ASIC restricts three listed companies from issuing a reduced-content prospectus

ASIC has imposed restrictions on XTC Lithium Limited (XTC), My Rewards International Limited (MRI), and Range International Limited (RAN) after their failure to fulfill reporting obligations as per regulatory requirements. These restrictions prohibit the companies from issuing a reduced-content prospectus for a period of 12 months.

Under ASIC's determinations, XTC, MRI, and RAN cannot avail themselves of the reduced-disclosure rule outlined in section 713 of the Corporations Act. Instead, they are mandated to provide a comprehensive prospectus should they intend to raise funds from retail investors.

ASIC views the authorization to use a reduced-content prospectus as contingent upon a company's adherence to regulatory statutes. Timely submission of financial reports, duly audited in accordance with auditing standards, is deemed a foundational obligation for listed entities. Non-compliance with these obligations can lead to ASIC's determinations, barring companies from utilizing reduced-content prospectus relief. This measure is implemented to ensure that retail investors are equipped with comprehensive, accurate, and up-to-date information, including financial data, prior to making investment decisions.

XTC, MRI, and RAN retain the right to challenge ASIC's decision by appealing to the Administrative Appeals Tribunal for review.

Background

ASIC invoked these determinations under section 713(6) of the Corporations Act, excluding XTC, MRI, and RAN from availing themselves of section 713 relief for 12 months due to the following reasons:

XTC failed to submit its financial report, directors' report, and auditor's report for the half-year ending on 31 December 2023 within the stipulated 75-day timeframe.

MRI failed to submit its financial report, directors' report, and auditor's report for the half-year ending on 31 December 2023 within the stipulated 75-day timeframe. Additionally, MRI did not have its annual report for the fiscal year ending on 30 June 2023 audited as required, as the auditor's report contained a disclaimer of opinion, indicating the auditor's inability to form or express an opinion about the financial report.

RAN failed to have its lodged financial reports audited as required for the fiscal years ending on 31 December 2022 and 31 December 2023. Moreover, its half-year financial report for the period ending on 30 June 2023 included a disclaimer of opinion by the auditor, indicating the auditor's inability to form or express an opinion about the respective financial reports.

Currently, securities of XTC, MRI, and RAN are suspended from trading on ASX Limited.