Corporate Affairs Office

Full description

The Corporate Affairs Office, by delegation from the National Companies and Securities Commission (N.C.S.C.) was responsible for the administration of laws relating to companies, the securities industry and the futures industry.

Establishment of the Corporate Affairs Office

In 1974, in accordance with the provisions of the Interstate Corporate Affairs Agreement, the governments of Queensland, New South Wales, and Victoria agreed to establish an Interstate Corporate Affairs Commission. The declared intentions of the Agreement were to achieve greater uniformity in the law relating to companies and the regulation of the securities industry; to establish reciprocal arrangements and common standards and procedures; to co-ordinate the administration of the law relating to companies and thus avoid unnecessary duplication and to increase the protection afforded to the investing public. The government of each of the participating states argued that there should be uniformity in administration and reciprocal arrangements with respect to:

incorporation of companies
the regulation of the securities industry and trading in securities
registration of prospectuses
approval of trust deeds and trustees in relation to interests
requirements relating to accounts and audit
proclamation of companies as investment companies
class and individual exemption powers relating to fund raising, etcetera, and to takeovers

and such other matters relating to corporate affairs as the Ministerial Council from time to time designated.

The Agreement also made provision for the subsequent participation of other State or Territory Governments.

In Victoria the Agreement was given effect by the proclamation of the Companies (Interstate Corporate Affairs Commission) Act 1974 (No.8565) and under the provisions of this Act, the powers of the Registrar of Companies were transferred to the Commission for Corporate Affairs and the Companies Office (VA 2725) was renamed the Corporate Affairs Office (VA 679).

The Corporate Affairs Office is administered by the Commissioner for Corporate Affairs. There are five deputy Commissioners responsible for the provision of programs relating to co-operatives and societies, legislation and policy, investigations, corporate management, and operations. The Estate Agents Board, the State Classification of Publications Board and the Companies Auditors and Liquidators Disciplinary Board report through the Commissioner to the Attorney-General.

Functions of the Corporate Affairs Office

The functions for which the Corporate Affairs Office is responsible include:

the incorporation of companies
the examination and registration of take overs
the conduct of investigations
the registration of business names
the administration of the Associations Incorporation Act and the Trustees Companies Act.

In 1986 the Office also assumed responsibility for the administration of legislation relating to Building Societies and Co-operative Societies from the Ministry of Housing (VA 609) and in 1987 the Office assumed responsibility for legislation relating to Friendly Societies from the Department of Management and Budget (VA 1022).

Establishment of the National Companies and Securities Commission (N.C.S.C.)

On 22 December 1978, the Commonwealth and State Governments agreed to the Co-operative Companies and Securities Scheme. The Commonwealth Government established the National Companies and Securities Commission, which formally assumed responsibility for laws relating to the securities industry and company takeovers on 1 July 1981. A Uniform Companies Code came into operation on 1 July 1982. The N.C.S.C. was responsible for the overall administration of the scheme with the Corporate Affairs Office acting as the delegate for Victoria.

Abolition of the Corprate Affairs Office / N.C.S.C.

The Corporations (Victoria) (Amendment) Act 1991 abolished the State Corporate Affairs Offices and the N.C.S.C. Under the provisions of the Act the Australian Securities Commission was established to become the principal administering authority for the functions of the State Corporate Affairs Offices and the N.C.S.C.

Location of Records

For records relating to the registration and regulation of Companies see also List of Holdings 2nd edition 1985, section 3.4.12 Registrar General to Corporate Affairs Office.