عن الملكية الفكرية التدريب في مجال الملكية الفكرية إذكاء الاحترام للملكية الفكرية التوعية بالملكية الفكرية الملكية الفكرية لفائدة… الملكية الفكرية و… الملكية الفكرية في… معلومات البراءات والتكنولوجيا معلومات العلامات التجارية معلومات التصاميم الصناعية معلومات المؤشرات الجغرافية معلومات الأصناف النباتية (الأوبوف) القوانين والمعاهدات والأحكام القضائية المتعلقة بالملكية الفكرية مراجع الملكية الفكرية تقارير الملكية الفكرية حماية البراءات حماية العلامات التجارية حماية التصاميم الصناعية حماية المؤشرات الجغرافية حماية الأصناف النباتية (الأوبوف) تسوية المنازعات المتعلقة بالملكية الفكرية حلول الأعمال التجارية لمكاتب الملكية الفكرية دفع ثمن خدمات الملكية الفكرية هيئات صنع القرار والتفاوض التعاون التنموي دعم الابتكار الشراكات بين القطاعين العام والخاص أدوات وخدمات الذكاء الاصطناعي المنظمة العمل مع الويبو المساءلة البراءات العلامات التجارية التصاميم الصناعية المؤشرات الجغرافية حق المؤلف الأسرار التجارية أكاديمية الويبو الندوات وحلقات العمل إنفاذ الملكية الفكرية WIPO ALERT إذكاء الوعي اليوم العالمي للملكية الفكرية مجلة الويبو دراسات حالة وقصص ناجحة في مجال الملكية الفكرية أخبار الملكية الفكرية جوائز الويبو الأعمال الجامعات الشعوب الأصلية الأجهزة القضائية الموارد الوراثية والمعارف التقليدية وأشكال التعبير الثقافي التقليدي الاقتصاد التمويل الأصول غير الملموسة المساواة بين الجنسين الصحة العالمية تغير المناخ سياسة المنافسة أهداف التنمية المستدامة التكنولوجيات الحدودية التطبيقات المحمولة الرياضة السياحة ركن البراءات تحليلات البراءات التصنيف الدولي للبراءات أَردي – البحث لأغراض الابتكار أَردي – البحث لأغراض الابتكار قاعدة البيانات العالمية للعلامات مرصد مدريد قاعدة بيانات المادة 6(ثالثاً) تصنيف نيس تصنيف فيينا قاعدة البيانات العالمية للتصاميم نشرة التصاميم الدولية قاعدة بيانات Hague Express تصنيف لوكارنو قاعدة بيانات Lisbon Express قاعدة البيانات العالمية للعلامات الخاصة بالمؤشرات الجغرافية قاعدة بيانات الأصناف النباتية (PLUTO) قاعدة بيانات الأجناس والأنواع (GENIE) المعاهدات التي تديرها الويبو ويبو لكس - القوانين والمعاهدات والأحكام القضائية المتعلقة بالملكية الفكرية معايير الويبو إحصاءات الملكية الفكرية ويبو بورل (المصطلحات) منشورات الويبو البيانات القطرية الخاصة بالملكية الفكرية مركز الويبو للمعارف الاتجاهات التكنولوجية للويبو مؤشر الابتكار العالمي التقرير العالمي للملكية الفكرية معاهدة التعاون بشأن البراءات – نظام البراءات الدولي ePCT بودابست – نظام الإيداع الدولي للكائنات الدقيقة مدريد – النظام الدولي للعلامات التجارية eMadrid الحماية بموجب المادة 6(ثالثاً) (الشعارات الشرفية، الأعلام، شعارات الدول) لاهاي – النظام الدولي للتصاميم eHague لشبونة – النظام الدولي لتسميات المنشأ والمؤشرات الجغرافية eLisbon UPOV PRISMA UPOV e-PVP Administration UPOV e-PVP DUS Exchange الوساطة التحكيم قرارات الخبراء المنازعات المتعلقة بأسماء الحقول نظام النفاذ المركزي إلى نتائج البحث والفحص (CASE) خدمة النفاذ الرقمي (DAS) WIPO Pay الحساب الجاري لدى الويبو جمعيات الويبو اللجان الدائمة الجدول الزمني للاجتماعات WIPO Webcast وثائق الويبو الرسمية أجندة التنمية المساعدة التقنية مؤسسات التدريب في مجال الملكية الفكرية الدعم المتعلق بكوفيد-19 الاستراتيجيات الوطنية للملكية الفكرية المساعدة في مجالي السياسة والتشريع محور التعاون مراكز دعم التكنولوجيا والابتكار نقل التكنولوجيا برنامج مساعدة المخترعين WIPO GREEN WIPO's PAT-INFORMED اتحاد الكتب الميسّرة اتحاد الويبو للمبدعين WIPO Translate أداة تحويل الكلام إلى نص مساعد التصنيف الدول الأعضاء المراقبون المدير العام الأنشطة بحسب كل وحدة المكاتب الخارجية المناصب الشاغرة المشتريات النتائج والميزانية التقارير المالية الرقابة
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القوانين المعاهدات الأحكام التصفح بحسب الاختصاص القضائي

