Corporate Finance Update - Issue 19 - Corporate Finance

Reporting entities should prepare for sustainability reporting - From 1 January 2025, many large Australian businesses and financial institutions are required to prepare an annual sustainability report containing mandatory climate-related financial disclosures. The sustainability report will be required as part of an entity’s annual reporting obligations, in addition to financial, directors’ and auditor’s reports.

Product issuers must improve distribution practices to ensure DDO compliance - Issuers need effective arrangements to manage the risks identified in the distribution of their product.

How to avoid risks with shareholder communications during schemes - The Supreme Court of New South Wales has recently considered the implications of certain shareholder communications. In the Vonex scheme, the proponent proposed to have the company secretary answer calls from shareholders without an established call script. While the Court accepted Vonex’s proposal, it required the company to retain a register of all inbound calls received and provide evidence of the content of those calls.

Promises to issue shares prior to attracting the takeovers prohibition - ASIC reminds the market of our policy position that fresh approval under item 7 should be sought if (a) a change in circumstances happens after approval has been obtained but before the acquisition is completed, and (b) the change means the transaction is materially different from the one approved by members.

Removal of ‘Draft’ or ‘Confidential’ watermarks and placeholders - ASIC reminds companies that meeting materials for related party lodgements under Chapter 2E of the Corporations Act 2001 must be in their final form. Documents like notices of meetings, expert reports, valuations, and proxy forms should not include 'Draft' or 'Confidential' watermarks or headers. Placeholder text is acceptable only if it pertains to non-material information.