Public consultation response statement - Rewrite of GN 2 and GN 4 � Public Consultation Response Statement [27/05/2015] The Takeovers Panel

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27 May 2015

Public consultation response statement
Amendment of GN 2 and GN 4

Introduction

On 16 March 2015, the Takeovers Panel released Consultation Papers seeking public comments on amendments to Guidance Note 2 Reviewing Decisions and Guidance Note 4 Remedies General.

Comments on the Consultation Papers were due by 15 April 2015 and the Panel received one submission in response from the Law Council of Australia. The Panel thanks the Law Council for its comments. Attached to this response statement are the Law Council’s submissions on GN 2 and GN 4 (Annexure A).

Consistent with the Panel’s published policy on responding to submissions, this paper sets out the Panel’s response to the public consultation process and its conclusions on the main comments received from respondents.

Attached is a copy of the final GN 4, in mark-up to show the changes from the draft circulated with the Consultation Paper (Annexure B). Following consultation, no changes were made from the draft circulated with the Consultation Paper on GN 2.

Comments received and Panel’s conclusions

Guidance Note 2 - Limited time frame for review applications

Comment

The Law Council submitted that the time limit for submitting applications for review of Panel decisions should be extended to 5 business days (from 2 business days) after the date of the Panel’s original decision.

It noted that the existing time frame of 2 business days could cause practical difficulties, particularly in circumstances where the relevant decision maker is located overseas, the decision to review is difficult and requires careful consideration, or where the President’s consent is required before an application for review can be made.

Response

The short time limit is a product of the Corporations Act 2001 (Cth) and the Corporations Regulations 2001 (Cth) rather than the Panel’s policy. This was acknowledged by the Law Council.

Accordingly, the Panel has not made any further amendments to GN 2.

Guidance Note 4 - Offers to remedy unacceptable circumstances

Comment

We received informal feedback that GN 4 should make it clear that a resolution will be more favourably considered if it is provided earlier in the proceedings rather than later.

Response

The Panel agrees and has made an addition to footnote 8 of the final GN 4 to that effect.


Annexure A

Submissions ‑ Law Council of Australia [PDF Download 188KB]


Annexure B

Guidance Note 4 ‑ Mark-up of Consultation Draft against Final [PDF Download 173KB]