Takeover provisions are still subject to the Corporation Act.
The clause you are referring to is for Proportional Takeovers where a bidder offers to buy a proportion of all shareholdings in the Company. These clauses are permitted in a constitution however expire in 3 years unless renewed by resolution. Our current constitution was approved in 2009 and had the proportional takeovers clauses which then expired in 2012 (whether by purpose or admin oversight) The Proportional Takeovers provision were reinstated at 2013 AGM. There has been no subsequent renewal or reinstatement so those provisions expired in 2016,
IE - they are not currently part of our constitution!!
We have never been subject to a proportional takeover bid and TIO now has majority control anyway so I doubt if clauses would provide any benefit to minority holders. (Todd obviously don’t believe they need protecting from a proportional takeover bid.)
It appears it is quite common now to not have these clauses in the constitution and with our current ownership structure I do not think it is a deliberate ploy or tactical play. This is purely my unqualified opinion and a more qualified person may be able to provide a different view. I can provide some links which explains in more detail if you would like some light reading…………………………………..
(To reiterate, regardless of above I still am firmly of the opinion that we should not be approving a new constitution as proposed)
FMS Price at posting:
8.0¢ Sentiment: None Disclosure: Held
