201320142015
The Parliament of the
Commonwealth of Australia
HOUSE OF REPRESENTATIVES
EXPOSURE DRAFTTreasury Legislation Amendment (Spring Repeal Day 2015) Bill 2015
No. , 2015
(Treasury)
A Bill for an Act to amend the law relating to corporations, superannuation and taxation, and for related purposes
27/8/2015 2:49 PMContents
1 Short title 1
2 Commencement 1
3 Schedules 2
Schedule1—Reducing the number of business identifiers 3
A New Tax System (Australian Business Number) Act 1999 3
Corporations Act 2001 5
Health Insurance Act 1973 14
Income Tax Assessment Act 1936 15
Income Tax Assessment Act 1997 15
Offshore Petroleum and Greenhouse Gas Storage Act 2006 16
Taxation Administration Act 1953 16
Schedule2—Lost members and unclaimed superannuation 20
Part1—Terminal medical conditions 20
Income Tax Assessment Act 1997 20
Small Superannuation Accounts Act 1995 20
Superannuation Guarantee (Administration) Act 1992 22
Superannuation (Unclaimed Money and Lost Members) Act 1999 23
Part2—Lost members statements 24
Superannuation (Unclaimed Money and Lost Members) Act 1999 24
Part3—Definition of lost member 27
Superannuation (Unclaimed Money and Lost Members) Act 1999 27
Schedule3—Receivers, and other controllers, of property of corporations 28
Corporations Act 2001 28
Schedule4—Inoperative provisions 33
Part1—Commonwealth Borrowing Levy 33
Division1—Repeals of Acts 33
Commonwealth Borrowing Levy Act 1987 33
Commonwealth Borrowing Levy Collection Act 1987 33
Division2—Other amendments 33
AeroSpace Technologies of Australia Limited Sale Act 1994 33
CSL Sale Act 1993 33
Medibank Private Sale Act 2006 33
MoombaSydney Pipeline System Sale Act 1994 34
Qantas Sale Act 1992 34
Snowy Mountains Engineering Corporation Limited Sale Act 1993 34
Division3—Transitional provisions 34
Part2—Infrastructure certificates 35
Division1—Repeals of Acts 35
Development Allowance Authority Act 1992 35
Infrastructure Certificate Cancellation Tax Act 1994 35
Division2—Other amendments 35
Airports (Transitional) Act 1996 35
Income Tax Assessment Act 1936 35
Income Tax Assessment Act 1997 36
Taxation Administration Act 1953 37
Division3—Application of amendments 37
Part3—Equity investments in smallmedium enterprises 39
Income Tax Assessment Act 1936 39
Income Tax Assessment Act 1997 39
Part4—Housing Loans Insurance Corporation (Transfer of Assets and Abolition) Act 1996 41
Housing Loans Insurance Corporation (Transfer of Assets and Abolition) Act 1996 41
Part5—General application and transitional provisions 42
No. , 2015 / Treasury Legislation Amendment (Spring Repeal Day 2015) Bill 2015 / i27/8/2015 2:49 PM
Inoperative provisions Schedule 4
General application and transitional provisions Part 5
A Bill for an Act to amend the law relating to corporations, superannuation and taxation, and for related purposes
The Parliament of Australia enacts:
1 Short title
This Act may be cited as the Treasury Legislation Amendment (Spring Repeal Day 2015) Act 2015.
2 Commencement
(1) Each provision of this Act specified in column 1 of the table commences, or is taken to have commenced, in accordance with column 2 of the table. Any other statement in column 2 has effect according to its terms.
Commencement information /Column 1 / Column 2 / Column 3 /
Provisions / Commencement / Date/Details /
1. Sections1 to 3 and anything in this Act not elsewhere covered by this table / The day this Act receives the Royal Assent.
2. Schedule1 / 1July 2016. / 1July 2016
3. Schedule2 Parts1 and 2 / 1July 2016. / 1July 2016
4. Schedule2, Part3 / A single day to be fixed by Proclamation.
However, if the provisions do not commence within the period of 6 months beginning on the day this Act receives the Royal Assent, they do not commence at all.
5. Schedules3 and 4 / The day after this Act receives the Royal Assent.
Note: This table relates only to the provisions of this Act as originally enacted. It will not be amended to deal with any later amendments of this Act.
(2) Any information in column 3 of the table is not part of this Act. Information may be inserted in this column, or information in it may be edited, in any published version of this Act.
