Fundraising and takeover documents can now be lodged by email
On 29 June 2018, ASIC approved an instrument, ASIC Corporations (Email Lodgement Service) Instrument) to facilitate the electronic lodgement of documents that have historically been provided to the Corporations team in hard copy.
To take advantage of the instrument, lodging parties must comply with the terms of the ASIC Email Lodgement Service User Agreement for Corporations (ELS User Agreement).
What documents can I now lodge electronically?
Documents relating to fundraising, takeovers, schemes of arrangement and related party transactions can now be lodged electronically (see Schedule A of the ELS User Agreement or extracted further below).
This includes for example:
- prospectuses (including supplementary and replacement documents);
- bidder’s and target’s statements, notices of variation, supplementary documents and notifications;
- draft scheme booklets, applications for no objection letters, court orders and notices and registration copies of the booklet; and
- notices of meeting including for related party transactions and acquisitions requiring member approval.
It also provides for the lodgement of a select few applications that generally accompany document lodgements, for example:
- applications for an abridgement of notice period which often accompany a Chapter 2E notices of meeting; and
- applications to extend the time to convene an annual general meeting.
How do I lodge a document electronically?
To lodge your document electronically, email it to Corporations.Lodgements@asic.gov.au . Your document must be a machine readable PDF document that contains an electronic signature.
By submitting your document to Corporations.Lodgements@asic.gov.au you are taken to have agreed to the terms and conditions of the ELS User Agreement.
All applications, other than those specified in Schedule A of the ELS User Agreement, should continue to be sent to applications@asic.gov.au.
What else do I need to provide when lodging a document electronically?
When you lodge a document electronically, you must also provide the following:
- the completed electronic lodgement form;
- where they exist, any cover forms (such as the OFFERlist entry, Corporate Finance Form or other ASIC form); and
- acknowledgement that you agree to make payment.
When will my document be accepted for lodgement?
Unless you are otherwise notified that ASIC has refused acceptance pursuant to s1274(8), your document is taken to have been lodged with ASIC at the time we receive your email and the required attached documents. You will receive an automatic confirmation of the date and time ASIC has received your email for your records.
Can I lodge documents outside of business hours?
You may lodge documents at any time through the ELS, however documents lodged outside of hours may attract additional scrutiny. We will make enquiries as to why the lodgement could not occur during business hours and pay particular attention to the timing and deadlines of offers.
Where a prospectus is subject to an exposure period, we will generally extend the exposure period where the offer has been lodged over the weekend or on a national public holiday.
Can I lodge documents while ASIC's offices are closed in December?
You may lodge documents through the ELS even when our offices are closed in late December and early January each year. However, ASIC Corporations (ASIC Close Down Period) Instrument 2018/1034 may extend (without any further notice from us):
- the time period in which we must register managed investment schemes under s601EB of the Corporations Act 2001 from 14 to 21 days; and
- the exposure periods that apply to disclosure documents offering securities and Product Disclosure Statements under s727 and 1016B of the Corporations Act 2001 from 7 to 14 days.
You should check that instrument and consider its effect in your circumstances, if you lodge:
- an application for registration of a managed investment scheme, from 5 pm on the last business day before 11 December until 9 am on the first business day after 1 January of the next calendar year; or
- a Product Disclosure Statement or a disclosure document offering securities, from 5 pm on the last business day before 18 December until 9 am on the first business day after 1 January of the next calendar year.
How do I arrange payment for documents lodged electronically?
You may either hand deliver or mail payment to our Brisbane office. To facilitate payment, you must provide the following:
- the email lodgement form;
- a cheque for the full amount owing; and
- any other relevant ASIC forms (eg CF09, Form 5058) that will enable us to determine which documents the payment is to be applied to.
Please note there is no need to provide ASIC with a hard copy of the documents being lodged. We do not wish to receive hard copy disclosure documents.
Please contact Corporations.Queries@asic.gov.au to answer any questions in relation to the operation of the ELS.
We look forward to receiving your documents electronically in the very near future.
