Commonwealth Numbered Acts

NATIONAL COMPANIES AND SECURITIES COMMISSION ACT 1979 No. 173, 1979 - SECT 3

3. (1) In this Act, unless the contrary intention appears-

''acting member'' means an acting member appointed under sub-section 17 (3);

''Agreement'' means the agreement made on 22 December 1978 between the
Commonwealth and the States a copy of which is set out in the Schedule or, if
that agreement is amended, that agreement as amended;

''approved bank'' means the Reserve Bank of Australia or another bank for the
time being approved by the Ministerial Council or by a person authorized by
the Ministerial Council to give approvals for the purposes of this definition;

''Australia'' includes any external Territory to which this Act extends;

''Chairman'' means the Chairman of the Commission appointed under sub-section
13 (1);

''Commission'' means the National Companies and Securities Commission
established by this Act;

''Companies and Securities Law Review Committee'' means the Committee referred
to in sub-clause 21 (2) of the Agreement;

''deal'', in relation to securities, means (whether as principal or agent)
acquire, dispose of, subscribe for or underwrite the securities, or make or
offer to make, or induce or attempt to induce a person to make or to offer to
make, an agreement-

   (a)  for or with respect to acquiring, disposing of, subscribing for or
        underwriting the securities; or

   (b)  the purpose or purported purpose of which is to secure a profit or
        gain to a person who acquires, disposes of, subscribes for or
        underwrites the securities or to any of the parties to the agreement
        in relation to the securities;

''Deputy Chairman'' means the Deputy Chairman of the Commission appointed
under sub-section 13 (2);

''full-time member'' means a member appointed as a full-time member;

''functions'' includes duties;

''investment contract'' means any contract, scheme or arrangement that, in
substance and irrespective of the form of the contract, scheme or arrangement,
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 Australia 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 Australia or elsewhere, acquired in or under like
circumstances;

''member'' means a member of the Commission;

''Ministerial Council'' means the body known as the Ministerial Council for
Companies and Securities that is established by the Agreement;

''Northern Territory enactment'' means an enactment within the meaning of the
Northern Territory (Self-Government) Act 1978;

''part-time member'' means a member appointed as a part-time member;

''power'' includes an authority;

''prescribed interest'' means any right to participate or interest, whether
enforceable or not and whether actual, prospective or contingent-

   (a)  in any profits, assets or realization of any financial or business
        undertaking or scheme whether in Australia or elsewhere;

   (b)  in any common enterprise, whether in Australia or elsewhere, in which
        the holder of the right or interest is led to expect profits, rent or
        interest from the efforts of the promoter of the enterprise or a third
        party; or

   (c)  in any investment contract,

whether or not the right or interest is evidenced by a formal document and
whether or not the right or interest relates to a physical asset, but does not
include-

   (d)  any unit of stock or share in the capital of, or debenture (including
        a debenture that does not constitute a charge on assets) of, a
        corporation;

   (e)  any interest in, or arising out of, a policy of life insurance;

   (f)  an interest in a partnership agreement, unless the agreement or
        proposed agreement-

        (i)    relates to an undertaking, scheme, enterprise or investment
               contract promoted by or on behalf of a person whose ordinary
               business is or includes the promotion of similar undertakings,
               schemes, enterprises or investment contracts, whether or not
               that person is, or is to become, a party to the agreement or
               proposed agreement; or

        (ii)   is or would be an agreement, or is or would be within a class
               of agreements, prescribed by the regulations for the purposes
               of this sub-paragraph; or

   (g)  a right or interest, or a right or interest included in a class or
        kind of rights or interests, declared by the regulations to be an
        exempt right or interest, or a class or kind of exempt rights or
        interests, for the purposes of this definition;

''securities'' means-

   (a)  debentures, stocks or bonds issued or proposed to be issued by a
        government;

   (b)  debentures (including debentures that do not constitute a charge on
        assets), stocks, shares, bonds or notes issued or proposed to be
        issued by a body corporate or unincorporate;

   (c)  any right or option in respect of any such debentures, stocks, shares,
        bonds or notes; or

   (d)  a prescribed interest,

but does not include-

   (e)  bills of exchange;

   (f)  promissory notes; or

   (g)  certificates of deposit issued by a bank;

''State Act'' includes a Northern Territory enactment;

''State Minister'' means a Minister of the Crown of a State who is a member of
the Ministerial Council and includes a person holding office under section 36
of the Northern Territory (Self-Government) Act 1978 who, in accordance with
the Agreement, is entitled to participate in proceedings of the
Ministerial Council.

(2) A regulation made for the purposes of sub-paragraph (f) (ii) of the
definition of ''prescribed interest'' in sub-section (1) does not apply to an
agreement or a class of agreements relating to a partnership-

   (a)  being a partnership for the carrying on of a profession or trade where
        a person carrying on that profession or trade is required by any law
        of the Commonwealth, of a State or of a Territory to be registered,
        licensed or otherwise authorized in order to do so; and

   (b)  the business of which does not include any business other than the
        business of a partnership referred to in paragraph (a).

(3) In this Act-

   (a)  a reference to an Act includes a reference to an Ordinance, regulation
        or other instrument made under, or by virtue of, an Act but does not
        include a reference to a Northern Territory enactment or an instrument
        made under, or by virtue of, such an enactment; and

   (b)  a reference to a State Act includes a reference to a regulation or
        other instrument made under, or by virtue of, a State Act.

(4) A reference in this Act to a member of the staff of the Commission shall
be read as a reference to-

   (a)  an employee of the Commission;

   (b)  a person whose services are available to the Commission by virtue of
        arrangements made under sub-section 24 (1) or (2); or

   (c)  a person engaged under sub-section 25 (1).

(5) In this Act, unless the contrary intention appears, a reference to
functions or powers of the Commission shall be read as including a reference
to any functions or powers conferred or expressed to be conferred upon the
Commission by any State Act.