section 11CA;

section 11CC;

section 13E;

section 17;

section 23;

section 29;

section 31F.

the conduct of any part of the affairs of, or the structuring or organising of, an ADI, an authorised NOHC, a relevant group of bodies corporate, or a particular member or members of such a group, in such a way as:

to keep the ADI, NOHC, group or member or members of the group in a sound financial position; or

to facilitate resolution of the ADI, NOHC, group or member or members of the group; or

to protect the interests of depositors of any ADI; or

not to cause or promote instability in the Australian financial system; or

not to cause or promote instability in the New Zealand financial system; or

the conduct of any part of the affairs of an ADI, an authorised NOHC, a relevant group of bodies corporate, or a particular member or members of such a group, with integrity, prudence and professional skill.

being unable to meet its obligations; or

being considered likely to be unable, or being considered likely to become unable, to meet its obligations; or

suspending payment, or being considered likely to suspend payment;

impose conditions, or additional conditions, on the body corporate’s section 9 authority; or

vary or revoke conditions imposed on the body corporate’s section 9 authority.

give written notice to the body corporate; and

(b) ensure that notice that the action has been taken is published in the Gazette.

a decision to impose conditions, or additional conditions, on a body corporate’s section 9 authority;

a decision to vary conditions imposed on a body corporate’s section 9 authority.

the body corporate does an act or fails to do an act; and

doing the act or failing to do the act results in a contravention of a condition of the body corporate’s section 9 authority; and

(c) there is no determination in force under .section 11 that this subsection does not apply to the body corporate

(a) commits an offence against subsection (1) because of Criminal Code; orPart 2.4 of the

(b) commits an offence under Criminal Code in relation to an offence against subsection (1);Part 2.4 of the

the body corporate has, whether before or after the commencement of this paragraph, provided, in connection with its application for the authority, information that was false or misleading in a material particular; or

the body corporate has failed to comply with any of the following:

a requirement of this Act;

(ii) a requirement of the Financial Sector (Collection of Data) Act 2001;

a requirement of the regulations or any other instrument made under this Act;

a requirement of a provision of another law of the Commonwealth, if the provision is specified in the regulations;

a direction under this Act;

a condition of its section 9 authority; or

it would be contrary to the national interest for the authority to remain in force; or

it would be contrary to financial system stability in Australia for the authority to remain in force; or

it would be contrary to the interests of depositors of the body corporate for the authority to remain in force; or

the body corporate has failed to pay:

(i) an amount of levy or late penalty to which the Financial Institutions Supervisory Levies Collection Act 1998 applies; or

(ii) an amount of charge fixed under Australian Prudential Regulation Authority Act 1998; orsection 51 of the

the body corporate is insolvent and is unlikely to return to solvency within a reasonable period of time; or

the body corporate has ceased to carry on banking business in Australia; or

the body corporate is a foreign corporation within the meaning of paragraph 51(xx) of the Constitution, and:

the body corporate is unlikely to be able to meet its liabilities in Australia and is unlikely to be able to do so within a reasonable period of time; or

an authority (however described) for the body corporate to carry on banking business in a foreign country has been revoked or otherwise withdrawn in that foreign country.

impose conditions, or additional conditions, on the body corporate’s NOHC authority; or

vary or revoke conditions imposed on the body corporate’s NOHC authority.

give written notice to the body corporate; and

(b) ensure that notice that the action has been taken is published in the Gazette.

a decision to impose conditions, or additional conditions, on a body corporate’s NOHC authority;

a decision to vary conditions imposed on a body corporate’s NOHC authority.

the body corporate does an act or fails to do an act; and

doing the act or failing to do the act results in a contravention of a condition of the body corporate’s NOHC authority; and

(c) there is no determination in force under .section 11 that this subsection does not apply to the body corporate

(a) commits an offence against subsection (1) because of Criminal Code; orPart 2.4 of the

(b) commits an offence under Criminal Code in relation to an offence against subsection (1);Part 2.4 of the

the body corporate has failed to comply with any of the following:

a requirement of this Act;

(ii) a requirement of the Financial Sector (Collection of Data) Act 2001;

a requirement of the regulations or any other instrument made under this Act;

a requirement of a provision of another law of the Commonwealth, if the provision is specified in the regulations;

a direction under this Act;

a condition of its NOHC authority; or

a body corporate is a holding company of an ADI; and

the ADI is not a subsidiary of an authorised NOHC.

the body corporate becomes an authorised NOHC of the ADI;

a subsidiary of the body corporate becomes an authorised NOHC of the ADI.

the contravention happens merely because APRA refuses to grant the body corporate (or its subsidiary) an authority under subsection 11AA(2); and

APRA’s reasons for that refusal do not include the reason that one or more conditions specified in the notice are not satisfied.

the subsidiaries of ADIs or authorised NOHCs; or

a specified class of ADIs, authorised NOHCs or subsidiaries of ADIs or authorised NOHCs; or

one or more specified ADIs, authorised NOHCs or subsidiaries of ADIs or authorised NOHCs.

in different situations; or

in respect of different activities;

each subsidiary of an ADI or of an authorised NOHC; or

each subsidiary of an ADI or of an authorised NOHC, included in a specified class of subsidiaries; or

each of 2 or more specified subsidiaries of ADIs or of authorised NOHCs;

give a copy of the standard, or of the variation, to the ADI, authorised NOHC or subsidiary, or to each ADI, authorised NOHC or subsidiary, to which the standard applies; and

give a copy of the standard, or of the variation, to the Treasurer.

give notice of the revocation to the ADI, authorised NOHC or subsidiary, or to each ADI, authorised NOHC or subsidiary, to which the standard applied; and

give a copy of the revocation to the Treasurer.

Additional Tier 1 and Tier 2 capital; or

any other instrument.

the instrument is issued by another entity, or another entity is a party to the instrument; and

the instrument converts, in accordance with the terms of the instrument, into one or more ordinary shares or mutual equity interests of the first entity.

(a) the Financial Sector (Shareholdings) Act 1998;

(b) the Foreign Acquisitions and Takeovers Act 1975;

(c) Chapter 6 of the Corporations Act 2001 (takeovers);

any other Australian law, or law of a foreign country or part of a foreign country, prescribed by the regulations for the purposes of this paragraph.

an ADI;

a holding company of an ADI;

a subsidiary or related subsidiary of an ADI;

an entity of a kind prescribed by the regulations for the purposes of this paragraph.

any Australian law or any law of a foreign country or a part of a foreign country, other than a specified law; and

(b) the constitution of any of the following entities (the relevant entity):

the entity issuing the instrument;

any entity that is a party to the instrument;

any conversion entity for the instrument; and

any contract or arrangement to which a relevant entity is a party; and

any listing rules or operating rules of a financial market in whose official list a relevant entity is included; and

any operating rules of a clearing and settlement facility through which the instrument is traded.

any Australian law or any law of a foreign country or a part of a foreign country; and

(b) the constitution of either of the following entities (the relevant entity):

the entity issuing the instrument;

any entity that is a party to the instrument; and

any contract or arrangement to which a relevant entity is a party; and

any listing rules or operating rules of a financial market in whose official list a relevant entity is included; and

any operating rules of a clearing and settlement facility through which the instrument is traded.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligation under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

a relevant instrument being converted in accordance with the terms of the instrument;

a relevant instrument being written off in accordance with the terms of the instrument;

the making of a determination (however described) by APRA that results in a relevant instrument being required to be converted or written off in accordance with the terms of the instrument.

