THE CORPORATIONS LAW

CHAPTER 6 - TAKEOVERS

PART 6.4 - FORMULATING THE TAKEOVER OFFER

Division 1 - General

SECTION 620   OFF-MARKET BID (OFFER FORMALITIES)  

620(1)  [Content of bid]  

Each offer under an off-market bid must:

(a)  be in writing; and

(b)  have the same date; and

(c)  provide that, unless withdrawn, it will remain open until the end of the offer period (see section 624); and

(d)  state how, and when, the bidder is to satisfy their obligations.

620(2)  [Payment of consideration]  

Each offer must provide that the bidder is to pay or provide the consideration for the offer:

(a)  if the bidder is given the necessary transfer documents with the acceptance - by the end of whichever of the following periods ends earlier:

(i) 1 month after the offer is accepted or, if the offer is subject to a defeating condition, within 1 month after the takeover contract becomes unconditional

(ii) 21 days after the end of the offer period; or

(b)  if the bidder is given the necessary transfer documents after the acceptance and before the end of the bid period - within 1 month after the bidder is given the necessary transfer documents; or

(c)  if the bidder is given the necessary transfer documents after the acceptance and after the end of the bid period - within 21 days after the bidder is given the necessary transfer documents.

Note:

Subsection 630(1) requires an offer that is subject to a defeating condition to specify a date for declaring whether the condition has been fulfilled or not.

620(3)  [Avoidance of contract]  

The offer may provide that the bidder may avoid the takeover contract if the bidder is not given the necessary transfer documents within 1 month after the end of the offer period.