ASIC Class Order [CO 00/0193]

Overview

The Australian Securities and Investments Commission Corporations Law — Subsection 741(1)— Exemption F2007B00093, enacted in 2000, was introduced to address the need for streamlining the process of including specific types of statements in disclosure documents for securities offerings. This legislative instrument allows certain exemptions to subsection 716(2) of the Law, which generally requires consent from the original maker of a statement before it can be included in a disclosure document. The Australian Securities and Investments Commission, exercising its authority under the Law, exempts certain persons from the need to obtain such consent where the statements in question either fairly represent an official person's statement, are accurate copies of public official documents, or are faithful reproductions of previously published statements unrelated to the specific securities offering. The policy objective underpinning this exemption is to facilitate the efficient dissemination of information in securities offerings by reducing bureaucratic hurdles while ensuring the integrity and accuracy of the included statements.

Scope and Application

The Australian Securities and Investments Commission Corporations Law — Subsection 741(1)— Exemption legislative instrument pertains to the exemption of certain persons from the restrictions imposed by subsection 716(2) of the Corporations Law, which relates to the inclusion of statements in disclosure documents. Specifically, the exemption applies to individuals who offer securities under a disclosure document containing statements that fairly represent an official person's statements, are correct and fair copies of or extracts from public official documents, or are correct and fair copies of or extracts from previously published statements not related to the offer or promotion. This exemption is contingent upon the consent of the person who made the statement or the underlying statement and the disclosure document explicitly stating that such consent has been given. The exemption is applicable on a national level, overseen by the Australian Securities and Investments Commission. The scope of this legislative instrument extends to all entities and persons involved in the issuance of securities, provided they comply with the specified conditions and the statements meet the criteria outlined in the Schedule.

Key Provisions

The legislative instrument F2007B00093 primarily concerns exemptions under the Corporations Law (the Law) as outlined in subsection 741(1). This instrument allows certain persons to include specific statements in disclosure documents without needing consent from the original author of the statements, provided the statements meet certain criteria as outlined in the Schedule (subsection 716(2)). These statements include those fairly representing an official person's statement, accurate copies or extracts from public official documents, or previously published statements not related to the subject matter of the disclosure document. This exemption applies to disclosures where the statements meet these conditions, allowing for a more streamlined process for those preparing disclosure documents. Under the legislation, the Australian Securities and Investments Commission (ASIC) imposes specific obligations on the entities and individuals governed by this exemption. Primarily, it requires that the statements included in the disclosure document must accurately represent an official person's statement, be a true copy or extract of a public official document, or be a previously published statement unrelated to the disclosure document's subject matter. Additionally, the disclosure document must explicitly state that the person who made the statement or the original author has consented to its inclusion, even though direct consent is not strictly required for these specific types of statements. This ensures transparency and maintains the integrity of the disclosure process. In the event of non-compliance with the provisions of this legislative instrument, the Corporations Law includes potential civil and criminal consequences. While the specific penalties are not detailed within this instrument, breaches of the Corporations Law generally carry significant penalties, including fines and imprisonment, depending on the severity and intent behind the breach. It is crucial for entities and individuals to adhere to the requirements set forth to avoid these severe repercussions. The overarching goal is to ensure that financial disclosures are both accurate and transparent, protecting investors and maintaining market integrity.