an instrument to which section 11CAB applies:

that is issued by the first entity; or

to which the first entity is a party; or

for which the first entity is a conversion entity; or

if the first entity is a body corporate that is a member of a relevant group of bodies corporate—an instrument to which section 11CAB applies:

that is issued by another member of the group; or

to which another member of the group is a party; or

for which another member of the group is a conversion entity.

a subsidiary of the body corporate has contravened a provision of:

this Act; or

(ii) the Financial Sector (Collection of Data) Act 2001; or

a subsidiary of the body corporate has contravened a prudential requirement regulation or a prudential standard; or

(c) a subsidiary of the body corporate is likely to contravene this Act, a prudential requirement regulation, a prudential standard or the Financial Sector (Collection of Data) Act 2001; or

the direction is in respect of a subsidiary of the body corporate and is necessary in the interests of:

if the body corporate is an ADI—depositors of the ADI; or

if the body corporate is an authorised NOHC—depositors of any ADI that is a subsidiary of the NOHC; or

a subsidiary of the body corporate is, or is about to become, unable to meet the subsidiary’s liabilities; or

there is, or there might be, a material risk to the security of the assets of a subsidiary of the body corporate; or

there has been, or there might be, a material deterioration in the financial condition of a subsidiary of the body corporate; or

a subsidiary of the body corporate is conducting the subsidiary’s affairs in an improper or financially unsound way; or

a subsidiary of the body corporate is conducting the subsidiary’s affairs in a way that may cause or promote instability in the Australian financial system; or

a subsidiary of the body corporate is conducting the subsidiary’s affairs in a way that may cause it to be unable to continue to supply services to:

if the body corporate is an ADI—the ADI; or

if the body corporate is an authorised NOHC—any ADI that is a subsidiary of the NOHC; or

the direction is in respect of a subsidiary of the body corporate and the failure to issue a direction would materially prejudice the interests of:

if the body corporate is an ADI—depositors of the ADI; or

if the body corporate is an authorised NOHC—depositors of any ADI that is a subsidiary of the NOHC.

APRA has given the ADI or authorised NOHC a direction under subsection (1AA) because one or more of the grounds referred to in that subsection have been satisfied in respect of the subsidiary; or

APRA may give the ADI or authorised NOHC a direction under subsection (1AA) because one or more of the grounds referred to in that subsection have been satisfied in respect of the subsidiary.

specify:

in the case of a direction under subsection (1AC)—the ground referred to in subsection (1AA) as a result of which the direction is given; or

otherwise—the ground referred to in subsection (1) or (1AA) as a result of which the direction is given.

to make changes to the body corporate’s systems, business practices or operations;

to reconstruct, amalgamate or otherwise alter all or part of any of the following:

the business, structure or organisation of the body corporate;

the business, structure or organisation of the group constituted by the body corporate and its subsidiaries;

to do, or to refrain from doing, anything else in relation to the affairs of the body corporate.

under subsection (1) as a result of the ground referred to in paragraph (1)(a), (b), (c), (d) or (e); or

under subsection (1AA) as a result of the ground referred to in paragraph (1AA)(a), (b), (c) or (d); or

under subsection (1AC) as a result of the ground referred to in paragraph (1AC)(a) or (b), to the extent that the paragraph relates to a ground referred to in paragraph (1AA)(a), (b), (c) or (d).

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligations under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

the body corporate being given a direction by APRA under Subdivision A or B or section 29;

if the body corporate is a member of a relevant group of bodies corporate—another member of the group being given a direction by APRA under Subdivision A or B or section 29.

(a) APRA has given an entity (the directed entity) a direction under this Act; and

the direction is covered by a determination under subsection 11CH(2); and

the person is, or has been, covered by subsection (2) of this section in relation to the direction; and

the person discloses information; and

the information reveals the fact that the direction was made.

the directed entity; or

an officer, employee or contractor of the directed entity at a time on or after APRA gave the directed entity the direction; or

any other person who, because of his or her employment, or in the course of that employment, has acquired information that reveals the fact that the direction was made.

the disclosure is authorised by section 11CJ, 11CK, 11CL, 11CM, 11CN or 11CO; or

the disclosure is required by an order or direction of a court or tribunal.

a determination under subsection (2) or (5) allows the disclosure by the person; and

if APRA has included conditions in the determination—those conditions are satisfied.

a specified person covered by subsection 11CI(2) in relation to a specified direction; or

a specified person covered by subsection 11CI(2) in relation to a direction that is in a specified class of directions;

the directed entity; and

the person specified, or each person specified, in the determination.

(a) specified kinds of information in relation to the direction; or

any kind of information in relation to the direction.

the kind of entities to which the disclosure may be made;

the way in which the disclosure is to be made;

any other matter that APRA considers appropriate.

the disclosure is to the person’s legal representative; and

the purpose of the person making the disclosure is for the legal representative to provide legal advice, or another legal service, in relation to the direction.

the person is:

(i) an APRA member (Australian Prudential Regulation Authority Act 1998); orwithin the meaning of subsection 56(1) of the

an APRA staff member (within the meaning of that subsection); or

(iii) a Commonwealth officer (within the meaning of the Crimes Act 1914) who is covered by paragraph (c) of the definition of officer in subsection 56(1) of the Australian Prudential Regulation Authority Act 1998; and

the information is protected information (within the meaning of subsection 56(1) of that Act), or is contained in a protected document (within the meaning of that subsection); and

the disclosure is in accordance with subsection 56(3), (4), (5), (5AA), (6), (6A), (7), (7A), (7B) or (7C) of that Act.

another person covered by subsection 11CI(2) in relation to the direction disclosed that information to the relevant person for a particular purpose in accordance with section 11CK, 11CL, 11CM or 11CN, or in accordance with a previous operation of this section; and

the disclosure by the relevant person is for the same purpose.

business of a foreign ADI (other than Australian business assets and liabilities); or

the management of a foreign ADI, to the extent that the management relates to such business of the foreign ADI.

sections 12, 13BA and 13C, and Subdivision B of Division 2 (statutory management);

subsections 13A(1) to (2), to the extent that those subsections relate to statutory management;

sections 62B, 62C, 62D and 62E.

Division 2 (apart from the provisions in that Division listed in subsection (1A));

Division 2AA.

the assets and liabilities of the foreign ADI in Australia;

any other assets and liabilities of the foreign ADI that:

are related to its operations in Australia; and

if regulations are made for the purposes of this subparagraph—are of a kind specified in those regulations.

the foreign ADI is unable to meet its liabilities in Australia, or in one or more foreign countries, as and when they become due and payable;

an application for the appointment of an external administrator of the foreign ADI, or for a similar procedure in respect of the foreign ADI, has been made in a foreign country;

an external administrator has been appointed to the foreign ADI, or a similar appointment has been made in respect of the foreign ADI, in a foreign country.

the exercise of powers or the performance of functions under this Act of a Banking Act statutory manager of a foreign ADI; or

an entity acting at the direction or request of a Banking Act statutory manager of a foreign ADI exercising powers or performing functions under this Act.

the operation or soundness of the ADI; or

the interests of depositors of the ADI; or

the stability of the financial system in Australia; or

if the ADI is a foreign ADI:

an application for the appointment of an external administrator of the foreign ADI, or for a similar procedure in respect of the foreign ADI, has been made in a foreign country; or

an external administrator has been appointed to the foreign ADI, or a similar appointment has been made in respect of the foreign ADI, in a foreign country.

the target body corporate is any of the following:

(i) an authorised NOHC of an ADI (the relevant ADI);

