Issues for investigation by the Scoping Study Task Group include, but
are not limited to, the following:
(b) the planning, organisation and management of the sale process
(c) an appreciation of the state of the business (including the major
component business elements) to be sold, and indicative valuations of
the one third share of Telstra
(d) a review of Telstra's capital structure prior to sale to ensure
that its capital structure is appropriate
(e) detailed sale timing based on all relevant considerations including:
(i) the outlook for domestic and international equity markets
(ii) Telstra's current and expected future commercial position and
financial performance
(iii) competing (especially telecommunications) equity raisings
(f) the structure of the sale process (including the detailed nature
of retail, employee, institutional and international offerings)
(g) detailed strategies for promotion, marketing and advertising
(h) an appropriate, consistent approach to the public presentation
of the issues by all Ministers and Government and company representatives
(i) harmonisation between the sale timetable and the timing of regulatory
legislation
(j) means of ensuring the Government's foreign ownership policies are
met, including an evaluation of the proposed dual class share mechanism
against alternative mechanisms for giving effect to the Government's
policies
(k) the scope and nature of the prospectus
(l) the scope of the due diligence and investigating accountants' processes
to underpin the prospectus, and detailed arrangements to execute these
tasks as soon as possiblethe extent to which Telstra's information and
accounting systems are able to comply with regulatory requirements in
Australia and in any relevant overseas jurisdictions to which the sale
may need to extend
(m) (n) legal issues arising in overseas regulatory jurisdiction
(o) Corporations Law issues, including the application of Part 7, s
205, Part 3.2A, and Crown immunity; and Australian Stock Exchange (and
other) listing rules
(p) any necessary changes to Telstra's Memorandum and Articles of Association
(q) the rationale for, and the nature and scope of, Commonwealth and/or
company indemnities that may need to be provided to directors, advisers,
brokers and others
(r) the rationale for: continued application of the borrowing levy
to Telstra; and an ex gratia payment to the states and territories affected
by the decision to exempt from stamp duty the transfer by the Commonwealth
of its shares in Telstra.