Corporations Act 2001

CHAPTER 6D - FUNDRAISING  

PART 6D.4 - ASIC'S POWERS  

SECTION 739   ASIC STOP ORDERS  
Power to make orders

739(1)    


This section applies if ASIC is satisfied that:

(a)    information in a disclosure document lodged with ASIC is not worded and presented in a clear, concise and effective manner (see section 715A ); or

(b)    an offer of securities under a disclosure document lodged with ASIC would contravene section 728 ; or

(c)    an advertisement or publication of a kind referred to in subsection 734(5) or (6) that relates to securities is defective (see subsection (6) of this section); or

(d)    

an offer of securities under a CSF offer document, or the publication of a CSF offer document on a platform of a CSF intermediary, contravenes subsection 738Y(1) (which relates to defective CSF offer documents); or

(e)    

a CSF offer document does not comply with section 738K (other requirements for CSF offer documents); or

(f)    

an advertisement or publication of a kind referred to in subsection 738ZG(6) is defective (see subsection (6) of this section); or

(g)    

an offer of securities that is expressed to be made under Part 6D.3A is not eligible to be made under that Part.

739(1A)    


ASIC may order that:

(a)    

if paragraph (1)(a), (b), (d), (e) or (g) applies - no offers, issues, sales or transfers of the securities be made while the order is in force; or

(b)    

if paragraph (1)(c) or (f) applies - specified conduct in respect of the securities to which the advertisement or publication relates must not be engaged in.

739(1B)    


An order under paragraph (1A)(b) may include a statement that specified conduct engaged in contrary to the order will be regarded as not complying with the requirements of a specified provision of this Chapter.

739(2)    


Before making an order under subsection (1A), ASIC must:

(a)    hold a hearing; and

(b)    give a reasonable opportunity to any interested people to make oral or written submissions to ASIC on whether an order should be made.


739(3)    


If ASIC considers that any delay in making an order under subsection (1A) pending the holding of a hearing would be prejudicial to the public interest, ASIC may make an interim order that no offers, issues, sales or transfers of the securities be made while the interim order is in force. The interim order may be made without holding a hearing and lasts for 21 days after the day on which it is made unless revoked before then.

739(4)    


At any time during the hearing, ASIC may make an interim order that no offers, issues, sales or transfers of the securities be made while the interim order is in force. The interim order lasts until:

(a)    ASIC makes an order under subsection (1A) after the conclusion of the hearing; or

(b)    the interim order is revoked;

whichever happens first.


739(5)    


An order under subsection (1A), (3) or (4) must be in writing and must be served on the person who is ordered not to offer, issue, sell or transfer securities under the disclosure document.

Defective advertisements or statements

739(6)    


For the purposes of this section, an advertisement or publication of a kind referred to in subsection 734(5) or (6) , or 738ZG(6) , is defective if:

(a)    there is a misleading or deceptive statement in the advertisement or publication; or

(b)    there is an omission from the advertisement or publication of material required by the relevant subsection to be included in the advertisement or publication; or

(c)    

in the case of an advertisement or publication of a kind referred to in subsection 734(5) that relates to an offer of securities in a class that is not already quoted, and is published before a disclosure document in relation to the offer is lodged - the advertisement or publication includes material that is not referred to in paragraph 734(5)(b) .

Forecasts and other forward-looking statements

739(7)    


For the purposes of the definition of defective in subsection (6), a person is taken to make a misleading statement about a future matter (including the doing of, or refusing to do, an act) if they do not have reasonable grounds for making the statement.

739(8)    


Subsection (7) does not limit the circumstances in which a statement may be misleading.

 

Disclaimer and notice of copyright applicable to materials provided by CCH Australia Limited

CCH Australia Limited ("CCH") believes that all information which it has provided in this site is accurate and reliable, but gives no warranty of accuracy or reliability of such information to the reader or any third party. The information provided by CCH is not legal or professional advice. To the extent permitted by law, no responsibility for damages or loss arising in any way out of or in connection with or incidental to any errors or omissions in any information provided is accepted by CCH or by persons involved in the preparation and provision of the information, whether arising from negligence or otherwise, from the use of or results obtained from information supplied by CCH.

The information provided by CCH includes history notes and other value-added features which are subject to CCH copyright. No CCH material may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, except that you may download one copy for your personal use only, provided you keep intact all copyright and other proprietary notices. In particular, the reproduction of any part of the information for sale or incorporation in any product intended for sale is prohibited without CCH's prior consent.