1. The Takeovers (Fees) Regulations 2001 (the regulations) came into force on 1 July 2001. The regulations set the fees and rates that the Panel can charge for its work.

2. These guidelines explain how the Panel will administer the regulations.

Fees for an application for exemption from compliance with requirements of the Code

3. The charges for an exemption application are:
   1. $100 plus GST application fee,
   2. $200 plus GST per hour for time spent by Members of the Panel, and
   3. $145 plus GST per hour for time spent by staff.

4. An advance payment of $1,000 plus GST towards the Panel's costs of processing each exemption application is required.

5. A cheque for $1,237.50 (including GST), to cover the application fee and the advance payment, should accompany each exemption application. The cheque should be made out to the "Takeovers Panel".

6. The Panel may obtain expert advice or assistance on particular applications for exemption and recover the cost of this from the applicant. Usually the Panel will consult with the applicant before engaging expert assistance.

7. If the exemption is gazetted the applicant reimburses the Panel for the costs of printing and gazetting the exemption, currently $167.17 plus GST per printed page.

Fees and charges for applications for various approvals under the Code

8. These applications include:
   1. application for approval under rule 39(c) of the Code;
   2. application for approval to act as an independent adviser under the Code;
   3. application for consent to withdraw an offer under rule 26(1) of the Code;
   4. application to appoint an independent person under rule 58(1) of the Code

9. The charges for approvals under the Code are:
   1. $100 plus GST application fee,
   2. $200 plus GST per hour for time spent by Members of the Panel, and
   3. $145 plus GST per hour for time spent by staff.

10. An advance payment of $500 plus GST towards the Panel's costs of processing each application is required.

11. A cheque for $675 (including GST), to cover the application fee and the advance payment should accompany each application for an approval. The cheque should be made out to the "Takeovers Panel".

12. The Panel may obtain independent expert advice or assistance on particular applications for approvals and recover the cost of this from the applicant. Usually the Panel will consult with the applicant before engaging such assistance.

General comment on applications for exemptions and approvals

13. The prescribed fees apply to all work carried out or costs incurred on applications received by the Panel on or after 1 July 2001.

14. The Panel will seek payments at the rates prescribed in the regulations.

15. The Panel is willing to provide estimates for its work, and will endeavour to provide reliable estimates, but it is not bound to limit its charges to the amount of the estimate.

16. Applicants will be sent an account for costs, where required, each month and at the conclusion of the work. If the cost of work done at the prescribed rates does not exceed the $1,000 paid in advance (or $500 for an approval) a refund will be made when the work is finished.

Fees payable to the Panel for meetings held under section 32 of the Takeovers Act 1993

17. Section 32 of the Takeovers Act provides for the Panel to hold meetings in certain circumstances. At a section 32 meeting the Panel can exercise its principal enforcement powers. These include issuing restraining orders against persons where the Panel has decided that it is not satisfied that the person has acted, or is acting, or intends to act in compliance with the Takeovers Code.

18. Section 32 meetings may be initiated by the Panel, perhaps acting on the basis of information received, or they may held in response to a request by a third party for the Panel to meet to inquire into a particular matter.

19. The fee for requesting a section 32 meeting is $1,125 (including GST). This is payable by the person requesting the meeting and a cheque for that amount should accompany the request. The cheque should be made out to the "Takeovers Panel".

20. The fee is not refundable. If the Panel decides not to hold a meeting the person requesting the Panel to hold a meeting is not entitled to a refund of the fee. A request under section 32 incurs the expense of both staff and Members' time even if no meeting is held.

21. The charges for section 32 meetings and the exercise of the Panel's power under that section are:
    1. $200 plus GST per hour for time spent by Members of the Panel, and
    2. $145 plus GST per hour for time spent by staff.

    The Panel may also recover the costs of expert advice or assistance relating to a section 32 meeting and to use of any of the Panel's powers under that section.

22. These fees and costs may be payable, at the Panel's discretion, either
    1. by a third party who has requested that the Panel hold a section 32 meeting, or
    2. by a person against whom the Panel has made a determination under section 32(3)(b) of the Act (i.e. where the Panel is not satisfied that the person has acted, or is acting, or intends to act in compliance with the Code).

23. If the Panel calls a section 32 meeting, on its own initiative or at the request of another party, and decides that it is not satisfied that the person has acted, or is acting, or intends to act, in compliance with the Code, then the person will be required to meet the Panel's full fees and costs.

24. If the Panel makes determinations at a section 32 meeting against more than one person, the fees and costs would be pro-rated equitably between the parties if appropriate. In no circumstance would the Panel recover more than an amount equal to one set of fees and costs.

25. If the Panel calls a section 32 meeting on its own initiative and decides that it is satisfied that the person has acted, or is acting, or intends to act in compliance with the Code, the Panel would not impose any fees or costs on the person who was the subject of the meeting.

26. If the Panel calls a section 32 meeting at the request of a third party made under section 35 of the Act and the Panel decides that it is satisfied that the person who was the subject of the meeting has acted, or is acting, or intends to act in compliance with the Code, then the Panel would normally require the person who requested the meeting to meet the full fees and costs of that meeting.

27. Relevant parties will be sent an account for fees and costs each month, and at the conclusion of the enforcement activity.