Takeovers Panel - Part-Time Members - Appointments 2021

Overview

The instrument F2021N00081, enacted in 2021, is a notifiable instrument concerning the appointments of part-time members to the Takeovers Panel. This instrument was issued by the Honourable David Hurley AC DSC (Retd), the Governor-General of the Commonwealth of Australia, in accordance with subsection 172(2) of the Australian Securities and Investments Commission Act 2001. The stated objective of the instrument is to appoint new part-time members and reappoint existing part-time members to the Takeovers Panel for a term of three years, starting on 30 April 2021. This legislative action aims to ensure the continued effective functioning and expertise of the Takeovers Panel, which plays a critical role in overseeing and resolving issues related to takeovers in Australia's financial markets.

Scope and Application

The F2021N00081 Notifiable Instrument pertains to the appointments of part-time members of the Takeovers Panel, a body established under the Australian Securities and Investments Commission Act 2001. This instrument facilitates the appointment and reappointment of specified individuals to serve as part-time members of the Takeovers Panel for a term of three years, commencing on 30 April 2021. The named individuals, including Marina Kelman, Hueih-Hsien (Sandy) Mak, John Sheahan QC, and others, are selected to contribute their expertise in legal and related fields to the Panel’s work. The geographic and jurisdictional reach of this instrument is national, as it operates under the authority of the Commonwealth of Australia. This notifiable instrument does not explicitly outline exclusions, exemptions, or thresholds; however, the appointments are subject to the overarching provisions and regulations of the Australian Securities and Investments Commission Act 2001, which may further define the scope and duties of the part-time members. The instrument may be supplemented by subordinate instruments that provide additional detail or guidance on the roles and responsibilities of the appointed members.

Key Provisions

The main operative sections of the Notifiable instrument F2021N00081 pertain to the appointments of part-time members of the Takeovers Panel, as detailed in section 3. This instrument designates specific individuals to serve on the Panel for a period of three years, starting from 30 April 2021. Section 3 names the newly appointed members: Marina Kelman, Hueih-Hsien (Sandy) Mak, and John Sheahan QC, and re-appoints the existing members: Stephanie Charles, Teresa Dyson, Tracey Horton AO, Richard Hunt, William (Bill) Koeck, Jeremy Leibler, Ron Malek, Rory Moriatry, Anthony (Tony) Osmond, John O’Sullivan, Karen Phin, Sarah Rennie, Nicola Wakefield-Evans, and Sharon Warburton. These appointments are made under the authority granted by subsection 172(2) of the Australian Securities and Investments Commission Act 2001. The Act imposes several obligations on the appointed part-time members of the Takeovers Panel. Firstly, they are required to act in accordance with the law and the rules governing the Panel, ensuring that their decisions and actions are fair and impartial. They must also maintain confidentiality regarding any confidential information obtained during their service on the Panel. Furthermore, these members are expected to dedicate sufficient time and attention to their roles, ensuring that they can effectively contribute to the Panel's proceedings and decision-making processes. The members must also refrain from any activities that might conflict with their duties on the Panel or compromise their independence. In terms of consequences for breaches of the provisions outlined in the Act, it is essential to note that the Act itself does not specify explicit offences, penalties, or consequences for non-compliance. However, the overarching framework under which the Takeovers Panel operates is governed by the Australian Securities and Investments Commission Act 2001, which includes provisions for disciplinary actions and penalties for misconduct. For instance, under section 1311A of the Act, a person who engages in conduct that is misleading or deceptive, or is otherwise contrary to the interests of the market, can face penalties including fines of up to $2.1 million for individuals and $10.5 million for bodies corporate, as well as potential imprisonment. Additionally, the Panel may impose sanctions such as reprimands, fines, or other disciplinary measures for violations of its rules and procedures.