Tutor Quora

Corporations Limited And Securities Legislation

Academic Anxiety?

Get an original paper within hours and nail the task

156 experts online

Free Samples

Corporations Limited And Securities Legislation

.cms-body-content table{width:100%!important;} #subhidecontent{ position: relative;
overflow-x: auto;
width: 100%;}

Corporations Limited And Securities Legislation

0 Download7 Pages / 1,537 Words

Discuss about the Corporations Limited and Securities Legislation.

Proprietary company can be considered as the private company whose shareholders are liable with a limited number of shares to pay off the company debts. The company needs to comply with certain regulations, restrictions and requirements, one of which is that the company needs to have at least one director residing within Australia. The company also needs to have a minimum of one shareholder but with the maximum limit of 50 non-employee shareholders. The company also must possess a registered office at a valid physical address of Australia. A proprietary office in Australia can be registered either by direct deal with the Australian Securities and Investment Commission (ASIC) or through the help of ASIC agents in exchange for a registration fee of $469. In case of registering a company with the help of an agent, an additional amount of minimum $50 needs to be paid as a service charge. Additionally, the internal management of the company needs to be managed by integrating both the set of replaceable rules and constitution. The Section 134 and 135 of the Corporations Act 2001, states that a corporation can handle the internal management of the company by applying the replaceable rules as per the Corporations Act and by adopting the constitution either on registration or after the registration based on the requirements.
The adoption of the constitution primarily takes place before the company’s registration as it requires a contract to be formed by the members, the directors and the company secretary with the company as well as among themselves. The adoption of the constitution on registration is applicable only if the registered member agrees to adhere to the terms of the constitution in writing. The constitution can also be adopted after the registration only if a special resolution has been passed by the company. However, the replaceable rules can be considered as the framework to control over the internal management of the company according to the Corporation Act, especially in case when the sole director and shareholder are the same person. Additionally, the section 135 of the Corporations Act 2001, states that only a certain segment of companies are applicable under the replaceable rules. The section 135(1)(a)(i) states that the company, which is registered after 1st of July 1998 can apply for replaceable rules. According to 135(1) (a) (ii) the company who has repealed their constitution the day after its registration before 1st of July 1998 is also applicable under the set of replaceable rules. In addition, 135(1) (b) also states that the replaceable rules are primarily applicable for the proprietary companies, while the mandatory rules are made applicable for the public companies based on the pre-specified standards.
The section 254 (a) (2) of the Corporation Act states that a company has the power to issue shares of the company. In accordance to this, the section 124 (1)(a) also illustrates the statutory ability and authority of the company to repeal or issues the shares of a company.
The Historical Background and the Reason for Inclusion of Section 198A in the Corporation Act
In any organization, the directors have the crucial role to direct the members to perform with utmost efficiency and diligence. The members in the general meeting are considered to be the crucial players of a company and hence needed to be managed well. In such cases, the majority of the shareholders agreeing to a particular perception were considered the ultimate decision for the company’s operations and the members had to agree to it. This process of decision-making affected the and proper functioning of the company to a large extent. Therefore, the directors as a part of the constitution have been allocated with the essential role of managing the business perspectives according to the Corporations Act 2001, to ensure effective functioning of the company in the long run. Therefore, the section 198A has been included in the Corporation Act, for the directors to realize their powers and duties.
