Listed company—director to notify market operator of shareholdings etc.

Offence title:

Listed company—director to notify market operator of shareholdings etc.

Act:

205G Corporations Act

Offence:

(1)   A director of a listed company must notify the relevant market operator per ss. (2), (3) and (4) of the following interests, if they have any:

(a)   Interests in securities of the company or related body corporate;

(b)   Contracts:

                                           i.         The director is a party to and would benefit from; and

                                         ii.         that confer a right to call for or deliver shares in, debentures of, or interests in a managed investment scheme made available by, the company or a related body corporate.

(9)   A person commits an offence if the person contravenes subsection (1).

(10)A person commits an offence of strict liability if the person contravenes subsection (1).

Penalty:

If pursuant to ss. (9) - 2 years imprisonment.

If pursuant to ss. (10) – 30 penalty units.

Summary/Indictable/mixed:

Mixed

Jurisdiction:

Local, District or Supreme Court

How committed:

A director fails to properly disclose interests, as required by, for example, not disclosing securities and the circumstances of the interest; or, failing to notify the market operator, within 14 days, of a new director or the company listing; or, failing to notify the market operator, within 14 days, of a change of the director’s interests.

Important note:

The charging and sentencing of this offence can depend on the factual matrix. If ASIC, the police or the Commonwealth DPP form the view the offence was intentionally or reckless committed, the offence per ss. (9) is likely to be laid.

If the offending came about through sheer inadvertence, it is likely the offence with be dealt with per ss. (1).