
includes any happening, circumstance or state of affairs.

examinable affairs
, in relation to a corporation means:


(a) the promotion, formation, management, administration, restructuring or winding up of the corporation; or


(b) any other affairs of the corporation (including anything that is included in the corporation ' s affairs because of section 53 ); or


(c) the business affairs of any of the following, in so far as those business affairs are, or appear to be, relevant to the corporation or to anything that is included in the corporation ' s examinable affairs because of paragraph (a) or (b):


(i) a body corporate that is, or has been, related to the corporation;

(ii) an entity that is, or has been, connected with the corporation.

examinable assets and liabilities
, in relation to an entity, means all of the following:


(a) the entity ' s property and assets:


(i) whether present or future; and

(ii) whether held alone or jointly with any other person or persons; and

(iii) whether or not held as agent, bailee or trustee;


(b) the entity ' s liabilities:


(i) whether present or future; and

(ii) whether actual or contingent; and

(iii) whether owed alone or jointly with any other person or persons; and

(iv) whether or not owed as trustee.

examinable officer
(Repealed by No 103 of 2004, s 3, Sch 9 [ 7].)

examinable operations
, in relation to an entity, means all of the following:


(a) the entity ' s business, trading, transactions and dealings:


(i) whether alone or jointly with any other entity or entities; and

(ii) whether or not as agent, bailee or trustee;


(b) the entity ' s profits, income and receipts;


(c) the entity ' s losses, outgoings and expenditure.

Exchange
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 194].)

exchange member
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 195].)

Exchange subsidiary
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 196].)

exchange traded option
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 197].)

excluded conduct
has the meaning given by subsection 994A(1) .

excluded security
means:


(a) where:


(i) there is attached to a share or debenture a right to participate in a retirement village scheme; and

(ii) each of the other rights, and each interest (if any), attached to the share or debenture is a right or interest that is merely incidental to the right referred to in subparagraph (i);
the share or debenture or a unit in the share or debenture; or


(b) an interest in a managed investment scheme constituted by a right to participate in a retirement village scheme.

execution requirements
, in relation to derivative transactions, has the meaning given by subsection 901A(5) .

executive officer
(Repealed by No 103 of 2004, s 3, Sch 9 [ 8].)

exempt body
(Repealed by No 69 of 2023, s 3, Sch 2[138] (effective 15 September 2023).)

exempt body corporate
of a State or Territory has the meaning given by section 66A .

exempt broker
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 198].)

exempt dealer
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 199].)

exempt foreign company
(Repealed by No 69 of 2023, s 3, Sch 2[2(i)] (effective 15 September 2023).)

exempt futures market
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 200].)

exempt investment adviser
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 201].)

exempt public authority
means a body corporate that is incorporated within Australia or an external Territory and is:


(a) a public authority; or


(b) an instrumentality or agency of the Crown in right of the Commonwealth, in right of a State or in right of a Territory.

exempt public sector superannuation scheme
has the same meaning as in the Superannuation Industry (Supervision) Act 1993 .

exempt stock market
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 202].)

expectation
:


(a) a person has an expectation that a managed investment scheme or a sub-fund of a CCIV will become an Australian passport fund only as set out in section 1216B ; and


(b) a person has an expectation that a fund will become a notified foreign passport fund only as set out in section 1216G .

expert
, in relation to a matter, means a person whose profession or reputation gives authority to a statement made by him or her in relation to that matter.

extend
, in relation to a period:


(a) includes further extend; and


(b) has a meaning affected by section 70 .

externally-administered body corporate
(Repealed by No 11 of 2016, s 3, Sch 2 [ 67].)

external Territory
:


(a) means a Territory referred to in section 122 of the Constitution, where an Act makes provision for the government of the Territory as a Territory; but


(b) does not include a Territory covered by the definition of Territory in this section.

Note: The Australian Capital Territory, the Jervis Bay Territory, the Northern Territory, Norfolk Island and the Territories of Christmas Island and of Cocos (Keeling) Islands are covered by the definition of Territory in this section.

extract of particulars
for a company, registered scheme or notified foreign passport fund means a statement given by ASIC that contains either or both of the following:


(a) some or all of the particulars in relation to the company, scheme or fund that are recorded in a register that ASIC maintains, or ensures is maintained, under subsection 1214(1) or 1274(1) ;


(b) a requirement to provide a particular under section 346B .

extraordinary resolution
, in relation to a registered scheme, a CCIV or a sub-fund of a CCIV, means a resolution of the members of the registered scheme that complies with subsection 253LA(2) .

facility
has a meaning affected by section 762C .

