When can you fund raise?

When can you fund raise without a disclosure document?

There are a number of circumstances when ASIC will give an exemption from the requirement to provide a disclosure document when fundraising.  It is important that you get legal advice about whether they apply to you.

A general summary of the exemptions is provided here.  For more information see ASIC Regulatory Guide 254.

In summary:

  • a disclosure document is not required when an offer is a personal offer, and if:
  • offers or invitations have been made to fewer than 20 persons in the previous 12 months; and
  • the new offer will not result in more than $2 million being raised in that 12 months;

Note: you must not advertise the offer when you rely on this exemption

  • the offers are made to specified people who are presumed not to need disclosure because of their financial capacity, experience, or wholesale status;
  • the offers are made to current holders of the securities;
  • no money or other form of payment is payable for the securities;
  • other disclosure regimes under the Corporations Act apply (i.e. takeovers, schemes of arrangement);
  • the offer is made by certain types of financial institutions.

(Source: Australian Securities & Investment Commission)

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Through the advocacy of David's client and professional services relationships, in 2009, David launched Isoture being a privately held company with a focus on delivering nominee director services to emerging and international enterprises. As their local representative, David assist clients to establish and continue a footprint in Australia. He works closely with the client’s preferred accountants and advisors to support local governance and ongoing compliance obligations. David’s consent to act for a client at times provides a privileged opportunity to undertake special assignments and projects such as employee compliance, business investigations, field research, strategic planning and business development. David represents more than 50 leading international enterprises, acting as Nominee Director, Public Officer and/or Company Secretary for Australia. David is the resident director to more than 50 leading enterprises: APCX, BuzzFeed, Haemonetics, LiveRamp, Phaidon Press, Pro Clima and Ullink.

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