Corporations Act 2001
View history note
Hide history noteAn offer is eligible to be made under this Part if:
(a) it is an offer by a company for the issue of securities of the company; and
(b) the company is an eligible CSF company (see section 738H ) at the time when the offer is made; and
(c) the securities are of a class specified in the regulations; and
(d) the offer complies with the issuer cap (see subsection (2) of this section); and
(e) the funds sought to be raised by the offer are not intended by the company to be used, to any extent, by the company or a related party of the company, to invest in securities or interests in other entities or schemes; and
(f) any other requirements specified in the regulations are satisfied in relation to the securities or the offer.
Note: If an offer of securities is expressed to be made under this Part but is not eligible to be made under this Part, ASIC may make a stop order under section 739 .
The issuer cap
738G(2)
For the purpose of this section, an offer of securities for issue in a company (the new offer ) complies with the issuer cap if the total of:
(a) the maximum amount sought to be raised by the new offer; and
(b) all amounts raised, in the period of 12 months before the time when the new offer is made, pursuant to CSF offers that were made in that period by the company or by related parties of the company; and
(c) all amounts raised, in the period of 12 months before the time when the new offer is made, pursuant to offers made by the company, or by related parties of the company, that did not need disclosure because of subsection 708(1) or (10) ;
does not exceed:
(d) $5 million; or
(e) if the regulations prescribe a different amount - the prescribed amount.
Note: Amounts raised by CSF offers that were made before the start of the 12 month period referred to in paragraph (2)(b) are not to be counted. For when a CSF offer is made , see subsection 738N(1) .
Meaning of related party
738G(3)
For the purposes of this Part, each of the following is a related party of a company:
(a) a related body corporate of the company;
(b) an entity controlled by:
(i) a person who controls the company; or
(ii) an associate of that person.
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