Corporations Regulations 2001 (consolidated as of March 31, 2015)، أستراليا

عودة للخلف
النص مُستبدل.  الذهاب إلى أحدث إصدار في ويبو لِكس
التفاصيل التفاصيل سنة الإصدار 2015 تواريخ بدء النفاذ : 15 يوليو 2001 نص صادر : 13 يوليو 2001 نوع النص نصوص أخرى الموضوع الأسماء التجارية ملاحظات This consolidated version of the Regulations includes all the amendments up to Treasury Laws Amendment (2015 Measures No. 1) Regulation 2015 (Select Legislative Instrument-SLI No. 39, 2015) (see the “endnotes” 3 and 4 for the amending laws and amending history from pages 3 to 15 of Volume 7 of the consolidated version).

The Corporations Regulations 2001, inter alia, implements section 147 of the Corporations Act 2001, relating to the availability of company names.
Under sub-regulations 2B.6.02(4) and 5B.3.02(4), an application for a name that contains a word or phrase specified in column 2 of an item in Part 4 of Schedule 6 of Volume 6, must have with it the consent of the particular Minister specified in Part 4. Examples are 'ANZAC', 'Geneva Cross', Red Crescent, Red Cross, and 'Red Lion and Sun'.

المواد المتاحة

النصوص الرئيسية النصوص ذات الصلة
النصوص الإضافية الأعداد (1 نصوص) الأعداد (1 نصوص) بالإنكليزية Corporations Regulations 2001 (consolidated as of March 31, 2015) 1       2       3       4       5       6       7      
 
 
 
 
 
 
 
 Corporations Regulations 2001

Prepared by the Office of Parliamentary Counsel, Canberra

Corporations Regulations 2001

Statutory Rules No. 193, 2001

made under the

Corporations Act 2001

Compilation No. 113

Compilation date: 31 March 2015

Includes amendments up to: SLI No. 39, 2015

Registered: 9 April 2015

This compilation is in 7 volumes

Volume 1: regulations 1.0.01–6D.5.02

Volume 2: regulations 7.1.02–7.6.08E

Volume 3: regulations 7.7.01–8.4.02

Volume 4: regulations 9.1.01–12.9.03

Volume 5: Schedules 1, 2 and 2A

Volume 6: Schedules 3–12

Volume 7: Endnotes

Each volume has its own contents

Federal Register of Legislative Instruments F2015C00303

About this compilation

This compilation

This is a compilation of the Corporations Regulations 2001 that shows the text

of the law as amended and in force on 31 March 2015 (the compilation date).

This compilation was prepared on 31 March 2015.

The notes at the end of this compilation (the endnotes) include information

about amending laws and the amendment history of provisions of the compiled

law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the

compiled law. Any uncommenced amendments affecting the law are accessible

on ComLaw (www.comlaw.gov.au). The details of amendments made up to, but

not commenced at, the compilation date are underlined in the endnotes. For

more information on any uncommenced amendments, see the series page on

ComLaw for the compiled law.

Application, saving and transitional provisions for provisions and

amendments

If the operation of a provision or amendment of the compiled law is affected by

an application, saving or transitional provision that is not included in this

compilation, details are included in the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as

modified but the modification does not amend the text of the law. Accordingly,

this compilation does not show the text of the compiled law as modified. For

more information on any modifications, see the series page on ComLaw for the

compiled law.