3 Schedules
Legislation that is specified in a Schedule to this Act is amended or repealed as set out in the applicable items in the Schedule concerned, and any other item in a Schedule to this Act has effect according to its terms.
Schedule1—Reducing the number of business identifiers
A New Tax System (Australian Business Number) Act 1999
1 After section9A
Insert:
9B Corporations Act companies in process of being registered
(1) Without limiting section9, *you may, before:
(a) a body is taken to be registered as a *company under section5H of the Corporations Act 2001; or
(b) a company is registered under section118 of that Act; or
(c) a body is registered as a company under section601BD of that Act;
apply to the *Registrar for the company to be registered in the *Australian Business Register with effect from the date the company is registered under that Act.
(2) Subject to subsection(3), this Act applies in relation to the application as if:
(a) the *company were registered under the Corporations Act 2001; and
(b) the application were made by the company under subsection9(1) of this Act.
(3) If the *Registrar must register the *company in the *Australian Business Register under section10:
(a) the Registrar must allocate the company an *ABN under paragraph11(1)(a) and give the Australian Securities and Investment Commission a written notice of the ABN; and
(b) the Registrar must not enter the details mentioned in paragraph11(1)(b) in the Australian Business Register before the company actually is registered under the Corporations Act 2001; and
(c) the date of effect of the registration in the Australian Business Register is the date the company actually is registered under the Corporations Act 2001.
(4) To avoid doubt, the *company is not treated as being registered in the *Australian Business Register merely because the *Registrar has allocated the company an *ABN as mentioned in paragraph(3)(a).
2 At the end of subsection10(1)
Add:
Note: The requirements of this subsection are also requirements for registration as a Corporations Act company: see subsection5H(3A) and paragraphs 118(1A)(b) and 601BD(1A)(b) of the Corporations Act 2001.
3 At the end of section17
Add:
(4) The *Registrar must notify the Australian Securities and Investments Commission if the Registrar changes the *ABN of a *Corporations Act company.
4 At the end of section18
Add:
Corporations Act companies
(7) This section does not apply to a *Corporations Act company.
5 After subsection19(1)
Insert:
(1A) The *Registrar must also reinstate the registration of a *Corporations Act company in the *Australian Business Register if:
(a) the Registrar cancelled the registration only because the Corporations Act company was deregistered under the Corporations Act 2001; and
(b) the Australian Securities and Investments Commission reinstates the registration under that Act.
Corporations Act 2001
6 Subparagraph 5H(1)(b)(iii)
Omit “ACN”, substitute “ABN”.
7 Subsection5H(1)
Omit “and (3)”, substitute “to (3A)”.
8 At the end of subsection5H(2)
Add:
Note: For the required manner of lodgement of the notice with ASIC, see section353A.
9 After subsection5H(3)
Insert:
(3A) On the registration day:
(a) the body must have an ABN; or
(b) the company must have been allocated an ABN as mentioned in paragraph9B(3)(a) of the A New Tax System (Australian Business Number) Act 1999.
Note: Section9B of the A New Tax System (Australian Business Number) Act 1999 allows a person to apply, before the registration day under this section, for the company to be registered in the Australian Business Register. If the conditions in section10 of that Act are met, the Registrar of the Australian Business Register must allocate the company an ABN before the registration day.
10 Section9 (definition of ACN)
After “registration”, insert “before 1July 2016”.
11 Paragraph 3.3 of the small business guide in Part1.5
Repeal the paragraph, substitute:
3.3 Name
In practice, a new company must have a name that is different from the name of a company that is already registered. A proprietary company limited by shares must have the words “Proprietary Limited” as part of its name. Those words can be abbreviated to “Pty Ltd”.
A proprietary company may adopt its ABN as its name. If it does so, its name must also contain the words “Australian Business Number” (which can be abbreviated to “ABN”). For example, the company’s name might be “ABN 12345678910 Pty Ltd”.
[sections119, 147—161]
12 Paragraph 4.1 of the small business guide in Part1.5 (heading)
Repeal the heading, substitute:
4.1 Use of company name, ACN and ABN
13 Paragraph 4.1 of the small business guide in Part1.5
Omit “(if the last 9 digits are the same, and in the same order, as the last 9 digits of its ACN)”.
14 At the end of paragraph4.1 of the small business guide in Part1.5 (before the note)
Insert:
(If the company was registered before 1July 2016, it can only use its ABN in this way if the last 9 digits are the same, and in the same order, as the last 9 digits of its ACN.)
