Evolution of Australian takeover legislation

Corporate takeover legislation has evolved significantly since it was first introduced in Australia. Starting with only a handful of provisions in the state based legislation enacted from 1961, the takeover provisions now in chs 6-6C of the Corporations Act 2001 (Cth) form the basis of a complex regulatory regime. Since 1981, the legislation has been supplemented by a regulatory power to exempt persons from and modify the operation of the takeover provisions. There has also been a shift towards the resolution of takeover disputes by non-judicial bodies. From 1991, the regulator was given the power to apply to the Corporations and Securities Panel for orders where it considered circumstances to be unacceptable based on the principles underlying the legislation, even if the letter of the law had been complied with. This role was expanded in 2000 by allowing any interested party to apply to the Panel and limiting the ability to commence court proceedings during a takeover. This article analyses the forces driving each of these developments, with a particular focus on the resulting tensions and the evolution of the principles underlying the legislation.