Moreover, the directors are responsible for evading any kind of fraudulent activities, which is against the law of the company. The section 198A in the Corporation Act also states that the directors are allocated with the special powers to manage the company. In case of proprietary, the directors or the shareholders are liable to carry out all the powers and borrow money, issue shares and debentures. In addition, the liable directors or the shareholders can accept, sign and endorse the negotiable instruments. The directors are also liable to exercise the general duties, restricted to perform trade with the insolvent companies and maintain the record of the company accurately. In case, if the company is not able to pay off the debts, the company will be considered as an insolvent. Therefore, the directors should be able to understand and anticipate the financial position of the company. In addition, the directors will also need to maintain the business transactions with accuracy. The directors failing to meet these obligations will be not considered liable under the Corporations Act.
The Historical Background and the Reason for Inclusion of Section 191 in the Corporation Act
According to the section 191(1) state that a director with material personal interest related to the company affairs will need to provide other directors with a notice if any kind of conflict is perceived. It also illustrates that if any kind of offense is evidenced to have been made by the director with the material personal interest will be strictly liable for the same. The section 191(2) of the Corporations Act specifies the exceptional conditions in which the directors do not require to issue the notice of interest.
 It also explains that the directors of a proprietary company need to be aware of the extent and nature of interest along with its relation with the company affairs. This section has been included in the corporation act because in-spite of all the control being in the hands of the member director, he is bound to take the assistance of the other directors in cases of material personal interest and the associated company affair. However, the ultimate decision making power lies with the member director. Including this section in the Corporations Act safeguards the member director from the liability that he might have to incur as a result of ineffective or wrong decision.
The Historical Background and the Reason for Inclusion of 250r (2) & (3) In the Corporation Act
The section 250R(2) of the Corporations Act, states that the AGM of a company will need to obtain the Vote on the adoption of the remuneration report.The purpose of initiating the section 250R (2) is to enhance the level of accountability in remuneration of the directors. It also aims at encouraging the shareholders to maintain accountable decision, thereby evading the conflict of interest related with the process of remuneration. Additionally, in the annual general meeting the remuneration report needs to be voted by the shareholders. In this regard the section 300A of the Corporations Act refers that the remuneration report complies with the annual directors’ report, which comprises the remuneration, Payments and policies of the directors or the governing head.
However, the section 250R (3) states that the vote is advisory and hence do not bind the company or the directors. In order to avoid the conflict of interest with the key management personnel who are voting for their remuneration, the directors and other related parties holding the shares are not allowed to vote on the AGM’s Remuneration Report. As per the voting procedure the shareholders are briefed on the contents of the Remuneration Report, which entails the salary and bonus of the directors but receives above 25% vote going against the perspective of adopting the report. Both these sections have been included in the Corporations Act in order to help the directors in making the decision of whether the remuneration report of the AGM needs to be adopted.
ALII, 2016.Corporations Act 2001 – Sect 141.Commonwealth Consolidated Acts, viewed 9 September 2016
ALII, 2016.Corporations Act 2001 – Sect 141.Commonwealth Consolidated Acts, viewed 9 September 2016,
ALII, 2016.Corporations Act 2001 – Sect 141.Commonwealth Consolidated Acts, viewed 9 September 2016,
ASIC, 2016, Constitution and replaceable rules, For Business, viewed 9 September 2016 < https://asic.gov.au/for-business/starting-a-company/constitution-and-replaceable-rules/>
ASIC, 2016, Directors’ liabilities when things go wrong, For Business,
ASIC, 2016. Financial reports. Regulatory resources , viewed 9 September 2016
Australian Government, 2016, Register your company, Business, viewed 9 September 2016 < https://www.business.gov.au/info/plan-and-start/start-your-business/business-and-company-registration/register-your-company>
CCH Australia Limited, (2011). Australian Corporations & Securities Legislation 2011: Corporations Act 2001, ASIC Act 2001, related regulations. McPherson’s, Australia.
CNCNA Pty. Ltd, 2014,’What is a PTY LTD Company, Home. viewed 9 September 2016
Governance Institute of Australia, 2016, ‘Providing your board with comfort on the accountability mechanisms operating in your company’, Chartered Secreteries, Australia pp. 1-5.
Zwart, D. F., 2015, Enhancing Firm Sustainability Through Governance: The Relational Corporate Governance Approach. Edward Elgar Publishing, UK.

