Legislative developments this edition

The introduction to the new edition by Dr Jason Harris summarises key legislative reforms to the Corporations Act that took effect since 1 January 2022 including:

• a whole new Chapter 8B on corporate collective investment vehicles;
• permanent amendments to enable companies and registered schemes to use technology to hold meetings, execute documents and sign or distribute documents relating to meetings; and
• the extension of Part 7.12 of Chapter 7 to employee share schemes.

Dr Harris said “The Corporations Amendment (Meetings and Documents) Act 2022 (Cth) brings important and long-overdue changes that provide certainty going forward for electronic signatures and electronic meetings”.

New authors

Kerry Abadee is a doctoral candidate in the Sydney Law School at The University of Sydney where she researches corporate regulation, and has taught corporations law. She worked as a legal practitioner in private practice in commercial litigation for more than 20 years and then for several years in enforcement as a senior manager at the Australian Securities and Investments Commission. 

Kerry has revised annotations to Chapter 9 of the Corporations Act.

Dr Jason Harris is Professor of Corporate Law in the Sydney Law School at The University of Sydney where he teaches and researches in corporate law, corporate insolvency law and contract law. Jason has been teaching corporate law for 19 years and has taught previously at the University of Technology - Sydney, the University of New South Wales and the Australian National University and in 2017 served as President of the Corporate Law Teachers Association.

Jason was the original author of the annotations to the key sections of the Corporations Act and has prepared the annual year in review which introduces the Corporations Legislation for several years. He now returns to update annotations to section 9, plus Chapters 2B, 2C, 2D, 2F, 2G, 2H, 2J and 6CA.

Karen Petch is a commercial barrister practising at New Chambers in Sydney and is admitted to practise in all Australian jurisdictions, in England and Wales and as a foreign registered lawyer in the Singapore International Commercial Court. Karen has specialist experience in corporations law. She is frequently briefed to provide specialist corporations expertise in international commercial arbitrations, tax disputes, shareholder disputes and cases involving civil fraud. Karen has updated annotations to Chapters 5, 5A and 7.

Alexandra Pieniazek has practised as a barrister in Western Australia since 2020 and is currently a member of the Bar Council of the Western Australian Bar Association. Alexandra acts for clients from a broad range of sectors in court proceedings, inquiries and arbitrations. She has particular experience in disputes concerning commercial contracts (including royalty, gas, fuel, water and equipment supply agreements), state agreements, professional negligence, misleading or deceptive conduct and corporations law.  Alexandra had revised annotations to Chapter 6.

Additional annotations

To reflect the evolution of judgments in the High Court of Australia, the Federal Court of Australia and the State Supreme Courts as well as enforcement by the Australian Securities and Investments Commission, the new authors have added annotations on: 

• s 588FDA – Unreasonable director-related transactions;
• s 588FM – Extension of time for registration;
• s 674 - Continuous disclosure—listed disclosing entity bound by a disclosure requirement in market listing rules—reasonable person's expectations;
• s 674A - Continuous disclosure—listed disclosing entity bound by a disclosure requirement in market listing rules—knowledge, recklessness or negligence;
• s 766B - Meaning of financial product advice;
• s 912A - General obligations; and
• s 981H - Money to which Subdivision applies taken to be held in trust.

We look forward to the team developing annotations for additional sections for future editions of the Corporations Legislation during 2023 and subsequent years.

Order your copy of the Corporations Legislation 2023 now.

ISBN: 978 04555 278 6