Corporations Amendment Regulation 2012 (No. 7) was registered on 28 September 2012.

Under section 173(3A) of the Corporations Act, all companies must maintain a register of members (shareholders) and provide access to this share register upon request, unless, amongst other things, the request is made for an improper purpose.

Improper purposes are prescribed under regulation 2C.1.03 of the Corporations Regulations 2001, and include unsolicited offers to purchase financial products off-market. However as an unintended consequence of the drafting, unsolicited share offers made or received outside Australia did not fall within the improper purposes as currently prescribed.

The Corporations Amendment Regulation 2012 (No. 7) makes a minor amendment to regulation 2C.1.03 to rectify this unintended consequence, so that this prescribed ‘improper purpose’ for obtaining access to a company’s share register is not limited by jurisdiction.

Separately, ASIC report Overview of decisions on relief applications (February to May 2012) (REP 303), contains details of ASIC’s refusal of a no-action letter for the use of a register of members by a stockbroker for soliciting.

The no-action letter was sought in relation to the use of shareholder details to contact shareholders of a company for the purposes of offering them a complimentary research report prepared by the applicant. ASIC refused the application as this practice would be directly inconsistent with the underlying policy of section 177(1AA) Corporations Act.