Registrar's functions and powers

Summary of the Registrar's regulatory powers

Meetings

The Registrar may, if the need arises:

• convene meetings of interested parties (s. 439-5)
• call a general meeting (s. 439-10)
• call an annual general meeting (s. 439-15).

The Registrar is to chair these meetings or can authorise another person to be the chair.

Compliance notices

The Registrar can require compliance with the CATSI Act (s. 439-20).

Examinations

The Registrar may appoint an authorised officer (examiner) at any time to examine the books and records of a corporation (s. 453-1).

Production of books or attendance to answer questions

Under s. 453-5 the Registrar may give notice to a person who has some knowledge of the examinable affairs of the corporation to:

• provide the Registrar with information about the corporation or its examinable affairs
• produce any books and records about the corporation
• appear before the Registrar to answer questions about the corporation.

Issue warrants

Division 456 gives the Registrar the power ask the court to issue warrants to obtain information about a corporation if the information can’t be obtained via s. 453-1 or s. 453-5.

Protection for whistleblowers

There is provision for whistleblowers in the CATSI Act (Division 466).

External administration

Under the CATSI Act the Registrar needs to make several determinations when appointing a special administrator:

• that the corporation be placed in special administration (s. 487-1)
• the appointment of a special administrator (the person) (s. 490-1 and s. 490-5)
• the period of the appointment (s. 487-1 and s. 487-15)
• whether the directors will be removed from office during the term of the special administration (s. 496-5).

Approval by the Minister is not required for the appointment of a special administrator.

Grounds for special administration

Some increased powers (via additional grounds) are available for appointment of special administrators. All of the grounds for an appointment are detailed in s. 487-5. The additional grounds are:

• the corporation has failed to comply with a s. 439-20 compliance notice
• the corporation has failed to lodge its annual reports (Part 7-3)
• if there are disputes that interfere with the corporation’s operations
• if a majority of directors write to the Registrar and ask for the appointment.

Disqualifying people from managing corporations

The CATSI Act allows for disqualifying people from managing corporations (being a director, CEO or CFO, for example) in 3 ways:

• automatic disqualification (s. 279-5)
• court-ordered disqualification (s. 279-15)
• Registrar's powers to disqualify a person (s. 279-30).

Closing corporations

Winding up

The CATSI Act has provisions for the winding up of corporations (Division 526).

Deregistrations

The CATSI Act has provisions for the deregistration of corporations (Division 546).

Reviewable decisions

The CATSI Act provides for reviews conducted:

• internally
• by the Administrative Appeals Tribunal (AAT).