Family Court
(Repealed by No 13 of 2021, s 3, Sch 2[255] (effective 1 September 2021).)

Federal Court
means the Federal Court of Australia.

fee disclosure statement
has the meaning given by subsection 962H(1) .

fee recipient
has the meaning given by section 962C .

fees
, in Chapter 5D (licensed trustee companies), has the meaning given by section 601RAA .

FHSA product
(Repealed by No 70 of 2015, s 3, Sch 1[27].)

fidelity fund
has the meaning given by section 880B .

financial benchmark
:


(a) has the meaning given by section 908AB ; and


(b) in relation to a benchmark administrator licence - has a meaning affected by section 908BE .

financial benchmark data
means:


(a) information obtained to generate or administer a financial benchmark; or


(b) information (including statistical data) that is created or derived from information referred to in paragraph (a).

financial benchmark rules
means rules made under section 908CA .

financial benefit
: see giving a financial benefit .

financial corporation
(Repealed by No 69 of 2023, s 3, Sch 2[2(j)] (effective 15 September 2023).)

financial investment
: see makes a financial investment .

financial market
(except for the purposes of Chapter 8A ) has the meaning given by section 767A .

financial product
has the meaning given by Division 3 of Part 7.1 and:


(a) in Part 7.8A (design and distribution requirements) - has a meaning affected by subsection 994AA(1) ; and


(b) in Part 7.9A (product intervention orders) - has a meaning affected by section 1023B .

Note: In Part 7.10 (market misconduct etc.) bank accepted bills and negotiable certificates of deposit are treated as if they were financial products: see section 1040B .

financial product advice
has the meaning given by section 766B .

financial records
includes:


(a) invoices, receipts, orders for the payment of money, bills of exchange, cheques, promissory notes and vouchers; and


(b) documents of prime entry; and


(c) working papers and other documents needed to explain:


(i) the methods by which financial statements are made up; and

(ii) adjustments to be made in preparing financial statements.

financial report
means:


(a) an annual financial report required by or under section 292 , 293 , 294 , 294A or 294B ; or


(b) a half-year financial report required by section 302 .

financial reporting requirements
for a financial report means the requirements imposed under:


(a) section 296 or 297 if the financial report is an annual financial report; or


(b) section 304 or 305 if the financial report is a half-year financial report.

financial risk
: see manages financial risk .

financial service
has the meaning given by Division 4 of Part 7.1 .

Financial Services and Credit Panel
means a panel convened under subsection 139(1) of the ASIC Act.

financial services business
(Repealed by No 76 of 2023, s 3, Sch 2[233] (effective 20 October 2023).)

financial services civil penalty provision
has the meaning given by subsection 1317E(3) .

financial services compensation scheme of last resort
means the financial services compensation scheme of last resort established under Part 7.10B .

financial services compensation scheme of last resort operator
: see CSLR operator .

Financial Services Guide
means a Financial Services Guide required by section 941A or 941B to be given in accordance with Division 2 of Part 7.7 .

financial services law
has the meaning given by section 761A .

financial services licensee
means a person who holds an Australian financial services licence.

financial statements
means annual financial statements under section 295 or half-year financial statements under section 303 .

financial year
:


(a) of a company, registered scheme or disclosing entity (other than a notified foreign passport fund) - has the meaning given by section 323D ; and


(b) of a notified foreign passport fund - has the meaning given by section 323DAA ; and


(c) of a financial services licensee that is a body corporate and is not covered by paragraph (a) - means a financial year of the body corporate; and


(d) for a financial services licensee that is not covered by paragraph (a) or (c) - means a year ending on 30 June.

find
, in the case of a reference to a court finding a person guilty of an offence, has a meaning affected by section 73A .

firm
, in relation to an administrator, restructuring practitioner or liquidator, means:


(a) if the administrator, restructuring practitioner or liquidator is a partner or employee of a partnership (the partnership firm ) that provides advice or other services in relation to Chapter 5 bodies corporate - the partnership firm; or


(b) if the administrator, restructuring practitioner or liquidator is an officer or employee of a body corporate (the body corporate firm ) that provides advice or other services in relation to Chapter 5 bodies corporate - the body corporate firm.

