CORPORATIONS ACT 2001
This section applies to:
(a) a listed disclosing entity if:
(i) there is only one listing market in relation to the entity and the listing rules of that market do not contain provisions of a kind referred to in subsection 674(1) ; or
(ii) there is more than one listing market in relation to the entity and none of those markets have listing rules that contain provisions of a kind referred to in subsection 674(1) ; or
(b) an unlisted disclosing entity.
If the disclosing entity becomes aware of information:
(a) that is not generally available; and
(b) 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; and
(i) if those securities are not managed investment products or foreign passport fund products - the information is not required to be included in a supplementary disclosure document or a replacement disclosure document in relation to the entity; or
(ii) if those securities are managed investment products or foreign passport fund products - the information has not been included in a Product Disclosure Statement, a Supplementary Product Disclosure Statement, or a Replacement Product Disclosure Statement, a copy of which has been lodged with ASIC; and
(d) regulations made for the purposes of this paragraph do not provide that disclosure under this section is not required in the circumstances;
the disclosing entity must, as soon as practicable, lodge a document with ASIC containing the information.
Note 1: Failure to comply with this subsection is an offence (see subsection 1311(1) ).
Note 3: An infringement notice may be issued for an alleged contravention of this subsection, see section 1317DAC .
Note 4: Subsection (2) has an extended operation in relation to disclosing entities that have made recognised offers of securities under Chapter 8 (see section 1200K ).
[ CCH Note: Act No 101 of 2007, Sch 1, Pt 6 [ 230] contained the following application provision (which was effective 28 June 2007):
Application of items 8, 70, 94, 146 to 150 and 156 to 158
The amendments made by items 8, 70, 94, 146 to 150 and 156 to 158 of this Schedule apply in relation to a Product Disclosure Statement that is lodged with ASIC whether the Statement is lodged before, on or after the day the amendments commence.
A person who is involved in a disclosing entity ' s contravention of subsection (2) contravenes this subsection.
Note 2: Section 79 defines involved .
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 disclosing entity complied with its obligations under subsection (2); and
(b) after doing so, believed on reasonable grounds that the disclosing entity was complying with its obligations under that subsection.
For the purposes of the application of this section to a disclosing entity that is an undertaking to which interests in a registered scheme relate:
(a) the entity is aware of information if, and only if, the responsible entity is aware of the information; and
(b) the obligation of the entity to lodge a document under subsection (2) is an obligation of the responsible entity.
For the purposes of the application of this section to a disclosing entity that is an undertaking to which interests in a notified foreign passport fund relate:
(a) the entity is aware of information if, and only if, the operator of the fund is aware of the information; and
(b) the obligation of the entity to lodge a document under subsection (2) is an obligation of the operator of the fund.
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