Corporations Act. Australia

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СКАЧАТЬ of a takeover bid is:

      (a) for an off‑market bid — the date on which offers are first made under the bid; or

      (b) for a market bid — the date on which the bid is announced to the relevant financial market.

      deal:

      (a) in relation to a futures contract — has the meaning given by Division 4; and

      (b) in relation to securities — subject to subsection 93(4), means (whether as principal or agent) acquire, dispose of, subscribe for or underwrite the securities, or make or offer to make, or induce or attempt to induce a person to make or to offer to make, an agreement:

      (i) for or with respect to acquiring, disposing of, subscribing for or underwriting the securities; or

      (ii) the purpose or purported purpose of which is to secure a profit or gain to a person who acquires, disposes of, subscribes for or underwrites the securities or to any of the parties to the agreement in relation to the securities.

      dealing, in relation to financial products, when used in a provision outside Chapter 7, has the same meaning as it has in Chapter 7.

      debenture of a body means a chose in action that includes an undertaking by the body to repay as a debt money deposited with or lent to the body. The chose in action may (but need not) include a security interest over property of the body to secure repayment of the money. However, a debenture does not include:

      (a) an undertaking to repay money deposited with or lent to the body by a person if:

      (i) the person deposits or lends the money in the ordinary course of a business carried on by the person; and

      (ii) the body receives the money in the ordinary course of carrying on a business that neither comprises nor forms part of a business of borrowing money and providing finance; or

      (b) an undertaking by an Australian ADI to repay money deposited with it, or lent to it, in the ordinary course of its banking business; or

      Note: This paragraph has an extended meaning in relation to Chapter 8 (see subsection 1200A(2)).

      (c) an undertaking to pay money under:

      (i) a cheque; or

      (ii) an order for the payment of money; or

      (iii) a bill of exchange; or

      (e) an undertaking by a body corporate to pay money to a related body corporate; or

      (f) an undertaking to repay money that is prescribed by the regulations.

      For the purposes of this definition, if a chose in action that includes an undertaking by a body to pay money as a debt is offered as consideration for the acquisition of securities under an off‑market takeover bid, or is issued under a compromise or arrangement under Part 5.1, the undertaking is taken to be an undertaking to repay as a debt money deposited with or lent to the body.

      decision period, for a secured party in relation to a security interest in property (including PPSA retention of title property) of a company under administration, means the period beginning on the day when:

      (a) if notice of the appointment of the administrator must be given to the secured party under subsection 450A(3) — such notice is so given; or

      (b) otherwise — the administration begins;

      and ending at the end of the thirteenth business day after that day.

      declaration of indemnities, in relation to an administrator of a company under administration, means a written declaration:

      (a) stating whether the administrator has, to any extent, been indemnified (otherwise than under section 443D), in relation to that administration, for:

      (i) any debts for which the administrator is, or may become, liable under Subdivision A of Division 9 of Part 5.3A; or

      (ii) any debts for which the administrator is, or may become, liable under a remittance provision as defined in section 443BA; or

      (iii) his or her remuneration as determined under section 449E; and

      (b) if so, stating:

      (i) the identity of each indemnifier; and

      (ii) the extent and nature of each indemnity.

      declaration of relevant relationships has the meaning given by section 60.

      deductible gift recipient has the same meaning as in the Income Tax Assessment Act 1997.

      deed includes a document having the effect of a deed.

      deed of company arrangement means a deed of company arrangement executed under Part 5.3A or such a deed as varied and in force from time to time.

      defeating condition for a takeover bid means a condition that:

      (a) will, in circumstances referred to in the condition, result in the rescission of, or entitle the bidder to rescind, a takeover contract; or

      (b) prevents a binding takeover contract from resulting from an acceptance of the offer unless or until the condition is fulfilled.

      defect, in relation to a statutory demand, includes:

      (a) an irregularity; and

      (b) a misstatement of an amount or total; and

      (c) a misdescription of a debt or other matter; and

      (d) a misdescription of a person or entity.

      deregistered means:

      (a) in relation to a company — deregistered under Chapter 5A; and

      (b) in relation to any other body corporate — deregistered in a way that results in the body corporate ceasing to exist.

      derivative, when used in a provision outside Chapter 7, has the same meaning as it has in Chapter 7.

      derivative trade repository rules, when used in a provision outside Chapter 7, has the same meaning as it has in Chapter 7.

      derivative transaction rules, when used in a provision outside Chapter 7, has the same meaning as it has in Chapter 7.

      director of a company or other body means:

      (a) a person who:

      (i) is appointed to the position of a director; or

      (ii) is appointed to the position of an alternate director and is acting in that capacity;

      regardless of the name that is given to their position; and

      (b) СКАЧАТЬ