first levy period
has the same meaning as in the Financial Services Compensation Scheme of Last Resort Levy Act 2023 .

floating charge
includes a charge that conferred a floating security at the time of its creation but has since become a fixed or specific charge.

for
, in relation to a fee or tax, includes in respect of.

foreign company
means:


(a) a body corporate that is incorporated in an external Territory, or outside Australia and the external Territories, and is not:


(i) a corporation sole; or

(ii) an exempt public authority; or


(b) an unincorporated body that:


(i) is formed in an external Territory or outside Australia and the external Territories; and

(ii) under the law of its place of formation, may sue or be sued, or may hold property in the name of its secretary or of an officer of the body duly appointed for that purpose; and

(iii) does not have its head office or principal place of business in Australia.

foreign exchange contract
has the meaning given by section 761A .

foreign holder
of securities means a holder of the securities whose address, as shown in the register in which details of their holding is recorded, is a place outside Australia and the external Territories.

foreign law
has the same meaning as in the Income Tax Assessment Act 1997 .

foreign passport fund
means a passport fund the home economy for which is not Australia.

foreign passport fund product
means a financial product described in paragraph 764A(1)(bb) .

foreign qualification
has the meaning given by section 910A .

foreign recognition scheme
has the meaning given by subsection 1200A(1) .

franchise
means an arrangement under which a person earns profits or income by exploiting a right, conferred by the owner of the right, to use a trade mark or design or other intellectual property or the goodwill attached to it in connection with the supply of goods or services. An arrangement is not a franchise if the person engages the owner of the right, or an associate of the owner, to exploit the right on the person ' s behalf.

Full Court
(Repealed by No 69 of 2023, s 3, Sch 2[2(k)] (effective 15 September 2023).)

fully paid share
means a share on which no amount remains unpaid.

function
includes a duty.

Fund
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 210].)

fund property
of a notified foreign passport fund means:


(a) contributions of money or money ' s worth to the fund; and


(b) money that forms part of the fund property under provisions of this Act or the ASIC Act; and


(c) money borrowed or raised by the operator of the fund for the purposes of the fund; and


(d) property acquired, directly or indirectly, with, or with the proceeds of, contributions or money referred to in paragraph (a), (b) or (c); and


(e) income and property derived, directly or indirectly, from contributions, money or property referred to in paragraph (a), (b), (c) or (d).

Note: Paragraph (a) - if what a member contributes to a fund is rights over property, the rights in the property that the member retains do not form part of the fund property.

funeral benefit
has the meaning given by section 761A .

further market-related advice
means advice to which subsection 946B(1) applies.

futures advice business
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 211].)

futures adviser
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 212].)

futures advisers licence
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 213].)

futures association
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 214].)

futures broker
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 215].)

futures brokers licence
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 216].)

futures broking business
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 217].)

futures contract
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 218].)

futures exchange
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 219].)

futures law
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 220].)

futures licence
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 221].)

futures licensee
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 222].)

futures market
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 223].)

futures option
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 224].)

futures organisation
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 225].)

futures report
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 226].)

futures representative
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 227].)

Gazette notice
means a notice published in the Gazette .

general advice
has the meaning given by subsection 766B(4) .

general CSF risk warning
has the meaning given by subsection 738ZA(2) .

general insurance product
means a financial product described in paragraph 764A(1)(d) .

Note: See also insurance product and risk insurance product .

generally available
in relation to information:


(a) for the purposes of sections 674 , 674A , 675 and 675A (continuous disclosure) - has the meaning given by section 676 ; and


(b) for the purposes of Division 3 (insider trading prohibitions) of Part 7.10 - has the meaning given by section 1042C .

general law
means the principles and rules of the common law and equity.

giving a financial benefit
has a meaning that is affected by section 229 .

government entity
has the meaning given by section 41 of the A New Tax System (Australian Business Number) Act 1999 .

group executives
(Repealed by No 69 of 2023, s 3, Sch 2[87(a)] (effective 15 September 2023).)

guarantor
, in relation to a debenture, means a body that has guaranteed, or has agreed to guarantee, the repayment of any money deposited or lent to the borrower under the debenture.

guilty
, in the case of a reference to a court finding a person guilty of an offence, has a meaning affected by section 73A .

half-year
has the meaning given by subsection 323D(5) .

have
(Repealed by No 69 of 2023, s 3, Sch 2[115(a)] (effective 15 September 2023).)

