Australian Capital Territory Consolidated Acts Australian Capital Territory Consolidated Acts(1) This section applies if—
(a) the Australian Securities and Investments Commission ( ASIC ) cancels the licence of a trustee company (the transferring company ) and makes a determination under the Corporations Act, section 601WBA that there is to be a transfer of estate assets and liabilities from the transferring company to another licensed trustee company (the receiving company ); and
(b) ASIC issues a certificate of transfer under that Act, section 601WBG for the transfer; and
(c) either the transferring company or the receiving company (or both) is registered in the ACT.
Note 1 Under the Corporations Act, s 601WBA ASIC may make—
(a) a compulsory transfer determination if ASIC has cancelled the licence of the transferring company; or
(b) a voluntary transfer determination if the transferring company has applied for the determination.
Note 2 A reference to a law (including a Cwlth Act) includes a reference to the Act as originally made and as amended (see Legislation Act, s 102).
(2) When the certificate of transfer comes into force, the receiving company is taken to be the successor in law in relation to estate assets and liabilities of the transferring company, to the extent of the transfer.
Note The Corporations Act, s 601WBG requires the certificate of transfer to state when it is to come into force.
(3) Without limiting subsection (2)—
(a) if the transfer is a total transfer—all of the assets and liabilities of the transferring company become assets and liabilities of the receiving company (without the need for any further conveyance, transfer, assignment or assurance); and
(b) if the transfer is a partial transfer—the assets and liabilities listed as referred to in the Corporations Act, section 601WBG (2) (c) of the transferring company become assets and liabilities of the receiving company (without the need for any further conveyance, transfer, assignment or assurance); and
(c) to the extent of the transfer—the duties, obligations, immunities, rights and privileges applying to the transferring company apply to the receiving company; and
(d) if the certificate includes provisions of the kind referred to in the Corporations Act, section 601WBG (3) specifying—
(i) that particular things are to happen or are taken to be the case—those things are taken to happen, or to be the case, in accordance with those provisions; and
(ii) a mechanism for determining things that are to happen or are taken to be the case—things determined in accordance with the mechanism are taken to happen, or to be the case, as determined in accordance with that mechanism.
(4) The operation of this section is not to be regarded as—
(a) a breach of contract or confidence or otherwise as a civil wrong; or
(b) a breach of any instrument (including, without limitation, any provision prohibiting, restricting or regulating the assignment or transfer of assets or liabilities); or
(c) an event of default under any contract or other instrument; or
(d) giving rise to any remedy by a party to a contract or other instrument, or as causing or permitting the termination of, or exercise of rights under, any contract or other instrument.