(ii) a subsidiary of an authorised NOHC of an ADI (also the relevant ADI);

(iii) a subsidiary of an ADI (also the relevant ADI); and

the condition in subsection (1D), (1E) or (1F) is satisfied; and

the target body corporate is incorporated in Australia; and

the target body corporate is not a body corporate of a kind specified in regulations (if any) made for the purposes of this paragraph.

taking control of the business of the target body corporate;

appointing an administrator to take control of the business of the target body corporate.

either:

a Banking Act statutory manager has taken control of the relevant ADI; or

(ii) the conditions in any or all of paragraphs (1)(a), (b), (c), (d) or (e) are satisfied in relation to the relevant ADI, and APRA intends that a Banking Act statutory manager will take control of the relevant ADI; and

APRA considers that the target body corporate provides services that are, or conducts business that is, essential to the capacity of the relevant ADI to maintain its operations.

either:

a Banking Act statutory manager has taken control of the relevant ADI; or

(ii) the conditions in any or all of paragraphs (1)(a), (b), (c), (d) or (e) are satisfied in relation to the relevant ADI, and APRA intends that a Banking Act statutory manager will take control of the relevant ADI; and

APRA considers that it is necessary for a Banking Act statutory manager to take control of the target body corporate, in order to facilitate the resolution of any of the following:

the relevant ADI;

an authorised NOHC of the relevant ADI;

a relevant group of bodies corporate of which the relevant ADI is a member;

a particular member or particular members of such a group.

there is an external administrator of the target body corporate, or APRA considers that, in the absence of external support:

the target body corporate may become unable to meet its obligations; or

the target body corporate may suspend payment; and

(b) APRA considers that it is necessary to take an action mentioned in subsection (1C) in respect of the target body corporate in order to enable the relevant ADI to maintain its operations, or in order to facilitate the resolution of any of the following:

the relevant ADI;

an authorised NOHC of the relevant ADI;

a relevant group of bodies corporate of which the relevant ADI is a member;

a particular member or particular members of such a group.

(a) APRA is in control of a body corporate’s business under this Subdivision—APRA is the Banking Act statutory manager of the body corporate; or

(b) an administrator appointed by APRA is in control of a body corporate’s business under this Subdivision—the administrator is the Banking Act statutory manager of the body corporate.

the functions and powers under this Act of a Banking Act statutory manager of the body corporate may be performed or exercised by:

all of the Banking Act statutory managers of the body corporate acting jointly; or

each of the Banking Act statutory managers of the body corporate acting individually (except to the extent (if any) specified in a notice given by APRA under paragraph (b)); and

at the time of appointment, APRA may give all of the Banking Act statutory managers of the body corporate a notice in writing for the purposes of subparagraph (a)(ii), specifying limits or conditions on their ability to perform functions and exercise powers individually; and

treat a reference in this Act to a Banking Act statutory manager as being a reference to whichever one or more of those Banking Act statutory managers the case requires.

the exercise of powers or the performance of functions under this Act of a Banking Act statutory manager of an ADI; or

an entity acting at the direction or request of a Banking Act statutory manager of an ADI exercising powers or performing functions under this Act.

APRA considers that it is no longer necessary for it or an administrator to remain in control of the body corporate’s business; or

APRA has applied for the body corporate to be wound up.

is a company that:

(i) is registered under the Corporations Act 2001; and

has a share capital; and

does not have a Banking Act statutory manager.

(a) APRA has given a recapitalisation direction to an ADI under subsection 13E(1) (the primary recapitalisation direction); and

the ADI is a subsidiary of a NOHC/NOHC subsidiary; and

the NOHC/NOHC subsidiary is a company that:

(i) is registered under the Corporations Act 2001; and

has a share capital; and

the NOHC/NOHC subsidiary does not have a Banking Act statutory manager.

subsection 13E(1);

subsection 13F(1).

an authorised NOHC;

a subsidiary of an authorised NOHC.

issue:

shares, or rights to acquire shares, in the NOHC/NOHC subsidiary; or

other capital instruments in the NOHC/NOHC subsidiary of a kind specified in the direction;

acquire:

shares, or rights to acquire shares, in the ADI mentioned in subsection 13E(1A); or

other capital instruments in the ADI mentioned in subsection 13E(1A) of a kind specified in the direction;

acquire:

shares, or rights to acquire shares, in a specified body corporate covered by subsection (1B); or

other capital instruments in a specified body corporate covered by subsection (1B), of a kind specified in the direction.

the body corporate is a subsidiary of the NOHC/NOHC subsidiary; and

the ADI is a subsidiary of the body corporate.

deal with some only of the matters referred to in those subsections; or

deal with a particular class or particular classes of those matters; or

make different provision with respect to different matters or different classes of matters.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligation under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

the body corporate being subject to a recapitalisation direction;

if the body corporate is a member of a relevant group of bodies corporate—another member of the group being subject to a recapitalisation direction.

either or both of subsections (2) and (3) apply; and

the performance of the function or the exercise of the power is not for the purposes of:

an act of the Banking Act statutory manager under subsection 14AA(1); or

(ii) Financial Sector (Transfer and Restructure) Act 1999.Part 3 or 4 of the

the body corporate under management is not an ADI; and

the performance or the exercise would result in:

the provision of services by the body corporate under management to a related body corporate of the body corporate under management; or

the provision of services by a related body corporate of the body corporate under management to the body corporate under management; or

(iii) subject to subsection (4), the transfer of assets between the body corporate under management and another body corporate (otherwise than in the ordinary course of business); and

the performance or the exercise is not required or permitted by a binding arrangement that was in existence immediately before the Banking Act statutory manager started to be in control of the business of the body corporate under management; and

the provision or transfer is not for fair value.

the body corporate under management is an authorised NOHC of an ADI; and

the performance or the exercise requires using funds of the body corporate or a subsidiary of the body corporate to increase the level of capital of the ADI to a specified level; and

the shareholders of the body corporate have not agreed, by ordinary resolution, to that use of the funds.

the body corporate under management is an authorised NOHC of an ADI; and

the transfer of assets mentioned in that subparagraph is a transfer of funds to increase the level of capital of the ADI to a specified level; and

the shareholders of the body corporate have agreed, by ordinary resolution, to that use of the funds.

the body corporate;

(iv) a person who is an associate of the body corporate under Corporations Act 2001;Division 2 of Part 1.2 of the

depositors with:

if the company is an ADI—the ADI; or

if the company is not an ADI—the relevant ADI mentioned in subsection 13A(1B); and

financial system stability in Australia.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligation under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

a Banking Act statutory manager of the body corporate doing an act under subsection 14AA(1) relating to the body corporate;

if the body corporate is a member of a relevant group of bodies corporate—a Banking Act statutory manager of another member of the group doing an act under subsection 14AA(1) relating to that other member.

that APRA make a particular direction under Division 1BA, subsection 14D(3) or section 29 in respect of the body corporate;

that APRA apply for the body corporate to be wound up;

if the body corporate is an ADI—that APRA revoke the ADI’s section 9 authority;

if the body corporate is an authorised NOHC—that APRA revoke the authorised NOHC’s authority under subsection 11AA(2).

the transaction was entered into at a time when a Banking Act statutory manager was in control of the body corporate’s business; and

the transaction is:

an uncommercial transaction (within the meaning of that Act) of the body corporate; or

an unfair preference (within the meaning of that Act) given by the body corporate to a creditor of the company; or

an insolvent transaction (within the meaning of that Act) of the body corporate.

the administrator contravenes a requirement of this Division; or

APRA considers such action necessary to:

facilitate the resolution of the body corporate, a relevant group of bodies corporate of which the body corporate is a member, or another member of such a group; or

if the body corporate is an ADI—protect the interests of depositors of the ADI; or

promote financial system stability in Australia.

