Overview

The Australian Securities and Investments Commission Corporations Act 2001, enacted by the Australian Parliament, was introduced to provide a comprehensive legal framework for corporate regulation in Australia. This Act aims to foster a transparent and efficient capital market, protecting investors and maintaining public confidence in financial markets. One legislative instrument under this Act, F2007B00266, revokes Class Order [00/451] and amends the application of Chapters 6 and 6C to include specific provisions concerning Call Warrants. This instrument, dated 10th September 2002 and signed by Brendan Byrne as a delegate of ASIC, modifies the definition of relevant interests, substantial holdings, or voting power for persons holding Call Warrants, ensuring consistency and clarity in financial reporting and compliance.

Scope and Application

The Australian Securities and Investments Commission Corporations Act 2001, as applied in this legislative instrument, specifically revokes Class Order [00/451] under sections 655A and 673 of the Act. This legislation applies to any person who acquires and holds a Call Warrant, for the duration they hold the warrant, as outlined in Schedule A. The application of this Act extends to the calculation of relevant interests, substantial holdings, or voting power of such persons, particularly in cases where the Offering Circular or Product Disclosure Statement for the Call Warrant indicated the applicability of this Class Order or related Class Orders 00/451 or 99/841, as detailed in Schedule B. This Act is applicable across Australia, reflecting its national scope. The Act modifies section 609 by omitting a full stop, adding a semicolon, and introducing a new paragraph to clarify the definition of a Call Warrant and its relation to Equity Securities. The Act also extends its application through subordinate instruments, ensuring that the definitions and modifications are properly integrated into the broader legislative framework.

Key Provisions

The legislative instrument, F2007B00266, pertains to sections 655A and 673 of the Corporations Act 2001 (the “Act”). It involves the revocation of Class Order [00/451] and the declaration of new provisions for certain classes of persons. Specifically, the Australian Securities and Investments Commission (ASIC) revokes Class Order [00/451] and declares that Chapters 6 and 6C of the Act will apply to the class of persons described in Schedule A, under the circumstances outlined in Schedule B. This application is subject to modifications in section 609, which include omitting a full stop and substituting a semi-colon, adding a new paragraph to section 609(6), and introducing a new subsection 609(6A). The new provisions define "Call Warrant" and "Offering Circular" for the purposes of the instrument. The obligations imposed by this instrument are primarily on the persons who acquire and hold a Call Warrant. Schedule A specifies that the new provisions apply to any person who acquires and holds a Call Warrant, for the period during which they hold the Call Warrant. Schedule B indicates that these provisions apply in the calculation of relevant interests, substantial holdings, or voting power of a person in the class of persons described in Schedule A, where the Offering Circular or Product Disclosure Statement for the Call Warrant stated that Class Order [00/451] or Class Order 99/841 was to apply. These obligations are designed to ensure that the new rules regarding Call Warrants are correctly applied in relevant circumstances. For breaches of the provisions set out in this legislative instrument, there are potential civil and criminal consequences. While the specific penalties are not detailed within the text of the instrument, breaches of the Corporations Act 2001 can lead to significant penalties under Australian law. These can include fines and imprisonment for individuals found guilty of criminal offences, as well as pecuniary penalties for corporations. The exact penalties depend on the nature and severity of the breach, and the courts have broad discretion in imposing sanctions. It is important for entities and individuals subject to these provisions to comply fully to avoid such consequences.