New South Wales Consolidated Acts

AGL CORPORATE CONVERSION ACT 2002 - SECT 7

7 Summary of the steps involved in corporatisation and registration of AGL as a company

(1) The conversion of AGL into an incorporated public company limited by shares will involve the following two steps:

The first step will be to convert AGL into a body corporate under State law. Currently, AGL is an unincorporated company of proprietors that was originally established by the Australian Gas Light Company Act 1837.

The second step will be to enable corporatised AGL to seek registration as a public company limited by shares under Part 5B.1 of the Corporations Act 2001 of the Commonwealth.

(2) The following is a summary of the steps involved in the conversion of AGL into a body corporate under State law:

The proprietors of AGL must pass a conversion resolution at a general meeting of AGL in accordance with Division 1 of Part 3 that approves both the conversion of AGL into a body corporate and a new constitution for that body corporate.

The Minister makes a conversion order under section 13 specifying the day on which AGL is to be constituted as a body corporate under this Act.

AGL will be constituted as a body corporate with the name “The Australian Gas Light Company” on the conversion day as provided by Part 4. Existing legislation relating to the constitution of AGL and related gas companies will be repealed on that day.

(3) The following is a summary of the steps involved in enabling corporatised AGL to be registered as a public company limited by shares under Part 5B.1 of the Corporations Act 2001 of the Commonwealth:

The proprietors of AGL or the members of corporatised AGL must pass a registration resolution at a general meeting of AGL or corporatised AGL (as the case may be) in accordance with Division 2 of Part 3 that resolves that corporatised AGL be registered as a public company limited by shares under the Corporations Act 2001 of the Commonwealth.

The Minister issues a compliance certificate under section 32 to the effect that the provisions of this Act concerning the transfer of corporatised AGL’s incorporation have been complied with.

Corporatised AGL makes an application to ASIC under Part 5B.1 of the Corporations Act 2001 of the Commonwealth to be registered as a public company limited by shares.

Corporatised AGL is registered by ASIC under Part 5B.1 of the Corporations Act 2001 of the Commonwealth as a public company limited by shares.

(4) This section does not affect the meaning or interpretation of any provision of this Act that it summarises.