APRA is the statutory manager of a body corporate; and

the requirement in paragraph (1)(b) is satisfied;

subsections (1), (2) and (3) do not apply in relation to a body corporate because of subsection (3A); and

a Banking Act statutory manager takes control of the body corporate’s business; and

a director of the body corporate acts, or purports to act in relation to the body corporate’s business while the Banking Act statutory manager has control of the body corporate’s business.

the Australian business assets and liabilities of the body corporate; or

the management of the body corporate, to the extent that the management relates to the Australian business assets and liabilities of the body corporate.

the court or tribunal grants leave for the proceedings to be begun or continued on the ground that the person would be caused hardship if leave were not granted; and

the beginning or continuing of the proceedings is in accordance with such terms (if any) as the court or tribunal imposes.

whether to grant leave under paragraph (2)(a); and

if the court or tribunal decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the court or tribunal decides to impose such terms—the nature of those terms.

APRA consents in writing to the proceedings beginning or continuing; or

the Banking Act statutory manager, after considering APRA’s views, consents to the proceedings beginning or continuing.

a proceeding against the body corporate (including a cross-claim or third party claim against the body corporate);

a proceeding in relation to property of the body corporate;

a proceeding to enforce any security (including a mortgage or charge) granted by the body corporate, or by a related body corporate of the body corporate, over any property that the body corporate owns, uses, possesses, occupies or in which the body corporate otherwise has an interest.

an industrial tribunal;

an arbitral tribunal.

the Federal Court of Australia grants leave for the process to be begun or continued on the ground that the person would be caused hardship if leave were not granted; or

the beginning or continuing of the process is in accordance with such terms (if any) as the Federal Court imposes.

whether to grant leave under paragraph (2)(a); and

if the Federal Court decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the Federal Court decides to impose such terms—the nature of those terms.

APRA consents to the process beginning or continuing; or

the Banking Act statutory manager consents to the process beginning or continuing.

the property is owned by another person; and

the other person is a body corporate; and

a Banking Act statutory manager is in control of the body corporate’s business.

APRA consents to the disposal; or

the Banking Act statutory manager consents to the disposal.

the Banking Act statutory manager’s written consent; or

APRA’s written consent.

a Banking Act statutory manager is in control of a body corporate’s business; and

(b) the Banking Act statutory manager requests, or authorises someone else to request, a person or authority (the supplier) to supply an essential service to the body corporate in Australia; and

the body corporate owes an amount to the supplier in respect of the supply of the essential service before the day on which the Banking Act statutory manager took control of the body corporate’s business;

refuse to comply with the request for the reason only that the amount is owing; or

make it a condition of the supply of the essential service pursuant to the request that the amount is to be paid.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligations under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

a Banking Act statutory manager being in control, or being appointed to take control, of the business of the body corporate;

if the body corporate is a member of a relevant group of bodies corporate—a Banking Act statutory manager being in control, or being appointed to take control, of the business of another member of the group.

(a) the continued operation of other provisions of this Act or the operation of the Financial Sector (Collection of Data) Act 2001 in relation to a body corporate; or

the obligation of a body corporate to comply with those other provisions and that Act.

the appointment of a Banking Act statutory manager of the body corporate’s business under this Division;

the fact that a Banking Act statutory manager is in control of the body corporate’s business.

allows the Minister to make a declaration about an ADI if:

APRA has applied under section 16AAA for the ADI to be wound up; or

a Banking Act statutory manager is in control of the ADI’s business; and

APRA has applied under section 16AAA for the ADI to be wound up;

a Banking Act statutory manager is in control of the ADI’s business.

an ADI is a declared ADI as a result of the Minister having made a declaration under section 16AD; and

(b) APRA has made, or proposes to make, a determination under Financial Sector (Transfer and Restructure) Act 1999 that there is to be a total transfer or partial transfer of business from the declared ADI to a receiving body (within the meaning of that Act); andsection 25 (compulsory transfer determination) of the

the transfer of business will transfer:

the liabilities of the declared ADI in respect of every protected account kept by an account-holder with the ADI; or

the liabilities of the declared ADI in respect of every protected account kept by an account-holder with the ADI, to the extent of the amount to which each of those account-holders is entitled under this Subdivision in relation to those protected accounts; and

APRA is satisfied that it will be able to identify those protected accounts; and

APRA has worked out:

(i) APRA’s reasonable estimate of the total amount (the FCS amount) to which account-holders of those protected accounts will be entitled (disregarding the determination) under section 16AF as a result of the Minister’s declaration mentioned in paragraph (a); and

(ii) APRA’s reasonable estimate of the total amount (the administration amount) of the costs that would be incurred by APRA in relation to the exercise of its powers and the performance of its functions under this Division relating to the declared ADI if it did not make the determination; and

APRA has worked out a total payment amount in accordance with section 16AIB; and

APRA considers that it is reasonable in the circumstances to make the determination.

the declared ADI;

the receiving body;

a description, in general or detailed terms, of all the protected accounts kept with the declared ADI;

the FCS amount;

the administration amount;

the total payment amount;

the FCS payment amount;

the administration payment amount;

any other information that APRA considers appropriate.

(a) an amount (the FCS payment amount) that:

is equal to or less than the FCS amount; and

APRA considers to be appropriate; and

(b) an amount (the administration payment amount) that:

is equal to or less than the administration amount; and

APRA considers to be appropriate; and

(c) the amount (the total payment amount) that is the sum of the FCS payment amount and the administration payment amount.

(a) the total value of the assets that will be transferred from the declared ADI to the receiving body in accordance with the transfer of business;

(b) the total value of the liabilities that will be transferred from the declared ADI to the receiving body in accordance with the transfer of business;

any other matter that APRA considers appropriate.

APRA has made a transferred liabilities determination; and

(b) APRA has issued a certificate of transfer under Financial Sector (Transfer and Restructure) Act 1999 stating that the transfer is to take effect.section 33 of the

section 15BA (moratorium—effect of Banking Act statutory management on enforcement process regarding property);

section 15BB (moratorium—effect of Banking Act statutory management on disposal of property);

section 15BC (moratorium—restrictions on exercise of third party property rights);

section 15C (Banking Act statutory manager being in control not grounds for denial of obligations).

(a) makes an application to a court under Chapter 5 of the Corporations Act 2001 for the appointment of an external administrator of an ADI or of an authorised NOHC of an ADI; or

makes another kind of application (whether or not to a court) for the appointment of an external administrator of an ADI or of an authorised NOHC of an ADI; or

appoints an external administrator of an ADI or of an authorised NOHC of an ADI (otherwise than as the result of an application made by another person);

the person:

(i) makes an application to a court under Chapter 5 of the Corporations Act 2001 for the appointment of an external administrator of an ADI or of an authorised NOHC of an ADI; or

makes another kind of application (whether or not to a court) for the appointment of an external administrator of an ADI or of an authorised NOHC of an ADI; or

appoints an external administrator of an ADI or of an authorised NOHC of an ADI (otherwise than as the result of an application made by another person); and

APRA did not give the person written notice, before the person made the application or appointment, of APRA’s consent to the person making the application or appointment, in accordance with subsection (1B); and

at least one week before making the application or appointment:

if there is an approved form for the purposes of this paragraph—the person did not give APRA notice in the approved form indicating that the person proposed to make the application or appointment; or

otherwise—the person did not give APRA written notice indicating that the person proposed to make the application or appointment.

an ADI;

an authorised NOHC;

a subsidiary of an ADI or authorised NOHC.

