Companies (Acquisition of Shares) Regulations (Amendment) (Cth)

Statutory Rules 1986 No. 341

Companies (Acquisition of Shares) Regulations2 (Amendment)

I, THE GOVERNOR-GENERAL of the Commonwealth of Australia, acting pursuant to section 4 of the Acts Interpretation Act 1901 and with the advice of the Federal Executive Council, being advice that, as required by sub-section 62 (2) of the Companies (Acquisition of Shares) Act 1980,is consistent with resolutions of the Ministerial Council for Companies and Securities, hereby make the following Regulations under the Companies (Acquisition of Shares) Act 1980 as amended by Part II of the Companies and Securities Legislation (Miscellaneous Amendments) Act 1985.

Dated 13 March 1986.

N. M. STEPHEN

Governor-General

By His Excellency’s Command,

Lionel Bowen

Attorney-General

 

Securities exchanges and stock exchanges declared for the purposes of the Act

1. Regulation 4 of the Companies (Acquisition of Shares) Regulations is amended—

(a) by omitting “definition of” and substituting “definitions of ‘securities exchange’ and”; and

(b) by inserting “a securities exchange and” after “declared to be”.

2. The Companies (Acquisition of Shares) Regulations are amended by inserting after regulation 4 the following regulation:

Prescribed manner of dispatch for the purposes of paragraphs 8a (1) (b) and (c) of the Act

“4a. For the purposes of paragraphs 8a (1) (b) and (c) of the Act, the following manners of dispatch of a document are prescribed:

(a) where the document is to be dispatched to a person in an external Territory or outside Australia—by pre-paid airmail post;

(b) in any other case—by pre-paid ordinary post.”.

 

(S.R. 24/86)—Cat. No.  14/5.3.1986

 

Prescribed offices under paragraph 9 (8) (b) of the Act

3. Regulation 5 of the Companies (Acquisition of Shares) Regulations is amended by omitting paragraph (1) (zd) and substituting the following paragraph:

“(zd) the office of the Public Trustee under the Administration and Probate Ordinance 1929 and the Public Trustee Ordinance 1985 of the Australian Capital Territory;”.

Prescribed matters and reports for the purposes of paragraph 16 (2a) (a) of the Act

4. Regulation 5a of the Companies (Acquisition of Shares) Regulations is amended by adding at the end the following sub-regulation:

“(2) For the purposes of paragraph 16 (2a) (a) of the Act, a Part A statement relating to an offer by an offeror that is or includes a corporation to acquire shares under a take-over scheme shall, where—

(a) the consideration specified in the offer is not, and does not include, marketable securities or promissory notes; and

(b) each offer under the scheme is subject to a condition requiring the making of a payment (whether by way of making a loan, subscribing for shares or otherwise) by the offeree to that offeror,

set out, in respect of the offeror—

(c) a report by a registered company auditor of that corporation (to be headed ‘Investigating Accountant’s Report’) containing the matters that would be required to be contained in a report pursuant to paragraph 98 (1) (e) of the Companies Act 1981 concerning that corporation if the statement were a prospectus issued in respect of that corporation on the date on which the statement is registered under section 18 of the Act;

(d) a report by the directors of that corporation containing the matters that would be required to be contained in a report pursuant to clause 21 of Schedule 4 to the Companies Regulations concerning that corporation if the statement were a prospectus issued on the date on which the statement is registered under section 18 of the Act; and

(e) in respect of each report referred to in paragraph (a) or (b), a statement that the person, or each of the persons, making the report consents to that report being set out in that Part A statement.”.

 

NOTES

1. Notified in the Commonwealth of Australia Gazette on 21 March 1986.

2. Statutory Rules 1981 No. 125 as amended by 1982 No. 130; 1983 No. 318; 1984 No. 244.

 

Printed by Authority by the Commonwealth Government Printer