Companies looking to raise capital quickly and gain market opportunities will benefit from an ease in compliance requirements, after ASIC today released updated guidance to facilitate and encourage the use of the internet and other interactive media for making offers of securities.
The updated Regulatory Guide 107 Fundraising: Facilitating electronic offers of securities (RG 107) aims to ensure that ASIC's guidance reflects current market practices and advances in technology.
ASIC recognises that there are many advantages to using the internet and other electronic means to distribute disclosure documents and application forms, which can make information easier to access, read and understand for investors.
The updated guidance includes:
an explanation of ASIC's view on the way the internet and other electronic means can be used in making offers of securities
a 'good practice guide' to assist offerors, distributors, publishers and other parties involved in distributing offers, and
continuation of relief for the use of personalised or Australian financial services (AFS) licensee created application forms.
ASIC Commissioner John Price said: 'Investors have increasingly been using the internet and electronic devices to receive important information. We want to ensure that our policy reflects these developments and assists companies using these platforms to comply with the law.
'Consistent with our focus on confident and informed investors, our good practice guide aims to encourage disclosure in a way that promotes investor confidence.'
As part of the update, ASIC confirms its view that the use of electronic disclosure documents is permitted under the law. Class Order [CO 00/44] Electronic disclosure documents, electronic application forms and dealer personalised applications has accordingly been revoked. ASIC has issued a new class order [CO 14/26] to continue relief for the use of personalised or AFS licensee created application forms.
ASIC today also released Report 385 Response to submissions on CP 211 Facilitating electronic offers of securities: Update to RG 107 (REP 385).
REP 385 highlights the key issues that arose from the submissions ASIC received in response to Consultation Paper 211 Facilitating electronectronic offers of securities: Update to RG 107 (CP 211).
Background
In April 2011, ASIC released Consultation Paper 155 Prospectus disclosure: Improving disclosure for retail investors (CP 155) to improve disclosure documents under Chapter 6D of the Corporations Act. As part of this consultation we asked questions to help us determine whether further ASIC guidance may be needed to facilitate the use of the internet to distribute disclosure documents.
In November 2011, ASIC released Report 261 Response to submissions on CP 155 Prospectus disclosure: Improving disclosure for retail investors (REP 261), which provided a summary of the submissions received in response to CP 155. Some submissions we received highlighted the need for ASIC's existing relief and guidance to be updated to reflect advances in technology.
ASIC issued CP 211 in June 2013. ASIC received four written responses to CP 211, all of which were generally supportive of our proposals and were valuable in developing the updated RG 107. The submissions we received led to more practical and good practice guidance.