1. Companies and Securities Advisory Committee, Corporate Groups Final Report (May 2000).
2. If you wish to receive a printed or email copy of the Corporate Groups Final Report or obtain information on any other matter referred to in this article, please contact John Kluver by fax at 61-2-9911 2955 or by email john.kluver@asic.gov.au The Advisory Committee has also published its Shareholder Meetings Report (June 2000), which takes into account the laws of each European country. Copies of this Report are also available from John Kluver at the above address.
3. Three general topics discussed in Corporate Group Law for Europe, which are not dealt with in this article, are legal harmonisation in Europe (Harmonisation des Konzernrechts; harmonisation du droit des groupes), group publicity (Gruppenpublizität; obligations de publication) and group declaration (Konzern-Erklärung; declaration de groupe). No legal harmonisation issues arise in Australia, which is regulated by uniform corporate law. Group publicity deals primarily with reform of the law of group annual accounts and its worldwide harmonisation. This matter was not examined by the Advisory Committee in its corporate groups review. Group declaration reflects the laws in Germany and some other European states, which permit a company with sufficient majority control to make a group declaration under which it may fully direct the management of the subsidiary, subject to assuming liability for any losses subsequently incurred by the subsidiary and compensating the minority shareholders in the subsidiary. The Australian Corporate Groups Final Report (Recommendation 2) proposes only consolidated wholly-owned corporate groups, governed by single enterprise rather than separate legal entity principles. The Corporate Groups Final Report also deals with some other matters that are not covered in Corporate Group Law for Europe, but which are more specific to Australia, including nominee directors of group companies (Recommendations 5, 6 and 8), tort liability of group companies (Recommendation 14) and corporate group reconstructions (Recommendations 15–20).
4. Konzernrechtszwecke (German); les buts du droit des groupes des sociétés (French).
5. Begriff der Gruppe (German); notion de groupe (French).