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Employment Security Bill 2001
Schedule 2 Corporations Law

1  After Division 6 of Part 5.7B

Insert:

Division 6A - Liability of a company for the debts or liabilities of a related company

             (1)  When a company is being wound up in insolvency, the liquidator, a creditor of the company or the ASC may apply to the Court for an order that a company that is or has been a related body corporate pay to the liquidator the whole or part of the amount of a debt of the insolvent company.  The Court may make such an order if it is satisfied that it is just to do so.

             (2)  In deciding whether it is just to make an order under subsection (1), the matters to which the Court shall have regard include:

                     (a)  the extent to which the related company took part in the management of the company; and

                     (b)  the conduct of the related company towards the creditors of the company generally and to the creditor to which the debt or liability relates; and

                     (c)  the extent to which the circumstances that gave rise to the winding up of the company are attributable to the actions of the related body corporate; and

                     (d)  any other relevant matters.

             (3)  An order under this section may be subject to conditions.

             (4)  An order shall not be made under this section if the only ground for making the order is that creditors of the company have relied on the fact that another company is or has been a related body corporate of the company.

2  Section 1317HD

Repeal the section, substitute:

1317HD   Recovery of profits, and compensation for loss, resulting from contravention

             (1)  Where a person contravenes a civil penalty provision in relation to a corporation, the corporation, a creditor or the ASC may recover from the person, as a debt due to the corporation:

                     (a)  if that or another person has made a profit because of the act or omission constituting the contravention - an amount equal to the amount of that profit; and

                     (b)  if the corporation has suffered loss or damage as a result of that act or omission - an amount equal to the amount of that loss or damage;

                   whether or not:

                     (c)  the first-mentioned person has been convicted of an offence in relation to the contravention; or

                     (d)  a civil penalty order has been made against the first-mentioned person in relation to the contravention.

             (2)  Proceedings under this section may only be begun within 6 years after the contravention.