Self-repealing provisions

If a provision of the compiled law has been repealed in accordance with a

provision of the law, details are included in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 i

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Contents

Chapter 7—Financial services and markets 1

Part 7.1—Preliminary 1

Division 1—General 1

7.1.02 Participant .........................................................................1

7.1.03 Prescribed CS facility ........................................................1

7.1.03A Basic deposit products.......................................................1

7.1.03B Self managed superannuation funds ..................................1

7.1.04 Derivatives ........................................................................2

7.1.04A Meaning of kind of financial products

(section 1012IA of the Act) ...............................................4

7.1.04B Meaning of class of financial products (managed

investment schemes)..........................................................5

7.1.04C Meaning of class of financial products

(superannuation products) .................................................5

7.1.04CA Kinds of financial products ...............................................5

7.1.04D Meaning of issuer for certain derivatives ..........................6

7.1.04E Issue of a new interest in a superannuation fund ...............6

7.1.04F Meaning of class of financial services

(subsections 917A(3), 917C(2) and 917C(3) of the

Act)....................................................................................7

7.1.04G Meaning of issuer for a foreign exchange contract............7

7.1.04N Specific things that are financial products—

litigation funding schemes and arrangements....................7

7.1.05 Specific things that are not financial products:

superannuation interests ....................................................8

7.1.06 Specific things that are not financial products:

credit facility .....................................................................8

7.1.06A Arrangements for certain financial products that

are not credit facilities .....................................................11

7.1.06B Specific things that are not financial products:

superannuation interests ..................................................11

7.1.07 Specific things that are not financial products:

surety bonds ....................................................................11

7.1.07A Specific things that are not financial products:

rental agreements.............................................................12

7.1.07B Specific things that are not financial products:

bank drafts .......................................................................12

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7.1.07C Specific things that are not financial products:

insurance under an overseas student health

insurance contract............................................................13

7.1.07D Specific things that are not financial products:

funeral expenses policy ...................................................13

7.1.07E Specific things that are not financial products:

rights of the holder of a debenture...................................13

7.1.07F Specific things that are not financial products:

money orders ...................................................................14

7.1.07G Specific things that are not financial products:

electronic funds transfers.................................................14

7.1.07H Specific things that are not financial products:

ACT insurance.................................................................15

7.1.07I Specific things that are not financial products—

Australian carbon credit units and eligible

international emissions units ...........................................15

7.1.07J Specific things that are not financial products—

carbon abatement.............................................................15

7.1.08 Meaning of financial product advice: exempt

document or statement.....................................................15

7.1.08A Modification of section 766D of the Act—free

carbon units .....................................................................17

7.1.09 Obligations related to clearing and settlement

facility .............................................................................17

7.1.10 Conduct that does not constitute operating a

clearing and settlement facility........................................18

Division 2—Retail clients and wholesale clients 20

7.1.11 Meaning of retail client and wholesale client:

motor vehicle insurance product......................................20

7.1.12 Meaning of retail client and wholesale client:

home building insurance product ....................................21

7.1.13 Meaning of retail client and wholesale client:

home contents insurance product ....................................22

7.1.14 Meaning of retail client and wholesale client:

sickness and accident insurance product .........................23

7.1.15 Meaning of retail client and wholesale client:

consumer credit insurance product ..................................24

7.1.16 Meaning of retail client and wholesale client:

travel insurance product ..................................................25

7.1.17 Meaning of retail client and wholesale client:

personal and domestic property insurance product..........26

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7.1.17A General insurance products: medical indemnity

insurance products...........................................................28

7.1.17B Retail clients and wholesale clients: aggregation of

amounts for price or value of financial product...............28

7.1.17C Retail clients: traditional trustee company services .........29

7.1.18 Retail clients and wholesale clients: price of

investment-based financial products................................29

7.1.19 Retail clients and wholesale clients: value of

investment-based financial products................................31

7.1.19A Retail clients and wholesale clients: price of

margin lending facilities ..................................................35

7.1.20 Retail clients and wholesale clients: price of

income stream financial products ....................................36

7.1.21 Retail clients and wholesale clients: value of

income stream financial products ....................................38

7.1.22 Retail clients and wholesale clients: value of

derivatives .......................................................................41

