This Act may be cited as the Australian Mutual Provident Society Act 1988.

(1)  Sections 1 and 2 commence on the date of assent to this Act.

(2)  Except as provided by subsection (1), this Act commences on a day or days to be appointed by proclamation.

(3)  A proclamation shall not be made under this section unless:

(a)  AMP has lodged with the Corporate Affairs Commission proposed by-laws that have been approved by the Minister, and

(b)  the Corporate Affairs Commission has issued a certificate stating that the proposed by-laws have been lodged with it.

(4)  Subject to section 11 (2) of the Australian Mutual Provident Society (Demutualisation and Reconstruction) Act 1997, AMP’s proposed by-laws shall be divided into:

(a)  Part 1 which contains only matter of a type appropriate for inclusion in a memorandum of association, and

(b)  Part 2 which contains only matter of a type appropriate for inclusion in articles of association.

(5)  The Corporate Affairs Commission is required to accept the proposed by-laws lodged in accordance with this section and to issue a certificate for the purposes of this section.

s 2: Am 1997 No 56, Sch 1 [1].

(1)  In this Act:

AMP means Australian Mutual Provident Society continued as a body corporate by the Australian Mutual Provident Society’s Act 1910.

Code means the Companies (New South Wales) Code.

Code regulations means the provisions applying as regulations made under the Code because of section 7 of the Companies (Application of Laws) Act 1981.

member means a member of AMP.

officer has the same meaning as it has in the Code.

(2)  In this Act, a reference to the Code or the Code regulations is a reference to that Code or those regulations:

(a)  as in force on the commencement of section 4, or

(b)  if the regulations under this Act so provide, as in force at a later specified time.

(1)  Subject to this Act, the Code and the Code regulations apply:

(a)  to AMP as if it were a company that had been duly registered under the name “Australian Mutual Provident Society” and had been duly incorporated, in each case under the Code and on the commencement of this section, and

(b)  to the members and officers of AMP as if they were members and officers, respectively, of such a company.

(2)  Part 80 of the Supreme Court Rules applies to AMP and to its members and officers in the same way that the Code and the Code regulations apply under subsection (1).

The provisions of the Code that are listed in Schedule 1 do not apply to AMP.

Nothing in this Act is to be taken as constituting AMP as a company for the purposes of any law, or previous law, of the State relating to companies.

Sections 69 and 226 (9) of the Code apply to AMP as if it were a company limited by guarantee.

A member shall not be taken to be in a class of members having special rights for the purposes of section 127 of the Code just because the member holds a life insurance policy or other policy, annuity or contract issued by AMP with terms or conditions that differ from the terms or conditions of another life insurance policy or other policy, annuity or contract issued by AMP.

The only documents regulation 56A (b) (ii) of the Code regulations requires to accompany an annual return of AMP are those section 52 of the Life Insurance Act 1945 of the Commonwealth requires to be lodged for the relevant financial year.

(1)  On and from the commencement of section 4, the by-laws of AMP are those by-laws lodged with the Corporate Affairs Commission in accordance with section 2, as altered or added to from time to time in accordance with this section.

(2)  Parts 1 and 2 of the by-laws of AMP:

(a)  shall, for the purposes of the application of the Code and of the Code regulations to AMP and to its members and officers, be taken to be the memorandum of association and articles of association, respectively, of AMP, and

(b)  bind AMP, and the persons who are from time to time its members, accordingly.

(3)  The by-laws (including the by-laws as taken to be amended under section 11 (2) of the Australian Mutual Provident Society (Demutualisation and Reconstruction) Act 1997) may be altered or added to only in accordance with the Code and the Code regulations applying to memoranda and articles of association.

s 10: Am 1997 No 56, Sch 1 [2].

Subject to section 11 (2) and (3) of the Australian Mutual Provident Society (Demutualisation and Reconstruction) Act 1997, membership of AMP shall be in accordance with the by-laws of AMP.

s 11: Am 1997 No 56, Sch 1 [3].

(1)  Subject to subsection (3), if AMP is wound up:

(a)  a person is not, as a present or past member, liable to contribute to the property of AMP for the purposes of payment of AMP’s debts or liabilities or of the costs, charges or expenses of the winding up or for the purposes of the adjustment of the rights of such members among themselves, and

(b)  the property of AMP alone is liable for those purposes.

(2)  In this section:

past member includes a person who ceased to be a member before the commencement of section 4.

(3)  Section 360 of the Code applies to every present and past member of AMP who holds or has held shares in AMP.

s 12: Am 1997 No 56, Sch 1 [4] [5].

(1)  The Governor may make regulations, not inconsistent with this Act, for or with respect to any matter that by this Act is required or permitted to be prescribed or that is necessary or convenient to be prescribed for carrying out or giving effect to this Act.

(2)  Without affecting the generality of subsection (1), the regulations may provide that specified provisions of the Code, or the Code regulations, do not apply to AMP or to its members or officers.

(3)  The Subordinate Legislation Act 1989 does not apply to the regulations.

s 13: Am 1996 No 30, Sch 1.

Schedule 2 has effect.