Corporations Act 2001

CHAPTER 6CA - CONTINUOUS DISCLOSURE  

SECTION 674   CONTINUOUS DISCLOSURE - LISTED DISCLOSING ENTITY BOUND BY A DISCLOSURE REQUIREMENT IN MARKET LISTING RULES  

674(1)   Obligation to disclose in accordance with listing rules.  

Subsection (2) applies to a listed disclosing entity if provisions of the listing rules of a listing market in relation to that entity require the entity to notify the market operator of information about specified events or matters as they arise for the purpose of the operator making that information available to participants in the market.

674(2)  
If:


(a) this subsection applies to a listed disclosing entity; and


(b) the entity has information that those provisions require the entity to notify to the market operator; and


(c) that information:


(i) is not generally available; and

(ii) is information that a reasonable person would expect, if it were generally available, to have a material effect on the price or value of ED securities of the entity;

the entity must notify the market operator of that information in accordance with those provisions.

Note 1: Failure to comply with this subsection is an offence (see subsection 1311(1) ).

Note 2: This subsection is also a civil penalty provision (see section 1317E ). For relief from liability to a civil penalty relating to this subsection, see section 1317S .

Note 3: An infringement notice may be issued for an alleged contravention of this subsection, see section 1317DAC .

674(2A)  


A person who is involved in a listed disclosing entity's contravention of subsection (2) contravenes this subsection.

Note 1: This subsection is a civil penalty provision (see section 1317E ). For relief from liability to a civil penalty relating to this subsection, see section 1317S .

Note 2: Section 79 defines involved .

674(2B)  


A person does not contravene subsection (2A) if the person proves that they:


(a) took all steps (if any) that were reasonable in the circumstances to ensure that the listed disclosing entity complied with its obligations under subsection (2); and


(b) after doing so, believed on reasonable grounds that the listed disclosing entitywas complying with its obligations under that subsection.

674(3)  
For the purposes of the application of subsection (2) to a listed disclosing entity that is an undertaking to which interests in a registered scheme relate, the obligation of the entity to notify the market operator of information is an obligation of the responsible entity.

674(3A)  
For the purposes of the application of subsection (2) to a listed disclosing entity that is an undertaking to which interests in a notified foreign passport fund relate, the obligation of the entity to notify the market operator of information is an obligation of the operator of the fund.

674(4)  
Nothing in subsection (2) is intended to affect or limit the situations in which action can be taken (otherwise than by way of a prosecution for an offence based on subsection (2)) in respect of a failure to comply with provisions referred to in subsection (1).

674(5)   Obligation to make provisions of listing rules available.  

If the listing rules of a listing market in relation to a listed disclosing entity contain provisions of a kind referred to in subsection (1), the market operator must ensure that those provisions are available, on reasonable terms, to:


(a) the entity; or


(b) if the entity is an undertaking to which interests in a registered scheme relate - the undertaking's responsible entity; or


(c) if the entity is an undertaking to which interests in a notified foreign passport fund relate - the operator of the fund.

Note: Failure to comply with this subsection is an offence (see subsection 1311(1) ).


 

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