7.1.22A Retail clients and wholesale clients: value of

foreign exchange contracts ..............................................42

7.1.23 Retail clients and wholesale clients: price of

non-cash payment financial products ..............................43

7.1.24 Retail clients and wholesale clients: value of

non-cash payment products .............................................44

7.1.25 Retail clients and wholesale clients: life risk

insurance and other risk-based financial products ...........46

7.1.26 Superannuation-sourced money ......................................46

7.1.27 Retail clients and wholesale clients: effect of

wholesale status...............................................................47

7.1.28 Retail clients and wholesale clients: assets and

income.............................................................................48

Division 3—When does a person provide a financial service? 50

7.1.28A Circumstances in which a person is taken to be

provided a traditional trustee company service ...............50

7.1.29 Circumstances in which a person is taken not to

provide a financial service...............................................50

7.1.29A Self-managed superannuation funds................................54

7.1.30 Information and advice about voting...............................55

7.1.31 Passing on prepared documents.......................................56

7.1.32 Remuneration packages...................................................56

7.1.33 Handling insurance claims ..............................................57

7.1.33A Allocation of funds available for investment...................58

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7.1.33B General advice.................................................................58

7.1.33D Investment-linked life insurance products.......................59

7.1.33E Advice about the existence of a custodial or

depository service............................................................59

7.1.33F School banking................................................................60

7.1.33G Certain general advice that does not attract

remuneration etc. .............................................................60

7.1.33H Certain general advice given by a financial product

issuer ...............................................................................61

Division 4—Dealings in financial products 63

7.1.34 Conduct that does not constitute dealing in a

financial product..............................................................63

7.1.35 Conduct that does not constitute dealing in a

financial product..............................................................63

7.1.35A Conduct that does not constitute dealing in a

financial product—lawyers acting on instructions ..........64

7.1.35B Conduct that does not constitute dealing in a

financial product—issuing carbon units, Australian

carbon credit units or eligible international

emissions units ................................................................65

7.1.35C Conduct that does not constitute dealing in a

financial product—carbon units, Australian carbon

credit units or eligible international emissions

units.................................................................................65

Division 5—Custodial or depository services 67

7.1.40 Conduct that does not constitute the provision of a

custodial or depository service ........................................67

Division 6—Operating a financial market 70

7.1.50 Operating a financial market ...........................................70

Part 7.2—Licensing of financial markets 71

Division 1—Market licensees’ obligations 71

7.2.01 Obligation to inform ASIC of certain matters:

contraventions of licence or Act ......................................71

7.2.02 Obligation to inform ASIC of certain matters:

becoming director, secretary or executive officer

of market licensee............................................................71

7.2.03 Obligation to inform ASIC of certain matters:

ceasing to be director, secretary or executive

officer of market licensee ................................................72

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7.2.04 Obligation to inform ASIC of certain matters:

voting power in market licensee ......................................72

7.2.05 Giving ASIC information about a listed disclosing

entity................................................................................73

7.2.06 Annual report of market licensee.....................................74

Division 2—The market’s operating rules and procedures 75

7.2.07 Content of licensed market’s operating rules ..................75

7.2.08 Content of licensed market’s written procedures.............76

Division 3—Powers of the Minister and ASIC 78

7.2.09 Agencies for compliance assessment...............................78

Division 4—The Australian market licence: applications

(general) 79

7.2.10 Application of Division 4 ................................................79

7.2.11 Information......................................................................79

7.2.12 Documents.......................................................................80

Division 5—The Australian market licence: applications

(financial market in foreign country) 83

7.2.13 Application of Division 5 ................................................83

7.2.14 Information......................................................................83

7.2.15 Documents.......................................................................84

Division 6—The Australian market licence: other matters 85

7.2.16 Potential conflict situations .............................................85

Part 7.2A—Supervision of financial markets 90

Division 7.2A.1—Enforceable undertakings 90

7.2A.01 Enforceable undertakings ................................................90

Division 7.2A.2—Infringement notices 92

7.2A.02 Purpose of Division .........................................................92

