Document ID: chunk:federal_register_of_legislation:C2004C01070:clause:1_606:p1
Version: federal_register_of_legislation:C2004C01070
Segment Type: clause
Provision Reference: sch 1 cl 606 (pt 1/2)
Character Range: 156473–159131

606  Prohibition on certain acquisitions of relevant interests in voting shares

Acquisition of relevant interests in voting shares through transaction entered into by or on behalf of person acquiring relevant interest

 (1) A person must not acquire a relevant interest in issued voting shares in a company if:
 (a) the company is:
 (i) a listed company; or
 (ii) an unlisted company with more than 50 members; and
 (b) the person acquiring the interest does so through a transaction in relation to securities entered into by or on behalf of the person; and
 (c) because of the transaction, that person's or someone else's voting power in the company increases:
 (i) from 20% or below to more than 20%; or
 (ii) from a starting point that is above 20% and below 90%.
However, the person may acquire the relevant interest under one of the exceptions set out in section 611 without contravening this subsection.

Note 1: Section 9 defines company as meaning a company incorporated, or taken to have been incorporated, in this jurisdiction.

Note 2: Section 607 deals with the effect of a contravention of this section on transactions. Sections 608 and 609 deal with the meaning of relevant interest. Section 610 deals with the calculation of a person's voting power in a company.

Note 3: If the acquisition of relevant interests in an unlisted company with 50 or fewer members leads to the acquisition of a relevant interest in another company that is an unlisted company with more than 50 members, or a listed company, the acquisition is caught by this section because of its effect on that other company.

Acquisition of legal or equitable interest giving rise to relevant interest for someone else

 (2) A person must not acquire a legal or equitable interest in securities of a body corporate if, because of the acquisition:
 (a) another person acquires a relevant interest in issued voting shares in a company that is:
 (i) a listed company; or
 (ii) an unlisted company with more than 50 members; and
 (b) someone's voting power in the company increases:
 (i) from 20% or below to more than 20%; or
 (ii) from a starting point that is above 20% and below 90%.
However, if the acquisition of the relevant interest is covered by one of the exceptions set out in section 611, the person may acquire the legal or equitable interest without contravening this subsection.

50 member threshold

 (3) In determining whether the company has more than 50 members for the purposes of subsection (1) or (2), count joint holders of a particular parcel of shares as 1 person.

Offers and invitations

 (4) A person must not:
 (a) make an offer, or cause an offer