McCullough Robertson's companion piece to The Chairman's Red Book. It is written for chairmen and directors of listed and unlisted public companies, providing an overview of relevant laws and regulations applicable to their roles.
ASX’s online forms have been available for use since September 2014 and will become mandatory for use by listed entities on 29 June 2015.
The forms are required for the announcement of the following corporate actions:
dividends or distributions
security splits and consolidations, and
cash capital returns.
While a further review on the forms is in progress by ASX, you can get the current forms from the ‘Create online forms’ link on ASX Online. Other documents can be given to ASX electronically by uploading the document as a PDF using the electronic lodgment facility ‘E-lodge PDF announcement’ on ASX Online.
A recent decision of the Federal Court of Australia has sent a stark warning to online posters who make defamatory comments under the guise of a fake online alias. In McCrae v Reynolds  FCA 529, the Court ordered ‘HotCopper’, Australia's most popular stock market internet discussion site, to make discovery of all documents directly relevant to identifying the description of the user known as ‘zzedzz’.
The prospective applicant in the case, Wayne McCrae, is a director of an ASX listed mining company called CuDeco Limited (CuDeco). In addition to HotCopper, a person known as Edwin Reynolds was named as a respondent, on the basis that Mr McCrae held a reasonable suspicion that Mr Reynolds (under the username ‘zzedzz’) had, over a number of years, posted derogatory comments about Mr McCrae’s management of CuDeco.
These comments, among other things, alleged that Mr McCrae had misled the ASX in respect of deadlines and the ore grade of certain mineral stockpiles. Mr McCrae had initially been made aware of the posts by a shareholder of CuDeco in early 2013.
Mr McCrae, via his legal representatives, issued correspondence to HotCopper on two occasions and requested their cooperation in the termination of the ‘zzedzz’ account and for the provision of details regarding the identity of ‘zzedzz’. These requests were refused on the basis that HotCopper had no obligation to disclose the information.
The decision in McCrae illustrates how a person can utilise the Federal Court Rules relating to preliminary discovery to compel an operator of a website to disclose the identity of a user who posts defamatory content on that website.
Applying the criteria in Rule 7.22, the court found that Mr McCrae:
had a possible cause of action in defamation
was unable to ascertain the description of the prospective respondent, and
had made reasonable attempts to ascertain the description of the prospective respondent, prior to seeking relief from the Court.
The court found that HotCopper was likely to know the description of the prospective respondent, and therefore thought it appropriate to make an order requiring HotCopper to make discovery of all documents directly relevant to identifying the description of the user ‘zzedzz’. The decision may yet be appealed, but in the meantime, it is a significant development in favour of those persons who feel aggrieved as a result of an online defamatory post.