Document ID: chunk:federal_register_of_legislation:C2004A04041:section:1990:p163
Version: federal_register_of_legislation:C2004A04041
Segment Type: section
Provision Reference: s 1990 (pt 163/212)
Character Range: 427647–430490

authorisation has effect for a specified period of less than 3 years and the buy-back authorisation has not been renewed—the specified period; or

     (b) if the buy-back authorisation has been renewed on at least one occasion and the resolution, or the later or last of the resolutions, as the case requires, renewing it states that it is renewed for a specified period of less than 3 years—the specified period; or

   (c) otherwise—3 years;

beginning:

     (d) if the buy-back authorisation was contained in the articles at the time when the company was incorporated and has not been renewed—at that time; or

     (e) if the buy-back authorisation was inserted in the articles and has not been renewed—at the time when it was so inserted; or

     (f) if the buy-back authorisation has been renewed on at least one occasion—at the time when the buy-back authorisation was last renewed.

"(3) Where a company's buy-back authorisation ceases to have effect, the company's articles are, by force of this subsection, altered by omitting the buy-back authorisation.

"(4) A company may renew its buy-back authorisation in any manner in which it may alter its articles by inserting a buy-back authorisation and must, in relation to a renewal of its buy-back authorisation, comply with the requirements that apply in relation to such an alteration of its articles, being an alteration effected in the manner in which the renewal is effected.

   "(5) A company must, with every notice that:

   (a) sets out the intention to propose:

SCHEDULE 5—continued

         (i) a resolution for the alteration of the company's articles by inserting a buy-back authorisation; or

      (ii) a resolution to renew its buy-back authorisation; and

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

send a statement that:

     (c) states to the effect that the consequence of the proposed alteration or renewal is to empower the company, during the period during which the buy-back authorisation is in effect, to buy ordinary shares in itself as provided in this Division; and

     (d) explains the reasons for proposing the resolution and sets out the factual matters and principles underlying those reasons; and

     (e) if subparagraph (a) (ii) applies—reviews the buy-backs (if any) of shares by the company since the buy-back authorisation took effect, or was last renewed, as the case requires, and the effects of those buy-backs (if any) on the company and on the directors, and the members, of the company, respectively; and

     (f) discusses both the potential advantages, and the potential disadvantages, of the proposed buy-back authorisation, or of the buy-back authorisation proposed to be renewed, as the case may be, for the company and for the directors, and the members, of the company, respectively.