Corporations Act 2001

CHAPTER 6 - TAKEOVERS  

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 .

PART 6.10 - REVIEW AND INTERVENTION  

Division 2 - The Takeovers Panel  

Subdivision B - Unacceptable circumstances  

SECTION 657D   ORDERS THAT TAKEOVERS PANEL MAY MAKE FOLLOWING DECLARATION  

657D(1)    
The Takeovers Panel may make an order under subsection (2) if it has declared circumstances to be unacceptable under section 657A . It must not make an order if it is satisfied that the order would unfairly prejudice any person. Before making the order, the Takeovers Panel must give:

(a)    

each person to whom the proposed order would be directed; and

(b)    each party to the proceedings; and

(c)    ASIC;

an opportunity to make submissions to the Takeovers Panel about the matter.

657D(2)    
The Takeovers Panel may make any order (including a remedial order but not including an order directing a person to comply with a requirement of Chapter 6 , 6A , 6B or 6C ) that it thinks appropriate to:

(a)    

if the Takeovers Panel is satisfied that the rights or interests of any person, or group of persons, have been or are being affected, or will be or are likely to be affected, by the circumstances - protect those rights or interests, or any other rights or interests, of that person or group of persons; or

(b)    ensure that a takeover bid or proposed takeover bid in relation to securities proceeds (as far as possible) in a way that it would have proceeded if the circumstances had not occurred; or

(c)    specify in greater detail the requirements of an order made under this subsection; or

(d)    determine who is to bear the costs of the parties to the proceedings before the Takeovers Panel;

regardless of whether it has previously made an order under this subsection or section 657E in relation to the declaration. The Takeovers Panel may also make any ancillary or consequential orders that it thinks appropriate.

Note: Section 9 defines remedial order .

657D(3)    
The Takeovers Panel may vary, revoke or suspend an order made under this section. Before doing so, it must give an opportunity to make submissions in relation to the matter to:

(a)    each person to whom the order is directed; and

(b)    each party to the proceedings in which the order was made; and

(c)    ASIC.

657D(4)    
If the Takeovers Panel makes an order under this section, the Takeovers Panel must give a copy of the order, and a written statement of its reasons for making the order, to:

(a)    each party to the proceedings before the Takeovers Panel; and

(b)    each person to whom the order is directed if they are not a party to the proceedings; and

(c)    for an order relating to specified securities of a company - the company; and

(d)    ASIC.

The Takeovers Panel must also publish the order in the Gazette . The order takes effect as soon as it is made and not when all the requirements of this subsection are met.

657D(5)    
If the Takeovers Panel makes an order of the kind referred to in paragraph (j) of the definition of remedial order , the exercise of rights attached to shares is to be disregarded as provided in the order.

657D(6)    
If the Takeovers Panel makes an order of the kind referred to in paragraph (k) of the definition of remedial order , then, by force of this subsection, the agreement or offer specified in the order is cancelled, or becomes voidable, as from the making of the order or any later time that is specified in the order.