Major bank to appeal Federal Court decision

ANZ has lodged a notice of appeal from the decision of the Federal Court of Australia in relation to ANZ’s fully underwritten institutional share placement in August 2015.

On the morning of 6 April 2015, ANZ issued a release to the ASX that its share purchase plan would raise a total of $3 billion and shares were placed in a trading halt until the next day.

On 7 August, ANZ issued another release announcing it raised $2.5 billion in new equity capital “through the placement of approximately 80.8 million ANZ ordinary shares at the price of $30.95 per share”.

The Australian Securities and Investments Commission (ASIC) brought the case to court after alleging that JP Morgan, Citigroup Global Markets, and Deutsche Bank had acquired between $754 and $790 million from ANZ’s $2.5 billion institutional share placements on 6 April 2015.

ASIC argued ANZ therefore contravened the Corporations Act by failing to notify the ASX that about $791 million of the $2.5 billion in ANZ shares offered in the placement was to be acquired by its underwriters rather than investors.

The court’s decision, which was handed down on 13 October 2023, agreed that it believed ANZ had failed to notify the Australian Securities Exchange about the joint lead managers’ take-up of shares in the placement.

Consequently, ANZ was charged a $900,000 civil penalty for breaching continuous disclosure obligations.

ANZ has suggested that there needed to be greater clarity about the court’s position and is therefore appealing the judgment.

ANZ’s chief risk officer Kevin Corbally said: “Given the importance of continuous disclosure laws, there is benefit for financial market participants in obtaining guidance from the Full Federal Court.”

[Related: Court rules on ANZ’s alleged $2.5bn disclosure failure]