Topic 1: Chapter 27 Terminology Flashcards
ASIC
The Australian Securities and Investments Commission
Chose in Action
Legal standing that allows the enforcement of a right (usually to non-physical property).
Circulating Security Interest
Replaces the old floating charge on the circulating assets of a debtor; non-circulating security interest replace the old fixed charges system.
Company (also known as a corporation)
A distinct legal entity separate from its shareholders.
Company Constitution
The internal rules, created by the company itself, governing the management and members of the company.
Crowd Funding
The ability of an investor to set up an internet platform to raise funds for a boutique enterprise from the public.
Debenture
A documented promise by a company to repay borrowed money through a security.
Director
A person either appointed or defined to be a director as per s9 of the Corporations Act 2001 (Cth).
Disclosing Document
A document that must be prepared by companies offering securities publicly.
Dividend
Represents the division of a company’s profits among its shareholders.
Execution
the carrying out of a duty or proper signing and preparation of a document.
Liquidator
The person appointed to carry out the winding up of a company.
Manage Investment Scheme
The offer to participate in an investment which is not normally defined as a security.
Member
A shareholder of the company, or member of a guarantee company which has no shares.
Officer
A person who holds a significant managerial position in the company as defined by s9 of the Corporations Act 2001 (Cth).
Oppression
An action by members of the company which is unfair, discriminatory or prejudicial against a member of the company.
Personal Property Securities Register
A means by which all security interests are recorded on a national register.
Phoenix Company
A phoenix was a mythical bird who died by setting itself on fire, only to rise out of the ashes to live again. Similarly, directors have been known to revive a company that was liquidated without its creditors being paid by simply starting a new (and thus debt-free) company to carry on the business.
Pre-registration Contract
A contract made by a promoter or some other party on behalf of a company which is still to be registered.
Promoter
Is the party who brings together interested parties in order to register a company.
Proprietary Company (aka a private company)
A company limited by shares, or unlimited with share capital, and with no more than 50 non-employee shareholders.
Prospectus
A disclosure document setting out the nature and objects of an issue of shares or debentures created by a company and inviting the public to subscribe to (buy) them.
Public Company
A company which is able to invite the public to invest in its shares.
Ratify
To agree to, to accept responsibility for.
