The Australian Securities and Investments Commission (ASIC) has released a new Class Order declaration [CO 03/0876], relating to the preparation of a product disclosure statement ("PDS") under s.1013A of the Corporations Act 2001 ("the Act") by multiple issuers.
The Class Order relief permits a PDS to be prepared by more than one issuer under s.1013A of the Act where:
- the issuers are related bodies corporate and continue to be related bodies corporate for so long as the interests in the financial products are being offered and issued under a single PDS;
- the financial products offered in a single PDS document are of the same kind. For example, it would be permissible to prepare a multi-issuer PDS in relation to all unlisted managed investment products, all superannuation products, all life insurance products, or all general insurance products but not any combination of these products;
- the relationship between the issuers and products is disclosed;
- the financial products offered under a single PDS are either all unlisted or all listed; and
- the PDS provisions in Part 7.9 of the Act apply to all of the financial products offered by the issuers in the PDS. (Note that this requirement does not preclude the combination of a prospectus and a PDS for offers of stapled securities)
ASIC has adopted this approach to promote commercial efficiency and flexibility for related issuers in a conglomerate group, whilst maintaining the safeguards afforded to consumers under the Act.
By requiring the PDS to relate to a particular kind of financial product, ASIC believes that consumers will be better able to compare the merits (and relative costs) of like products offered by various issuers within a corporate group. There is less likelihood that consumers may be confused about the benefits and risks of a group's products when they are of the same kind.
ASIC recognises that there may be some circumstances where related issuers may wish to use a single PDS for different kinds of financial product. In these situations, ASIC will consider granting relief on a case-by-case basis.
A copy of the Class Order can be obtained from the ASIC's Infoline by calling 1300 300 630 or from the ASIC website at www.asic.gov.au/co.
End of release