Australian Securities and Investments Commission
Corporations Act 2001 – Paragraph 655A(1)(b) – Variation
Enabling legislation
1.       The Australian Securities and Investments Commission makes this instrument under paragraph 655A(1)(b) of the Corporations Act 2001 (the Act).
Title
2.       This instrument is ASIC Class Order [CO 13/527].
Commencement
3.       This instrument commences on the day it is registered under the Legislative Instruments Act 2003.
Note:    An instrument is registered when it is recorded on the Federal Register of Legislative Instruments (FRLI) in electronic form: see Legislative Instruments Act 2003, section 4 (definition of register).  The FRLI may be accessed at http://www.frli.gov.au/.
Variation
4.       ASIC Class Order [CO 09/459] is varied by omitting subparagraph 4(a) and substituting:
“(a)    in the table in section 611, after item 10, insert:
          “Non-traditional rights issues
10A     An acquisition that results from an issue of securities that satisfies all of the following conditions:
            (a)        a company offers to issue securities in a particular class;
(b)       offers are made to every person who holds securities in that class to issue them with the percentage of the securities to be issued that is the same as the percentage of the securities in that class that they hold before the issue;
(c)        all of those persons have a reasonable opportunity to accept the offers made to them;
(d)        agreements to issue are not entered into until a specified time for acceptances of offers has closed;
(e)        the terms of all the offers are the same.
This extends to an acquisition by a person as underwriter to the issue or sub-underwriter.
For the purposes of determining whether offers of a company’s securities satisfy the conditions in paragraphs (d) and (e), disregard the following matters:
(a)        some or all persons who are offered securities as an exempt investor may:
(i)         receive the offers before other persons to whom offers are made; or
(ii)        be given a period of time to accept the offers which is less than the period of time given to other persons to whom offers are made;
(b)        the securities may be issued to a person as an exempt investor before securities are issued to other persons under the offers, provided that any such issue to an exempt investor occurs no earlier than 2 months before the issue of securities to other persons who are not exempt investors;
(c)        under the terms of the offers:
(i)         offerees who are not exempt investors are able to trade rights on a prescribed financial market until a specified time for acceptances of offers has closed ; and
(ii)        offerees who are exempt investors are not able to trade rights.
For the purposes of this item:
exempt investor means a person:
(a)        offered securities in circumstances that do not need disclosure under Part 6D.2 because of subsections 708(8) to (12); or
(b)        offered securities as a wholesale client (as defined in section 761G).
rights means rights to be issued securities under the offers.
See section 615.”.”.
                   
Dated this 17th day of June 2013
 
Signed by Grant Moodie
as a delegate of the Australian Securities and Investments Commission