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Thursday, 17 February 2000
Page: 13859


Mr Kelvin Thomson asked the Minister for Financial Services and Regulation, upon notice, on 29 June 1999:

(1) Did a recent decision of the High Court restore the powers of the Superannuation Complaints Tribunal to review the decisions of trustees; if so, will he seek advice on the constitutionality of the Takeovers Panel proposed to be established on enactment of the Corporate Law Economic Reform Bill 1998.

(2) Does the Corporate Law Economic Reform Bill 1998 propose that the powers assigned to the Takeovers Panel would prevent parties from taking matters to the courts during the bid period.

(3) Is he able to say whether parties involved in takeovers would be prevented from taking action in the courts if the unamended Corporate Law Economic Reform Bill 1998 was enacted.


Mr Hockey (Minister for Financial Services and Regulation) —The answer to the honourable member's question is as follows:

(1) On 17 June 1999, the High Court handed down its decision in Attorney-General (Cth) v Breckler & Ors. The High Court's decision considered the validity of the role of the Superannuation Complaints Tribunal and, in effect, upheld the validity of the Tribunal's power to review the decisions of trustees.

Following the High Court's decision in Breckler, the Government sought advice from the Australian Government Solicitor on whether the decision had any implications for the role of the Corporations and Securities Panel proposed under the Corporate Law Economic Reform Program Bill 1998. As the honourable member would be aware, the Corporate Law Economic Reform Program Act 1999 has been passed by Parliament and has received Royal Assent. The major reforms, including the Panel reforms, will commence on 13 March 2000.

(2) and (3) Under the Corporate Law Economic Reform Program Act 1999, the Corporations and Securities Panel is to become the sole forum for the resolution of takeover disputes during the takeover bid period. The Act provides that a court may stay any proceedings in relation to a takeover bid or proposed takeover bid until the end of the bid period (subsection 659B(2)).

During the bid period, the bidder, the target company, the Australian Securities and Investments Commission or any other person whose interests are affected by the takeover bid may apply to the Panel for a declaration that unacceptable circumstances have occurred or for an order, amongst other things, to protect the rights and interests of any person affected by the circumstances (section 657C).

During the bid period, only the Australian Securities and Investments Commission or another public authority of the Commonwealth or a State may commence court proceedings in relation to a takeover bid or a proposed takeover bid (subsection 659B(1)).