ASX Listing Rules 10.1 (disposal of substantial asset to substantial shareholder) and 11.2 (disposal of main undertaking) do not apply to distributions by way of pari passu dividend to all shareholders, whether in cash or in specie. The remedy for breach of Listing Rule 10.1 is limited to the ASX's power to require corrective action under Rule 10.9; the transaction is not rendered void. A declaration of voidness for breach of Listing Rules cannot be obtained in proceedings to which the ASX is not a party. Persons who become shareholders only after a dividend is declared are not 'persons aggrieved' under s 777 of the Corporations Law.
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