Corporations Act 2001

CHAPTER 6A - COMPULSORY ACQUISITIONS AND BUY-OUTS  

PART 6A.2 - GENERAL COMPULSORY ACQUISITIONS AND BUY-OUTS  

Division 2 - Compulsory buy-out of convertible securities by 100% holder  

SECTION 665B   100% HOLDER TO TELL HOLDERS OF CONVERTIBLE SECURITIES OF THEIR RIGHT TO BE BOUGHT OUT  


Notice to holders of convertible securities

665B(1)    
The 100% holder must:

(a)    prepare a notice in the prescribed form that:


(i) states that the person giving the notice has acquired all the securities in the main class; and

(ii) sets out the information that was included in the compulsory acquisition notice given in relation to securities in the main class under paragraphs 664C(1)(d) and (e); and

(iii) sets out the cash sum for which they are willing to acquire the convertible securities; and

(iv) informs the holder of convertible securities about their right to be bought out under this Part; and

(b)    lodge the notice with ASIC; and

(c)    give each other person who is a holder of convertible securities on the day on which the notice is lodged with ASIC:


(i) the notice; and

(ii) a copy of the expert ' s report, or all experts ' reports, under section 667A ; and

(d)    give a copy of the documents to the company that issued the securities; and

(e)    

give a copy of the documents to each relevant market operator on the same day as it is lodged with ASIC if the company is listed.

Note 1: Subparagraph (a)(iv) - Section 667A deals with the contents of an expert's report.

Note 2: The notice is to be given to everyone who holds convertible securities on the day on which the notice is lodged with ASIC. Under section 665C , anyone who holds the securities after that day may require the 100% holder to acquire the securities.



Time for dispatching notice to holders

665B(2)    
The 100% holder must dispatch the notices and reports under paragraph (1)(c) :

(a)    within 1 month after they become the 100% holder; and

(b)    on the day the 100% holder lodges the notice with ASIC or on the next business day.

The notices cannot be withdrawn.


665B(3) - (4)    
(Repealed by No 69 of 2023, s 3, Sch 1[54] and [ 55] (effective 15 September 2023).)


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