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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