Corporations Act 2001

CHAPTER 6D - FUNDRAISING  

PART 6D.2 - DISCLOSURE TO INVESTORS ABOUT SECURITIES (OTHER THAN FOR CSF OFFERS)  

Division 4 - Disclosure requirements  

SECTION 713D   SIMPLE CORPORATE BONDS - OFFER-SPECIFIC PROSPECTUS  

Offer-specific prospectus

713D(1)    
If:

(a)    a body proposes to make a particular offer of simple corporate bonds; and

(b)    the body prepares and lodges with ASIC a document that satisfies:

(i) the conditions set out in subsections (2) , (3) and (4) ; and

(ii) if the condition set out in subsection (5) is applicable - that condition;

the document is an offer-specific prospectus for the offer.

Document must be expressed to be the offer-specific prospectus

713D(2)    
The document must state that it is the offer-specific prospectus for the offer.

Expiry date

713D(3)    
The document must state that no simple corporate bonds will be issued under the offer after the expiry date specified in the document. The expiry date must not be later than 13 months after the date the document is lodged with ASIC. The expiry date of a replacement document must be the same as that of the original document it replaces.

Note: Section 719A deals with replacement documents.

Document to be read with base prospectus

713D(4)    
The document must state that:

(a)    there is a base prospectus that is applicable to the offer; and

(b)    the disclosure document for each such offer will consist of:

(i) the offer-specific prospectus for the offer; and

(ii) the base prospectus.

Note: See also section 713B (2-part simple corporate bonds prospectus).

Minimum subscription - first offer

713D(5)    
If the offer is the first offer of simple corporate bonds made by the issuing body during:

(a)    if the base prospectus that is applicable to the offer is not a replacement document - the covered period (within the meaning of subsection 713C(1) ) for the base prospectus; or

(b)    if the base prospectus that is applicable to the offer is a replacement document for the original base prospectus - the covered period (within the meaning of subsection 713C(1) ) for the original base prospectus;

the document must state that the simple corporate bonds will not be issued under the offer unless a minimum amount of $50 million is raised under the offer. For the purpose of working out whether this condition has been satisfied, a person who has agreed to take simple corporate bonds as an underwriter is taken to have applied for those simple corporate bonds.

Content of offer-specific prospectus

713D(6)    
An offer-specific prospectus must contain the information specified in the regulations.

713D(7)    
An offer-specific prospectus must set out the statements specified in the regulations.

Offer-specific prospectus may amend applicable base prospectus

713D(8)    
An offer-specific prospectus may include material that modifies or supplements the applicable base prospectus.