Corporations Act 2001
[ CCH Note: Ch 6 will be amended by No 8 of 2022, s 3, Sch 2, by inserting the note, (effective 1 July 2022). The note will read:
(a) the security interest is taken or acquired in the ordinary course of the person ' s business of the provision of financial accommodation by any means and on ordinary commercial terms; and
(b) the person whose property is subject to the security interest is not an associate of the person.
Note: Sections 11 to 17 define associate .
A person who would otherwise have a relevant interest in securities as a bare trustee does not have a relevant interest in the securities if a beneficiary under the trust has a relevant interest in the securities because of a presently enforceable and unconditional right of the kind referred to in subsection 608(8).
Note: This subsection will often apply to a person who holds securities as a nominee.609(3) Holding of securities by financial services licensee.
A financial services licensee does not have a relevant interest in securities merely because they hold securities on behalf of someone else in the ordinary course of their financial services business.
A person does not have a relevant interest in a company ' s shares if the relevant interest would arise merely because the company has entered into an agreement to buy back the shares.609(5) Proxies.
A person does not have a relevant interest in securities merely because the person has been appointed to vote as a proxy or representative at a meeting of members, or of a class of members, of the company, body or managed investment scheme if:
(a) the appointment is for one meeting only; and
(b) neither the person nor any associate gives valuable consideration for the appointment. 609(6) Market traded options and derivatives.
(a) an [ sic ] market traded option over the securities; or
(b) a right to acquire the securities given by a derivative.
This subsection stops applying to the relevant interest when the obligation to make or take delivery of the securities arises.
Note: Without this subsection, subsection 608(8) would create a relevant interest from the option or contract.
(a) is conditional on:
(i) a resolution under item 7 in the table in section 611 being passed; or
(ii) ASIC exempting the acquisition under the agreement from the provisions of this Chapter under section 655A; and
(b) does not confer any control over, or power to substantially influence, the exercise of a voting right attached to the securities; and
(c) does not restrict disposal of the securities for more than 3 months from the date when the agreement is entered into.
The person acquires a relevant interest in the securities when the condition referred to in paragraph (a) is satisfied.609(8) Pre-emptive rights.
A member of a company, body or managed investment scheme does not have a relevant interest in securities of the company, body or scheme merely because the company ' s, body ' s or scheme ' s constitution gives members pre-emptive rights on the transfer of the securities if all members have pre-emptive rights on the same terms.609(9) Director of body corporate holding securities.
(a) the person is a director of a body corporate; and
(b) the body corporate has a relevant interest in those securities. 609(9A) Clearing and settlement facilities.
The operator of a clearing and settlement facility (within the meaning of Chapter 7 ) does not have a relevant interest in securities merely because of its provision of facilities for the settlement of transactions.
A person does not have a relevant interest in securities in the circumstances specified in the regulations. The regulations may provide that interests in securities are not relevant interests subject to specified conditions.