Document ID: chunk:federal_register_of_legislation:F2016L00322:body:0:p3
Version: federal_register_of_legislation:F2016L00322
Segment Type: other
Provision Reference: 
Character Range: 5731–8764

exchanged for, ordinary shares in an entity (including an entity that, at the time the securities are issued, does not exist) that, as a result of a restructure (however described) initiated by persons other than the directors of the issuer of the securities or the ultimate holding company of the issuer, will be, at the time of exchange or conversion, the ultimate holding company of the issuer.".

7 Sale offers of underlying securities issued on conversion or exchange of regulatory capital securities
    Chapter 6D of the Act applies to all persons as if section 708A were modified or varied as follows:
       (a) in paragraph (1)(a) omit "(11), (12), (12A) or (12C),", substitute "(11), (12), (12A), (12C), (12G) or (12H),";
Note: Subsections 708A(12A) and 708A(12C) are notionally inserted into the Act by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 and ASIC Corporations (Sale Offers: Securities Issued on Conversion of Convertible Notes) Instrument 2016/82 respectively.
       (b) after subsection (12) insert:

       "Sale offer of securities issued on conversion or exchange of regulatory capital securities—case 6

            (12G) The sale offer does not need disclosure to investors under this Part if:
                (a) the relevant securities were issued by reason of the conversion or exchange of regulatory capital securities in accordance with their terms of issue; and
                (b) the regulatory capital securities were issued under a prospectus; and
                (c) the conversion or exchange did not involve any further offer.
            (12GA) Subsection (12G) does not apply in relation to relevant securities that were issued by reason of the conversion or exchange of regulatory capital securities if, under the terms of the regulatory capital securities at the time they were issued, they must or may be converted into, or exchanged for, ordinary shares in an entity (including an entity that, at the time the regulatory capital securities were issued, does not exist) that, as a result of a restructure (however described) initiated by persons other than the directors of the issuer of the regulatory capital securities or the ultimate holding company of the issuer, will be, at the time of exchange or conversion, the ultimate holding company of the issuer.

       Sale offer of securities issued on conversion or exchange of regulatory capital securities—case 7

            (12H) The sale offer does not need disclosure to investors under this Part if:
                (a) the relevant securities were issued by reason of the conversion or exchange of regulatory capital securities in accordance with their terms of issue; and
                   Note: The relevant securities are the underlying securities issued on conversion or exchange of the regulatory capital securities.
                (b) on the day on which a notice in relation to the regulatory capital securities was given under paragraph (e), there was no determination under subsection 713(6)