highest outside purchase price
for a takeover bid is the highest amount paid or payable by the bidder for a security in the bid class under a purchase made outside the bid and during the bid period.

hold
(Repealed by No 69 of 2023, s 3, Sch 2[115(b)] (effective 15 September 2023).)

holder
:


(a) in relation to a financial product - means the person to whom the financial product was issued, or if it has (since issue) been disposed of to another person who has not themselves disposed of it, that other person; and


(b) in relation to an RSA - has the same meaning as in the Retirement Savings Accounts Act 1997 ;

and hold has corresponding meanings.

holding company
, in relation to a body corporate, means a body corporate of which the first body corporate is a subsidiary.

home economy
for a passport fund means:


(a) if the passport fund is a regulated CIS, or a sub-fund of a regulated CIS, in only one participating economy - that participating economy; and


(b) if the passport fund is a regulated CIS, or a sub-fund of a regulated CIS, in more than one participating economy - the participating economy in which the fund is first registered or approved as a regulated CIS (however that registration or approval is described).

home regulator
for a passport fund means the entity that is the Passport Regulator for the home economy for the passport fund under the Passport Rules for this jurisdiction.

host economy
: a participating economy is a host economy for a passport fund if:


(a) the participating economy is not the home economy for the fund; and


(b) either:


(i) it is permitted under the law of the participating economy to offer interests in the fund in that economy, on the basis that the fund is a passport fund; or

(ii) an application has been made under the law of the participating economy for permission to offer interests in the fund in that economy, on the basis that the fund is a passport fund.

hosting arrangement
, in relation to a CSF offer, has the meaning given by subsection 738L(2) .

host regulator
for a passport fund means the entity that is the Passport Regulator for a host economy for the passport fund under the Passport Rules for this jurisdiction.

immediate family member
for a person means:


(a) the person ' s spouse; or


(b) a person who is wholly or partly dependent on the person for financial support.

in Australia
has the meaning given by section 102C .

incentive right
: see subsection 1100M(4) .

included
, in relation to an official list, has the meaning given by section 75 .

income year
has the same meaning as in the Income Tax Assessment Act 1997 .

incorporated in Australia
, in relation to a body corporate, includes incorporated by or under a law of:


(a) the Commonwealth; or


(b) a State; or


(c) an internal Territory.

incorporation
:


(a) of a company - means the company ' s first registration under this Act; and


(b) of any other incorporated body - means the body ' s incorporation by or under a law (other than this Act).

in default
:


(a) an officer of a body corporate who is in default , in relation to a contravention, includes an officer of the body corporate who is involved in the contravention (including a person who later ceases to be such an officer); and


(b) a person who is in default , in relation to a contravention, includes a person who is involved in the contravention.

independent person
, in Part 2G.7 (independent reports on polls), has the meaning given by section 253UA .

individual auditor
means an individual who consents to be appointed, or is appointed, as auditor of a company, registered scheme or registrable superannuation entity.

individual fine formula
means the formula set out in subsection 1311B(3) .

industrial instrument
means:


(a) a contract of employment; or


(b) a law, award, determination or agreement relating to terms or conditions of employment.

information
, in Division 3 (insider trading prohibitions) of Part 7.10 , has a meaning affected by subsection 1042A(2) .

information service
(Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 228].)

information statement
for a class of CGS depository interests has the meaning given by subsection 1020AH(1) .

infringement notice
:


(a) in Part 7.5B - means an infringement notice issued under Part 5 of the Regulatory Powers Act; and


(b) in Part 9.1A - means an infringement notice under Part 5 of the Regulatory Powers Act; and


(c) in Part 9.4AA and Chapter 6CA - means an infringement notice issued under section 1317DAC ; and


(d) in Part 9.4AB , Part 7.6 and Part 9.4B - means an infringement notice given under section 1317DAM .

Note: For the provisions subject to the infringement notice:

  • (a) in Part 7.5B , see section 908CH ; and
  • (b) in Part 9.1A , see section 1272F ;
  • (c) for an infringement notice issued under section 1317DAC , see section 1317DAC ; and
  • (d) for an infringement notice given under section 1317DAM , see section 1317DAN (under which the provisions include all strict liability offences and absolute liability offences against this Act and certain other offences and civil penalty provisions).
  • injury compensation
    means compensation payable under any law relating to workers compensation.

    inside information
    has the meaning given by subsection 1042A(1) .

