Appendix 1: ASIC Class Orders Relating to Fundraising
ASIC Class Orders and Policy Statements that Specifically Make Reference to Exempting NZ Entities
[CO 00/177] - Fundraising Exemption: NZ Prospectuses
Class Order [CO 00/177] provides relief from subsection 711(6) of the Corporations Act 2001 (Cth) (the Act) on condition that the prospectus is registered in New Zealand. Section 711(6) relates to the issue of securities beyond the expiry date specified in the prospectus. The prospectus must otherwise comply with Australian prospectus content standards as prescribed in Chapter 6D of the Act (Fundraising), and be lodged with ASIC.
[CO 00/180] - Foreign Securities: Publishing of Reports and Notices
Class Order [CO 00/180] provides relief for the publication in Australia of certain notices or reports which relate to the securities of a foreign corporation, and which may otherwise breach section 734 of the Act (which relates to restrictions on advertising and publicity). Among other requirements, the notice or report must be either:
- a notice or report by a body about its affairs to an approved foreign exchange (approved by ASIC); or
- a notice or report of a general meeting of a body which is listed on an approved foreign exchange.
[CO 00/181] - Foreign Securities: Publishing of Reports and Notices
Class Order [CO 00/181] gives conditional relief from the requirement that a prospectus be one document and from the requirement in subsection 711(6) of the Act - see above. The relief is available to foreign companies issuing securities quoted on an approved foreign exchange provided that certain additional requirements are met.
[CO 00/183] - Foreign Rights Issue
Class Order [CO 00/183] provides a foreign company, the securities of which have been quoted on an approved foreign exchange throughout the 36 month period preceding the offer, with relief for certain pro-rata issues of rights in Australia. If certain conditions are met the foreign company has relief from various procedural provisions of Chapter 6D of the Act.
[CO 00/185] - Foreign Securities
Class Order [CO 00/185] provides a foreign corporation listed on an approved foreign exchange offering its securities in connection with a foreign takeover scheme or foreign scheme of arrangement with conditional relief from various provisions of Chapter 6D of the Act.
[CO 00/214] - Foreign Securities: Listed Foreign Companies Making 20 or Fewer Offers in Australia in 12 Months
Class Order [CO 00/214] gives conditional relief to foreign companies that are listed on approved foreign exchanges and that wish to make 20 or fewer personal offers in Australia in 12 months.
[CO 02/263] - Foreign Interests in a Managed Investment Scheme Traded on an Approved Foreign Exchange: 20 or Fewer Offers in Australia in 12 Months
Class Order [CO 02/263] gives conditional relief to foreign issuers of interests in managed investment schemes that are able to be traded on approved foreign exchanges where 20 or fewer personal offers are made in Australia in 12 months.
[CO 03/184] - Employee Share Schemes
Class Order [CO 03/184] provides conditional relief from disclosure and licensing provisions of the Act for certain offers involving shares made to full time or part time employees under an employee share scheme. It also provides conditional relief from the advertising, hawking and managed investment provisions for some employee share schemes.
[PS 178] - Foreign Collective Investment Schemes
Policy Statement 65 currently provides guidance on relief to foreign collective investment schemes subject to certain conditions being met. Policy Statement 178, which ASIC is about to finalise and which will replace PS 65, will provide guidance on relief to particular types of managed investment schemes from Part 7.9 of the Act.
ASIC Class Orders that Make Reference to Foreign Companies in General
[CO 00/238] - Dividend Reinvestment Plans (amended by [CO 03/68])
Paragraph 708(13)(a) of the Act and regulation 6D.2.02 of the Corporations Regulations have the effect of exempting certain offers by companies and foreign companies under dividend reinvestment plans and bonus share plans from the disclosure requirements in Chapter 6D of the Act. Class Order [CO 00/238] extends the exemption to registrable Australian bodies and ensures that companies are able to take advantage of the exemption outside their jurisdiction of registration.
[CO 02/311] - CHESS Depositary Nominees Pty Ltd - CHESS Depositary Interests
Class Order [CO 02/311] gives relief from provisions in Chapter 6D and Part 7.9 of the Act in relation to the issue of CHESS Depositary Interests (CDIs) by CHESS Depositary Nominees Pty Ltd (CDN). CDIs enable the beneficial ownership of certain foreign financial products that are quoted on Australian Stock Exchange Ltd to be recorded and transferred electronically in the Clearing House Electronic Subregister System (CHESS) operated by ASX Settlement & Transfer Corporation Pty Ltd (ASTC). This class order revokes [CO 00/182].
[CO 02/316] - CHESS Depositary Nominees Pty Ltd - Foreign Depositary Interests
Class Order [CO 02/316] gives relief from provisions in Chapter 6D and Part 7.9 of the Act in relation to the issue of Foreign Depositary Interests (FDIs) by CHESS Depositary Nominees Pty Ltd (CDN). FDIs enable the beneficial ownership by Australians, of certain foreign financial products that are not quoted on an Australian market, to be recorded electronically in the Clearing House Electronic Subregister System (CHESS) operated by ASX Settlement & Transfer Corporation Pty Ltd (ASTC). This class order revokes instruments [01/84] and [01/1165].
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