The proposed class order relief and guidance in relation to the fundraising disclosure regime under the Corporations Act 2001 (Cth) will make it easier and more efficient for foreign companies to offer CHESS Depositary Interests (CDIs) over their shares to Australian investors, without the need to apply to ASIC for individual relief.  We will continue to monitor the progress of these proposals.

ASIC’s Consultation Paper 220 Fundraising:  Facilitating offers of CHESS Depositary Interests (CP 220) proposes class order relief and guidance to help foreign companies offer CHESS Depositary Interests (CDIs) over their shares to Australian investors.  The proposals aim to clarify how offers of CDIs over foreign shares are regulated under the Corporations Act 2001 (Cth) (Act) and minimise costs for foreign companies, with the result that foreign companies will no longer need to apply to ASIC for individual relief.  The proposals include:

  • confirming that initial offers by foreign companies to investors should be made under a prospectus;
  • clarifying in a class order that foreign companies, and not the depositary nominee that provides the CDIs, are responsible for providing disclosure to retail investors for offers of CDIs;
  • modifying the Act so that the fundraising disclosure provisions operate effectively for offers of CDIs over shares in foreign companies; and
  • providing guidance to help foreign companies comply with the fundraising disclosure requirements and to provide effective disclosure to retail investors for offers of CDIs.

Submissions on CP 220 are due by 25 July 2014.

See the media release dated 28 May 2014.