Offences
- Carrying on business using “Limited”, “No Liability” or “Proprietary” in name
- Good faith, use of position and use of information—criminal offences
- Listed company—director to notify market operator of shareholdings etc.
- Disqualified person not to manage corporations
- Proxy vote if appointment specifies way to vote
- Public company must hold AGM
- Lodgment of annual reports with ASIC
- Lodgment of half-year reports with ASIC
- Officers to report to controller about corporation’s affairs
- Directors to help administrator
- Directors to help administrator
- Information about the company’s affairs
- Officers to help liquidator
- Liquidator’s rights to company’s books
- Director’s duty to prevent insolvent trading by company
- Offences by officers of certain companies
- Incurring of certain debts; fraudulent conduct
- When a managed investment scheme must be registered
- Prohibition on certain acquisitions of relevant interests in voting shares
- Continuous disclosure—listed disclosing entity bound by a disclosure requirement in market listing rules
- Need for an Australian financial services licence
- Providing financial services on behalf of a person who carries on a financial services business
- Effect of banning orders
- Financial services licensee to prepare and lodge annual profit and loss statement and balance sheet
- Market manipulation
- False trading and market rigging—creating a false or misleading appearance of active trading etc.
- False trading and market rigging—artificially maintaining etc. trading price
- Dissemination of information about illegal transactions
- False or misleading statements
- Inducing persons to deal
- Dishonest conduct
- Prohibited conduct by person in possession of inside information
- Registers
- Falsification of books
- False or misleading documents
- False information etc.
- Obstructing or hindering ASIC etc.
- Automatic disqualification—convictions, bankruptcy and foreign court orders etc
- Part 9.4 Divisions 2 Offences generally
Director’s duty to prevent insolvent trading by company
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Offence title: |
Director’s duty to prevent insolvent trading by company |
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Act: |
588G Corporations Act |
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Offence: |
(1) This section applies if: (a) A person is a director when the company incurs a debt; and (b) The company is insolvent, or becomes in solvent because of the debt, or a number of debts at the same time; and (c) At that time, the person had reason to believe the company is or will become, because of the debt(s), insolvent; and (d) That time is after the commencement of this Act.
(1A) The legislation sets out a table, not repeated here, of when a debt is incurred in some circumstances. (2) A person who fails to incur the debt contravenes this section, if: (a) The person is aware of grounds for suspecting insolvency; or (b) A reasonable person in a like position in the company in the company’s circumstances would be aware.
(3) A person commits and offence if: (a) A company incurs a debt at a particular time; and (aa) At that time, the person is a director of that company; and (b) The company is insolvent, or becomes in solvent because of the debt, or a number of debts at the same time; and (c) At that time, the person had reason to believe the company is or will become, because of the debt(s), insolvent; and (d) he person’s failure to prevent the company incurring the debt was dishonest. |
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Penalty: |
(3) For an individual · 5 years imprisonment, 2,000 penalty units, or both; and For a body corporate · 20,000 penalty units. |
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Summary/Indictable/mixed: |
Mixed |
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Jurisdiction: |
Local, District or Supreme Court |
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How committed: |
A managing director, having read the profit and loss statement, is aware the company has no assets, but continues to order stock to try to trade out of the financial position, aware that the income will not be due before the payment required for the stock ordered.
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Important note: |
(3A) For the purposes of an offence based on subsection (3), absolute liability applies to paragraph (3)(a).
(3B) For the purposes of an offence based on subsection (3), strict liability applies to paragraphs (3)(aa) and (b).
(4) The provisions of Division 4 of this Part are additional to, and do not derogate from, Part 9.4B as it applies in relation to a contravention of this section. |