Australian Capital Territory Repealed Acts

This legislation has been repealed.

COOPERATIVES ACT 2002 (REPEALED) - SECT 294

    (1)     This section applies to an offer to buy shares in a trading cooperative made as part of a proposal for, or that is conditional on, the registration of the cooperative as a company (the proposed company ) under the Corporations Act

.

    (2)     A person must not make a public announcement to the effect that the person proposes, or that the person and someone else together propose, to make takeover offers, or to cause a takeover announcement to be made, in relation to the proposed company if—

        (a)     the person knows that the announcement is false or is recklessly indifferent about whether it is true or false; or

        (b)     the person has no reasonable grounds for believing that the person, or the person and the other person, will be able to perform obligations arising under the scheme or announcement under the Corporations Act

in relation to the scheme or announcement if a substantial proportion of the offers or the offers made under the announcement are accepted.

Maximum penalty: 200 penalty units, imprisonment for 2 years or both.

    (3)     If a person makes a public announcement to the effect that the person proposes, or that the person and someone else together propose, to make a takeover bid in relation to the proposed company, the person must proceed to make a takeover bid in relation to shares in the company in accordance with the public announcement within 2 months after the day the company is incorporated.

Maximum penalty: 100 penalty units, imprisonment for 1 year or both.

    (4)     A person is not liable to be convicted of more than 1 offence against subsection (3) in relation to a single public announcement.

    (5)     A person who contravenes this section (whether or not the person is found guilty of an offence for the contravention) is liable to pay compensation to anyone else who suffered loss because of entering into a transaction in relation to shares in reliance on the public announcement concerned.

    (6)     The amount of that compensation is the difference between the price of the shares at which the transaction was entered into and the price of the shares at which the transaction would have been likely to have been entered into if the person had not made the public announcement.

    (7)     A person does not commit an offence for a contravention of subsection (3), and is not liable to pay compensation in relation to the contravention, if it is proved that the person could not reasonably have been expected to make the takeover bid concerned—

        (a)     because of circumstances that existed at the time of the making of the public announcement but of which the person had no knowledge and could not reasonably have been expected to have knowledge; or

        (b)     because of a change in circumstances after the making of the announcement, other than a change in circumstances caused directly or indirectly by the person.

    (8)     Words and expressions used in this section have the same meanings as in the Corporations Law, section 746 as in force on 12 March 2000.