Commonwealth Numbered Acts

CORPORATIONS ACT 1989 No. 109 of 1989 - SECT 698

698. (1) Subject to subsection (5), if a Part A statement is served on a
target company, the offeror, or an associate of the offeror, shall not, during
the takeover period, give, offer to give or agree to give to a person whose
shares may be acquired under the takeover scheme, or to an associate of such a
person, any benefit not provided for under the takeover offers or, if the
takeover offers are varied in accordance with Division 5 of Part 6.3, under
the takeover offers as so varied.

(2) Subject to subsection (5), a person who proposes to send takeover offers
within the next following 4 months (in this subsection called the "proposed
offeror"), or an associate of such a person, shall not give, offer to give or
agree to give to a person whose shares may be acquired under the takeover
scheme, or to an associate of such a person, any benefit that the proposed
offeror is not proposing to provide for under the takeover offers.

(3) Subject to subsection (5), if a takeover announcement is made in relation
to shares in a company, the offeror, or an associate of the offeror, shall
not, during the takeover period, give, offer to give or agree to give to a
person whose shares may be acquired pursuant to the takeover announcement, or
to an associate of such a person, any benefit not provided for under the terms
of the takeover announcement or, if those terms have been varied under
section 681, under the terms as so varied.

(4) Subject to subsection (5), a person who proposes to cause a takeover
announcement to be made within the next following 4 months (in this subsection
called the "proposed offeror"), or an associate of such a person, shall not
give, offer to give or agree to give to a person whose shares may be acquired
pursuant to the takeover announcement, or to an associate of such a person,
any benefit that the proposed offeror is not proposing to provide for under
the terms of the takeover announcement.

(5) Nothing in this section prohibits:

   (a)  the variation of a takeover offer as provided by Division 5 of Part
        6.3; or

   (b)  the acquisition of shares in a company at an official meeting of a
        stock exchange in the ordinary course of trading on the stock market
        of that stock exchange.