[WWP] New Scientology Company in Australia

MrNobody

Who needs merits?
Tiny Dancer from WWP posted this, and I haven't seen it over here, so here it is:

http://forums.whyweprotest.net/threads/new-scientology-company-in-australia.93622/
A new company is born

On 19 May 2011, two days after receiving the draft findings of the Fair Work Ombudsman, CoS Australia applied for the company name Church of Scientology Australia - for use by a company limited by guarantee, but without the word "Limited" in its name.

A company limited by guarantee is a public company whose members' liability is limited to the amount they guarantee ($2). The law requires that its constitution prohibit operating to secure a pecuniary benefit to members. This is the vehicle of choice for many significant charities in Australia.

On 23 May 2011, the new company was incorporated. Its constitution is here: http://www.mediafire.com/?nyirumevfq4wb2f

A couple of things strike me straight away from the constitution.

CONTROL - MEMBERS

1. The number of members is limited to 5. (Clause 5.1) Remember, it's the members who appoint the directors and who, theoretically, control the company. The membership is VERY TIGHTLY HELD, for a public company. This means that there can never be an influx of new members from among eligible Sea Organisation members who want to affect how the company (church) is run.

(They're wanting to prevent a rerun of the CAN strategy, however unlikely that might be. For the uninitiated, the CoS attempted to take over "Cult Awareness Network", a US association that was critical of it by having hundreds of scientologists apply to be members. The CAN board declined their applications and were sued into oblivion. The church bought the name and assets of CAN via bankruptcy court. Wikipedia notes:

In December 1997, 60 Minutes profiled the controversy regarding the history of the "Old CAN" and the "New CAN", with host Lesley Stahl noting: "Now, when you call looking for information about a cult, chances are the person you're talking to is a Scientologist.")


2. The members are controlled by, ultimately, David Miscavige.

Clause 5.6 states the eligibility criteria for membership. Members must be a member of the Sea Organisation and in good standing with the Mother Church.

* Only natural persons can, presumably, be members of the Sea Organisation, it being a religious order. So, the company can't appoint as members other churches of scientology. This is a change. In the past, the voting members of their churches were only other associations, all of which were controlled by the Mother Church. It's also in conflict with provisions elsewhere in the constitution that suggest that corporations can be members (eg. Schedule 1, Definition of "Cessation Event" and "Representative").
* However, the members are still controlled by both the Sea Organisation and the Mother Church - as a falling out with either results in expulsion or, if necessary, immediate cessation of membership.
* Who controls the Sea Organisation and the Mother Church? In practice, as we know, it's David Miscavige who controls both.


CONFUSION - CORPORATE NAMES

There are literally hundreds of scientology corporations around the world, many with similar names. Often, scientology documents don't clearly identify to which entity they refer.

Mother Church

eg. The company constitution refers to the "Mother Church". It's a defined term (the definitions are in Schedule 1).

"Mother Church means the Church of Scientology International"

The entity referred to is likely the California-based corporation - Church of Scientology International Inc. - although the full name of the entity and its jurisdiction are, unhelpfully, not stated. How is an auditor/regulator/member/government/journalist to know?

Church of Scientology Australia

There are now:

1. Three australian corporations called "The Church of Scientology Incorporated", one in each of WA, SA and QLD;
2. One corporation based in NSW called "The Church of Scientology Australia Inc."; and
3. One corporation (a company) also based in NSW called "Church of Scientology Australia".


How are people to know with which entity they are dealing? NB. I believe the FWO will have found that many of the workers did not know by which entity they were employed. Not surprising.

It would be fine if the church abided by the legislative requirements that:

* all public documents of associations must have the full legal name of the association on them (in NSW public documents include letterheads and statements, and the name must include "Inc" or "Incorporated"); and
* the Corporations Law requires that the company put its Australian Company Number (ACN) on the front page of all of its public documents. That will indicate to Australians, at least, where to go to find out more about the entity.


However, the church's public documents are historically not very clear about these things:

1. The letterhead under which the Church of Scientology has made public statements:

a) its recent submission to the Senate Inquiry into Senator Xenophon's tax amendment bill was made under a letterhead of "Church of Scientology Australia New Zealand and Oceania", which does not state the legal name of the entity by which it is issued.

eg. https://senate.aph.gov.au/submissio....aspx?id=950d6f92-0e4d-46a7-8b1c-f7bda5dc3762

b) likewise, its June 2010 statement to Today Tonight: http://au.news.yahoo.com/today-tonight/latest/article/-/7442179/scientology-tax/

http://l.yimg.com/ea/doc/-/100622/statement_for_today_tonight_22_june_10-1620t64.pdf
2. Other public documents simply state "Church of Scientology" or "Church of Scientology Australia":

eg. http://www.scientologynews.com.au/pdf/Information Pack on Four Corners and Scientology.pdf

http://www.hreoc.gov.au/frb/submissions/Sub1931.Church_of_Scientology.doc


The incorporation of this entity, and especially the dropping of "Limited" from its name, will likely introduce more confusion into what is already an extraordinarily complicated structure - making it even more difficult for people having interaction with the church to know with which entity they are dealing.

Is it trading?

The new company is registered, but it has no ABN (Australian Business Number). It will require an ABN if the directors wish to apply for tax concessions for the company or rebates on the GST (goods and services tax). As the company's name is so similar to several of the associations, it's going to be difficult for us to tell if the new company is trading, in the absence of registration of an ABN or application for deductible gift recipient status.
 

Sindy

Crusader
shell-game.jpg


The Scientology Shell Game Continues​
 

J. Swift

Patron with Honors
Just read the business filing on the Cult's official new name in Australia:

Church of Scientology Australia (COSA) -- New Office Scientology Technology Registrars Association (NOSTRA)

The Scientology COSA NOSTRA will, unsurprisingly, have as its leader David "Cash Grabba" Miscavige:

maf1.jpg


BTW, It sure sounds to me like the new COSA is a prelude to the existing Scientology Australia going bankrupt or defunct prior to any gazillon dollar class action lawsuit. It's the old GO Vanishing Trick: "The bad guys we just declared did were human slavers! We got rid of 'em when we discovered it. We're the new good guys in COSA. All of our ministers have signed very legal vows of poverty. Now gettoutahere before we mop the floor with youse guys!"

The Cult of Scientology: Same old shit, different day.

/////
 
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Lavalyte

Patron with Honors
Probably in response to the chance of them losing their tax-free status under their current trading name in Australia.
 

secretiveoldfag

Silver Meritorious Patron
In the UK also companies limited by guarantee are used by non-profit bodies, but with the condition that the Board (Trustees) must consist of true Brits born in Britain and resident there, since as an entity the company is liable to British law. A single overseas person might be admitted but no question of any control from overseas.

If Australia has the same concept, then how can a Board be regarded in any sense as independent if they must all be members of a US cult who moreover is able to dictate who may or may not be an officer by being the only people who decide whether or not an individual is 'in good standing'?

IANAL but it seems to me that this clause makes the whole thing illegal.

Is this point worth pursuing?
 
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