Group Relationships Statement

IPH Limited, a public company is the holding company for a number of intellectual property professional services businesses operating under different brands and across the Asia-Pacific region (each company or group of companies operating under a single brand is referred to as a Group Business). For the purposes of the Australian and New Zealand Code of Conduct for Trans-Tasman Patent and Trade Marks Attorneys 2018, Australian and New Zealand incorporated attorneys within the IPH Limited group are also considered to be members of an ‘ownership group’ (members of the ownership group are identified below).*

The success of IPH and the success of IPH Group Business’ and their clients require us to deliver the highest quality services, and to manage our group relationships so as to act always in our clients’ best interests. To ensure this, each Group Business adheres to the following key principles to ensure independence in provision to clients of attorney professional services, appropriate disclosure of group relationships and management of actual or potential conflicts of interest.

Always act in the best interests of our clients

IPH Group Businesses and their attorneys have as their first and primary obligation, always to act in the best interests of their clients and in accordance with the law.

Independent provision of professional attorney services

IPH Group Businesses and their attorneys operate independently from each other in their provision to clients of attorney professional services. Each Group Business maintains separate case management systems and no non-public information relating to professional attorney services is shared between Group Businesses.

(Note: A Group Business may in some cases engage or be engaged by another IPH Group Businesses as a foreign agent or lawyer and information shared for that purpose.)

Active compliance with all legal and ethical requirements

IPH Group Businesses actively comply with all applicable laws, regulations and codes of conduct, including professional regulations and codes, and privacy, competition and consumer protection legislation.

Active management of conflicts of interest

IPH Group Businesses and their responsible attorneys actively consider and manage actual and potential conflicts of interest. The IPH group structures and arrangements, including as to the separation and independent provision to clients of attorney professional services by each Group Business, ensures compliance with legal and ethical requirements including obligations under applicable Codes of Conduct, and minimises the potential occurrence of conflicts.

Disclosure of group relationships and independence in tenders and proposals

IPH Group Businesses are open and transparent about their relationship with IPH Limited and each other, including by expressly notifying its membership of the group in competitive proposals and tenders. Unless advised to the recipient, all Group Businesses prepare tender responses and proposals independently from each other and no Group Business shares the content of tenders or proposals with any other Group Business.

Sharing of information

In order to provide their services IPH Group Businesses rely upon certain back-office, non-professional services provided by non-attorney entities within the IPH group, such as information technology, insurance, finance and accounting services. In addition, where reasonably necessary to satisfy corporate governance, management and reporting responsibilities, such as financial and regulatory reporting, compliance, corporate accountability and oversight and risk management responsibilities, IPH Group Businesses may be required to share certain information with IPH Limited.

Any information shared for such purposes is disclosed only to the extent reasonably required, is used only for the purposes provided and remains subject to confidentiality.

IPH Group Businesses do not share non-public client information with any other Group Business (unless engaged by them as a foreign agent or lawyer).

Sharing of personal information

Personal information is collected and managed in accordance with applicable privacy and personal data protection legislation in jurisdictions in which the relevant IPH Group Businesses have an establishment. For more information on how we manage and share such information see our Privacy Policy.

The proper management of these matters is of critical importance to the IPH Limited group to ensure the interests of our clients are not affected.

If you would like further information with respect to our approach to these matters please contact us.

* * * * * * * *

*Members of the ownership group are Cullens Pty Ltd, Spruson & Ferguson Pty Ltd, Spruson & Ferguson Lawyers Pty Ltd, Fisher Adams Kelly Pty Ltd^, AJ Park IP Ltd (and affiliated company AJ Park Law Ltd), Practice Insight Pty Ltd and Pizzeys Patent and Trade Mark Attorneys Pty Ltd. Spruson & Ferguson and Pizzeys also comprise patent and trade mark attorney entities outside Australia and New Zealand. Information on all legal entities forming part of the IPH Limited group is available at www.iphltd.com.au/about-iph.

^Fisher Adams Kelly Pty Ltd and Cullens Pty Ltd will combine business operations with the Spruson & Ferguson Group Business from April 2018, and be fully integrated into Spruson & Ferguson Pty Ltd in July 2018.

IMPORTANT NOTICE

The information on this page is not part of the Prospectus.

If you agree to the conditions on this page, you will be given access to an electronic version of the Offer Document.

Before downloading, printing or viewing any of the documents on this website, you must carefully read the terms set out in this notice.