7.2A.03 Definitions for Division 7.2A.2.......................................93

7.2A.04 When infringement notice can be given ..........................93

7.2A.05 Statement of reasons must be given ................................94

7.2A.06 Contents of infringement notice ......................................94

7.2A.07 Amount of penalty payable to the Commonwealth .........96

7.2A.08 Compliance with infringement notice .............................96

7.2A.09 Extension of compliance period ......................................97

7.2A.10 Effect of compliance with infringement notice ...............98

7.2A.11 Application to withdraw infringement notice ..................99

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7.2A.12 Withdrawal of infringement notice by ASIC.................100

7.2A.13 Notice of withdrawal of infringement notice.................100

7.2A.14 Withdrawal of notice after compliance..........................101

7.2A.15 Publication of details of infringement notice.................101

Part 7.3—Licensing of clearing and settlement facilities 104

Division 1—Regulation of CS facility licensees: licensees’

obligations 104

7.3.01 Obligation to inform ASIC of certain matters:

becoming director, secretary or executive officer

of CS facility licensee....................................................104

7.3.02 Obligation to inform ASIC of certain matters:

ceasing to be director, secretary or executive

officer of CS facility licensee ........................................105

7.3.03 Obligation to inform ASIC of certain matters:

voting power in CS facility licensee ..............................105

7.3.04 Annual report of CS facility licensee.............................106

Division 2—Regulation of CS facility licensees: the facility’s

operating rules and procedures 107

7.3.05 Content of licensed CS facility’s operating rules ..........107

7.3.06 Content of licensed CS facility’s written

procedures .....................................................................108

Division 3—Regulation of CS facility licensees: powers of the

Minister and ASIC 109

7.3.07 Agencies for compliance assessment.............................109

7.3.08 Agencies for compliance assessment.............................110

Division 4—The Australian CS facility licence: applications

(general) 111

7.3.09 Application of Division 4 ..............................................111

7.3.10 Information....................................................................111

7.3.11 Documents.....................................................................113

Division 5—The Australian CS facility licence: applications

(overseas clearing and settlement facility) 116

7.3.12 Application of Division 5 ..............................................116

7.3.13 Information....................................................................116

7.3.14 Documents.....................................................................117

Part 7.4—Limits on involvement with licensees 118 7.4.01 Widely held market body ..............................................118

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7.4.02 Record-keeping: market licensee...................................118

7.4.03 Record-keeping: CS facility licensee.............................119

7.4.04 Information for widely held market body......................119

Part 7.5—Compensation regimes for financial markets 120

Division 1—Preliminary 120

7.5.01 Definitions for Part 7.5..................................................120

7.5.01A Modification of Act: compensation regimes .................123

7.5.02 Meaning of becoming insolvent.....................................124

7.5.03 Meaning of dealer .........................................................125

7.5.04 Meaning of excluded person .........................................125

7.5.06 Meaning of sale and purchase of securities ..................127

7.5.07 Meaning of securities business: general ........................128

7.5.08 Meaning of securities business: Subdivision 4.9...........129

7.5.09 Meaning of security.......................................................129

7.5.10 Meaning of transfer of securities...................................129

7.5.13 Effect of contravention of Part 7.5 ................................130

Division 2—When there must be a compensation regime 131

7.5.14 Application for Australian market licence:

information about compensation arrangements .............131

Division 3—Approved compensation arrangements 132

7.5.15 Application for approval of compensation

arrangements after grant of Australian market

licence: information about compensation

arrangements .................................................................132

7.5.16 Notification of payment of levies ..................................133

7.5.17 Amount of compensation ..............................................133

Division 4—NGF Compensation regime 134

Subdivision 4.1—Preliminary 134

7.5.18 Application of Division 4 ..............................................134

Subdivision 4.2—Third party clearing arrangements 134

7.5.19 Clearing arrangements...................................................134

Subdivision 4.3—Contract guarantees 136

7.5.24 Claim by selling client in respect of default by

selling dealer: ASTC-regulated transfer ........................136

7.5.25 Claim by selling client in respect of default by

selling dealer: transaction other than

ASTC-regulated transfer ...............................................138

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7.5.26 Claim by buying client in respect of default by

