Document ID: chunk:federal_register_of_legislation:C2004A04041:section:1990:p181
Version: federal_register_of_legislation:C2004A04041
Segment Type: section
Provision Reference: s 1990 (pt 181/212)
Character Range: 471597–474319

and was made within 2 months before the day of, the buy-back; and

     (b) unless the company is a proprietary company and the buy-back does not exceed the 10% in 12 months limit—the company's auditor has sent to the company an auditor's report on that declaration; and

  (c) the company is not an externally-administered company.

Copy of solvency declaration and auditor's report to be lodged with Commission

"206mc. (1) Where a solvency declaration by a company's directors is made, the company must lodge a copy of the declaration with the Commission:

     (a) if, within 6 days after the day on which the declaration is made, a notice setting out a copy of the declaration is sent to a person

SCHEDULE 5—continued

     entitled to vote on a resolution to approve a proposed buy-back scheme or buy-back to which the declaration relates—on or before the day after the first day on which such a notice is so sent; or

     (b) otherwise—within 7 days after the day on which the declaration is made.

"(2) Within 7 days after a company's auditor sends to the company an auditor's report on a solvency declaration by the company's directors, the company must lodge with the Commission a copy of the report.

Revocation of solvency declaration

  "206md. (1) Where:

  (a) a solvency declaration by a company's directors is in force; and

     (b) a director of the company (whether he or she signed the declaration or not) becomes of the opinion that it is likely that the company will not remain solvent as mentioned in the declaration;

he or she must, as soon as practicable:

  (c) sign a notice stating that he or she is of that opinion; and

  (d) give the notice to the company; and

  (e) lodge a copy of the notice with the Commission.

"(2) A notice given to a company under subsection (1) in relation to a solvency declaration by the company's directors revokes the declaration.

"(3) Where a solvency declaration by a company's directors that relates to a buy-back scheme or buy-back is revoked under subsection (2) at a particular time, the other solvency declarations (if any) by the company's directors that relate to the buy-back scheme or buy-back are also revoked at that time.

  "(4) In subsection (3):

'buy-back' includes a proposed buy-back;

'buy-back scheme' includes a proposed buy-back scheme.

Solvency requirements for completion of buy-back under buy-back scheme

"206me. A company must not provide any of the consideration that it is to provide under an agreement constituting a buy-back made by it under a buy-back scheme unless, when it first provides consideration that it is to provide under an agreement constituting a buy-back made under the buy-back scheme:

     (a) the offer