Commonwealth Numbered Acts

COMPANIES AND SECURITIES LEGISLATION AMENDMENT ACT 1986 No. 68 of 1986 - SECT 15

15. Sections 138 and 139 of the Principal Act are repealed and the following
sections are substituted: Substantial shareholder to notify company of changes
in interests

"138. (1) Where-

   (a)  there occurs at a particular time a notifiable change in the
        entitlement of a person to shares in a company;

   (d)  by inserting after sub-section (1) the following sub-section:

   (b)  immediately before the change, the person was a substantial
        shareholder in the company; and

   (c)  immediately after the change, the person is a substantial shareholder
        in the company and is entitled to a percentage of the shares included
        in a class of voting shares in the company, being a percentage that is
        greater than, or less than, by 1% of the shares included in that
        class, the percentage of the shares included in that class to which
        the person was entitled at the time (in this sub-section referred to
        as the 'relevant time') when the person last became required to give a
        substantial shareholding notice to the company, the person shall give
        to the company a notice in the prescribed form that-

   (d)  sets out the person's name;

   (e)  sets out, in relation to each notifiable change in the entitlement of
        the person to shares in the company (not being a prescribed change)
        that occurred during the period commencing at the relevant time and
        ending immediately after the time referred to in paragraph (a)-

        (i)    whether the change was a change in a relevant interest or
               relevant interests of an associate of the person and, if so,
               the name of the associate;

        (ii)   the date of the change and the prescribed particulars of the
               change; and

        (iii)  the prescribed particulars of any contract, scheme or
               arrangement, or any other circumstances, by reason of which the
               change occurred; and

   (f)  is accompanied by the prescribed documents.

"(1A) For the purposes of sub-section (1), where the voting shares in a
company are not divided into 2 or more classes, those shares shall be deemed
to constitute a class.

"(2) A person required to give a notice under sub-section (1) shall give the
notice within 2 business days after that person becomes aware of the change
referred to in paragraph (1) (a). Person who ceases to be a substantial
shareholder to notify company

"139. (1) A person who ceases at a particular time (in this sub-section
referred to as the 'relevant time') to be a substantial shareholder in a
company shall give to the company a notice in the prescribed form that-

   (a)  sets out the person's name;

   (b)  sets out, in relation to each notifiable change in the entitlement of
        the person to shares in the company (not being a prescribed change)
        that occurred during the period commencing at the time when the person
        last became required to give a substantial shareholding notice to the
        company and ending at the relevant time-

        (i)    whether the change was a change in a relevant interest or
               relevant interests of an associate of the person and, if so,
               the name of the associate;

        (ii)   the date of the change and the prescribed particulars of the
               change; and

        (iii)  the prescribed particulars of any contract, scheme or
               arrangement, or any other circumstances, by reason of which the
               change occurred;

   (c)  sets out the date on which the person ceased to be a substantial
        shareholder in the company and the prescribed particulars of any
        contract, scheme or arrangement, or any other circumstances, by reason
        of which the person ceased to be a substantial shareholder in the
        company; and

   (d)  is accompanied by the prescribed documents.

"(2) A person required to give a notice under sub-section (1) shall give the
notice within 2 business days after the person becomes aware that the person
or an associate has ceased to have a relevant interest or relevant interests
in a share or shares in the company to the extent necessary to make the person
a substantial shareholder in the company.".