THE CORPORATIONS LAW

CHAPTER 6D - FUNDRAISING

PART 6D.2 - DISCLOSURE TO INVESTORS ABOUT SECURITIES

Division 5 - Procedure for offering securities

SECTION 719   LODGING SUPPLEMENTARY OR REPLACEMENT DOCUMENT  

719(1)  Need for a supplementary or replacement document.  

If the person making the offer becomes aware of:

(a)  a misleading or deceptive statement in the disclosure document; or

(b)  an omission from the disclosure document of information required by section 710, 711, 712, 713, 714 or 715; or

(c)  a new circumstance that:

(i) has arisen since the disclosure document was lodged; and
(ii) would have been required by section 710, 711, 712, 713, 714 or 715 to be included in the disclosure document if it had arisen before the disclosure document was lodged;

that is materially adverse from the point of view of an investor, the person may lodge a supplementary or replacement document with ASIC.

Note 1:

Section 728 makes it an offence to continue making offers after the person has become aware of a misleading or deceptive statement, omission or new circumstance that is materially adverse from the point of view of an investor unless the deficiency is corrected.

Note 2:

Because of section 712, a prospectus may be taken to include information in another document. This should be taken into account when considering whether the prospectus is deficient.

Note 3:

The power to issue a supplementary or replacement document is not limited to the situations dealt with in this section.

Note 4:

This section applies to a document that has already been previously supplemented or replaced.

Note 5:

See section 720 for the consents that need to be obtained before lodgment.

719(2)  Form of supplementary document.  

At the beginning of a supplementary document, there must be:

(a)  a statement that it is a supplementary document; and

(b)  an identification of the disclosure document it supplements; and

(c)  an identification of any previous supplementary documents lodged with ASIC in relation to the offer; and

(d)  a statement that it is to be read together with the disclosure document it supplements and any previous supplementary documents.

The supplementary document must be dated. The date is the date on which it is lodged with ASIC.

719(3)  Form of replacement document.  

At the beginning of a replacement document, there must be:

(a)  a statement that it is a replacement document; and

(b)  an identification of the disclosure document it replaces.

The replacement document must be dated. The date is the date on which it is lodged with ASIC.

719(4)  Consequences of lodging a supplementary document.  

If a supplementary document is lodged with ASIC, the disclosure document is taken to be the disclosure document together with the supplementary document for the purposes of the application of this Chapter to events that occur after the lodgment.

Note:

This subsection means, for example, that offers made after lodgment of the supplementary document must be accompanied by copies of both the original disclosure document and the supplementary document.

719(5)  Consequences of lodging a replacement document.  

If a replacement document is lodged with ASIC, the disclosure document is taken to be the replacement document for the purposes of the application of this Chapter to events that occur after the lodgment.

Note:

This subsection means, for example, that offers made after lodgment of the replacement document must be accompanied by copies of the replacement document and not the original disclosure document.


 

Disclaimer and notice of copyright applicable to materials provided by CCH Australia Limited

CCH Australia Limited ("CCH") believes that all information which it has provided in this site is accurate and reliable, but gives no warranty of accuracy or reliability of such information to the reader or any third party. The information provided by CCH is not legal or professional advice. To the extent permitted by law, no responsibility for damages or loss arising in any way out of or in connection with or incidental to any errors or omissions in any information provided is accepted by CCH or by persons involved in the preparation and provision of the information, whether arising from negligence or otherwise, from the use of or results obtained from information supplied by CCH.

The information provided by CCH includes history notes and other value-added features which are subject to CCH copyright. No CCH material may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, except that you may download one copy for your personal use only, provided you keep intact all copyright and other proprietary notices. In particular, the reproduction of any part of the information for sale or incorporation in any product intended for sale is prohibited without CCH's prior consent.