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
False information etc.
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Offence title: |
False information etc. |
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Act: |
1309 Corporations Act |
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Offence: |
(1) An officer or employee of a corporation who provides, authorises or permits the making available of information to: (a) a director, auditor, member, debenture holder or trustee for debenture holders of the corporation; or (b) For a Chapter 2M corporation, controlled by another corporation – an auditor of the other corporation; or (c) An operator of a financial market (in Australia or elsewhere) or an officer of the market; or (ca) A CSF intermediary; Being information, in documentary or other form, relating to the affairs of the corporation and that, to the knowledge of the officer or employee: (d) is false or misleading in a material particular; or (e) has omitted from it a matter or thing the omission of which renders the information misleading in a material respect; contravenes this subsection. Note: in this subsection CSF is an abbreviation for Crowd-Source Funding. (2) An officer or employee of a corporation who provides, authorises or permits the making available of information to: (a) a director, auditor, member, debenture holder or trustee for debenture holders of the corporation; or (b) For a Chapter 2M corporation, controlled by another corporation – an auditor of the other corporation; or (c) An operator of a financial market (in Australia or elsewhere) or an officer of the market; or (ca) A CSF intermediary; Being information, in documentary or other form, relating to the affairs of the corporation and that, to the knowledge of the officer or employee: (d) is false or misleading in a material particular; or (e) has omitted from it a matter or thing the omission of which renders the information misleading in a material respect; without having taken reasonable steps to ensure that the information: (f) was not false or misleading in a material particular; and (g) did not have omitted from it a matter or thing the omission of which rendered the information misleading in a material respect; contravenes this subsection. (11)A person commits an offence if the person contravenes subsection (1) or (2). (12)A person contravenes this subsection if the person contravenes subsection (2). |
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Penalty: |
(1) 5 years imprisonment.
(2) 2 years imprisonment.
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Summary/Indictable/mixed: |
Mixed |
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Jurisdiction: |
Local, District or Supreme Court |
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How committed: |
(1) The Chief Financial Officer who provides documents to the CEO for reporting purposes on the affairs of the company, knowing the data is incorrect to hide an anomaly and that is false or misleading in a material particular, commits an offence.
(2) The Chief Financial Officer who provides documents to the CEO for reporting purposes on the affairs of the company, who, with diligent checking would have found the data is incorrect hides an anomaly that causes it to be false or misleading in a material particular, contravenes this subsection.
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Important note: |
Defences and considerations: (3) The references in subsections (1) and (2) to a person making available or giving, or authorising or permitting the making available or giving of, information relating to the affairs of a corporation include references to a person making available or giving, or authorising or permitting the making available or giving of, information as to the state of knowledge of that person with respect to the affairs of the corporation.
(4) Where information is made available or given to a person referred to in paragraph (1)(a), (b) or (c) or (2)(a), (b) or (c) in response to a question asked by that person, the question and the information are to be considered together in determining whether the information was false or misleading.
(5) For the purposes of this section: (a) a notice under subsection 708AA(2), 708A(5), 1012DAA(2) or 1012DA(5) is taken to be a notice required for the purposes of this Act; and (b) a notice under subsection 708AA(2), 708A(5), 1012DAA(2) or 1012DA(5) is taken to be misleading in a material respect if it omits information that is excluded information for the purposes of section 708AA, 708A, 1012DAA or 1012DA.
(6) Paragraphs (1)(a) and (b) do not apply in relation to a corporation that is an Aboriginal and Torres Strait Islander corporation.
(7) For the purposes of subsection (2), a person is taken to have taken reasonable steps to ensure that information was not false or misleading in a material particular if the person proves that:
(a) the person made all inquiries (if any) that were reasonable in the circumstances; and (b) after doing so, the person believed on reasonable grounds that the information was not misleading or deceptive in a material particular. (8) For the purposes of subsection (2), a person is taken to have taken reasonable steps to ensure that information did not have omitted from it any matter or thing the omission of which rendered the information misleading in a material respect if the person proves that: (a) the person made all inquiries (if any) that were reasonable in the circumstances; and (b) after doing so, the person believed on reasonable grounds that there was no such omission. (9) For the purposes of subsection (2), a person is taken to have taken reasonable steps to ensure that information was not false or misleading in a material particular if the person proves that: (a) the person relied on information given to the person by: i. if the person is a body—someone other than a director, employee or agent of the body; or ii. if the person is an individual—someone other than an employee or agent of the individual; and (b) the reliance placed on that information by the person was reasonable in all the circumstances. (10)For the purposes of subsection (2), a person is taken to have taken reasonable steps to ensure that information did not have omitted from it any matter or thing the omission of which rendered the information misleading in a material respect if the person proves that: (a) the person relied on information given to the person by: i. if the person is a body—someone other than a director, employee or agent of the body; or ii. if the person is an individual—someone other than an employee or agent of the individual; and (b) the reliance placed on that information by the person was reasonable in all the circumstances.
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