THE CORPORATIONS LAW

CCH Note: Part 13 of the Corporations Act 1989, inserted by sec 6 of No 110 of 1990, Sch 1 (effective 1 January 1991), begins as follows:

PART 13 - THE CORPORATIONS LAW
THE CORPORATIONS LAW 82
The Corporations Law is as follows:...

CHAPTER 7 - SECURITIES

PART 7.11 - CONDUCT IN RELATION TO SECURITIES

CCH Note: Div 1 of Part 7.11 (sec 994) repealed by No 156 of 1999, Sch 3, Pt 1 (effective 13 March 2000).

Division 2 - Prohibited conduct

SECTION 995 MISLEADING OR DECEPTIVE CONDUCT

995(1) (Omitted by No 110 of 1990, Sch 1 (effective 18 December 1990).)

995(2) [Misleading or deceptive conduct]

A person shall not, in or in connection with:

(a) any dealing in securities; or

(b) without limiting the generality of paragraph (a):

(i) the allotment or issue of securities;

(ii) a notice published in relation to securities;

(iii) the making of, or the making of an evaluation of, or of a recommendation in relation to, offers under a takeover bid;

(iv) the carrying on of any negotiations, the making of any arrangements or the doing of any other act preparatory to or in any other way related to any matter referred to in subparagraph (i), (ii) or (iii);

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engage in conduct that is misleading or deceptive or is likely to mislead or deceive.

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995(2A) [Exceptions]

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Conduct that contravenes:

(a) section 670A (misleading or deceptive takeover document); or

(b) section 728 (misleading or deceptive fundraising document);

does not contravene subsection (2). For this purpose, conduct contravenes the provision even if the conduct does not constitute an offence, or does not lead to any liability, because of the availability of a defence.

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995(3) [Contravention not an offence]

A person who contravenes this section is not guilty of an offence.

995(4) [Generality of subsection (2) not limited]

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Nothing in the following provisions of this Part or in the provisions of Chapter 6D shall be taken as limiting by implication the generality of subsection (2).

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