THE CORPORATIONS LAW
PART 13 - THE CORPORATIONS LAW
THE CORPORATIONS LAW 82 The Corporations Law is as follows:...
CHAPTER 6 - TAKEOVERS
PART 6.6 - VARIATION OF OFFERS
Division 2 - Off-market bids (express variation by bidder)
SECTION 650B OFF-MARKET BIDS - CONSIDERATION OFFERED 650B(1) Improving the consideration offered. The bidder may vary the offers made under the bid to improve the consideration offered: (a) by increasing a cash sum offered; or (b) by increasing the number of securities offered; or (c) by increasing the rate of interest payable under debentures offered; or (d) by increasing the amount or value of debentures offered; or (e) by increasing the number of unissued securities that may be acquired under options offered; or (f) by offering a cash sum in addition to securities; or (g) if the securities being acquired include shares to which rights to accrued dividends are attached - by giving the holders the right to:(i) retain the whole or a part of the dividend; or
(ii) be paid an amount equal to the amount of the dividend;in addition to the consideration already offered; or (h) offering an additional alternative form of consideration.
Note:
If the bidder increases the consideration during the last 7 days of the offer period, subsection 624(2) extends the offer period by a further 14 days. 650B(2) Effect of increase in consideration on offers already accepted. Improving the consideration has the effects set out in the following table on the rights of a person who has already accepted an offer when the variation is made.------------------------------------------------------- Effect of improving consideration [operative] ------------------------------------------------------- Improvement Effect on person who has already accepted bid offer ------------------------------------------------------- 1 improvement of the only entitled to the improved form of consideration consideration being offered ------------------------------------------------------- 2 2 or more forms of entitled to the consideration offered improvement in the form and all forms improved of consideration accepted by the same factor or percentage ------------------------------------------------------- 3 2 or more forms of entitled to the consideration offered improvement in the form and improvement in of consideration accepted the consideration is identical for all forms ------------------------------------------------------- 4 addition of a new form entitled to make a fresh of consideration election as to the form of consideration to be taken ------------------------------------------------------- 5 any other improvement entitled to make a fresh election as to the form of consideration to be taken -------------------------------------------------------The person is entitled to receive the improved consideration immediately, or immediately after the exercise of the election. 650B(3) Fresh election as to the form of consideration. If a person who has already accepted an offer has the right to make a fresh election as to the form of consideration to be taken, the bidder must send the person as soon as practicable after the variation a written notice informing them about their right to make the election.
Note 1:
Section 651B says how the election is to be exercised.Note 2:
Sections 648B and 648C provide for the manner in which documents may be sent to holders.This information is provided by CCH Australia Limited Link opens in new window. View the disclaimer and notice of copyright.