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ASIC Class Order [CO 00/0173]

Authoritative Version
CO 00/0173 Orders/ASIC Class Orders as made
This Class Order allows a continuous debenture issuer, on certain conditions, to offer debentures using a prospectus which does not include interest rate and term information, where the prospectus is accompanied by the most recent application form containing this information that has been lodged with ASIC.
Administered by: Treasury
General Comments: This Class Order was originally made under paragraph 741(1)(b) of the Corporations Law and is continued in force under section 1399 of the Corporations Act 2001. This Class Order was published in the Australian Securities and Investments Commission Gazette on 7 March 2000.
Registered 22 Jan 2007
Gazetted 07 Mar 2000
Date of repeal 17 Mar 2016
Repealed by ASIC Corporations (Repeal) Instrument 2016/171

Australian Securities and Investments Commission

Corporations Law  -  Subsection 741(1)  -  Declaration

 

Pursuant to paragraph 741(1)(b) of the Corporations Law (the Law) the Australian Securities and Investments Commission (ASIC) hereby declares that Chapter 6D of the Law applies to each person in the class of persons mentioned in Schedule A in the case mentioned in Schedule B as if :

 

1.    a new section 712A was inserted as follows:

 

712A Interest Rate and Term Information for Certain Debenture Issues

 

(1)   This section applies to an offer by a body for issue of its debentures in the ordinary course of its business.

 

(2)   Instead of setting out information about the interest rate and term relevant to the offer, the prospectus used for the offer may simply refer to an application form which is used for the offer containing that information and which has been lodged with ASIC under this section from time to time. The reference must:

 

(a)   make it clear that the interest rate and/or term of the debentures the subject of the offer is subject to change from time to time;

 

(b)   state that the current interest rate and term for the debentures at any time will be as set out in the application form most recently lodged with ASIC; and

 

(c)   explain that the applicant may have rights to a refund if the application is made on an out-of-date application form (see section 725A).

 

(3)   The application form most recently lodged with ASIC under this section is taken to be included in the prospectus.

 

(4)   The body must not distribute the prospectus unless it is accompanied by a copy of the application form most recently lodged with ASIC under this section.”; and

 

2.    a new section 725A was inserted as follows :

 

725A Out-of-Date Applications for Debentures

 

(1)   This section applies to a body which has taken advantage of section 712A in relation to a prospectus for an issue of debentures.

 

(2)   If the body receives an application on an out-of-date application form the body must deal with the application under subsection (3) unless subsection (4) says otherwise.

 

(3)   The body must either:

 

(a)   repay the money received by it from the applicant; or

 

(b)   give the applicant:

 

(i)      a notice that informs them that their application was made on an out-of-date application form;

 

(ii)      a copy of the application form most recently lodged with ASIC under section 712A; and

 

(iii)     1 month to withdraw their application and be repaid; or

 

(c)   issue the debentures to the applicant at the current interest rate and give them:

 

(i)      the notice referred to in subparagraph (b)(i); and

 

(ii)      1 month to withdraw their application and be repaid.

 

(4)   Subsection (3) does not apply if:

 

(a)   the interest rate appearing in the out-of-date application form is higher than the current interest rate for deposits of the amount and term specified in the application; and

 

(b)   the body elects to issue the debentures the subject of the application to the applicant at that higher interest rate.

 

(5)   For the purposes of this section:

 

(a)   “current interest rate” means the interest rate offered by the body for debentures of the appropriate amount and term on the day that the application is received by it; and

 

(b)   an application form will be an out-of-date application form unless the body has reasonable grounds to believe that it is a copy of the application form most recently lodged by the body with ASIC.”

 

SCHEDULE A

 

Each body which in the ordinary course of business offers debentures of the body for issue. 

 

SCHEDULE B

 

Any offer for issue of debentures of the body arising out of a prospectus lodged on or after the CLERP Commencement Date which refers to and adopts this instrument.

Interpretation

In this instrument “CLERP Commencement Date” means the time at which Schedule 1 of the Corporate Law Economic Reform Program Act 1999 commences.

 

 

Dated the 15th day of February 2000

 

 

 

 

Signed by Brendan Byrne

as a delegate of the Australian Securities and Investments Commission