Takeovers Panel – President and Members – Appointments and Reappointments (No. 1) 2025

Overview

The Takeovers Panel – President and Members – Appointments and Reappointments (No. 1) 2025 Instrument was enacted in 2025 by the Honourable Sam Mostyn AC, the Governor-General of the Commonwealth of Australia, in accordance with the provisions of the Australian Securities and Investments Commission Act 2001. This notifiable instrument addresses the need to ensure continuity and expertise within the Takeovers Panel, which plays a crucial role in regulating and overseeing takeovers of listed companies in Australia. By reappointing existing members and appointing new ones for a term of three years starting on 8 March 2025, the legislation aims to maintain the Panel's effectiveness and stability in executing its functions under the Australian Securities and Investments Commission Act 2001. The policy objective is to uphold the integrity and fairness of the takeover market by ensuring that the Panel is composed of individuals with the requisite skills and experience.

Scope and Application

The F2025N00224 (Notifiable instrument) document pertains to the reappointment of Alex Cartel as the President and the reappointment and appointment of additional members of the Takeovers Panel, under the authority of the Australian Securities and Investments Commission Act 2001. This Act applies to the individuals named in the instrument, specifically Alex Cartel, Kelvin Barry, Michael Borsky, Constantine Boulougouris, James Burchnall, Alberto Colla, Bruce Cowley, Chelsey Drake, Marissa Freund, Timothy Longstaff, John McGlue, Bruce McLennan, Deborah Page, Philippa Stone, Kellie Benda, Costas Condoleon, Toni Anne Dwyer, and Susan Forrester, all of whom are to be reappointed or appointed as part-time members of the Takeovers Panel for a three-year term starting on 8 March 2025. This legislation has a Commonwealth jurisdictional reach, impacting the national governance structure of the Takeovers Panel. No exclusions, exemptions, or thresholds are specified in this particular notifiable instrument, although the broader framework of the Australian Securities and Investments Commission Act 2001 may encompass such provisions through subordinate instruments.

Key Provisions

The main operative sections of this notifiable instrument (F2025N00224) are the provisions that direct the reappointment and appointment of certain individuals to the Takeovers Panel. Specifically, section 3 reappoints Alex Cartel as the President of the Takeovers Panel, and Kelvin Barry, Michael Borsky, Constantine Boulougouris, James Burchnall, Alberto Colla, Bruce Cowley, Chelsey Drake, Marissa Freund, Timothy Longstaff, John McGlue, Bruce McLennan, Deborah Page, and Philippa Stone as members of the Panel. Section 4 appoints Kellie Benda, Costas Condoleon, Toni Anne Dwyer, and Susan Forrester as new members of the Panel. All these appointments and reappointments are to be on a part-time basis, for a period of three years starting from 8 March 2025. The instrument imposes specific obligations and requirements on the parties involved. Alex Cartel, as the President, and the other members of the Takeovers Panel must fulfil their roles and duties as outlined by the Australian Securities and Investments Commission Act 2001. This includes ensuring that they bring their expertise and independence to bear on the Panel's decisions, and that they comply with the relevant codes of conduct and any other applicable laws and regulations. The new members, Kellie Benda, Costas Condoleon, Toni Anne Dwyer, and Susan Forrester, must also familiarize themselves with their responsibilities and the Panel’s procedures upon their appointment. Breaching the obligations and requirements set out by this instrument can have legal consequences. While the specific penalties are not detailed within the text of this notifiable instrument, the Australian Securities and Investments Commission Act 2001 provides a framework for potential offences and penalties. Generally, breaches of the Act can result in substantial fines, both for individuals and corporations, as well as potential criminal charges. The maximum penalties can vary depending on the nature and severity of the breach but can include significant financial penalties and imprisonment for serious offences. Additionally, failure to comply with the terms of appointment could lead to disciplinary actions, including removal from office, as prescribed by the Act.