Corporations Act 2001

CHAPTER 6 - TAKEOVERS  

CCH note - modifying legislative instruments: The application of Ch 6 is affected by the following legislative instruments that commenced or were amended on or after 1 January 2022: the ASIC Corporations (Takeover Bids) Instrument 2023/683; the ASIC Corporations (Warrants: Relevant Interests and Associations) Instrument 2023/687; the ASIC Corporations (Replacement Bidder ' s and Target ' s Statements) Instrument 2023/688; and the ASIC Corporations (Relief to Facilitate Admission of Exchange Traded Funds) Instrument 2024/147.

For other legislative instruments or class orders before 1 January 2022 that affect the application of Ch 6, please consult the legislative instruments or class orders directly. These are reproduced in the regulatory-resources section of the company-law practice area in CCH iKnowConnect.

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 .

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History

Ch 6 amended by No 8 of 2022, s 3, Sch 2[160] (effective 1 July 2022).

PART 6.9 - OTHER ACTIVITIES DURING THE BID PERIOD  

SECTION 654A   BIDDER NOT TO DISPOSE OF SECURITIES DURING THE BID PERIOD  

654A(1)    
The bidder must not dispose of any securities in the bid class during the bid period.

654A(1A)    

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

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

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History

S 654A(1A) inserted by No 117 of 2001, s 3, Sch 1 [ 227].

654A(2)    
Subsection (1) does not apply to a disposal of securities by the bidder if:

(a)    someone else who is not an associate of the bidder makes an offer, or improves the consideration offered, under a takeover bid for securities in the bid class after the bidder's statement is given to the target; and

(b)    the bidder disposes of the securities after the offer is made or the consideration is improved.

Note: A defendant bears an evidential burden in relation to the matters in subsection (2) , see subsection 13.3(3) of the Criminal Code .

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History

S 654A(2) (Note) inserted by No 117 of 2001, s 3, Sch 1 [ 228].

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