Section 277

where the securities or securities‑based derivatives contracts offered —

are units of shares or debentures, those units of shares or debentures are issued by an entity whose shares are listed for quotation on an approved exchange, whether by means of a rights issue or otherwise; and

are units or derivatives of units in a business trust, the units or derivatives of units in the business trust are issued by a trustee‑manager acting in its capacity as the trustee‑manager of the business trust, where units of the business trust which have been previously issued are listed for quotation on an approved exchange, whether by means of a rights issue or otherwise;

an offer information statement relating to the offer which complies with such requirements as to form and content as may be prescribed by regulations made under section 341 is lodged with the Authority;

either —

the offer is made in, or accompanied by, the offer information statement mentioned in paragraph (b); or

all the conditions in subsection (1B) are satisfied.

where the securities are issued, whether by means of a rights issue or otherwise, by a subsidiary (called in this section the subsidiary) of an entity whose shares are listed for quotation on an approved exchange (called in this section the listed entity); and

where the listed entity has guaranteed, or has agreed to guarantee, unconditionally and irrevocably, all payment obligations (whether in cash, in kind or otherwise) of the subsidiary arising from the securities,the Authority may, on the application of the subsidiary or the listed entity, declare by written notice to the applicant that the provision of an offer information statement in lieu of a prospectus relating to an offer of securities would not be prejudicial to investors of such securities.

the offer information statement relating to the offer of securities —

complies with such requirements as to form and content as may be prescribed by regulations made under section 341;

is signed by every director, or equivalent person, of the subsidiary and the listed entity; and

is lodged by the subsidiary or the listed entity, with the Authority;

either —

the offer of securities is made in, or accompanied by, the offer information statement mentioned in paragraph (a); or

all the conditions in subsection (1B) are satisfied.

the offer is made using any automated teller machine or such other electronic means as the Authority may prescribe;

the automated teller machine or prescribed electronic means indicates to a prospective subscriber or buyer —

how the prospective subscriber or buyer can obtain, or arrange to receive, a copy of the offer information statement in respect of the offer; and

that the prospective subscriber or buyer should read the offer information statement before submitting an application,before enabling the prospective subscriber or buyer to submit any application to subscribe for or purchase securities or securities‑based derivatives contracts; and

the person making the offer complies with such other requirements as the Authority may prescribe.

a reference in section 249 or 249A to the registration of the prospectus is to be read as a reference to the lodgment of the offer information statement;

a reference in section 253 or 254 to any information or new circumstance required to be included in a prospectus under section 243 is to be read as a reference to any information prescribed under subsection (1)(b); and

in relation to an offer information statement mentioned in subsection (1AC), a reference in section 253(4)(a), (b) or (c) or 254(3)(a), (b) or (c) to the person making the offer is to be read as a reference to the subsidiary and the listed entity.