(a) the winding-up of an entity covered by subsection 62C(4) (whether the winding-up occurs as a result of an application made under the Corporations Act 2001 or by APRA under section 11EA or 16AAA); or

(b) the proposed winding-up of an entity covered by subsection 62C(4) (whether the winding-up will occur as a result of an application made, or proposed to be made, under the Corporations Act 2001 or by APRA under section 11EA or 16AAA).

(a) the winding-up of the entity (whether the winding-up occurs as a result of an application made under the Corporations Act 2001 or by APRA under section 11EA or 16AAA) and the other affairs of the entity; or

(b) the proposed winding-up of the entity (whether the winding-up will occur as a result of an application made, or proposed to be made, under the Corporations Act 2001 or by APRA under section 11EA or 16AAA) and the other affairs of the entity.

the Act has effect as if a reference to a holding company of an ADI were expressly limited to a reference to a holding company of an ADI, being a holding company that is a corporation to which paragraph 51(xx) of the Constitution applies;

(b) the Act has effect as if a reference to a holding company of an ADI were expressly limited to a reference to a holding company of an ADI, being a holding company that carries on banking business as mentioned in paragraph (a) of the banking business definition;

(c) the Act has effect as if a reference to a holding company of an ADI were expressly limited to a reference to a holding company of an ADI, being a holding company that carries on banking business as mentioned in paragraph (b) of the banking business definition.

the person does the thing, or omits to do the thing, for the purpose of any of the following:

complying with a direction under this Act given by APRA to a body corporate;

complying with section 11CI (secrecy) in relation to a direction under this Act given by APRA to a body corporate; and

it is reasonable for the person to do the thing, or to omit to do the thing, in order to achieve that purpose; and

the person is any of the following:

an officer or senior manager of the body corporate, or of a member of a relevant group of bodies corporate of which the body corporate is also a member;

an employee or agent of the body corporate, or of a member of a relevant group of bodies corporate of which the body corporate is also a member;

the body corporate or a member of a relevant group of bodies corporate of which the body corporate is also a member.

section 14C;

section 52A;

section 52B;

section 70A;

section 70AA;

(f) Australian Prudential Regulation Authority Act 1998.section 58 of the

the imposition of new conditions on a body corporate’s section 9 authority on or after the commencement time; and

the variation or revocation of conditions on a body corporate’s section 9 authority on or after the commencement time (even if the conditions were imposed before the commencement time); and

the doing of an act on or after the commencement time, or the failure to do an act on or after the commencement time, resulting in a contravention of such a condition.

the imposition of new conditions on a body corporate’s NOHC authority on or after the commencement time; and

the variation or revocation of conditions on a body corporate’s NOHC authority on or after the commencement time (even if the conditions were imposed before the commencement time); and

the doing of an act on or after the commencement time, or the failure to do an act on or after the commencement time, resulting in a contravention of such a condition.

(a) a Banking Act statutory manager (within the meaning of the Banking Act 1959); or

an Insurance Act statutory manager; or

(c) a Life Insurance Act statutory manager (within the meaning of the Life Insurance Act 1995).

section 17;

section 27;

section 49R;

section 74;

section 76;

section 78;

section 103B;

section 104.

the conduct of any part of the affairs of, or the structuring or organising of, a general insurer, an authorised NOHC, a relevant group of bodies corporate, or a particular member or members of such a group, in such a way as:

to keep the general insurer, NOHC, group or member or members of the group in a sound financial position; or

to facilitate resolution of the general insurer, NOHC, group or member or members of the group; or

to protect the interests of policyholders of any general insurer; or

not to cause or promote instability in the Australian financial system; or

the conduct of any part of the affairs of a general insurer, an authorised NOHC, a relevant group of bodies corporate, or a particular member or members of such a group, with integrity, prudence and professional skill.

in Part V—a body corporate that is related to the first-mentioned body, as determined in accordance with section 50; and

otherwise—a body corporate that is related to the first-mentioned body, as determined in accordance with section 4B.

being unable to meet its obligations; or

being considered likely to be unable, or being considered likely to become unable, to meet its obligations; or

suspending payment, or being considered likely to suspend payment;

(a) a general insurer and its subsidiaries together constitute a relevant group of bodies corporate; and

(b) an authorised NOHC and its subsidiaries together also constitute a relevant group of bodies corporate.

a requirement of a provision of another law of the Commonwealth, if the provision is specified in the regulations; or

a direction under this Act to the insurer; or

both of the following apply:

the insurer is a foreign corporation within the meaning of paragraph 51(xx) of the Constitution;

an authorisation (however described) for the insurer to carry on insurance business in a foreign country has been revoked or otherwise withdrawn in that foreign country; or

a requirement of a provision of another law of the Commonwealth, if the provision is specified in the regulations; or

a direction under this Act to the authorised NOHC; or

a body corporate is a holding company of a general insurer; and

the general insurer is not a subsidiary of an authorised NOHC.

the body corporate becomes an authorised NOHC of the general insurer;

a subsidiary of the body corporate becomes an authorised NOHC of the general insurer.

the contravention happens merely because APRA refuses to authorise the body corporate (or its subsidiary) under section 18; and

APRA’s reasons for that refusal do not include the reason that one or more conditions specified in the notice are not satisfied.

each subsidiary of a general insurer or of an authorised NOHC;

each subsidiary of a general insurer or of an authorised NOHC, included in a specified class of subsidiaries; or

Additional Tier 1 and Tier 2 capital; or

any other instrument.

the instrument is issued by another entity, or another entity is a party to the instrument; and

the instrument converts, in accordance with the terms of the instrument, into one or more ordinary shares of the first entity.

(a) the Financial Sector (Shareholdings) Act 1998;

(b) the Foreign Acquisitions and Takeovers Act 1975;

(c) Chapter 6 of the Corporations Act 2001 (takeovers);

any other Australian law, or law of a foreign country or part of a foreign country, prescribed by the regulations for the purposes of this paragraph.

a general insurer;

a holding company of a general insurer;

a subsidiary or related subsidiary of a general insurer;

an entity of a kind prescribed by the regulations for the purposes of this paragraph.

any Australian law or any law of a foreign country or a part of a foreign country, other than a specified law; and

(b) the constitution of any of the following entities (the relevant entity):

the entity issuing the instrument;

any entity that is a party to the instrument;

any conversion entity for the instrument; and

any contract or arrangement to which a relevant entity is a party; and

any listing rules or operating rules of a financial market in whose official list a relevant entity is included; and

any operating rules of a clearing and settlement facility through which the instrument is traded.

any Australian law or any law of a foreign country or a part of a foreign country; and

(b) the constitution of either of the following entities (the relevant entity):

the entity issuing the instrument;

any entity that is a party to the instrument; and

any contract or arrangement to which a relevant entity is a party; and

any listing rules or operating rules of a financial market in whose official list a relevant entity is included; and

any operating rules of a clearing and settlement facility through which the instrument is traded.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligation under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

a relevant instrument being converted in accordance with the terms of the instrument;

a relevant instrument being written off in accordance with the terms of the instrument;

the making of a determination (however described) by APRA that results in a relevant instrument being required to be converted or written off in accordance with the terms of the instrument.

