(12H) The sale offer does not need discl(12H) The sale offer does not need disclosure to investors under this Part if:

(12H) The sale offer does not need disclosure to investors under this Part if:

(a) the relevant securities were issued by reason of the conversion or exchange of regulatory capital securities in accordance with their terms of issue; and
Note: The relevant securities are the underlying securities issued on conversion or exchange of the regulatory capital securities.
(b) on the day on which a notice in relation to the regulatory capital securities was given under paragraph (e), there was no determination under subsection 713(6) in force in respect of either:
  (i) the issuer of the regulatory capital securities; or
  (ii) if the issuer of the regulatory capital securities is not the issuer of the notional underlying securities—the issuer of the notional underlying securities; and
(c) trading in securities in the class of notional underlying securities on the declared financial market on which they are quoted was not suspended for more than a total of 5 days during the shorter of the period during which the class of notional underlying securities were quoted, and the period of 12 months before the first day on which the regulatory capital securities were issued; and

Note: declared financial market is defined in section 9D. Until the time the first declaration is made under subsection 9D(2), a market that was prescribed as a prescribed financial market by former regulation 1.0.02A of the Corporations Regulations 2001 is taken to be a declared financial market: see section 1705F.

(d) the conversion or exchange of the regulatory capital securities did not involve any further offer; and
(e) a notice that complies with subsection (12I) on the same day as, or within 2 business days before, the first day on which the regulatory capital securities were issued was given to the relevant market operator:
(i) if the body that issued the regulatory capital securities is also the issuer of the notional underlying securities—by the body;
  (ii) if the body that issued the regulatory capital securities is not the issuer of the notional underlying securities—jointly by both the issuer of the regulatory capital securities and the issuer of the notional underlying securities.

(12I) A notice complies with this subsection if: (a) the notice contains the following information: (i) for the regulatory capital securities—the information required by subsection 713(2); and (ii) for securities in the class of notional underlying securities—the information required by subsections 713(2) to (5), as if the notice were a prospectus; and (b) the information in the notice is worded and presented in a clear, concise and effective manner; and (c) where the notice includes a statement by a person, or a statement said in the notice to be based on a statement by a person: (i) the person has consented to the statement being included in the notice in the form and context in which it is included; (ii) the notice states that the person has given this consent; and (iii) the person has not withdrawn this consent before the notice is given to the relevant market operator.”.