FIRB Clause Samples
The FIRB clause sets out requirements related to obtaining approval from the Foreign Investment Review Board (FIRB) for certain transactions, typically involving the acquisition of property or shares by foreign persons. In practice, this clause may specify that the transaction is conditional upon the buyer securing FIRB approval within a set timeframe, and outline the parties' obligations to cooperate in the application process. Its core function is to ensure compliance with Australian foreign investment laws and to allocate the risk of non-approval, thereby protecting both parties from proceeding with a transaction that may later be prohibited or unwound by regulatory authorities.
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FIRB. The Purchaser warrants:
FIRB. The Purchaser does not require the approval of the Treasurer of the Commonwealth of Australia to the acquisition of the Property under the Foreign Acquisitions and Takeovers ▇▇▇ ▇▇▇▇ (Cth). Purchaser’s Covenant Deed THIS DEED POLL is made the day of 2018 by Centuria Property Funds No.2 Limited ACN 133 363 185 as responsible entity of Centuria Urban REIT (‘Purchaser’) in favour of ▇▇▇▇▇ (Aus) Nominees Pty Ltd (ACN 605 498 093) as trustee of the ▇▇▇▇▇ Global REIT Victoria Trust (‘Landlord’) and [insert Tenant] (‘Tenant’).
FIRB. (A) the Treasurer of Australia or his delegate notifies B2Gold in writing that there are no objections in terms of foreign investment policy of the Australian government to the acquisition by B2Gold of the Papillon Shares under the Scheme, or is subject to conditions that Papillon and B2Gold, acting reasonably, consider to be acceptable; or
(B) the Treasurer of Australia becomes precluded by passage of time from making any order under Part II of the Foreign Acquisitions and Takeovers A▇▇ ▇▇▇▇ (Cth) in respect of the acquisition by B2Gold of the Papillon Shares under the Scheme;
FIRB. Buyer shall have received approval of its purchase by the Foreign Investment Review Board of Australia.
FIRB on or before the Delivery Time, either:
(a) the Treasurer (or his delegate) has provided a notice in writing stating or to the effect that, in terms of Australia’s foreign investment policy, the Australian Government does not object to Casa acquiring the Scheme Shares pursuant to the Scheme either unconditionally or on terms that are acceptable to Casa (acting reasonably); or
(b) by reason of lapse of time, the Treasurer is no longer empowered under the FATA to make an order prohibiting the acquisition of the Scheme Shares by Casa under the Scheme.
FIRB. The Developer warrants that it either has an exemption or does not require approval under the FIRB Act in relation to the entry into of this deed and the Project Documents or it has, prior to the date of this deed, obtained such approval and provided a copy to the State.
FIRB. The Purchaser warrants:
(a) in the event that the Foreign Acquisitions and Takeovers Act, 1975 applies to the Purchaser and to this transaction, the Purchaser hereby indemnifies and holds indemnified the Vendor against all liability, loss, damage and expenses which the Vendor may suffer or incur as a direct or indirect consequence of a breach of this warranty. This warranty shall not merge on completion.
FIRB. (a) The Purchaser does not require the approval of the Treasurer of the Commonwealth of Australia to the acquisition of the Property under the Foreign Acquisitions and Takeovers ▇▇▇ ▇▇▇▇ (Cth). Purchaser’s Covenant Deed THIS DEED POLL is made the day of 2018 by Centuria Property Funds No. 2 Limited ACN 133 363 185 as responsible entity of the Centuria Urban REIT (‘Purchaser’) in favour of ▇▇▇▇▇ (Aus) Nominees Pty Ltd (ACN 605 498 093) as trustee of the ▇▇▇▇▇ Global REIT Bourke Trust (‘Landlord’) and [insert Tenant] (‘Tenant’).
FIRB before 5.00pm on the Business Day before the Second Court Date one of the following has occurred:
FIRB. Before 5:00pm on the Business Day before the Second Court Date, either:
(i) Nippon Paint has received a written notice under FATA from the Treasurer (or the Treasurer’s delegate) stating that, or to the effect that, the Commonwealth Government does not object to the acquisition of all the Scheme Shares by Nippon Paint under the Transaction, either without conditions or subject only to the Standard Tax Conditions or conditions that are acceptable to Nippon Paint (acting reasonably to the extent required by clause 3.3); or
(ii) following notice of the proposed acquisition of all the Scheme Shares by Nippon Paint under the Transaction having been given by Nippon Paint to the Treasurer under FATA, the Treasurer ceases to be empowered to make any order under Part 3 of FATA.