SC 13G/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions
Published on July 7, 2003
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 5)*
RESMED INC
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
761152107
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(CUSIP Number)
JUNE 25, 2003
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 761152107 13G
1. Names of Reporting Persons.I.R.S. Identification Nos. of above persons
(entities only).
Commonwealth Bank of Australia
IRS Identification No:- N/A- Foreign Corporation..
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3. SEC Uses Only
4. Citizenship or Place of Organization Australia
Number of shares 5. Sole Voting Power
Beneficially Owned by
Each Reporting Person 6. Shared Voting Power 1,573,105
with
7. Sole Dispositive Power
8. Shared Dispositive Power 1,573,105
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,573,105
10. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
11. Percent of Class Represented by Amount in Row (11)
4.93%
12. Type of Reporting Person (See Instructions) CO
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ITEM 1.
(a) Name of Issuer
ResMed Inc
(b) Address of Issuer's Principal Executive Offices:
14040 Danielson St
Poway CA 92064-6857
ITEM 2.
(a) Name of Person Filing:
Commonwealth Bank of Australia
(b) Address of Principal Business Office or, if none, Residence:
Level 2, 48 Martin Place
Sydney NSW 2000
(c) Citizenship:
Australia
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
761152107
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR
240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under section
15 of the Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the
Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under
section 8 of the Investment Company Act
of 1940 (15 U.S.C 80a-8).
(e) [ ] An investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment
fund in accordance with Section
240.13d-1(b)(1)(ii)(F);
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(g) [ ] A parent holding company or control
person in accordance with Section
240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in
Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the
definition of an investment company under
section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP.
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
Amount beneficially owned:
(a) 1,573,105 as represented by 15,731,050 CHESS Depository
Interests(1)
Percent of class:
(b) 4.93%
(c) Number of shares as to which the person has:
Sole power to vote or to direct the vote:
(i) 0
Shared power to vote or to direct the
vote:
(ii) 1,573,105 as represented by 15,731,050
CHESS Depository Interests(1)
(iii) Sole power to dispose or to direct the
disposition of:
0
(iv) Shared power to dispose or to direct the
disposition of:
1,573,105 as represented by 15,731,050
CHESS Depository Interests
(1) The first Reporting Person, the Commonwealth Bank of Australia ("CBA")
beneficially owns 15,731,050 CHESS Depository Interests ("CDIs") with such CDIs
representing 1,573,105 shares of Common Stock of ResMed Inc. The CDIs are traded
on the Australian Stock Exchange (the "ASX"). The CDIs of ResMed Inc were
acquired on the ASX by Colonial
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First State Investment Group Limited ("Colonial First State"), Commonwealth
Investment Services Limited ("CISL") and Commonwealth Funds Management Limited
("CFML"), all of which are wholly owned subsidiaries of CBA (collectively the
"CBA Fund Managers"). The CBA Fund Managers hold the CDIs for clients who have
shared voting and dispositive power with CBA Fund Managers over the CDIs.
Additionally, the second Reporting Person Colonial First State Investments
Limited, as the responsible entity under Australian law of the "First Choice"
funds, has outsourced, to external managers unrelated to CBA, certain voting and
dispositive functions over securities acquired by these external managers and
held in these funds, including ResMed Inc. CDIs. Under these outsourcing
arrangements, external managers unrelated to CBA have acquired 345,345 CDIs,
representing 34,534 shares of Common Stock of ResMed Inc, on behalf of Colonial
First State.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [X].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
See Exhibit A
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable
ITEM 10. CERTIFICATION
The following certification shall be included if the statement
is filed pursuant to Section 240.13d-1(c):
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of or
with the effect of
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changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction
having that purpose or effect. This schedule is filed on
behalf of Commonwealth Bank of Australia and Colonial
First State Investments Limited. The agreement to this
effect is contained in Exhibit B.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth on this statement is true, complete and correct.
Date: July 03, 2003
COMMONWEALTH BANK OF AUSTRALIA
By: /s/ John Damien Hatton
Name: John Damien Hatton
Title: Company Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: /s/ Peter Sipek
Name: Peter Sipek
Title: Senior Manager,
Investment Management Support
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EXHIBIT A
Subsidiaries Acquiring Securities Being Reported on By the Parent Holding
Company or Control Person
Colonial First State Investments Limited
Commonwealth Investment Services Limited
Commonwealth Life Limited
Commonwealth Managed Investments Limited
Commonwealth Funds Management Limited
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EXHIBIT B
The undersigned hereby agree that they are filing this Schedule 13G amendment
jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely
filing of such Schedule 13G amendment and any amendments thereto, and for the
completeness and accuracy of the information concerning such person contained
therein; but none of them is responsible for the completeness or accuracy of the
information concerning the other persons making the filing, unless such person
knows or has reason to believe that such information is inaccurate.
COMMONWEALTH BANK OF AUSTRALIA
By: /s/ John Damien Hatton
Name: John Damien Hatton
Title: Company Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: /s/ Peter Sipek
Name: Peter Sipek
Title: Senior Manager,
Investment Management Support