    Insolvency Practice Rules
    means the rules made by the Minister under section 105-1 of Schedule 2 .

    insolvent
    :


    (a) in relation to a person - has the meaning given by subsection 95A(2) ; and


    (b) in relation to a sub-fund of a CCIV - has the meaning given by subsection 1231A(3) .

    insolvent transaction
    has the meaning given by section 588FC .

    insolvent under administration
    means:


    (a) a person who, under the Bankruptcy Act 1966 , is a bankrupt in respect of a bankruptcy from which the person has not been discharged; or


    (b) a person who, under the law of a foreign country, has the status of an undischarged bankrupt; or


    (c) a person any of whose property is subject to control under:


    (i) section 50 or Division 2 of Part X of the Bankruptcy Act 1966 ; or

    (ii) a corresponding provision of the law of a foreign country; or


    (d) a person who has executed a personal insolvency agreement under:


    (i) Part X of the Bankruptcy Act 1966 ; or

    (ii) the corresponding provisions of the law of a foreign country;
    where the terms of the agreement have not been fully complied with; or


    (e) a person who is a party (as a debtor) to a debt agreement under:


    (i) Part IX of the Bankruptcy Act 1966 ; or

    (ii) the corresponding provisions of the law of a foreign country.

    insurance claims manager
    has the meaning given by section 761DA .

    insurance product
    means a financial product described in paragraph 764A(1)(d) , (e) or (f) .

    Note: See also general insurance product , investment life insurance product , life risk insurance product and risk insurance product .

    insure
    :


    (a) in relation to a contract of life insurance - insured , for the purposes of Division 4 (special provisions relating to insurance) of Part 7.8 , has the meaning given by section 985A ; and


    (b) in relation to a superannuation complaint - insurer has the meaning given by section 761A .

    interest
    :


    (a) interest in relation to land includes:


    (i) a legal or equitable estate or interest in the land; or

    (ii) a right, power or privilege over, or in relation to, the land; and


    (b) interest in a managed investment scheme (including a notified foreign passport fund) means a right to benefits produced by the scheme (whether the right is actual, prospective or contingent and whether it is enforceable or not); and


    (c) in Part 5D.5 (limit on control of licensed trustee companies) interests of clients of a licensed trustee company - has a meaning affected by section 601VCB .

    in this jurisdiction or elsewhere
    has a meaning affected by subsection 102B(1) .

    invalid futures authority
    (Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 231].)

    invalid securities authority
    (Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 232].)

    investment advice business
    (Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 233].)

    investment adviser
    (Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 234].)

    investment advisers licence
    (Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 235].)

    investment
    in a company, disclosing entity or other body means:


    (a) a share in the company, disclosing entity or body; or


    (b) a debenture of the company, disclosing entity or body; or


    (c) a legal or equitable interest in:


    (i) a share in the company, disclosing entity or body; or

    (ii) a debenture of the company, disclosing entity or body; or


    (d) an option to acquire (whether by way of issue or transfer) an investment in the company, disclosing entity or body covered by paragraph (a), (b) or (c); or


    (e) an option to dispose of an investment in the company, disclosing entity or body covered by paragraph (a), (b) or (c); or


    (f) an interest a person holds under an arrangement that is a derivative if:


    (i) the consideration to be provided under the arrangement; or

    (ii) the value of the arrangement;
    is ultimately determined, derived from or varies by reference to an investment in the company, disclosing entity or body covered by paragraph (a), (b), (c), (d) or (e).

    To avoid doubt, the consideration to be provided under, or the value of, an arrangement in relation to an index is not ultimately determined, derived from or varies by reference to an investment in the company merely because the investment is taken into account in determining the value of the index.

    investment
    in a notified foreign passport fund means:


    (a) an interest in the fund; or


    (b) a legal or equitable interest in an interest in the fund; or


    (c) an option to acquire (whether by way of issue or transfer) an investment in the fund covered by paragraph (a) or (b); or


    (d) an option to dispose of an investment in the fund covered by paragraph (a) or (b); or


    (e) an interest a person holds under an arrangement that is a derivative if:


    (i) the consideration to be provided under the arrangement; or

    (ii) the value of the arrangement;
    is ultimately determined, derived from or varies by reference to an investment in the fund covered by paragraph (a), (b), (c) or (d); or


    (f) an investment in the operator of the fund.

