Modernising Business Registers Legislation Changes Retroactively Delayed By New CTH Act

Tuesday 16 August 2022 @ 4.07 p.m. | Corporate & Regulatory | Legal Research | Taxation

The incoming Albanese Government has passed a new Act that retrospectively amends the commencement date of a number of pieces of legislation that comprised the Modernising Business Registers Program. 

These pieces of legislation commenced this year on 22 June 2022, but the passage of the new Act means their commencement has been retrospectively deferred to 1 July 2026.

The Treasury Laws Amendment (2022 Measures No. 1) Bill 2022 (Cth) ("the Bill") was introduced to the House of Representatives by Assistant Treasurer Stephen Jones (‘the Assistant Treasurer’) on 27 July 2022. The Bill passed the lower house with no amendments on 2 August 2022. The Bill passed the Senate with amendments on 4 August 2022, and the House of Representatives agreed to the amendments on the same day. The Bill received the royal assent on 9 August 2022.

The Treasury Laws Amendment (2022 Measures No. 1) Act 2022 (Cth) ("the Act") has since partially commenced.

TimeBase is currently in the process of updating our Point-in-Time databases to reflect these significant retrospective changes. 

Amendments in Relation to the Modernising Business Registers Program

Schedule 4 of this Act retrospectively amends the automatic commencements of the following Acts ("the Registries Modernisation Acts"):

  • Business Names Registration (Fees) Amendment (Registries Modernisation) Act 2020 (Cth);
  • Corporations (Fees) Amendment (Registries Modernisation) Act 2020 (Cth);
  • National Consumer Credit Protection (Fees) Amendment (Registries Modernisation) Act 2020 (Cth);
  • Treasury Laws Amendment (Registries Modernisation and Other Measures) Act 2020 (Cth);
  • Financial Sector Reform (Hayne Royal Commission Response—Better Advice) Act 2021 (Cth); and
  • Treasury Laws Amendment (2021 Measures No. 1) Act 2021 (Cth).

Previously, parts of the Registries Modernisation Acts automatically commenced on 22 June 2022. Following the amendments made by the Act, which are to be taken to have commenced on 21 June 2022, the relevant parts of the Registries Modernisation Acts will now automatically commence on 1 July 2026, or on an earlier date if specified by Proclamation.

These commencements affect amendments to various Acts, including the:

  • Taxation Administration Act 1953 (Cth);
  • Income Tax Assessment Act 1997 (Cth);
  • A New Tax System (Goods and Services Tax) Act 1999 (Cth);
  • A New Tax System (Australian Business Number) Act 1999 (Cth);
  • Australian Securities and Investments Commission Act 2001 (Cth);
  • Corporations Act 2001 (Cth);
  • Corporations (Fees) Act 2001 (Cth);
  • National Consumer Credit Protection Act 2009 (Cth);
  • National Consumer Credit Protection (Fees) Act 2009 (Cth);
  • National Consumer Credit Protection (Transitional and Consequential) Provisions Act 2009 (Cth);
  • Business Names Registration Act 2011 (Cth);
  • Business Names Registration (Fees) Act 2011 (Cth); and
  • Business Names Registration (Transitional and Consequential Provisions) Act 2011 (Cth).

Schedule 4 of this Act also contains transitional provisions that validates actions taken in accordance with the law during the interim period. The interim period is defined as the period between 22 June 2022 and 9 August 2022.

What is the Modernising Business Registers Program?

Announced in 2019, the Modernising Business Registers Program aimed to consolidate 23 separate business registers onto a single system. This included the Australian Business Register, as well as multiple ASIC registers. The program also included the 'director identification number' initiative, which would require directors of Australian companies to have their own permanent ID number to combat the use of false or fraudulent details.

According to the Bill's Explanatory Memorandum:

"The previous automatic commencement date of 22 June 2022 was based on information known at the time and prior to detailed design work being completed to support the build of IT systems to deliver the Modernising Business Registers Program.

It was not possible to complete the build of these systems by 22 June 2022 and the delay of the automatic commencement date to 1 July 2026 is intended to allow sufficient time so that the supporting legislation aligns with the IT delivery schedule." 

In his second reading speech for the Bill, Assistant Treasurer and Minister for Financial Services, Stephen Jones, said:

"The program itself is an important economic reform that Labor supported in opposition and continues to support in government. It will consolidate over 30 business registers on a centralised and modernised business platform.

Under the current legislation, the legal transfer of all registry functions from the Australian Securities and Investments Commission to the new register occurred on 22 June this year. Since coming to government we've discovered significant issues that have been affecting the delivery of this program and put it significantly behind schedule. Given these delays, the bill retrospectively defers the automatic transfer date of all functions to 1 July 2026.

The program was also well over budget. The previous government committed just under half a billion dollars for the program. Preliminary estimates suggest that full delivery of the program may cost as much as $1.5 billion— a $1 billion blowout in a core economic and commerce management program. We'll keep Australians informed as we go about the important business of managing this important program."

Additional Amendments Under the Act

The Act also contains other amendments that:

  • further support small businesses and primary producers that were impacted by Cyclone Seroja in April 2021;
  • facilitate the transition relating to the repeal of the Superannuation (Resolution of Complaints) Act 1993 (Cth);
  • provide for tax exemptions in regards to the FIFA Women's World Cup; and
  • make additional technical amendments to various Acts within the Treasury, Social Services, and Veterans' Affairs portfolios.

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