Corporations Act 2001
CCH Note: Division 2 is modified by the ASIC Corporations (Takeover Bids) Instrument 2023/683; and the ASIC Corporations (Compulsory Acquisitions and Buyouts) Instrument 2023/684.
CCH Note: Section 662B is modified by the ASIC Corporations (Takeover Bids) Instrument 2023/683; and the ASIC Corporations (Compulsory Acquisitions and Buyouts) Instrument 2023/684.
Notice to remaining holders of bid class securities
662B(1)
The bidder must: (a) prepare a notice in the prescribed form that:
(i) states that the bidder and their associates have relevant interests in at least 90% (by number) of the securities in the bid class; and
(ii) informs the holder of bid class securities about their right to be bought out under this Part; and
(b) lodge the notice with ASIC; and (c) give the notice to each other person who:
(iii) sets out the terms on which the holder may be bought out; and
(i) is a holder of securities in the bid class on the day on which the notice is lodged with ASIC; and
(d) give the notice to each relevant market operator on the same day as it is lodged with ASIC if the target is listed.
(ii) has not been given a compulsory acquisition notice under section 661B when the notice under subsection (2) is given; and
If alternative forms of consideration were offered under the takeover bid, the notice must specify which of those forms will apply to the acquisition of the holder ' s securities if the holder does not give the bidder an election notice under subsection 662C(1) .
Note: The notice is [ sic ] be given to everyone who holds bid class securities on the day on which the notice is lodged with ASIC. Under section 662C , anyone who acquires the securities after that day may require the bidder to acquire the securities.
[ CCH Note: S 662B(1) will be amended by No 69 of 2020, s 3, Sch 1[1026] - [ 1031], by omitting " in the prescribed form " after " prepare a notice " in para (a), inserting para (a)(iv), substituting " the Registrar " for " ASIC " in para (b), para (c)(i), para (d) and in the note, (effective 1 July 2026 or a day or days to be fixed by Proclamation). Para (a)(iv) will read:
(iv) meets any requirements of the data standards; and]
Time for dispatching notice to holders
662B(2)
The bidder must dispatch the notices under paragraph (1)(c) : (a) during, or within 1 month after the end of, the offer period; and (b) on the day the bidder lodges the notice with ASIC or on the next business day.
The notices cannot be withdrawn.
[ CCH Note: S 662B(2) will be amended by No 69 of 2020, s 3, Sch 1[1032], by substituting " the Registrar " for " ASIC " in para (b), (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
662B(3) - (4)
(Repealed by No 69 of 2023, s 3, Sch 1[46] and [ 47] (effective 15 September 2023).)
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