CORPORATIONS ACT 2001

CHAPTER 6D - FUNDRAISING  

PART 6D.3A - CROWD-SOURCED FUNDING  

Division 5 - Other obligations of CSF intermediaries  

SECTION 738ZA   GENERAL OBLIGATIONS OF CSF INTERMEDIARIES RELATING TO THEIR PLATFORMS ETC.  

The general CSF risk warning

738ZA(1)  
The responsible intermediary for a CSF offer must ensure that the general CSF risk warning appears prominently on the offer platform at all times while the offer is open or suspended.

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

738ZA(2)  
The general CSF risk warning is a statement in the terms specified in the regulations. Providing a facility for the making of applications

738ZA(3)  
The responsible intermediary for a CSF offer must ensure that:


(a) at all times while the offer is open, a facility (the application facility ) is provided for the making of applications pursuant to the CSF offer; and


(b) a retail client cannot make an application pursuant to the CSF offer by means of the application facility unless the person completes an acknowledgement that complies with the requirements of the regulations; and


(c) a person cannot make an application pursuant to the CSF offer by means of the application facility while the offer is suspended or after it has closed.

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

738ZA(4)  
The responsible intermediary for a CSF offer must reject any application for the issue of securities pursuant to the offer if the application is made otherwise than by means of the application facility.

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

Providing a communication facility

738ZA(5)  
The responsible intermediary for a CSF offer must, at all times while the offer is open or suspended, provide a facility (the communication facility ) that can be used for the following purposes:


(a) for people who access the CSF offer document through the offer platform:


(i) to make posts relating to the offer; and

(ii) to see posts relating to the offer made by others; and

(iii) to ask the company making the offer, or the intermediary, questions relating to the offer;


(b) for the company or the intermediary to make posts responding to questions and posts.

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

Note 2: A statement made in good faith on the communication facility for a CSF offer does not contravene subsection 738ZG(1) (restrictions on advertising and publicity) (see subsection 738ZG(8) ).

738ZA(6)  
If a person who makes a post using the communication facility is an officer, employee or agent of:


(a) the company making the CSF offer, or a related party of the company; or


(b) the responsible intermediary, or an associate of the intermediary;

the person must clearly disclose that fact in the post that they make.

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

738ZA(7)  
The regulations may make provision in relation to the operation, management or use of the communication facility.

Note: For example, regulations may prohibit, or require, the removal of material from the communication facility.

Cooling-off rights

738ZA(8)  
The responsible intermediary for a CSF offer must ensure that the following appear prominently on the offer platform at all times while the offer is open or suspended:


(a) a statement drawing attention to the rights of persons under section 738ZD to withdraw applications;


(b) a statement specifying a method by which a person may exercise a right under that section to withdraw an application.

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

Disclosure of fees and interests

738ZA(9)  
The responsible intermediary for a CSF offer must ensure that the following appear prominently on the offer platform at all times while the offer is open or suspended:


(a) the fees the intermediary charges the company making the offer;


(b) a disclosure of any direct or indirect pecuniary interest that the intermediary, or an associate of the intermediary, has or expects to acquire in the company or a related party of the company.

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


 

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