The Offer Document (defined below) is an important document that should be read in its entirety before deciding whether to participate in the Offer (as referred to below and set out in the Offer Document). You should rely only on information in the Offer Document and any supplementary or replacement document. If after reading the Offer Document, you have questions about the Offer, you should contact your professional advisers. You can contact the IPH Offer Information Line on 1300 653 497 from 8.30am until 5.30pm (AEDT) Monday to Friday for further information.

Offer of Securities

The Offer Document contains details of an offer (“Offer”) by IPH Limited ACN 169 015 838 (“IPH” or “Company”) and IPH (SaleCo) Pty Limited ACN 600 396 825 of fully paid ordinary shares (“Shares” or "Securities”) in IPH. IPH applied to ASX Limited (“ASX”) within seven days after the date of the Offer Document for quotation of Securities on ASX.

Lodgement of the Offer Document

The prospectus accessible on this website is dated 9 October 2014 (“Offer Document”, or “Prospectus”) and was lodged with the Australian Securities and Investments Commission (“ASIC”) on that date. Capitalised words used on this website have the meaning given to them in the Offer Document unless they are defined with a different meaning on this website. Neither ASIC nor the ASX takes any responsibility for the content of the Prospectus or for the merits of the investment to which the Prospectus relates.

Applications for Securities

Applications to subscribe for Securities under the Offer may only be made using an Application Form issued with, contained in, or accompanying the Offer Document. Securities will only be issued or transferred on the basis of an Application Form. An Application Form is accessible in the following ways:
  • by viewing the Offer Document from this website and then printing the Application Form attached to it; or
  • by way of a paper copy of the Application Form issued with, contained in, or accompanying a paper copy of the Offer Document. A paper copy of the Offer Document (with Application Form) and any supplementary or replacement document, can be requested and will be provided free of charge, by calling the IPH Offer Information Line on 1300 653 497 (within Australia) or +61 1300 653 497 (outside Australia) from 8.30am until 5.30pm AEDT Monday to Friday during the Offer period.
You must complete your Application Form and pay your application monies in accordance with your Broker’s directions in order to be eligible to receive any allocation from your Broker. Please contact your Broker if you have any questions on how to complete the Application Form. You should read the Offer Document in full before submitting your Application Form.

The Corporations Act 2001 (Cth) prohibits any person from passing onto another person an Application Form in relation to the Offer unless it is attached to, or accompanied by, a complete and unaltered copy of the Offer Document.

Warning – This information does not constitute an Offer of Securities

The documents on this website are only available to residents of Australia and New Zealand from within Australia and New Zealand. None of the documents on this website (including the Offer Document) constitutes an offer of securities for sale in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer. In particular, the documents on this website (including the Offer Document) are not an offer of securities for sale in the United States or to, or for the account or benefit of, persons in the United States (as defined in Regulation S under the United States Securities Act of 1933 (the “US Securities Act”)). The Shares in the Offer may not be offered, sold or otherwise transferred, except in compliance with the registration requirements of the US Securities Act, and any other applicable securities laws or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and any other applicable securities laws. The Shares in the Offer have not been and will not be registered under the US Securities Act or the securities laws of any state of the United States or any other jurisdiction other than Australia and New Zealand.

No action has been taken to register or qualify the documents on this website, the Offer or Securities, in any jurisdiction other than Australia and New Zealand. The distribution of the documents on this website (including the Offer Document) outside Australia and New Zealand is restricted by law. You should inform yourself of and observe such restrictions and should seek your own advice on such restrictions. Any non-compliance with these restrictions may contravene applicable securities laws.

Changes

The information on this website is provided for information purposes only and subject to change without notice. Nothing contained on this website or in the Offer Document constitutes investment, legal, business, taxation or other advice, nor is it to be relied on in making an investment in Securities. The information on this website and in the Offer Document does not take into account your investment objectives, financial situation or particular needs.

Terms and conditions

By continuing you represent, warrant and agree that:
  • you have read, understood and will comply with the notice on this website;
  • you are a resident of Australia or New Zealand accessing this website from Australia or New Zealand;
  • you are not in the United States and you are not acting for the account or benefit of a person in the United States;
  • you will not make a copy of the documents in this website available to, or release or distribute a copy of such documents to, or for the account or benefit of, any person in the United States or in any other place in which, or to any other person to whom, it would be unlawful to do so ("Ineligible Persons");
  • you are not acting as a nominee for, or otherwise for the account or benefit of, any Ineligible Persons; and
  • you and each person on whose account you are acting acknowledge that the securities described on the following pages have not been and will not be, registered under the US Securities Act of 1933, as amended, or the securities laws of any state or other jurisdiction in the United States and accordingly, the securities may not be offered, sold or otherwise transferred except in accordance with an available exemption from such registration.

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