Document ID: chunk:federal_register_of_legislation:F2023C00839:body:0:p5
Version: federal_register_of_legislation:F2023C00839
Segment Type: other
Provision Reference: 
Character Range: 10217–12970

offer and issue of interests; or
(b) where the scheme is not included in the official list of the financial market operated by ASX Limited and the offer is renounceable—appoints a nominee to sell the rights to acquire the interests that would otherwise have been offered to the foreign members and distribute to each foreign member their proportion of the proceeds of sale net of expenses; or
(c) in any other case—determines that it would be unreasonable to make the offer to the member having regard to each of the following:
(i) the number of members in the place (the relevant place) where the registered address of the member is situated;
(ii) the number and the value of the interests that may be issued to members in the relevant place;
(iii) the cost of complying with legal requirements and the requirements of any relevant regulatory authority applicable to making the offer in the relevant place.
(11) The responsible entity may elect not to make an offer of the kind referred to in subsection (5) to each foreign member with a registered address in a place if it determines that it is unreasonable to make the offer to those members having regard to each of the following:
                  (a) the number of members in the place;
                  (b) the number and the value of the interests that may be issued under the arrangement to members in the place;
                  (c) the cost of complying with legal requirements and the requirements of any relevant regulatory authority applicable to offering the arrangement in the place.
Underwriting of placements and rights issues by associates of the responsible entity
(12)  For the purposes of subsections (2) and (3), the responsible entity may issue interests to an associate as an underwriter or sub-underwriter where:
(a) the issue is made under:
(i) an underwriting agreement between the responsible entity and the associate that is entered on terms that are no more favourable to the associate than terms that would be reasonable in the circumstances if the responsible entity and the associate were dealing at arm's length; or
(ii) a sub-underwriting agreement between an underwriter and the associate that is entered on terms that are no more favourable to the associate than terms that would be reasonable in the circumstances if the underwriter and the associate were dealing at arm's length; and
(b) the associate holds an Australian financial services licence that authorises it to deal as an underwriter or sub-underwriter in interests in managed investment schemes and contains conditions to the effect that, where the licensee is an associate of the responsible entity of a registered scheme:
(i) the licensee must not exercise voting rights in respect of any interests