This note is not part of the notice, but is intended to indicate its general effect.
This notice, which comes into force on the day after the date of its notification in the Gazette and expires on 30 September 2008, replaces the Securities Act (Australian Registered Managed Investment Schemes) Exemption Notice 1999.
The notice continues to exempt responsible entities of Australian registered managed investment schemes, subject to conditions, from the following provisions of the Securities Act 1978 and the Securities Regulations 1983:
•section 33(3), which requires the appointment of a statutory supervisor, and a deed of participation, in relation to participatory securities:
•sections 37 and 37A(2), which prohibit the allotment of securities offered to the public unless there is a registered prospectus relating to the securities, and which prescribe the minimum amount payable on application:
•sections 51 to 54, which relate to the keeping of registers and accounting records, and the sending of certificates to securities holders:
•sections 38(a) and 38A, and regulations 11 to 18, 21, and 22, which contain requirements as to the content of advertisements and registered prospectuses.
These exemptions have been extended to the holders of Australian participatory securities that have been previously allotted by the responsible entity.
The main change in this notice is to provide a further exemption in the case of offers that are made using a product disclosure statement in terms of the Corporations Act 2001 (Commonwealth of Australia). This exemption exempts responsible entities of Australian registered managed investment schemes and holders of previously allotted Australian participatory securities, subject to conditions, from section 37A(1)(a) of the Act. Section 37A(1)(a) of the Act requires an investment statement to be received by subscribers before subscribing for the security. If a person relies on this exemption and an investment statement is not provided, certain warnings and other information must be included in, or accompany, the product disclosure statement.
In effect, the notice enables disclosure to be made using—
•an Australian prospectus (that is not a product disclosure statement) and an investment statement; or
•a product disclosure statement and an investment statement; or
•a product disclosure statement that includes certain important information for New Zealand investors.
This notice has also made significant changes to the condition relating to the provision of documents to the Registrar of Companies.
This notice also provides a new exemption for distribution reinvestment schemes. The exemption applies to Australian participatory securities that are allotted to persons who already hold securities of the same kind and which are offered under a plan that—
•entitles a person to subscribe for the securities by applying distributions payable to that person; or
•requires the responsible entity to allot the securities as fully paid in consideration for that person forgoing the right to receive distributions payable to that person; or
•involves the compulsory reinvestment of distributions to which the person is entitled towards the allotment of the securities as fully-paid securities.
The notice exempts responsible entities, in the case of those securities and subject to conditions, from sections 33(3), 37, 37A, 38A, and 51 to 54 of the Securities Act 1978 and the Securities Regulations 1983 (other than regulation 8).
This notice provides for a transitional regime for securities offered after this notice comes into force under an Australian disclosure document that is dated before the expiry of the Securities Act (Australian Registered Managed Investment Schemes) Exemption Notice 1999. Offers of those securities may be made in accordance with either that notice (until 30 September 2004) or this notice.