ASIC CLASS ORDER [CO 08/382]

EXPLANATORY STATEMENT

Prepared by the Australian Securities and Investments Commission

Corporations Act 2001

The Australian Securities and Investments Commission (ASIC) makes Class Order [CO 08/382] Variation of Class Order [CO 01/1519] under subsection 205G(6) of the Corporations Act 2001 (the Act).

Subsection 205G(6) provides that ASIC may relieve a director from the obligation specified in s205G of the Act to notify a relevant market operator of an interest in a security or contract.

1. Background

Under s205G(1) of the Act, every director of an Australian listed public company must notify the relevant market operator of:

(a) the director’s relevant interests in securities of the company or a related body corporate; and

(b) contracts:

(i) to which the director is a party or under which the director is entitled to a benefit; and

(ii) that confer a right to call for or deliver shares in, debentures of, or interests in a managed investment scheme made available by, the company or a related body corporate.

ASX Listing Rule 3.19A imposes a complementary obligation on a listed entity to notify ASX of a director’s interests.

Class Order [CO 01/1519] provides a director with relief from their obligations under section 205G of the Act if the relevant listed company has made equivalent disclosure to ASX under ASX Listing Rule 3.19A.

2. Purpose of the class order

ASIC Class Order [CO 08/382] varies [CO 01/1519]:

• to reflect the current name of the relevant market operator, ASX Limited; and
• by replacing specific references to various technical and security features of the ASX electronic lodgment facility with a more general reference to the ASX electronic lodgment facility.

3. Operation of the class order

Class Order [CO 08/382] makes technical amendments to Class Order [CO 01/1519] to update the name of ASX Limited and generalise references to ASX’s electronic lodgment requirements.

4. Documents incorporated by reference

ASX Guidance Note 20—“ASX Online” which was issued on 5 May 2008 has been incorporated by reference into this Class Order. This document explains the ASX online facility. This guidance note can be located at the ASX website at:

http://www.asx.com.au/supervision/rules_guidance/listing_rules_guidance.htm

5. Consultation

ASIC consulted with ASX before making Class Order [CO 08/382].  Consultation with other external stakeholders was not undertaken because the class order is minor or machinery in nature and does not substantially alter existing arrangements.