Recent changes to ASIC’s RG 111 for Deed of Company Arrangements

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Recent changes to ASIC’s RG 111 for Deed of Company Arrangements

ASIC has recently made some significant improvements to RG 111 – Contents of experts reports which apply when shares are being transferred under s444GA (i.e. the company is in administration and shares are being transferred as part of a deed of company arrangement). 

The changes reflect feedback received from independent experts and users of these reports through a consultation process.

Some key changes to ASIC’s RG 111 include:

  • requiring the expert to provide an opinion on the value of the shares only on a liquidation basis rather than on both a liquidation and going concern basis as was previously required
  • consideration of circumstances where no expert’s report is required (subject to ASIC consent) when a company “clearly holds assets of negligible value and/or has no business”
  • requiring the expert to consider the valuation evidence provided by the sales process and assuming “an orderly transaction with a typical marketing period”.

Late last year Leadenhall completed an Independent Expert’s Report (IER) for the PAS Group Limited (PAS) based on the newly revised RG 111. PAS is a leading Australian apparel business which includes the Designworks, Yarra Trail, Review, Black Pepper and JETS Swimwear brands.

Need assistance regarding ASIC’s RG 111?

If you’re looking for advice and expertise in regards to this regulatory guide, contact us.

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