Commonwealth Consolidated Acts

FOREIGN ACQUISITIONS AND TAKEOVERS ACT 1975 - SECT 20

             (1)  In this section, corporation means:

                     (a)  an Australian corporation that carries on an Australian business, whether alone or together with any other person or persons; or

                     (b)  a holding corporation (other than a foreign corporation) of such an Australian corporation.

             (2)  Where the Treasurer is satisfied that:

                     (a)  a person proposes to enter into an agreement in relation to the affairs of a corporation or it is proposed to alter a constituent document of a corporation;

                     (b)  under the proposed agreement or in consequence of the proposed alteration, a director or directors of the corporation will be under an obligation to act in accordance with the directions, instructions or wishes of a foreign person who holds a substantial interest in the corporation or of an associate of such a foreign person;

                     (c)  the proposed agreement or alteration would have the result that:

                              (i)  in the case of a corporation not controlled by foreign persons--the corporation would be controlled by foreign persons; or

                             (ii)  in the case of a corporation controlled by foreign persons--the corporation would continue to be controlled by foreign persons, but those persons would include a person who is not, or would not include a person who is, one of the foreign persons first referred to in this subparagraph; and

                     (d)  that result would be contrary to the national interest;

the Treasurer may make an order prohibiting the entering into of the proposed agreement or prohibiting the proposed alteration, as the case may be.

             (3)  Where an agreement has been entered into in relation to the affairs of a corporation, or an alteration has been made to a constituent document of a corporation, and the Treasurer is satisfied that:

                     (a)  the agreement or alteration has had, or will have, the result that:

                              (i)  in the case of a corporation that, before the agreement was entered into or the alteration was made, was not controlled by foreign persons--the corporation is or will be controlled by foreign persons; or

                             (ii)  in the case of a corporation that, before the agreement was entered into or the alteration was made, was controlled by foreign persons--the corporation continues or will continue to be controlled by foreign persons, but those persons include or will include a person who is not, or do not or will not include a person who is, one of the foreign persons first referred to in this subparagraph; and

                     (b)  that result is or will be contrary to the national interest;

the Treasurer may, for the purpose of restoring the control of the corporation as closely as possible to the position in which it was before the agreement was entered into or the alteration was made or for the purpose of preventing the occurrence of a change in the control of the corporation of a kind mentioned in paragraph (a), as the case may be, make orders directing specified persons to do within a specified time, or refrain from doing, specified acts or acts of a specified kind.

             (4)  Where a time is specified in an order made under subsection (3), the Treasurer may, before the expiration of that time or of that time as extended under this subsection, by writing signed by him or her, extend or further extend that time or that time as so extended, and in that event the order has effect as if the time as so extended or further extended had been specified in the order.

             (5)  For the purposes of this section:

                     (a)  a corporation shall be taken to be controlled by foreign persons if, and only if, the Treasurer is satisfied that a foreign person or foreign persons, alone or together with an associate or associates of that foreign person or of any of those foreign persons, is or are in a position to determine the policy of the corporation; and

                     (b)  where an Australian business is so taken to be controlled by foreign persons by reason that a foreign person or foreign persons, together with an associate or associates, are in a position to determine the policy of the corporation, references to the foreign persons who control the corporation include references to that associate or those associates, whether or not that associate is, or those associates are, in fact foreign persons.