Victorian Consolidated Legislation

Financial Sector Reform (Victoria) Act 1999 - SECT 49

Matters in relation to dissolved or deregistered societies

49. Matters in relation to dissolved or deregistered societies



(1) This section applies if, before the transfer date, a society's
registration has been cancelled under-

   (a)  the Financial Institutions Code; or

   (b)  the Friendly Societies Code; or

   (c)  the Building Societies Act 1986 or a corresponding previous enactment;
        or

   (d)  the Friendly Societies Act 1986 or a corresponding previous enactment;
        or

   (e)  the Co-operation Act 1981 or a corresponding previous enactment.

(2) If property vested in ASIC under section 38 was held by a society whose
registration has been cancelled as mentioned in subsection (1) and was so held
on trust, ASIC may-

   (a)  continue to act as trustee; or

   (b)  apply to a court for the appointment of a new trustee.

(3) If a society referred to in subsection (2) had property that it did not
hold on trust, ASIC may-

   (a)  dispose of or deal with the property as it sees fit; and

   (b)  apply any money it receives to-

   (i)  defray expenses incurred by ASIC in exercising its powers in relation
        to the society; and

   (ii) make payments authorised by subsection (4)- and must deal with the
        rest (if any) under Part 9.7 of the Corporations Act as applying under
        this section.

(3A) Money received by ASIC on a disposal of, or dealing with property of a
society under subsection (3)(a) that is not applied under subsection (3)(b) is
declared to be an applied Corporations legislation matter for the purposes of
Part 3 of the Corporations (Ancillary Provisions) Act 2001 in relation to the
provisions of Part 9.7 of the Corporations Act as if the society had been a
company.

(3B) For the purposes of subsection (3A), Part 3 of the
Corporations (Ancillary Provisions) Act 2001 has effect as if that Part did
not contain sections 16(1)(b) and 17.

Note Part 3 of the Corporations (Ancillary Provisions) Act 2001 provides for
the application of provisions of the Corporations Act and Part 3 of the ASIC
Act as laws of the State in respect of any matter declared by a law of the
State (whether with or without modification) to be an applied Corporations
legislation matter for the purposes of that Part in relation to those
Commonwealth provisions.

(4) The property remains subject to all liabilities imposed on the property
under a law and does not have the benefit of any exemption that the property
might otherwise have because it is vested in ASIC.

(5) ASIC's obligation under subsection (4) is limited to satisfying the
liabilities out of the society's property to the extent that the property is
properly available to satisfy those liabilities.

(6) ASIC must keep-

   (a)  a record of property that it knows is vested in it under section 38;
        and

   (b)  a record of its dealings with that property; and

   (c)  account of all money received from those dealings; and

   (d)  all accounts, vouchers, receipts and papers relating to the property
        and that money.

(7) ASIC may do an act on behalf of the society or the society's liquidator if
ASIC is satisfied the society or liquidator would be bound to do the act if
the society still existed.

(8) A person may recover from an insurer of the society an amount that was
payable to the society under the insurance contract if-

   (a)  the society had a liability to the person; and

   (b)  the insurance contract covered the liability immediately before the
        cancellation of the registration.

(9) ASIC may establish a society as a company if ASIC is satisfied that the
society's registration should not have been cancelled.

(10) A court may make an order that ASIC establish a society as a company if-

   (a)  an application for so establishing a society is made to the court-

   (i)  by a person aggrieved by the cancellation of the society's
        registration; or

   (ii) by a former liquidator of the society; and

   (b)  the court is satisfied that it is just that the society be so
        established.

(11) If the court makes an order under subsection (10), it may-

   (a)  validate anything done between the cancellation of the society's
        registration and its establishment as a company; and

   (b)  make any other order it considers appropriate.

(12) ASIC must give notice of the establishment of a company in the
Commonwealth of Australia Gazette and, if it exercises its power under
subsection (9) in response to an application by a person, it must also give
notice to the applicant.

(13) If a society is established as a company, the society is taken to have
continued in existence until the transfer date and to be a transferring
financial institution of this jurisdiction as referred to in Part 2.

(14) A person who was a director of a society immediately before its
registration was cancelled becomes a director of the company as which it is
established under this section as from the time when ASIC or a court so
establishes it.

(15) Any property of the society that is still vested in ASIC revests in the
company so established and, if the society held particular property subject to
a security or other interest or claim, the society takes the property subject
to that interest or claim.

(16) The functions and powers that are necessary for the purposes of this
section are conferred on ASIC.

(17) In this section-

society means an entity that was-

   (a)  a society under the Financial Institutions Code or the Friendly
        Societies Code;

   (b)  a building society under the Building Societies Act 1986 or a
        corresponding previous enactment; or

   (c)  a friendly society under the Friendly Societies Act 1986 or a
        corresponding previous enactment; or

   (d)  a credit society under the Co-operation Act 1981 or a corresponding
        previous enactment.