Schedule A - Documents that can be lodged under Instrument 2018/0577
|
Cover form |
Document name |
Corporations Act provision requiring lodgement |
|
Documents relating to fundraising |
||
|
Prospectus for equities |
s718 |
|
|
Offer information statement |
s718 |
|
|
Profile statement |
s718 |
|
|
Short form prospectus for equities |
s718 |
|
|
Product Disclosure Statement |
s1015B |
|
|
Replacement prospectus for equities |
s719 |
|
|
Replacement offer information statement |
s719 |
|
|
Replacement profile statement |
s719 |
|
|
Replacement short form prospectus for equities |
s719 |
|
|
No form |
Replacement Product Disclosure Statement |
s1014L |
|
Supplementary statement for equities |
s719 |
|
|
No form |
Supplementary PDS Statement |
s1015B |
|
Documents lodged in relation to a short form prospectus |
s712 |
|
|
No form |
Document lodged as a condition of section 741 relief |
s741 |
|
No form |
Offer document – Mutual Recognition Scheme |
s1200C(5) |
|
No form |
Supplementary or replacement document – Mutual Recognition Scheme |
s1200G(9) |
|
No form |
Change to offer document – Mutual Recognition Scheme |
s1200G(9) |
|
No form |
Notice of Australian offer under Foreign Recognition Scheme |
s1200C(5) |
|
Documents relating to schemes of arrangement |
||
|
Court order re scheme of arrangement |
s411(10) |
|
|
Notice of hearing for scheme of arrangement |
s411(2) |
|
|
Application for abridgement of time to provide notice of hearing for scheme of arrangement |
s411(2)(a) |
|
|
Draft explanatory statement regarding compromise or arrangement |
s411(2)(b) |
|
|
No form |
Court order facilitating reconstruction |
s413(3) |
|
Application for para. 411(17)(b) statement of no objection to compromise or arrangement |
s411(17)(b) |
|
|
Registration copy of explanatory statement |
s412(6) |
|
|
No form |
Court Orders for meeting concerning compromise or arrangement |
Court Rules (var.) |
|
Documents relating to takeovers |
||
|
Bidder’s statement and offer - off market |
s633(1) – item 2 |
|
|
Target’s statement and reports - off market |
s633(1) – item 13 |
|
|
Notice of status of defeating condition – off market - unquoted bid class securities |
s630(2), (3), (4) and(5) |
|
|
Notice of service of bidder’s statement - off market - s633 Step 4 |
s633(1) – item 4 |
|
|
Notice that takeover offers have been sent - off market - s633 Step 9 |
s633(1) – item 9 |
|
|
Takeover bidder’s statement and documents sent to ASX - on market |
s635 – item 5 |
|
|
Document accompanying bidder’s statement - on market bid - s635 Step 7 |
s635 – item 7 |
|
|
Target’s statement and reports - on market - s635 Step 12 |
s635 – item 12 |
|
|
Bidder’s supplementary statement |
s647(3)(a) |
|
|
Target’s supplementary statement |
s647(3)(a) |
|
|
Replacement bidder’s statement - Class Order 13/528 |
s633A(2) and s635A(2) (Class Order 13/528) |
|
|
Replacement bidder’s statement marked up - Class Order 13/528 |
s633A(2) and s635A(2) (Class Order 13/528) |
|
|
Court order regarding proportional takeover provisions in constitution |
s648G |
|
|
Notice of variation in takeover offer – on market |
s649C |
|
|
Notice of variation in takeover offer – off market |
s650D |
|
|
Notice offers free of defeating condition - off market bid |
s650F |
|
|
Notice of record date for determining who is to be sent bidder’s statement |
633(4) |
|
|
Notice of disclosure regarding substantial holding in bid period |
s654C(3) |
|
|
Notice of objection regarding compulsory acquisition/buy out |
s664E(2) |
|
|
List of members objecting to compulsory acquisition/buy-out |
s664E(3)(b) |
|
|
Documents relating to compulsory acquisition |
||
|
Notice of compulsory acquisition following takeover bid |
s661B |
|
|
Notice of right of buy out to remaining holder of securities following a takeover bid |
s662B |
|
|
Notice of right of buy out to holders of convertible securities following a takeover bid |
s663B |
|
|
Notice of compulsory acquisition |
s664C(2)(A) |
|
|
Notice of right of buy out to holders of convertible securities by 100% holder |
s665B(1)(b) |
|
|
Documents and applications relating to meetings (including related party transactions) |
||
|
No form |
Document lodged under item 7 of section 611 |
RG 74 |
|
Application for extension of time to hold Annual General Meeting |
s250P |
|
|
Related party benefits - proposed notice, explanatory statement & accompanying documents |
s218(1) |
|
|
Application for reduction of lodgement period under s218(1) |
s218(2) |
|