Document ID: chunk:federal_register_of_legislation:C2004A03309:body:0:p15
Version: federal_register_of_legislation:C2004A03309
Segment Type: other
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Character Range: 34246–36847

for an offence arising under sub-section (11) is a fine not exceeding $2,500 or imprisonment for a period not exceeding 6 months, or both.".
10. Before section 40 of the Principal Act the following section is inserted:

Persons selling shares before the making of take-over offers or of a take-over announcement not to be given additional benefits in certain cases
"39b. (1) Where—
(a) a person acquires shares included in a class of shares in a company;
(b) within 6 months after the acquisition referred to in paragraph (a)—
(i) an offeror makes take-over offers under a take-over scheme; or
(ii) an on-market offeror causes a take-over announcement to be made,
in respect of shares included in that class;
(c) at a particular time, whether before, at or after the end of the period (in this sub-section referred to as the 'offer period') during which the take-over offers, or offers constituted by the take-over announcement, as the case may be, remain open, a person (in this sub-section referred to as the 'relevant person'), being the offeror or a person associated with the offeror, or being the on-market offeror or a person associated with the on-market offeror, as the case may be—
(i) gives, offers to give, or agrees to give, a benefit to; or

(ii) receives, or agrees to receive, a benefit from,
a person who had, immediately before the acquisition referred to in paragraph (a), a relevant interest in any of the shares first referred to in that paragraph, or a person who is associated with a person who so had such a relevant interest;
(d) the giving or receiving of the benefit, the offer to give the benefit, or the agreement to give or receive the benefit, as the case may be, is attributable to, or is attributable to matters including, the acquisition referred to in paragraph (a); and
(e) the amount or value of the benefit was, or is to be, determined by reference to, or by reference to matters including—
(i) in a case where sub-paragraph (b) (i) applies—the amount or value of the consideration that, under an offer made under the take-over scheme (including such an offer as varied, deemed to be varied or proposed to be varied), is to be paid or provided for the acquisition of the shares to which the offer relates;
(ii) in a case where sub-paragraph (b) (ii) applies—the price per share specified, or deemed to be specified, in the take-over announcement; or
(iii) the amount or value of the consideration for which the offeror or on-market offeror acquires during the offer period (whether or not as a result of the acceptance of an offer made under the take-over scheme,