Corporations Act 2001
Note: This Chapter only applies to acquisitions of interests in a CCIV if the CCIV is a listed company: see Division 1 of Part 8B.7 .
View history note
Hide history noteCCH Note: Division 4 is modified by the ASIC Corporations (Takeover Bids) Instrument 2023/683; the ASIC Corporations (Warrants: Relevant Interests and Associations) Instrument 2023/687; and the ASIC Corporations (Replacement Bidder ' s and Target ' s Statements) Instrument 2023/688.
CCH Note: Section 644 is modified by the ASIC Corporations (Takeover Bids) Instrument 2023/683; the ASIC Corporations (Warrants: Relevant Interests and Associations) Instrument 2023/687; and the ASIC Corporations (Replacement Bidder ' s and Target ' s Statements) Instrument 2023/688.
If a target becomes aware of: (a) a misleading or deceptive statement in the target ' s statement; or (b) an omission from the target ' s statement of information required by section 638 ; or (c) a new circumstance that:
(i) has arisen since the target ' s statement was lodged; and
(ii) would have been required by section 638 to be included in the target ' s statement if it had arisen before the target ' s statement was lodged;
that is material from the point of view of a holder of bid class securities, the target must prepare a supplementary target ' s statement that remedies this defect.
Note 1: The target must then send and lodge the supplementary target ' s statement in accordance with section 647 .
Note 2: Section 670A makes it an offence to give a target ' s statement after the target has become aware of a misleading or deceptive statement, omission or new circumstance that is material from the point of view of a holder of securities to whom the statement is given (unless the deficiency is corrected).
Note 3: The power to issue a supplementary target ' s statement is not limited to the situations dealt with in this section.
Note 4: This section applies to a target ' s statement that has already been previously supplemented.
[ CCH Note: S 644(1) will be amended by No 69 of 2020, s 3, Sch 1[1001], by inserting " with the Registrar " at the end of para (c)(i) (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
644(2)
For an offence based on subsection (1) , strict liability applies to the conduct, that the target must prepare a supplementary target ' s statement that remedies the defect.
Note: For strict liability , see section 6.1 of the Criminal Code .
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.
