Document ID: chunk:federal_register_of_legislation:C2004A04041:section:1990:p172
Version: federal_register_of_legislation:C2004A04041
Segment Type: section
Provision Reference: s 1990 (pt 172/212)
Character Range: 449560–452294

accordance with the statement set out in each such notice as required by section 206kc; and

     (h) that, apart from the modifications (if any) specified in the resolution, the terms of the agreement as entered into are not materially different from the terms of the agreement as so proposed; and

   (j) that those modifications (if any) have been made.

Approval by special resolution where selective buy-back by proprietary company exceeds 10% in 12 months limit

  "206jb. If:

  (a) the company is a proprietary company; and

     (b) the buy-back is not made under a buy-back scheme, is not an employee-shares purchase and exceeds the 10% in 12 months limit;

the next conditions are:

     (c) that, before it is entered into, the agreement constituting the buy-back is approved by a special resolution of the company in relation to which no votes were cast in respect of any shares held by:

       (i) a party (other than the company) to the agreement; or

      (ii) a person associated with such a party; and

     (d) that every notice of the meeting at which the resolution was passed that was sent to a person entitled to vote on the resolution set out, or was accompanied by a notice setting out:

       (i) the intention to propose the resolution; and

      (ii) the matters required by Subdivision K; and

  (e) that a copy of the agreement as proposed when the first such

SCHEDULE 5—continued

     notice was so sent was available in accordance with the statement set out in each such notice as required by section 206kc; and

     (f) that, apart from the modifications (if any) specified in the resolution, the terms of the agreement as entered into are not materially different from the terms of the agreement as so proposed; and

   (g) that those modifications (if any) have been made.

"Subdivision K—Notice of Resolution to Approve Proposed Selective Buy-back

Notice must comply with Subdivision

  "206ka. A notice that:

     (a) sets out the intention to propose at a meeting a resolution of a company to approve a proposed agreement constituting a proposed buy-back; and

  (b) is sent to a person entitled to vote on the resolution;

must comply with this Subdivision.

Contents of resolution and proposed agreement

  "206kb. (1) It must set out the text of the proposed resolution.

"(2) It must set out a summary of all material terms of the proposed agreement.

Availability of agreement for inspection

"206kc. It must set out a statement to the effect that a copy of the proposed agreement will be available:

     (a) at the company's registered office at any time when the office is required to be open and accessible to the public during the period starting on a specified day at least