New South Wales Consolidated Acts

TRUSTEE COMPANIES ACT 1964 - SECT 31D

31D Powers of the Minister in certain other cases

(1) Where:

(a) a person has acquired, otherwise than in contravention of section 31A, shares in a trustee company,

(b) the acquisition of those shares by that person was an acquisition of which notice was required to be given to the Minister under section 31A (5), and

(c) the Minister is satisfied, having regard to:

(i) the interest of persons to whom the trustee company stands in a fiduciary relationship, and

(ii) the public interest,

that an order or orders under this section is or are warranted in the circumstances of the case,

the Minister may make any one or more of the following orders:

(d) an order restraining the person who acquired the shares from disposing of, or of any interest in, the shares or such of the shares as are specified in the order,

(e) an order directing the trustee company not to make payment, or to defer making payment, of any sum or sums due from the trustee company in respect of the shares or such of the shares as are specified in the order,

(f) an order directing the disposal of, or of any interest in, the shares or such of the shares as are specified in the order,

(g) an order vesting:

(i) the shares, or such of the shares as are specified in the order, or

(ii) any interest in the shares, or in such of the shares as are specified in the order,

in the Commission,

(h) an order directing the trustee company not to register the transfer or transmission of the shares or such of the shares as are specified in the order,

(i) for the purpose of securing compliance with any order referred to in any of the preceding paragraphs, an order directing the trustee company or any other person to do or refrain from doing a specified act.

(2) Except as provided by subsection (3), an order under subsection (1) has effect upon service of a notice specifying the terms of the order, given under the hand of the Minister, on the trustee company or other person to whom the order is directed.

(3) An order under subsection (1) (i):

(a) has effect upon service of a notice containing the order, given under the hand of the Minister, on the person who acquired the shares, and

(b) has effect notwithstanding any contract, arrangement or offer for or in connection with the acquisition of the shares or any of them.

(4) A trustee company or other person who fails to comply with an order under subsection (1) is guilty of an offence and liable to a penalty not exceeding 20 penalty units.

(5) The Commission may:

(a) cause any shares, or any interest therein, vested in it by an order under subsection (1) (i) to be offered for sale,

(b) sell the shares or interest so offered for sale,

(c) appoint a person to execute a transfer of the shares or interest and to receive, account for, and give a good discharge in respect of, the purchase money,

(d) cause the transfer relating to the sale to be registered, and

(e) cause all such matters and things to be done as may be necessary to dispose of the shares or interest therein.

(6) Purchase money received pursuant to subsection (5), after payment thereout of all costs, expenses, commissions and fees in respect of or incidental to the sale of the shares concerned, shall be paid by the Commission to the person from whom the shares were divested by the Minister’s order or to such other person as may appear to the Commission to be entitled to it.

(7) The Court, on the application of the Minister or the Commission, may make orders, being:

(a) orders of the kind referred to in section 31C (1), or

(b) such other orders as the Court considers appropriate,

in aid of the exercise by the Minister or the Commission, as the case may be, of the powers conferred by this section.