Section 1235 — Corporations Act 2001: Construing terms and expressions affected by substituted references

Terms or expressions that have a particular meaning in relation to a sub-fund (1) To avoid doubt, if: (a) a term or expression has a particular meaning in this Act in relation to a sub-fund of a CCIV; and (b) the term or expression occurs in a provision, in relation to a reference (including an implied reference) that is required by this Part to be substituted with a reference to a sub-fund; then the meaning the term or expression has in relation to the sub-fund in the provision is the meaning referred to in paragraph (a). Note: Examples of terms or expressions that have a particular meaning in relation to a sub-fund of a CCIV include the following: (a) contributory (see section 9); (b) creditor and secured creditor (see section 9); (c) deregister (see Division 9 of this Part); (d) extraordinary resolution (see section 9); (e) member (see section 1222Q); (f) property (see subsection 51F(3)); (g) solvent and insolvent (see section 1231A); (h) special resolution (see section 9). Terms or expressions that do not have a particular meaning in relation to a sub-fund (2) If: (a) a term or expression has a particular meaning in this Act or in a provision of this Act in relation to a company, corporation or body corporate; and (b) because of a reference (including an implied reference) that is required by this Part to be substituted with a reference to a sub-fund, it is necessary to determine the meaning of the term or expression in relation to a sub-fund of a CCIV; and (c) the term or expression does not have a particular meaning in relation to a sub-fund of a CCIV; then the meaning the term or expression has in relation to the sub-fund is the meaning the term or expression would have in relation to the CCIV if the CCIV had no other sub-funds. Note: For example, the term related entity is defined in section 9 in relation to a body corporate, and is not defined in relation to a sub-fund of a CCIV. To determine whether a person is a related entity of a sub-fund: (a) first, assume that the CCIV has no other sub-funds (this includes disregarding any shares held by the CCIV that are assets of other sub-funds of the CCIV); and (b) then, apply the definition of related entity in section 9 to the CCIV based on that assumption. As a result, a member of the CCIV (paragraph (d) of the definition of related entity) will only be a related entity of a sub-fund of the CCIV if the person is a member of the sub-fund.