    To avoid doubt, the consideration to be provided under, or the value of, an arrangement in relation to an index is taken not to be ultimately determined, derived from or vary by reference to an investment in the fund merely because the investment is taken into account in determining the value of the index.

    investment
    in a registered scheme means:


    (a) an interest in the scheme; or


    (b) a legal or equitable interest in an interest in the scheme; or


    (c) an option to acquire (whether by way of issue or transfer) an investment in the scheme covered by paragraph (a) or (b); or


    (d) an option to dispose of an investment in the scheme covered by paragraph (a) or (b); or


    (e) an interest a person holds under an arrangement that is a derivative if:


    (i) the consideration to be provided under the arrangement; or

    (ii) the value of the arrangement;
    is ultimately determined, derived from or varies by reference to an investment in the scheme covered by paragraph (a), (b), (c) or (d); or


    (f) an investment in the responsible entity of the scheme.

    To avoid doubt, the consideration to be provided under, or the value of, an arrangement in relation to an index is taken not to be ultimately determined, derived from or vary by reference to an investment in the scheme merely because the investment is taken into account in determining the value of the index.

    investment contract
    means any contract, scheme or arrangement that, in substance and irrespective of its form, involves the investment of money in or under such circumstances that the investor acquires or may acquire an interest in, or right in respect of, property, whether in this jurisdiction or elsewhere, that, under, or in accordance with, the terms of investment will, or may at the option of the investor, be used or employed in common with any other interest in, or right in respect of, property, whether in this jurisdiction or elsewhere, acquired in or under like circumstances.

    investment life insurance product
    means a financial product described in paragraph 764A(1)(f) .

    Note: See also insurance product .

    involved
    :


    (a) in a contravention - has the meaning given by section 79 ; and


    (b) in a market licensee, CS facility licensee, derivative trade repository licensee or a benchmark administrator licensee, or in an applicant for such a licence - has the meaning given by section 853B .

    issue
    :


    (a) issue includes:


    (i) in relation to interests in a managed investment scheme - make available; and

    (ii) otherwise - circulate, distribute and disseminate; and


    (b) in relation to a financial product - issue has the meaning given by section 761E .

    issue situation
    has the meaning given by paragraph 1012B(2)(a) .

    issue Statement
    has the meaning given by subsection 1013A(1) .

    Judge
    (Repealed by No 76 of 2023, s 3, Sch 1[14(c)] (effective 20 October 2023).)

    judgment
    means a judgment, decree or order, whether final or interlocutory.

    key management personnel
    for an entity has the same meaning as in the accounting standards.

    kind
    , in relation to financial products or financial services, has a meaning affected by regulations made for the purposes of section 761CA .

    large proprietary company
    has the meaning given by subsection 45A(3) .

    law
    :


    (a) law of a State or Territory means a law of, or in force in, the State or Territory; and


    (b) in Chapter 5D (licensed trustee companies) - law has the meaning given by section 601RAA .

    Note: The definition in paragraph (a) does not affect the meaning of law when used otherwise than in a phrase such as " law of a State or Territory " . Examples of such a use are in the phrase " any provision of any law " in section 100A and the phrase " law of the Commonwealth " in section 156 .

    law of a recognised jurisdiction
    has the meaning given by subsection 1200A(1) .

    lawyer
    means a duly qualified legal practitioner and, in relation to a person, means such a practitioner acting for the person.

    lead auditor
    has the meaning given by section 324AF .

    lease
    does not include a lease of goods that gives rise to a PPSA security interest in the goods.

    Note: An interest that arises under a lease of goods that in substance secures the payment or performance of an obligation, or that arises under a PPS lease within the meaning of the Personal Property Securities Act 2009 , may be a PPSA security interest (see sections 12 and 13 of that Act and the definition of PPSA security interest in this section).

    leave of absence
    means long service leave, extended leave, recreation leave, annual leave, sick leave or any other form of leave of absence from employment.

    levy period
    has the same meaning as in the Financial Services Compensation Scheme of Last Resort Levy Act 2023 .

    liabilities
    (Repealed by No 76 of 2023, s 3, Sch 2[26] (effective 20 October 2023).)

    liability
    :


    (a) liability (except in relation to a sub-fund of a CCIV):


    (i) includes a duty or obligation of any kind (whether arising under an instrument or otherwise, and whether actual, contingent or prospective); and

    (ii) in relation to a CCIV - has a meaning affected by section 1233A ; and


    (b) liabilities , in relation to a sub-fund of a CCIV, has the meaning given by section 1233L .

    licence
    (Repealed by No 141 of 2003, s 3, Sch 2 [ 3].)

    licensed CS facility
    means a clearing and settlement facility the operation of which is authorised by an Australian CS facility licence.

    licensed derivative trade repository
    has the meaning given by section 761A .

    licensed market
    means a financial market the operation of which is authorised by an Australian market licence.

    licensed trustee company
    means a trustee company that holds an Australian financial services licence covering the provision of one or more traditional trustee company services.

