Commonwealth Consolidated Regulations

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CORPORATIONS REGULATIONS 2001 - REG 1.2A.03

Foreign companies issuing securities under employee share scheme exempt from the disclosing entity provisions

             (1)  For section 111AS of the Act, a foreign company is exempt from the disclosing entity provisions in respect of an offer of shares in the company for issue or sale:

                     (a)  that is made to employees of the company, or of an associated body corporate, under an employee share scheme; and

                     (b)  in relation to which a disclosure document is lodged with ASIC.

             (2)  Subregulation (1) is not affected by any action of an employee, the result of which is that another person who is not an employee acquires an interest in a share issued under the employee share scheme.

             (3)  For this regulation:

                     (a)  an employee share scheme is a scheme under which a company offers for issue or sale shares (or options over issued shares) in the company only to a person who is a full-time or part-time director or employee of the company or of an associated body corporate when the offer is made; and

                     (b)  a body corporate is an associated body corporate in relation to a foreign company if:

                              (i)  the body corporate is related to the company within the meaning of section 50 of the Act; or

                             (ii)  the body corporate is entitled to at least 20% of the voting shares of the company; or

                            (iii)  the company is entitled to at least 20% of the voting shares of the body corporate.

   



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