CORPORATIONS ACT 2001 - SECT 1223D Adoption, modification and repeal of constitution
CORPORATIONS ACT 2001 - SECT 1223D
Adoption, modification and repeal of constitution(1) A CCIV adopts on registration the constitution lodged with the application to register the CCIV.
(2) The constitution of a CCIV may be modified, or repealed and replaced with a new constitution:
(a) if the CCIV is a retail CCIV:
(i) by special resolution of the members of the CCIV; or
(ii) by the corporate director, if the corporate director reasonably considers the change will not adversely affect members' rights; or
(iii) by special resolution of the members of a sub - fund of the CCIV, if the corporate director reasonably considers the change will not adversely affect the rights of any member of any other sub - fund of the CCIV; or
(b) if the CCIV is a wholesale CCIV--by complying with the requirements set out in the constitution for the modification or repeal.
(3) If the constitution of a CCIV is modified, or repealed and replaced with a new constitution, the CCIV must lodge with ASIC:
(a) a copy of the modification, or the new constitution; and
(b) if the corporate director of the CCIV determines a later date mentioned in paragraph (5)(b) or (c) for the modification or replacement to take effect--notice of the later date;
within 14 days after the modification or replacement.
Note: The constitution may be modified or repealed by Court order: see section 233.
(4) An offence based on subsection (3) is an offence of strict liability.
(5) If section 137 does not set the date on which the modification or repeal and replacement of a CCIV's constitution takes effect, it takes effect on the latest of the following:
(a) the date on which the modification or the new constitution is lodged with ASIC;
(b) if the CCIV is a retail CCIV, and the corporate director determines a later date for the modification or replacement to take effect--that later date;
(c) if the CCIV is a wholesale CCIV, and a later date is determined in accordance with any requirements in the constitution of the CCIV--that later date.