15 Paragraph 7 of the small business guide in Part1.5
Omit “ABN (if the last 9 digits are the same, and in the same order, as the last 9 digits of its ACN).”, substitute “ABN. (If the company was registered before 1July 2016, the company can show its ABN on its seal instead of its ACN only if the last 9 digits of its ABN are the same, and in the same order, as the last 9 digits of its ACN.)”.
16 Paragraph 117(2)(b)
Omit “ACN”, substitute “ABN”.
17 After paragraph117(2)(j)
Insert:
(ja) for an application the person lodges electronically—the company’s email address;
18 Application of amendments
The amendment made by item17 applies to an application lodged on or after 1July 2016.
19 At the end of subsection117(2)
Add:
Note 5: For the required manner of lodgement of the application with ASIC, see section353A.
20 Section118 (heading)
Repeal the heading, substitute:
118 ASIC registers company and issues certificate
21 After the heading to subsection118(1)
Insert:
(1A) This section applies if:
(a) an application is lodged under section117; and
(b) the company has been allocated an ABN, as mentioned in paragraph9B(3)(a) of the A New Tax System (Australian Business Number) Act 1999.
Note: Section9B of the A New Tax System (Australian Business Number) Act 1999 allows a person to apply, before a company is registered under this section, for the company to be registered in the Australian Business Register. If the conditions in section10 of that Act are met, the Registrar of the Australian Business Register must allocate the company an ABN before registration under this section.
22 Subsection118(1)
Omit “If an application is lodged under section117,”.
23 Paragraph 118(1)(a)
Repeal the paragraph.
24 Subparagraph 118(1)(c)(ii)
Omit “ACN”, substitute “ABN”.
25 Paragraphs 123(1)(a) and (b)
Repeal the paragraphs, substitute:
(a) the company’s name; and
(b) for a company registered before 1July 2016 that does not have its ACN in its name—either:
(i) the expression “Australian Company Number” and the company’s ACN; or
(ii) if the last 9 digits of the company’s ABN are the same, and in the same order, as the last 9 digits of its ACN—the expression “Australian Business Number” and the company’s ABN; and
(c) for a company registered on or after 1July 2016 that does not have its ABN in its name—the expression “Australian Business Number” and the company’s ABN.
26 Subsection148(1) (heading)
Repeal the heading, substitute:
Company may use available name, ACN or ABN
27 Paragraph 148(1)(b)
Repeal the paragraph, substitute:
(b) for a company registered before 1July 2016—the expression “Australian Company Number” followed by the company’s ACN (subject to subsection(1A)); or
(c) for a company registered on or after 1July 2016—the expression “Australian Business Number” followed by the company’s ABN.
28 After subsection148(1)
Insert:
(1A) Paragraph(1)(b) ceases to apply to a company at the earliest time on or after 1July 2016 the company does not have its ACN in its name.
29 Sections153 and 154
Repeal the sections, substitute:
153 Using a name, ACN and ABN on documents
(1) A company must set out its name on all its public documents and negotiable instruments.
(2) A company registered before 1July 2016 must also set out with its name, or with one of the references to its name, either:
(a) the expression “Australian Company Number” followed by the company’s ACN; or
(b) if the last 9 digits of the company’s ABN are the same, and in the same order, as the last 9 digits of its ACN—the words “Australian Business Number” followed by the company’s ABN.
If the company’s name appears on 2 or more pages of the document or instrument, this must be done on the first of those pages.
(3) Subsection(2) does not apply if the company’s ACN is used in its name.
(4) A company registered on or after 1July 2016 must also set out with its name, or with one of the references to its name, the expression “Australian Business Number” followed by the company’s ABN. If the company’s name appears on 2 or more pages of the document or instrument, this must be done on the first of those pages.
(5) Subsection(4) does not apply if the company’s ABN is used in its name.
(6) Subsections(2) and (4) have effect subject to sections154 and 155.
(7) An offence based on subsection(1), (2) or (4) is an offence of strict liability.
Note 1: For strict liability, see section6.1 of the Criminal Code.
Note 2: If a company has a common seal, its name and ACN or ABN must be set out on the seal (see section123).
Note 3: A public company must display its name at its registered office. Every company must display its name at places at which the company carries on business and that are open to the public (see section144).
Note 4: Section149 provides that “ACN” is an acceptable abbreviation of “Australian Company Number”, and that “ABN” is an acceptable abbreviation of “Australian Business Number”.
154 Exception to requirement to have ACN or ABN on receipts