    Note: Traditional trustee company services are financial services: see subsection 766A(1A) .

    licensee
    (Repealed by No 141 of 2003, s 3, Sch 2 [ 4].)

    life policy
    has the same meaning as in the Life Insurance Act 1995 .

    life policy fund
    has the meaning given by section 761A .

    life risk insurance product
    means a financial product described in paragraph 764A(1)(e) .

    Note: See also insurance product and risk insurance product .

    limit
    of a margin lending facility has the meaning given by subsection 761EA(11) .

    limited company
    means:


    (a) a company limited by shares; or


    (b) a company limited by guarantee; or


    (c) a company limited both by shares and guarantee;

    but does not include a no liability company.

    limited-service time-sharing adviser
    has the meaning given by section 910A .

    linked
    :


    (a) the incurring of a debt and a contravention of subsection 596AC(1) , (2) , (3) or (4) are linked if they are linked under subsection 596AC(10) ; and


    (b) the disposition of a company ' s property and a contravention of subsection 596AC(1) , (2) , (3) or (4) are linked if they are linked under subsection 596AC(10A) .

    linked to a refusal or failure to give effect to a determination made by AFCA
    has the meaning given by section 910C .

    liquid
    :


    (a) for a registered scheme - has the meaning given by subsection 601KA(4) ; and


    (b) for a sub-fund - has the meaning given by subsection 1230H(1) .

    liquidating trade
    (Repealed by No 122 of 2001, s 3, Sch 1, Pt 2 [ 237].)

    liquidator
    :


    (a) has a meaning affected by paragraph 530(b) (which deals with 2 or more persons appointed as liquidators); and


    (b) in Chapter 7 , includes a provisional liquidator.

    liquidity period
    , for an ESS interest: see subsection 1100ZB(7) .

    listed
    :


    (a) a company, managed investment scheme or other body is listed if it is included in the official list of a prescribed financial market operated in this jurisdiction; and


    (b) a retail CCIV that is not listed because of paragraph (a) is listed if:


    (i) the retail CCIV has only one sub-fund; and

    (ii) that sub-fund is included in the official list of a prescribed financial market operated in this jurisdiction; and


    (c) a sub-fund of a retail CCIV is listed if:


    (i) the sub-fund is included in the official list of a prescribed financial market operated in this jurisdiction; or

    (ii) the retail CCIV is listed because of paragraph (a).

    listed corporation
    means a body corporate that is included in an official list of a prescribed financial market.

    listed disclosing entity
    has the meaning given by section 111AL .

    listing market
    , in relation to a listed disclosing entity, has the meaning given by subsection 111AE(1) , (1A) , (1B) or (1C) .

    listing rules
    of a financial market, or proposed financial market, means any rules (however described) that are made by the operator of the market, or contained in the operator ' s constitution, and that deal with:


    (a) admitting entities to, or removing entities from, the market ' s official list, whether for the purpose of enabling financial products of those entities to be traded on the market or for other purposes; or


    (b) the activities or conduct of entities that are included on that list.

    local agent
    , in relation to a foreign company, means a person who is a local agent of the foreign company by virtue of subsection 601CG(5) .

    lodge
    :


    (a) means lodge with ASIC in this jurisdiction; and


    (b) in relation to a document lodged with ASIC in a prescribed form - has a meaning affected by subsection 350(2) .

    lodging entity
    (Repealed by No 118 of 2012, s 3, Sch 1, Pt 1 [ 3].)

    lower court
    means a court of a State or Territory that is not a superior court.

    machine-copy
    (Repealed by No 69 of 2023, s 3, Sch 2[87(b)] (effective 15 September 2023).)

    made
    , in relation to a CSF offer, has the meaning given by subsection 738N(1) .

    makes a financial investment
    has the meaning given by section 763B .

    makes a market
    for a financial product has the meaning given by section 766D .

    makes non-cash payments
    has the meaning given by section 763D .

