Commonwealth Numbered Regulations - Explanatory Statements

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CORPORATIONS (FEES) AMENDMENT REGULATIONS 2003 (NO. 2) 2003 NO. 159

Statutory Rules 2003 No. 159

Issued by the Authority of the Parliamentary Secretary to the Treasurer

Corporations (Fees) Act 2001

Corporations (Fees) Amendment Regulations 2003 (No. 2)

Section 8 of the Corporations (Fees) Act 2001 (the Act) empowers the Governor-General to make regulations for the purposes of sections 5, 5A and 6 of the Act.

Section 5 of the Act provides that the regulations may prescribe fees (which are imposed as taxes) for chargeable matters and may prescribe more than one fee for the same chargeable matter. "Chargeable matters" are defined in section 4 of the Act as including:

(a)       the lodgment of a document under the Corporations Act 2001;

(b)       the registration of a document under the Corporations Act 2001;

(c)       the inspection or search of a register kept by, or a document in the custody of, the Australian Securities and Investments Commission (ASIC);

(d)       the making available by ASIC under the Corporations Act 2001 of information (whether in the form of a document or otherwise); and

(e)       the production by ASIC, under a subpoena, of such a register or document.

Paragraph 6(1)(a) of the Act allows fees to be prescribed for chargeable matters by reference to an amount of up to $5,000, or by specifying a calculation method. Subsection 6(3) of the Act imposes a cap of $25,000 on the fee or sum of fees that can be prescribed in relation to a single chargeable amount.

Commencing on 1 July 2003, section 5A of the Act, as amended by the Corporations (Fees) Amendment Act 2003 (Act No 22 of 2003), will permit regulations to prescribe different fees for the same chargeable matter, depending on whether the matter is complied with by electronic means. As of 1 July 2003, the maximum amount in paragraph 6(1)(a) of the Act will be increased to $10,000 and the maximum amount in subsection 6(3) of the Act will be increased to $50,000.

Also commencing on 1 July 2003, amendments made to the Corporations Act 2001 by the Corporations Legislation Amendment Act 2003 (Act No 24 of 2003) will impose new information lodgment requirements on companies and registered managed investment schemes, amongst others, in place of requirements to lodge annual returns with ASIC.

The purpose of the Regulations is to:

•       prescribe fees for applications by companies and responsible entities of registered schemes to choose a review date that is different from the anniversary of registration of the company or scheme for the purpose of complying with the new information lodgment requirements; and

•       increase fees in line with the movements in the Consumer Price Index (CPI) over the last three years and make an additional adjustment to continue a series of supplementary increases made during the late 1990s.

The Ministerial Council for Corporations has been consulted about the Regulations as required by the Corporations Agreement. The approval of the Ministerial Council is not required for amendments to regulations relating to fees.

Details of the Regulations are in the Attachment.

The Regulations commence on 1 July 2003.

Authority: Section 8 of the Corporations (Fees) Act 2001

ATTACHMENT

Regulation 1:       Name of Regulations

Regulation 1 provides that the Regulations are to be known as the Corporations (Fees) Amendment Regulations 2003 (No. 2).

Regulation 2:       Commencement

Regulation 2 provides that regulations 1-4 and Schedule 1 commence on 1 July 2003 and Schedule 2 will commence on 1 September 2003.

Regulation 3:       Amendment of Corporations (Fees) Regulations 2001

Regulation 3 provides that Schedules 1 and 2 will amend the Corporations (Fees) Regulations 2001.

Regulation 4:       Transitional

Regulation 4 provides that the fee for late lodgment of annual returns imposed by item 28 of Schedule 1 to the Corporations (Fees) Regulations 2001, as in force immediately before the commencement of the Corporations (Fees) Amendment Act 2003 (No 22 of 2003), will continue to apply to annual returns which were due to be lodged before 1 July 2003, but were not lodged by 1 September 2003. After 1 September 2003, the fee imposed by item 28 of Schedule 1 of the Corporations (Fees) Regulations 2001, as amended by item [8] of Schedule 2 to the Regulations, will apply to the late lodgment of such returns.

Schedule 1: Amendments commencing on 1 July 2003

Item 1 will omit Regulation 2A of the Corporations (Fees) Regulations 2001 in view of the repeal of the annual return requirements for companies, which include special purpose companies and small transferring financial institutions, and for registered managed investment schemes by amendments made to the Corporations Act 2001 by the Corporations Legislation Amendment Act 2003 (Act No 24 of 2003).

Item 2 will replace existing items 7, 7A, 7B and 8 of Schedule 1 to the Corporations (Fees) Regulations 2001, which relate to annual returns for companies and registered schemes, with proposed new items 7 and 7A to provide for the imposition of fees for applications to ASIC by companies and responsible entities of registered schemes for approval of a change of review date under subsection 345B of the Corporations Act 2001, as amended by the Corporations Legislation Amendment Act 2003. This will allow single companies and schemes and also corporate groups with the same ultimate holding company or common office holders, and registered schemes with the same responsible entity, to change their annual review dates with the approval of ASIC.

Schedule 2: Amendments commencing on 1 September 2003

The amendments in Schedule 2 to the Regulations will provide for some renumbering of items in Column 1 of Schedule 1 to the Corporations (Fees) Regulations 2001 and some re-aligning of figures in Column 3 with matters listed in Column 2 of the Schedule.

An incorrect reference to a Regulation 2A.1.04 of the Corporations Regulations in item 34 of Schedule 1 to the Corporations (Fees) Regulations 2001 will be replaced by a reference to Regulation 2A.2.04 of the Corporations Regulations, so that no fee would be imposed for a certificate issued by ASIC under subregulation 2A.2.04(3).

The amendments in Schedule 2 to the Regulations will also increase the fees in Column 3 of Schedule 1 to the Corporations (Fees) Regulations 2001, on average, by 11.5% in comparison to the existing fees, to reflect the movement in the CPI. The last CPI increase was in July 2000.

Changes to the quantum of corporations fees are currently calculated in the following manner. The 1994 fees as at 1 July 1994 are used as the 'base amounts' for calculating the revised fees. The CPI increase is calculated on the basis of the change in the CPI between the December quarter immediately prior to the date on which the increase is to take effect and the 1993 December quarter and applied to the fees in force on 1 July 1994 (ie. the increase is calculated on the basis of the change between the 2002 and 1993 December quarters). The 1994 base fees have been increased by 33.78%. This figure reflects the change in CPI since the 1994 December quarter (26.82%), with a supplementary increase also applied to fees in force on 1 July 1994 (6.96%). The increase of 6.96% is applied in addition to the CPI increase to recoup the costs of administering the national corporate regulation scheme.

A Rounding Protocol was also applied to arrive at the proposed new fee amounts.

There are currently 28 different fee amounts (plus 'no fee') in the Regulations. This has been limited to 18 separate 'New fee amounts' (plus 'no fee') in order to standardise the quantum of fees. When the existing fees were increased by the proposed new rate, the quantum of fees was rounded up to the closest corresponding 'new fee amount' figure. For example, existing fees of $240, $250 and $260 were all rounded up to the new fee amount of $270.

This method of rounding also resulted in some fees remaining unchanged. For example, fees of the amount $20 and $150 remain unchanged.

Existing fee Amount ($)	New fee amount ($)
2	3
8	9
16	17
20	20
30	33
36	40
40	40
60	65
65	65
100	135
120	135
Existing fee Amount ($)	New fee amount ($)
150	150
200	230
210	230
240	270
250	270
260	270
300	330
400	400
480	540
500	540
600	670
720	800
740	800
750	800
900	1000
1200	1340
1800	2010
no fee	no fee