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Gas Industry Act 2001 - SECT 117

References to Corporations Act

117. References to Corporations Act

A reference in this Part to the Corporations Act is a reference to that Act as it would apply if references in that Act to a body corporate, corporation or company included references to-

(a) a body corporate that is related within the meaning of section 74 to another body corporate ("the primary body corporate") has, or 2 or more bodies corporate each of which is related to the same body corporate ("the primary body corporate") together have, a substantial degree of power in a Victorian gas market; or

(b) a body corporate ("the primary body corporate") and another body corporate that is, or a body corporate ("the primary body corporate") and 2 or more bodies corporate each of which is, related within the meaning of section 74⁴¹⁰ to the primary body corporate, together have a substantial degree of power in a Victorian gas market; or

(c) a body corporate ("the primary body corporate") has more than a 20% interest in a joint venture within the meaning of section 75⁴¹¹ the parties to which together in that capacity have a substantial degree of market power in a Victorian gas market-

the primary body corporate shall be taken for the purposes of this Act to have a substantial degree of power in that market.

(2) In determining for the purposes of this section the degree of power that a body corporate or bodies corporate has or have in a Victorian gas market, regard shall be had to the extent to which the conduct of the body corporate or of any of those bodies corporate in that market is constrained by the conduct of-

(a) competitors, or potential competitors, of the body corporate or of any of those bodies corporate in that market; or

(c) persons to whom or from whom the body corporate or any of those bodies corporate supplies or acquires gas in that market.

(3) In this section and in the definition of significant producer in section 3, a reference to power in relation to, or to conduct in, a Victorian gas market is a reference to power, or to conduct, in that market either as a supplier or as an acquirer of gas in that market.

I cite below sections of the Corporations Act 2001 without comment

CORPORATIONS ACT 2001 - SECT 10

Effect of Division

(1) This Division has effect for the purposes of interpreting a reference (in this Division called the associate reference ), in relation to a person (in this Division called the primary person ), to an associate.

(2) A person is not an associate of the primary person except as provided in this Division.

(3) Nothing in this Division limits the generality of anything else in it.

CORPORATIONS ACT 2001 - SECT 12

References in Chapters 6 to 6C, and other references relating to voting power and takeovers etc.

(1) Subject to subsection 16(1), but despite anything else in this Part, this section applies for the purposes of interpreting a reference to an associate (the associate reference ), in relation to a designated body, if:

(a) the reference occurs in a provision of Chapter 6, 6A, 6B or 6C; or

(b) the reference occurs in a provision outside those Chapters that relates to any of the following matters:

(i) the extent, or restriction, of a power to exercise, or to control the exercise of, the votes attached to voting shares in the designated body;

(ii) the primary person's voting power in the designated body;

(iii) relevant interests in securities in the designated body;

(iv) a substantial holding in the designated body;

(v) a takeover bid for securities in the designated body;

(vi) the compulsory acquisition, or compulsory buyout, of securities in the designated body.

(2) For the purposes of the application of the associate reference in relation to the designated body, a person (the second person ) is an associate of the primary person if, and only if, one or more of the following paragraphs applies:

(a) the primary person is a body corporate and the second person is:

(i) a body corporate the primary person controls; or

(ii) a body corporate that controls the primary person; or

(iii) a body corporate that is controlled by an entity that controls the primary person;

(b) the second person is a person with whom the primary person has, or proposes to enter into, a relevant agreement for the purpose of controlling or influencing the composition of the designated body's board or the conduct of the designated body's affairs;

(c) the second person is a person with whom the primary person is acting, or proposing to act, in concert in relation to the designated body's affairs.

(3) For the purposes of the application of this section in relation to a designated body that is a managed investment scheme:

(a) a reference to controlling or influencing the composition of the designated body's board is taken to be a reference to controlling or influencing:

(i) if the scheme is a registered scheme--whether a particular company becomes or remains the scheme's responsible entity; or

(ii) if the scheme is not a registered scheme--whether a particular person is appointed, or remains appointed, to the office (by whatever name it is known) in relation to the scheme that corresponds most closely to the office of responsible entity of a registered scheme; and

(b) a reference to voting shares in the designated body is taken to be a reference to voting interests in the managed investment scheme.

(4) In relation to a matter relating to securities in a designated body, a person may be an associate of the body and the body may be an associate of the person.

(5) In this section:

"designated body" means:

(a) a body; or

(b) a managed investment scheme.