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Pre-prospectus advertising: ASIC action against Bitcoin miner

For those of you out there with aspirations of raising capital in Australia, here is a timely reminder of the restrictions imposed by the Corporations Act relating to the promotion of security offers (ASIC Media Release 15-025).

The Corporations Act states that it is an offence to:

  • advertise security offers; or
  • publish statements referring to security offers (or that may induce people to apply for securities),

before the relevant disclosure document (e.g. a prospectus) has been lodged with ASIC.  There are also rules that apply after the lodgement of the relevant disclosure document… but the rules that apply before lodgement are far more restrictive.

ASIC has reported that Bitcoin Group (a Melbourne based Bitcoin miner) recently used the social media application “Wechat” to seek expressions of interest from potential investors in relation to its proposed IPO on the ASX.  ASIC has issued a stop order preventing Bitcoin Group from publishing any statements about its IPO until it lodges a disclosure document with ASIC.