an instrument to which section 36B applies:

that is issued by the first entity; or

to which the first entity is a party; or

for which the first entity is a conversion entity; or

if the first entity is a body corporate that is a member of a relevant group of bodies corporate—an instrument to which section 36B applies:

that is issued by another member of the group; or

to which another member of the group is a party; or

for which another member of the group is a conversion entity.

the reference to a body corporate that is in a position to cast, or control the casting of, more than one-half of the maximum number of votes that might be cast at a general meeting of another body corporate were a reference to a body corporate that is in a position to cast, or control the casting of, more than one-quarter of that number of votes; and

the reference to a body corporate holding more than one-half of the issued share capital of another body corporate were a reference to a body corporate holding more than one-quarter of the issued share capital of another body corporate.

an external administrator has been appointed to a holding company of the general insurer (or a similar appointment has been made in a foreign country in respect of such a holding company), and the requirement in subsection (2) is satisfied; or

if the general insurer is a foreign general insurer—an application for the appointment of an external administrator of the foreign general insurer, or for a similar procedure in respect of the foreign general insurer, has been made in a foreign country; or

if the general insurer is a foreign general insurer—an external administrator has been appointed to the foreign general insurer, or a similar appointment has been made in respect of the foreign general insurer, in a foreign country; or

the operation or soundness of the general insurer; or

the interests of policyholders of the general insurer; or

the stability of the financial system in Australia.

the court or tribunal grants leave for the proceedings to be begun or continued on the ground that the person would be caused hardship if leave were not granted; and

the beginning or continuing of the proceedings is in accordance with such terms (if any) as the court or tribunal imposes.

whether to grant leave under paragraph (2)(a); and

if the court or tribunal decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the court or tribunal decides to impose such terms—the nature of those terms.

whether to grant leave under paragraph (2)(a); and

if the court or tribunal decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the court or tribunal decides to impose such terms—the nature of those terms.

a proceeding against the general insurer (including a cross-claim or third party claim against the general insurer);

a proceeding in relation to property of the general insurer;

a proceeding to enforce any security (including a mortgage or charge) granted by the general insurer, or by a related body corporate of the general insurer, over any property that the general insurer owns, uses, possesses, occupies or in which the general insurer otherwise has an interest.

an industrial tribunal;

an arbitral tribunal.

the Federal Court grants leave for the process to be begun or continued on the ground that the person would be caused hardship if leave were not granted; or

the beginning or continuing of the process is in accordance with such terms (if any) as the Federal Court imposes.

whether to grant leave under paragraph (2)(a); and

if the Federal Court decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the Federal Court decides to impose such terms—the nature of those terms.

whether to grant leave under paragraph (2)(a); and

if the Federal Court decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the Federal Court decides to impose such terms—the nature of those terms.

the property is owned by another person; and

the other person is a general insurer; and

the general insurer is under judicial management.

a general insurer is under judicial management; and

(b) the judicial manager requests, or authorises someone else to request, a person or authority (the supplier) to supply an essential service to the general insurer in Australia; and

the general insurer owes an amount to the supplier in respect of the supply of the essential service before the day on which the judicial manager took control of the general insurer’s business;

refuse to comply with the request for the reason only that the amount is owing; or

make it a condition of the supply of the essential service pursuant to the request that the amount is to be paid.

except to the extent (if any) specified in a declaration by the Federal Court under paragraph (b), the functions and powers under this Act of a judicial manager of the general insurer may be performed or exercised by:

all of the judicial managers of the general insurer acting jointly; or

each of the judicial managers of the general insurer acting individually; and

at the time of appointment, the Federal Court may make a declaration for the purposes of paragraph (a), specifying limits or conditions on the judicial managers’ ability to perform functions and exercise powers jointly or individually; and

treat a reference in this Act to a judicial manager as being a reference to whichever one or more of those judicial managers the case requires.

on application by APRA; or

of its own motion.

at the time the judicial management commences:

a person with the powers and functions of an officer of the general insurer immediately before that time ceases to have those powers and functions; and

if the general insurer is a foreign general insurer and there is a person with the powers and functions of an agent of the general insurer for the purposes of section 118 immediately before that time—the person ceases to have those powers and functions; and

the judicial manager appointed by the Court starts to have the powers and functions mentioned in subparagraph (i) (and, if applicable, subparagraph (ii)); and

while the general insurer is under judicial management:

if a person mentioned in subparagraph (a)(i) or (ii) purports to act in relation to the general insurer’s business, the purported act is invalid and of no effect; and

the judicial manager has the powers and functions of the members of the board of directors of the general insurer (collectively and individually), including the board’s powers of delegation.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligations under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

the making by the Federal Court of an order that the body corporate be placed under judicial management;

the commencement of the judicial management of the body corporate;

if the body corporate is a member of a relevant group of bodies corporate:

the making by the Federal Court of an order that another member of the group be placed under judicial management; or

the commencement of the judicial management of another member of the group.

the making by the Federal Court of an order that the general insurer be placed under judicial management;

the commencement of the judicial management of the general insurer.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligations under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

a judicial manager doing an act under subsection 62Z(1) relating to the body corporate;

if the body corporate is a member of a relevant group of bodies corporate—a judicial manager doing an act under subsection 62Z(1) relating to another member of the group.

the judicial manager ceases to have the powers and functions of an officer of the general insurer; and

the board of directors or other governing body of the general insurer starts to have those powers; and

if the general insurer is a foreign general insurer and there is a person appointed as an agent of the general insurer for the purposes of section 118—the person starts to have the powers and functions of such an agent.

(ab) to transfer shares in the company to another company under Financial Sector (Transfer and Restructure) Act 1999;section 25AA of the

APRA is satisfied of the matters of which the Federal Court is required to be satisfied for the purposes of section 62L or 62M;

subsection (2) applies.

both:

(i) an AFS statutory manager has taken control of a body corporate under this Act, the Banking Act 1959 or the Life Insurance Act 1995 (or APRA intends for that to occur); and

the general insurer and the body corporate are related bodies corporate;

both:

the general insurer’s financial position is deteriorating rapidly, or is likely to deteriorate rapidly; and

failure to respond quickly to the deterioration would be likely to prejudice the interests of policyholders of the insurer;

it is likely that the insurer will be unable to carry on insurance business in Australia consistently with the stability of the financial system in Australia;

an external administrator has been appointed to a holding company of the general insurer (or a similar appointment has been made in a foreign country in respect of such a holding company), and the appointment poses a significant threat to:

the operation or soundness of the general insurer; or

the interests of policyholders of the general insurer; or

the stability of the financial system in Australia;

if the general insurer is a foreign general insurer:

an application for the appointment of an external administrator of the foreign general insurer, or for a similar procedure in respect of the foreign general insurer, has been made in a foreign country; or

an external administrator has been appointed to the foreign general insurer, or a similar appointment has been made in respect of the foreign general insurer, in a foreign country.

the target body corporate is a body corporate that is any of the following:

(i) an authorised NOHC of a general insurer (the relevant general insurer);

(ii) a subsidiary of an authorised NOHC of a general insurer (also the relevant general insurer);

(iii) a subsidiary of a general insurer (also the relevant general insurer); and

the condition in subsection (5), (6) or (7) is satisfied; and

the target body corporate is incorporated in Australia; and

the target body corporate is not a body corporate of a kind specified in regulations (if any) made for the purposes of this paragraph.

taking control of the business of the target body corporate;

appointing an administrator to take control of the business of the target body corporate.

either:

an Insurance Act statutory manager has taken control of the relevant general insurer; or

