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18-268MR ASIC commences civil penalty proceedings against ANZ for alleged continuous disclosure breach in relation to 2015 institutional equity placement
ASIC has today commenced civil penalty proceedings in the Federal Court of Australia against Australia and New Zealand Banking Group Limited (ANZ) for an alleged continuous disclosure breach in relation to a $2.5 billion institutional share placement undertaken by the ANZ in 2015.
On 6 August 2015, ANZ issued a release to the Australian Securities Exchange (the ASX) entitled “ANZ announces Institutional Placement (fully underwritten) and share Purchase Plan to raise a total of $3 billion”.
On 7 August 2015, ANZ issued a release to the ASX in respect of the placement stating among other things, “ANZ today announced that it had raised $2.5 billion in new equity capital through the placement of approximately 80.8 million ANZ ordinary shares at the price of $30.95 per share”.
ASIC alleges that that ANZ contravened s.674(2) of the Corporations Act by failing to notify the Australian Securities Exchange (ASX) that approximately $791 million of the $2.5 billion of ANZ shares offered in the Placement was to be acquired by its underwriters rather than placed with investors.
ASIC is seeking a declaration that ANZ breached its continuous disclosure obligations and a pecuniary penalty order.
The proceedings are to be listed for a case management hearing in the Federal Court in Melbourne on a date to be fixed.
ASIC will be making no further comment at this time.
The matter has been listed for a first case management hearing on 26 October 2018 at 9.30am.
Editor's note 2:
On 26 October 2018, the court made orders as to the timetable of the matter, including a listing on 22 November 2018 to hear any applications by affected non-parties in relation to discovery and a further case management hearing on 5 April 2019.
Editor's note 3:
On 30 November 2018, ASIC filed a statement of claim in accordance with the order 1 of the orders made by Justice Moshinsky on 26 October 2018. A copy of the statement of claim is available here. The next case management conference for this matter is set down for 5 April 2019. Read the statement of claim.
Editor's note 4:
On 5 April 2019, the defendant applied for a stay of ASIC’s proceedings pending the resolution of criminal proceedings brought by the Australian Competition and Consumer Commission. The stay application will be heard on 5 June 2019.
Editor's note 5:
On 5 June 2019, a hearing was held on the defendant's application for a stay of ASIC’s proceedings pending the resolution of criminal proceedings brought by the Australian Competition and Consumer Commission. Justice Moshinsky has reserved his decision.
Editor's note 6:
On 21 June 2019, the Court ordered that this proceeding be stayed until the hearing and final determination of the criminal proceedings brought by the Australian Competition and Consumer Commission against ANZ and Mr Richard Moscati.