Free Membership to World’s Largest Sample Bank

To View this & another 50000+ free samples. Please put
your valid email id.


Yes, alert me for offers and important updates


Download Sample Now

Earn back the money you have spent on the downloaded sample by uploading a unique assignment/study material/research material you have. After we assess the authenticity of the uploaded content, you will get 100% money back in your wallet within 7 days.

UploadUnique Document

DocumentUnder Evaluation

Get Moneyinto Your Wallet

Total 7 pages


*The content must not be available online or in our existing Database to qualify as

Cite This Work
To export a reference to this article please select a referencing stye below:


My Assignment Help. (2018). Corporations Limited And Securities Legislation. Retrieved from https://myassignmenthelp.com/free-samples/corporations-limited-and-securities-legislation.

“Corporations Limited And Securities Legislation.” My Assignment Help, 2018, https://myassignmenthelp.com/free-samples/corporations-limited-and-securities-legislation.

My Assignment Help (2018) Corporations Limited And Securities Legislation [Online]. Available from: https://myassignmenthelp.com/free-samples/corporations-limited-and-securities-legislation[Accessed 19 December 2021].

My Assignment Help. ‘Corporations Limited And Securities Legislation’ (My Assignment Help, 2018) accessed 19 December 2021.

My Assignment Help. Corporations Limited And Securities Legislation [Internet]. My Assignment Help. 2018 [cited 19 December 2021]. Available from: https://myassignmenthelp.com/free-samples/corporations-limited-and-securities-legislation.

.close{position: absolute;right: 5px;z-index: 999;opacity: 1;color: #ff8b00;}


Thank you for your interest
The respective sample has been mail to your register email id


$20 Credited
successfully in your wallet.
* $5 to be used on order value more than $50. Valid for
only 1

Account created successfully!
We have sent login details on your registered email.



At MyAssignmenthelp.com, we understand that when students get stuck with tough assignments, they look for affordable services. To assist students with complex assignments, we have built a team of skilled cheap essay writers. MyAssignmenthelp.com has become one stop solution for all students who often look for answers related to their search similar to do my essay at the cheap rate or who can write my essay at affordable prices. Students prefer hiring us as we have the best provisions to render services related to do my essay online at a reasonable rate.

Latest Business Law Samples

div#loaddata .card img {max-width: 100%;

BU1112 Business Law
Download :
0 | Pages :

Course Code: BU1112
University: James Cook University

MyAssignmentHelp.com is not sponsored or endorsed by this college or university

Country: Australia

Part A
Whether Stella is considered as an employee of PRX?
The main difference between employee and independent contractor is stated below:
Employee entered into contract of service, but contractor entered into contract for services.
Employer exercise control over the employee but no control was exercised by employer on contractor. It is considered as traditional test which was developed in Zuijs v Wirth Bros(Zuijs…
Australia South Lake Management health finance management  University of New South Wales 

BSBWHS605 Develop Implement And Maintain WHS Management Systems
Download :
0 | Pages :

Course Code: BSBWHS605
University: Swinburne University Of Technology

MyAssignmentHelp.com is not sponsored or endorsed by this college or university

Country: Australia

Work Health and Safety Management System (WHSMS) is a collection of plans, tools, activities and processes. List 3 of these plans, tools, activities or processes and explain what they are,
The means, nitty gritty beneath, can be utilized whether the arranging procedure is straightforward or complex. They are:
Evaluating the current word related to wellbeing and security status including the ‘administration framework’ Lussier, R. N…
Australia Brisbane Management Work Health and Safety Management System (WHSMS University of Brisbane MBA 

BUSN331 Business Law
Download :
0 | Pages :

Course Code: BUSN331
University: Centennial College

MyAssignmentHelp.com is not sponsored or endorsed by this college or university

Country: Canada

In Alberta, the Residential Tenancies Act applies to all the people in this jurisdiction, who rent their space out (Alberta Queen’s Printer, 2016). Through this act, the rights and responsibilities of the landlords and tenants are brought forward (Landlord and Tenant, 2015).
Question 1
Before a tenant can move in the rented accommodation, the tenant and the landlord have to reach an agreement, with regards to the…
Australia Edmonton Humanities Management University of New South Wales Masters in Business Administration 

LA1040 Contract Law
Download :
0 | Pages :

Course Code: LA1040
University: University Of London

MyAssignmentHelp.com is not sponsored or endorsed by this college or university

Country: United Kingdom

A contract is an agreement between the parties which is enforceable legally in the courts. There are several provisions of law which governs how the terms related to the contract would operate. A contract consists of a set of provisions which are known as contractual terms. The weightage of such terms are not equal as one term may have a more significant consequence as compared to the other in relation to their brea…
United Kingdom London Economics Management University of London 

TLAW202 Corporations Law
Download :
0 | Pages :

Course Code: TLAW202
University: Top Education Institute

MyAssignmentHelp.com is not sponsored or endorsed by this college or university

Country: Australia

If any person wants to carry out his business in the form of a company, then, it is necessary that the registration or incorporation requirements of such country must be met. In Australia, the Corporation Act 2001 and the guidelines laid down by ASIC provides with the steps that must be accomplish in order to establish a corporate entity.  (Malbon & Bishop, 2006).
A company is of great significance as it is treated as a …


Need an essay written specifically to meet your requirements?

Choose skilled experts on your subject and get an original paper within your deadline

156 experts online

Your time is important. Let us write you an essay from scratch

Tips and Tricks from our Blog

11174 Introduction To Management

Free Samples 11174 Introduction To Management .cms-body-content table{width:100%!important;} #subhidecontent{ position: relative; overflow-x: auto; width: 100%;} 11174 Introduction

Read More »