Corporations Act 2001

CHAPTER 7 - FINANCIAL SERVICES AND MARKETS  

Note: This Chapter applies to a CCIV in a modified form: see Division 4 of Part 8B.7 .

PART 7.12 - MISCELLANEOUS  

Division 1A - Employee share schemes  

Subdivision F - ASIC powers  

SECTION 1100ZL   ASIC STOP ORDERS  

1100ZL(1)    
This section applies if, in relation to an offer of ESS interests that is purportedly made under this Division, ASIC is satisfied that:

(a)    information in any of the following is not worded and presented in a clear, concise and effective manner:

(i) an application form for the offer;

(ii) a document that purports to be an ESS offer document for the offer;

(iii) a document that purports to be supporting information required under section 1100X for the offer;

(iv) if the offer is not in a document mentioned in subparagraph (i) or (ii) - the document that contains the offer; or

(b)    a document that purports to be an ESS offer document for the offer does not meet the requirements of subsection 1100W(2) ; or

(c)    the terms of the offer do not comply with section 1100Y or 1100Z ; or

(d)    a document that purports to be supporting information required under section 1100X for the offer does not meet the relevant requirements under that section for that document; or

(e)    the document that purports to be the ESS offer document, information that purports to be supporting information required under section 1100X , or the terms of the offer:

(i) include a misleading or deceptive statement; or

(ii) omit information in such a way that results in any of those documents being misleading or deceptive; or

(f)    a person has contravened, or is likely to contravene, a term of the offer covered by section 1100Y or 1100Z .

1100ZL(2)    
ASIC may order that no offers, issues, sales or transfers of the ESS interests be made while the order is in force.

1100ZL(3)    
Before making an order under subsection (2) , ASIC must:

(a)    hold a hearing; and

(b)    give a reasonable opportunity to any interested people to make oral or written submissions to ASIC on whether an order should be made.

1100ZL(4)    
If ASIC considers that any delay in making an order under subsection (2) pending the holding of a hearing would be prejudicial to the public interest, ASIC may make an interim order that no offers, issues, sales or transfers of the ESS interests be made while the interim order is in force. The interim order may be made without holding a hearing and lasts for 21 days after the day on which it is made unless revoked before then.

1100ZL(5)    
At any time during the hearing, ASIC may make an interim order that no offers, issues, sales or transfers of the ESS interests be made while the interim order is in force. The interim order lasts until:

(a)    ASIC makes an order under subsection (2) after the conclusion of the hearing; or

(b)    the interim order is revoked;

whichever happens first.

1100ZL(6)    
An order under subsection (2) , (4) or (5) must be in writing and must be served on the person who is ordered not to offer, issue, sell or transfer ESS interests.