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)