(ii) the conditions in paragraphs (1)(a) and (b) are satisfied in relation to the relevant general insurer, and APRA intends that an Insurance Act statutory manager will take control of the relevant general insurer; and

APRA considers that the target body corporate provides services that are, or conducts business that is, essential to the capacity of the relevant general insurer to maintain its operations.

either:

an Insurance Act statutory manager has taken control of the relevant general insurer; or

(ii) the conditions in paragraphs (1)(a) and (b) are satisfied in relation to the relevant general insurer, and APRA intends that an Insurance Act statutory manager will take control of the relevant general insurer; and

APRA considers that it is necessary for an Insurance Act statutory manager to take control of the target body corporate, in order to facilitate the resolution of any of the following:

the relevant general insurer;

an authorised NOHC of the relevant general insurer;

a relevant group of bodies corporate of which the relevant general insurer is a member;

a particular member or particular members of such a group.

there is an external administrator of the target body corporate, or APRA considers that, in the absence of external support:

the target body corporate may become unable to meet its obligations; or

the target body corporate may suspend payment; and

(b) APRA considers that it is necessary to take an action mentioned in subsection (4) in respect of the target body corporate in order to enable the relevant general insurer to maintain its operations, or in order to facilitate the resolution of any of the following:

the relevant general insurer;

an authorised NOHC of the relevant general insurer;

a relevant group of bodies corporate of which the relevant general insurer is a member;

a particular member or particular members of such a group.

(a) APRA is in control of a body corporate’s business under this Subdivision—APRA is the Insurance Act statutory manager of the body corporate; or

(b) an administrator appointed by APRA is in control of a body corporate’s business under this Subdivision—the administrator is the Insurance Act statutory manager of the body corporate.

the functions and powers under this Act of an Insurance Act statutory manager of the body corporate may be performed or exercised by:

all of the Insurance Act statutory managers of the body corporate acting jointly; or

each of the Insurance Act statutory managers of the body corporate acting individually (except to the extent (if any) specified in a notice given by APRA under paragraph (b)); and

at the time of appointment, APRA may give all of the Insurance Act statutory managers of the body corporate a notice in writing for the purposes of subparagraph (a)(ii), specifying limits or conditions on their ability to perform functions and exercise powers individually; and

treat a reference in this Act to an Insurance Act statutory manager as being a reference to whichever one or more of those Insurance Act statutory managers the case requires.

at the time specified in a notice under this section as the time when the Insurance Act statutory manager takes control of the business (which must not be earlier than the notice is given); or

if a notice under this section does not specify a time as the time when the Insurance Act statutory manager takes control of the business—at the time the notice is given.

APRA considers that it is no longer necessary for it or an administrator to remain in control of the body corporate’s business; or

APRA has applied for the body corporate to be wound up.

do both of the following:

ensure that directors of the body corporate have been appointed or elected under the body corporate’s constitution at a meeting called by the statutory manager in accordance with the body corporate’s constitution;

if the body corporate is a foreign general insurer—appoint an agent in Australia for the purpose of section 118 by instrument in writing; or

do both of the following:

appoint directors of the body corporate by instrument in writing;

if the body corporate is a foreign general insurer—appoint an agent in Australia for the purpose of section 118 by instrument in writing; or

ensure that a liquidator has been appointed:

unless subparagraph (ii) applies—for the body corporate; or

if the body corporate is a foreign general insurer—for the body corporate in relation to its Australian business assets and liabilities.

there is an Insurance Act statutory manager in relation to the body corporate; and

under subsection (2), the Insurance Act statutory manager requires the person to give information or to produce books, accounts or documents; and

the person fails to comply with the requirement.

before giving information in compliance with a requirement under subsection (2), an individual claims that giving the information might tend to incriminate the individual or make the individual liable to a penalty; and

giving the information might in fact tend to incriminate the individual or make the individual so liable;

is necessary or convenient for enabling or facilitating the performance of the Insurance Act statutory manager’s functions and duties, or the exercise of the Insurance Act statutory manager’s other powers, under this Division in relation to the body corporate; and

promotes:

the protection of the policyholders of the body corporate; and

financial system stability in Australia.

(a) the Corporations Act 2001; and

the body corporate’s constitution; and

any contract or arrangement to which the body corporate is party; and

any listing rules of a financial market in whose official list the body corporate is included.

either or both of subsections (2) and (3) apply; and

the performance of the function or the exercise of the power is not for the purposes of:

an act of the Insurance Act statutory manager under subsection 62ZOF(1); or

(ii) Financial Sector (Transfer and Restructure) Act 1999.Part 3 or 4 of the

the body corporate under management is not a general insurer; and

the performance or the exercise would result in:

the provision of services by the body corporate under management to a related body corporate of the body corporate under management; or

the provision of services by a related body corporate of the body corporate under management to the body corporate under management; or

subject to subsection (4), the transfer of assets between the body corporate under management and another body corporate (otherwise than in the ordinary course of business); and

the performance or the exercise is not required or permitted by a binding arrangement that was in existence immediately before the Insurance Act statutory manager started to be in control of the business of the body corporate under management; and

the provision or transfer is not for fair value.

the body corporate under management is an authorised NOHC of a general insurer; and

the performance or the exercise requires using funds of the body corporate or a subsidiary of the body corporate to increase the level of capital of the general insurer to a specified level; and

the shareholders of the body corporate have not agreed, by ordinary resolution, to that use of the funds.

the body corporate under management is an authorised NOHC of a general insurer; and

the transfer of assets mentioned in that subparagraph is a transfer of funds to increase the level of capital of the general insurer to a specified level; and

the shareholders of the body corporate have agreed, by ordinary resolution, to that use of the funds.

issue shares, or rights to acquire shares, in the company;

cancel shares, or rights to acquire shares, in the company;

reduce the company’s share capital by cancelling any paid-up share capital that is not represented by available assets;

sell shares, or rights to acquire shares, in the company;

vary or cancel rights or restrictions attached to shares in a class of shares in the company.

(a) the Corporations Act 2001; and

the company’s constitution; and

any contract or arrangement to which the company is party; and

any listing rules of a financial market in whose official list the company is included.

a foreign general insurer; or

a subsidiary of a foreign general insurer; or

an authorised NOHC of a foreign general insurer.

(a) obtain a report meeting the requirements in subsection (2) of this section on the fair value of the shares or rights concerned from an expert who is not an associate of the statutory manager, or of the company, under Corporations Act 2001; andDivision 2 of Part 1.2 of the

consider the report;

the amount that is, in the expert’s opinion, the fair value for each share or right concerned; and

the reasons for forming the opinion; and

any relationship between the expert and any of the following persons:

the Insurance Act statutory manager;

(ii) a person who is an associate of the Insurance Act statutory manager under Corporations Act 2001;Division 2 of Part 1.2 of the

the body corporate;

(iv) a person who is an associate of the body corporate under Corporations Act 2001;Division 2 of Part 1.2 of the

any financial or other interest of the expert that could reasonably be regarded as being capable of affecting the expert’s ability to give an unbiased opinion in relation to the matter being reported on.

first, assess the value of the company as a whole, in accordance with the assumptions (if any) notified to the expert by the Minister for the valuation of the company; and

then allocate that value among the classes of shares in the company that either have been issued or that the Insurance Act statutory manager proposes to issue (taking into account the relative financial risk, and voting and distribution rights, of the classes); and

then allocate the value of each class pro rata among the shares in that class that either have been issued or that the Insurance Act statutory manager proposes to issue (without allowing a premium or applying a discount for particular shares in that class).

policyholders with:

if the company is a general insurer—the general insurer; or

if the company is not a general insurer—the relevant general insurer mentioned in subsection 62ZOA(3); and

financial system stability in Australia.

