Corporations Act 2001

CHAPTER 6A - COMPULSORY ACQUISITIONS AND BUY-OUTS  

SECTION 660A  

660A   CHAPTER EXTENDS TO SOME LISTED BODIES THAT ARE NOT COMPANIES  
This Chapter extends to the acquisition of securities of listed bodies that are not companies but are incorporated or formed in Australia in the same way as it applies to the acquisition of securities of companies.

Note 1: Section 9 defines company and listed .

Note 2: This Chapter only applies to the acquisition of securities in a CCIV if the CCIV is a listed company: see section 1240E .

SECTION 660B   CHAPTER EXTENDS TO LISTED REGISTERED SCHEMES  

660B(1)    
This Chapter extends to the acquisition of interests in a registered scheme that is also listed as if:

(a)    the scheme were a company; and

(b)    interests in the scheme were shares in the company; and

(c)    voting interests in the scheme were voting shares in the company.

660B(2)    
If Part 6A.1 applies to a scheme at the end of the bid period for a takeover, that Part continues to apply to the scheme in relation to the takeover bid even if the scheme ceases to be listed.

660B(3)    
If Part 6A.2 applies to a scheme when a compulsory acquisition notice under section 664C is lodged, that Part (including Division 2 of that Part) continues to apply to the scheme in relation to the notice even if the scheme ceases to be listed.

660B(4)    

The regulations may modify the operation of this Chapter as it applies in relation to the acquisition of interests in listed registered schemes.

SECTION 660C  

660C   CHAPTER DOES NOT APPLY TO MCIs  

This Chapter does not apply to MCIs.

PART 6A.5 - RECORDS OF UNCLAIMED CONSIDERATION  

SECTION 668A   COMPANY ' S POWER TO DEAL WITH UNCLAIMED CONSIDERATION FOR COMPULSORY ACQUISITION  
Records of unclaimed compulsory acquisition consideration

668A(1)    
If a company is paid consideration in respect of securities that are compulsorily acquired under Part 6A.1 or 6A.3 , the company must maintain records of:

(a)    the consideration paid (including any benefit accruing from the consideration and any property substituted for the whole or any part of that consideration); and

(b)    the people who are entitled to that consideration; and

(c)    any transfers of the consideration to the people entitled to it.

668A(2)    
The company must keep the records at:

(a)    its registered office; or

(b)    its principal place of business in this jurisdiction; or

(c)    another place in this jurisdiction approved by ASIC.

668A(3)    
A person may ask the company to let the person inspect all or any of the records kept by the company under this section. The company must let the person inspect the records:

(a)    if the company requires payment of an amount not exceeding the prescribed amount - within 7 days after the day on which the company receives that amount; or

(b)    in any other case - within 7 days after the day on which the request is made.

668A(4)    
By the end of February each year, the company must publish in the Gazette a copy of the records kept under subsection (1) as at the end of the previous December.

668A(5)    

An offence based on subsection (1) , (2) , (3) or (4) is an offence of strict liability.

Note: For strict liability , see section 6.1 of the Criminal Code .

SECTION 668B   UNCLAIMED CONSIDERATION TO BE TRANSFERRED TO ASIC  

668B(1)    
If the company has not transferred the unclaimed consideration to the person entitled to it within 12 months after the publication of a copy of the records in the Gazette , the company must transfer the consideration to ASIC within 1 month after the end of that 12 month period.

668B(1A)    

An offence based on subsection (1) is an offence of strict liability.

Note: For strict liability , see section 6.1 of the Criminal Code .

668B(2)    
The company is then discharged from liability to any person in respect of the consideration.

668B(3)    
ASIC must deal with the consideration under Part 9.7 .

668B(4)    
Except as provided by subsection (2) , this Part does not deprive a person of any right or remedy to which the person is entitled against a liquidator or company.