    managed investment product
    means a financial product described in paragraph 764A(1)(b) .

    managed investment scheme
    means:


    (a) a scheme that has the following features:


    (i) people contribute money or money ' s worth as consideration to acquire rights ( interests ) to benefits produced by the scheme (whether the rights are actual, prospective or contingent and whether they are enforceable or not);

    (ii) any of the contributions are to be pooled, or used in a common enterprise, to produce financial benefits, or benefits consisting of rights or interests in property, for the people (the members ) who hold interests in the scheme (whether as contributors to the scheme or as people who have acquired interests from holders);

    (iii) the members do not have day-to-day control over the operation of the scheme (whether or not they have the right to be consulted or to give directions); or


    (b) a time-sharing scheme;

    but does not include the following:


    (c) a partnership that has more than 20 members but does not need to be incorporated or formed under an Australian law because of regulations made for the purposes of subsection 115(2) ;


    (d) a body corporate (other than a body corporate that operates as a time sharing scheme);


    (e) a scheme in which all the members are bodies corporate that are related to each other and to the body corporate that promotes the scheme;


    (f) a franchise;


    (g) a statutory fund maintained under the Life Insurance Act 1995 ;


    (h) a regulated superannuation fund, an approved deposit fund, a pooled superannuation trust or a public sector superannuation scheme;


    (ha) (Repealed)


    (i) a scheme operated by an Australian ADI in the ordinary course of its banking business;


    (j) the issue of debentures or convertible notes by a body corporate;


    (k) a barter scheme under which each participant may obtain goods or services from another participant for consideration that is wholly or substantially in kind rather than in cash;


    (l) a retirement village scheme operating within or outside Australia:


    (i) under which the participants, or a majority of them, are provided, or are to be provided, with residential accommodation within a retirement village (whether or not the entitlement of a participant to be provided with accommodation derives from a proprietary interest held by the participant in the premises where the accommodation is, or is to be, provided); and

    (ii) which is not a time-sharing scheme;


    (m) a scheme that is operated by a co-operative company registered under Part VI of the Companies (Co-operative) Act 1943 of Western Australia or under a previous law of Western Australia that corresponds to that Part;


    (ma) a contribution plan;


    (maa) an ESS contribution plan for an offer of ESS interests that is eligible to be made under Division 1A of Part 7.12 ;


    (mb) the provision of a crowd-funding service;


    (n) a scheme of a kind declared by the regulations not to be a managed investment scheme.

    Note 1: Paragraph (c) - A partnership with less than 20 members will usually not require registration because of paragraph 601ED(1)(a) and under section 115 a partnership with more than 20 members can only operate if covered by regulations made for the purposes of subsection 115(2) .

    Note 2: Paragraphs (c) and (i) have an extended meaning in relation to Chapter 8 (see subsection 1200A(3) ).

    Note 3: Under section 1213E , a notified foreign passport fund is to be treated as a managed investment scheme for the purposes of this Act.

    manager
    has a meaning affected by section 90 .

    managerial or executive office
    has the meaning given by section 200AA .

    manages financial risk
    has the meaning given by section 763C .

    managing controller
    , in relation to property of a corporation, means:


    (a) a receiver and manager of that property; or


    (b) any other controller of that property who has functions or powers in connection with managing the corporation;

    and has a meaning affected by paragraph 434G(b) (which deals with 2 or more persons appointed as managing controllers).

    mandatory code of conduct
    means a code of conduct that is declared by regulations under section 1101AE to be mandatory.

    margin call
    :


    (a) in relation to a standard margin lending facility - has the meaning given by subsection 761EA(4) ; and


    (b) in relation to a non-standard margin lending facility - has the meaning given by subsection 761EA(7) ; and


    (c) in relation to a facility that ASIC has declared to be a margin lending facility under subsection 761EA(8) - has the meaning given in the declaration.

    margin lending facility
    has the meaning given by subsection 761EA(1) .

    market
    , in relation to an Australian market licence, has a meaning affected by section 795E .

    Note: See also makes a market .

    marketable securities
    means debentures, stocks, shares or bonds of any Government, of any local government authority or of any body corporate, association or society, and includes any right or option in respect of shares in any body corporate and any interest in a managed investment scheme.

    market bid
    means a takeover bid made under Chapter 6 as a market bid (see section 616 ).

    market integrity rules
    means the rules made by ASIC under section 798G .