(a) publish a copy of a determination under subsection (8) in the Gazette; and

give a copy of a determination under subsection (8) to the Insurance Act statutory manager concerned (unless that manager is APRA).

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligation under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

an Insurance Act statutory manager of the body corporate doing an act under subsection 62ZOF(1) relating to the body corporate;

if the body corporate is a member of a relevant group of bodies corporate—an Insurance Act statutory manager of another member of the group doing an act under subsection 62ZOF(1) in relation that other member.

in a case where the Insurance Act statutory manager is APRA:

APRA believes, on reasonable grounds, that the person has such information or documents; and

APRA requires the information or documents for the purposes of this Division; and

in a case where the Insurance Act statutory manager is not APRA:

the Insurance Act statutory manager requests, in writing, that APRA require the person to give the information or documents under this subsection; and

APRA believes, on reasonable grounds, that the person has such information or documents; and

APRA is satisfied that the Insurance Act statutory manager requires the information or documents for the purposes of this Division.

must specify a period within which the information or documents must be given to APRA; and

may specify the form and manner in which the information or documents must be given to APRA.

APRA requires the person to give APRA information or documents under subsection (1); and

the person refuses or fails to give the information or documents as required.

the information or document given; and

giving the information or document; and

any information, document or thing obtained as a direct or indirect consequence of giving the information or document;

that APRA make a particular direction under subsection 62ZOM(3) or Division 2 of Part IX in respect of the body corporate;

that APRA apply for the body corporate to be wound up;

if the body corporate is a general insurer—that APRA revoke the general insurer’s authorisation under section 12;

if the body corporate is an authorised NOHC—that APRA revoke the authorised NOHC’s authorisation under section 18.

the transaction was entered into at a time when an Insurance Act statutory manager was in control of the body corporate’s business; and

the transaction is:

an uncommercial transaction (within the meaning of that Act) of the body corporate; or

an unfair preference (within the meaning of that Act) given by the body corporate to a creditor of the company; or

an insolvent transaction (within the meaning of that Act) of the body corporate.

act in accordance with the direction; or

immediately provide to APRA information relating to the control of the body corporate’s business and request APRA to alter the direction.

notify APRA as soon as practicable; and

obtain APRA’s written consent before taking the action.

the administrator contravenes a requirement of this Division; or

APRA considers such action necessary to:

facilitate the resolution of the body corporate, a relevant group of bodies corporate of which the body corporate is a member, or another member of such a group; or

if the body corporate is a general insurer—protect the interests of policyholders of the general insurer; or

promote financial system stability in Australia.

APRA is the statutory manager of a body corporate; and

the requirement in paragraph (1)(b) is satisfied;

subsections (1), (2) and (5) do not apply in relation to a body corporate because of subsection (7); and

an Insurance Act statutory manager takes control of the body corporate’s business; and

a director of the body corporate acts, or purports to act in relation to the body corporate’s business while the Insurance Act statutory manager has control of the body corporate’s business.

the Australian business assets and liabilities of the body corporate; or

the management of the body corporate, to the extent that the management relates to the Australian business assets and liabilities of the body corporate.

the court or tribunal grants leave for the proceedings to be begun or continued on the ground that the person would be caused hardship if leave were not granted; and

the beginning or continuing of the proceedings is in accordance with such terms (if any) as the court or tribunal imposes.

whether to grant leave under paragraph (2)(a); and

if the court or tribunal decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the court or tribunal decides to impose such terms—the nature of those terms.

APRA consents in writing to the proceedings beginning or continuing; or

the Insurance Act statutory manager, after considering APRA’s views, consents to the proceedings beginning or continuing.

a proceeding against the body corporate (including a cross-claim or third party claim against the body corporate);

a proceeding in relation to property of the body corporate;

a proceeding to enforce any security (including a mortgage or charge) granted by the body corporate, or by a related body corporate of the body corporate, over any property that the body corporate owns, uses, possesses, occupies or in which the body corporate otherwise has an interest.

an industrial tribunal;

an arbitral tribunal.

the Federal Court grants leave for the process to be begun or continued on the ground that the person would be caused hardship if leave were not granted; or

the beginning or continuing of the process is in accordance with such terms (if any) as the Court imposes.

whether to grant leave under paragraph (2)(a); and

if the Court decides to grant the leave—whether to impose terms as mentioned in paragraph (2)(b); and

if the Court decides to impose such terms—the nature of those terms.

APRA consents to the process beginning or continuing; or

the Insurance Act statutory manager consents to the process beginning or continuing.

the property is owned by another person; and

the other person is a body corporate; and

an Insurance Act statutory manager is in control of the body corporate’s business.

APRA consents to the disposal; or

the Insurance Act statutory manager consents to the disposal.

the Insurance Act statutory manager’s written consent; or

APRA’s written consent.

an Insurance Act statutory manager is in control of a body corporate’s business; and

(b) the Insurance Act statutory manager requests, or authorises someone else to request, a person or authority (the supplier) to supply an essential service to the body corporate in Australia; and

the body corporate owes an amount to the supplier in respect of the supply of the essential service before the day on which the Insurance Act statutory manager took control of the body corporate’s business;

refuse to comply with the request for the reason only that the amount is owing; or

make it a condition of the supply of the essential service pursuant to the request that the amount is to be paid.

Australian law (including the law of a State or Territory); or

law of a foreign country (including the law of part of a foreign country).

deny any obligation under the contract;

accelerate any debt under the contract;

close out any transaction relating to the contract;

enforce any security under the contract.

an Insurance Act statutory manager being in control, or being appointed to take control, of the business of the body corporate;

if the body corporate is a member of a relevant group of bodies corporate—an Insurance Act statutory manager being in control, or being appointed to take control, of the business of another member of the group.

(a) the continued operation of other provisions of this Act or the operation of the Financial Sector (Collection of Data) Act 2001 in relation to a body corporate; or

the obligation of a body corporate to comply with those other provisions and that Act.

the appointment of an Insurance Act statutory manager of the body corporate’s business under this Division;

the fact that an Insurance Act statutory manager is in control of the body corporate’s business.

takes control of a body corporate’s business; or

appoints an administrator of a body corporate’s business; or

makes an ultimate termination of control in respect of a body corporate’s business;

the acquisition of assets in:

a sale or disposal of the whole or part of the business of a body corporate under this Division by an Insurance Act statutory manager in control of the body corporate’s business; or

a transfer of insurance business of a general insurer under a scheme prepared by an Insurance Act statutory manager in control of the general insurer’s business and confirmed (with or without modifications) by the Federal Court under Division 3A of Part III;

the acquisition of shares in a body corporate as a direct result of:

the issue or sale of the shares under this Division by an Insurance Act statutory manager in control of the body corporate’s business; or

the exercise of a right to acquire shares that was issued or sold under this Division by an Insurance Act statutory manager in control of the body corporate’s business.

(a) makes an application to a court under Chapter 5 of the Corporations Act 2001 for the appointment of an external administrator of a general insurer or of an authorised NOHC of a general insurer; or

makes another kind of application (whether or not to a court) for the appointment of an external administrator of a general insurer or of an authorised NOHC of a general insurer; or

appoints an external administrator of a general insurer or of an authorised NOHC of a general insurer (otherwise than as the result of an application made by another person);