The information memorandum of OP Corporate Bank plc ("Bank") (“Information Memorandum”) provided on this website is not a prospectus or other disclosure document for the purposes of the Corporations Act 2001 of Australia (“Corporations Act”).
The Bank is neither a bank nor an authorised deposit-taking institution which is authorised under the Banking Act 1959 of Australia (“Banking Act”) nor is it supervised by the Australian Prudential Regulation Authority. The Notes are not obligations of any government and, in particular, are not guaranteed by the Commonwealth of Australia. The depositor protection provisions in Division 2 of Part II of the Banking Act do not apply to the Bank. No Notes shall be “protected accounts” or “deposit liabilities” within the meaning of the Banking Act and an investment in any Notes will not be covered by the depositor protection provisions in section 13A of the Banking Act and will not be covered by the Australian Government’s bank deposit guarantee (also commonly referred to as the Financial Claims Scheme).
Neither the Information Memorandum nor any other disclosure document in relation to the Notes has been, or will be, lodged with the Australian Securities and Investments Commission and no action has been taken by the Bank which would permit a public offering of the Notes or distribution of the Information Memorandum or any such document in any jurisdiction where action for that purpose is required (including circumstances that would require disclosure under Parts 6D.2 or 7.9 of the Corporations Act).
Notes that are offered for issue or sale or transferred in, or into, Australia are offered only in circumstances that would not require disclosure to investors under Part 6D.2 or Chapter 7 of the Corporations Act and must only be issued and transferred in compliance with the terms of the exemption from compliance with section 66 of the Banking Act that is available to the Bank (including that such Notes must be issued or transferred in, or into, Australia in parcels of not less than A$500,000 in aggregate principal amount).
The distribution of the Information Memorandum and the offer or sale or acquiring of Notes may be restricted by law in certain jurisdictions. The Bank does not represent that the Information Memorandum may be lawfully distributed, or that any Notes there under may be lawfully offered, in compliance with any applicable registration or other requirements in any such jurisdiction, or such distribution or offering or acquiring. Accordingly, no Notes may be offered or sold, directly or indirectly, and neither the Information Memorandum nor any advertisement or other offering material may be distributed or published in any jurisdiction, except under circumstances that will result in compliance with any applicable laws and regulations.
In the section entitled "Selling Restrictions" of the Information Memorandum there are certain restrictions on offers, sales and deliveries of the Notes. Persons into whose possession the Information Memorandum or any Notes may come must inform themselves about, and observe any such restrictions on the distribution of the Information Memorandum and the offering and sale and acquiring of Notes. In particular, there are restrictions on the distribution of the Information Memorandum and the offer or sale of Notes in, including but not limited to, Australia, the Republic of Finland, the United States, Hong Kong, Japan, Singapore and a prohibition of sales to European Economic Area retail investors.
The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (“Securities Act”). Subject to certain exceptions, Notes may not be offered, sold, delivered or transferred, at any time, within the United States, its territories or possessions or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act).
Access to the Information Memorandum and any Pricing Supplement through this website is provided for informational and reference purposes only and neither the Information Memorandum nor any Pricing Supplement issued there under constitute an offer or invitation to subscribe for or purchase, sell or acquire any of the Notes issued by the Bank in any way. Neither is the information provided on this website intended to constitute investment advice of any kind. All of the Notes referred to on this website have been previously offered, sold and delivered.
I accept and understand the aforesaid.