buying dealer: ASTC-regulated transfer........................139

7.5.27 Claim by buying client in respect of default by

buying dealer: transaction other than

ASTC-regulated transfer ...............................................141

7.5.28 Cash settlement of claim: ASTC-regulated transfer ......142

7.5.29 Cash settlement of claim: transfer other than

ASTC-regulated transfer ...............................................143

7.5.30 Making of claims...........................................................144

Subdivision 4.7—Unauthorised transfer 145

7.5.53 Application of Subdivision 4.7......................................145

7.5.54 Claim by transferor........................................................146

7.5.55 Claim by transferee or sub-transferee............................146

7.5.56 How and when claim may be made...............................147

7.5.57 How claim is to be satisfied...........................................148

7.5.58 Discretionary further compensation to transferor ..........149

7.5.59 Nexus with Australia .....................................................149

Subdivision 4.8—Contraventions of ASTC certificate cancellation

provisions 150

7.5.60 Claim in respect of contravention of ASTC

certificate cancellation provisions .................................150

7.5.61 How and when claim may be made...............................150

7.5.62 How claim is to be satisfied...........................................152

7.5.63 Discretionary further compensation ..............................152

Subdivision 4.9—Claims in respect of insolvent participants 153

7.5.64 Claim in respect of property entrusted to, or

received by, dealer before dealer became insolvent ......153

7.5.65 Cash settlement of claims if property unobtainable.......154

7.5.66 Ordering of alternative claims and prevention of

double recovery .............................................................156

7.5.67 No claim in respect of money lent to dealer ..................157

7.5.68 Nexus with Australia .....................................................158

7.5.69 No claim in certain other cases......................................158

7.5.70 Making of claims...........................................................158

7.5.71 Limits of compensation .................................................159

Subdivision 4.10—General 161

7.5.72 Power of SEGC to allow and settle claim .....................161

7.5.73 Application of Fund in respect of certain claims ...........161

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7.5.74 Discretion to pay amounts not received etc

because of failure to transfer securities .........................161

7.5.75 Reduction in compensation ...........................................162

7.5.76 Claimant may be required to exercise right of

set-off ............................................................................163

7.5.77 Effect of set-off on claim...............................................163

7.5.78 Claimant entitled to costs and disbursements ................165

7.5.79 Interest...........................................................................166

7.5.80 SEGC to notify claimant if claim disallowed ................167

7.5.81 Arbitration of amount of cash settlement of certain

claims ............................................................................167

7.5.82 Instalment payments......................................................169

7.5.83 Notification of payment of levies ..................................170

7.5.84 Notification of payment of levies ..................................170

Subdivision 4.11—Other provisions relating to compensation 171

7.5.85 Prescribed body corporate with arrangements

covering clearing and settlement facility support ..........171

Division 5—Provisions common to both kinds of compensation

arrangements 172

7.5.86 Excess money in National Guarantee Fund...................172

7.5.87 Excess money in fidelity fund .......................................172

7.5.88 Minister’s arrangements for use of excess money

from compensation funds ..............................................173

7.5.89 Payment of excess money from NGF............................174

7.5.90 Use of excess money from NGF....................................174

7.5.91 Payment of excess money from fidelity fund ................175

7.5.92 Use of excess money from fidelity fund........................175

7.5.93 Qualified privilege.........................................................176

Part 7.5A—Regulation of derivative transactions and

derivative trade repositories 177

Division 2—Regulation of derivative transactions: derivative

transaction rules 177

Subdivision 2.1—Power to make derivative transaction rules 177

7.5A.30 Meaning of reporting requirements...............................177

7.5A.50 Persons on whom requirements cannot be imposed ......178

Subdivision 2.2—Enforceable undertakings 179

7.5A.101 Enforceable undertakings ..............................................179

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Subdivision 2.3—Infringement notices 180

7.5A.102 Infringement notices......................................................180

7.5A.103 Definitions for Subdivision ...........................................181

7.5A.104 When infringement notice can be given ........................181

7.5A.105 Statement of reasons must be given ..............................182

7.5A.106 Contents of infringement notice ....................................182

7.5A.107 Amount of penalty payable to the Commonwealth .......184

7.5A.108 Compliance with infringement notice ...........................184

7.5A.109 Extension of compliance period ....................................185

7.5A.110 Effect of compliance with infringement notice .............186

7.5A.111 Application to withdraw infringement notice ................187

7.5A.112 Withdrawal of infringement notice by ASIC.................188

7.5A.113 Notice of withdrawal of infringement notice.................188

7.5A.114 Withdrawal of notice after compliance..........................188

7.5A.115 Publication of details of infringement notice.................189

Division 5—Regulation of licensed derivative trade repositories:

other obligations and powers 191

7.5A.150 Obligations and powers—confidential information.......191

7.5A.150A European Union requests for derivative trade data ........191

7.5A.150B Other requests for derivative trade data.........................192

7.5A.151 Obligations relating to derivative trade data..................194

7.5A.200 ASIC may assess licensee’s compliance .......................194

Division 7—Regulation of prescribed derivative trade

repositories 195

7.5A.250 Obligations and powers—confidential information.......195

Division 8—Other matters 196

7.5A.270 Record-keeping .............................................................196

Part 7.6—Licensing of providers of financial services 197 7.6.01 Need for Australian financial services licence:

general ...........................................................................197

7.6.01AAA Particular financial products not exempted ...................210

7.6.01AA Persons taken to hold financial services licences

covering First Home Saver Accounts ............................210

7.6.01AB Obligation on persons providing exempt financial

service ...........................................................................211

7.6.01A Providing financial services on behalf of a person

who carries on a financial services business..................213

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7.6.01B Need for Australian financial services licence:

financial product advice provided by the media ............213

7.6.01BA Modification of section 912A of the Act .......................215

7.6.01C Obligation to cite licence number in documents............218

7.6.02 Alternative dispute resolution systems ..........................219

7.6.02AAA Compensation arrangements if financial services

provided to persons as retail clients (Act s 912B) .........220

7.6.02AA Modification of section 912B of the Act:

professional indemnity insurance and security

instead of compensation arrangements ..........................223

7.6.02AB Modification of section 761G of the Act: meaning

of retail client and wholesale client...............................226

7.6.02AC Modification of section 761G of the Act: meaning

of retail client and wholesale client...............................226

7.6.02AD Modification of section 761G of the Act: meaning

of retail client and wholesale client...............................227

7.6.02AE Modification of section 9 of the Act: Definition of

professional investor .....................................................228

7.6.02AF Modification of section 761G of the Act: renewal

period for accountants’ certificates................................228

7.6.02AG Modification of section 911A of the Act .......................229

7.6.02AGA Further modification of section 911A of the Act...........231

7.6.02AH Modification of paragraph 911B(1)(e) of the Act..........237

7.6.02AI Obligations to provide information about relevant

providers and controllers of body corporate

licensees ........................................................................237

7.6.02A Obligation to notify ASIC of certain matters.................237

7.6.03 Applying for Australian financial services licence ........238

7.6.03A Australian financial services licence—

requirements for a foreign entity to appoint local

agent ..............................................................................239

7.6.03B Foreign entity must continue to have local agent ..........239

7.6.04 Conditions on Australian financial services licence ......240

7.6.04A Exemptions to notification of authorised

representatives...............................................................246

7.6.05 Register of financial services licensees and register

of authorised representatives of financial services

licensees ........................................................................247

7.6.06 ASIC register relating to persons against whom

banning order or disqualification order is made ............248

7.6.06A Relevant provider number .............................................249

7.6.06B Register of relevant providers .......................................249

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7.6.06C Correcting registers .......................................................252

7.6.07 Restriction on use of certain words or expressions........252

Part 7.6A—Authorised representatives 253 7.6.08 Authorised representatives ............................................253

Part 7.6B—Provision of information to APRA about contracts

of insurance 255 7.6.08A Definitions.....................................................................255

7.6.08B Application....................................................................255

7.6.08C Modification of section 912CA of the Act ....................255

7.6.08D Information about general insurance products...............256

7.6.08E Information about general insurance products—

unauthorised foreign insurers ........................................257

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Financial services and markets Chapter 7

Preliminary Part 7.1

General Division 1

Regulation 7.1.02

Corporations Regulations 2001 1

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 7—Financial services and markets

Part 7.1—Preliminary

Division 1—General

7.1.02 Participant

For subparagraph (b)(vi) of the definition of participant in

section 761A of the Act, section 792A of the Act is prescribed.

7.1.03 Prescribed CS facility

For the definition of prescribed CS facility in section 761A of the

Act, ASX Settlement and Transfer Corporation Pty Limited (also

known as ‘ASTC’) is a prescribed CS facility.

7.1.03A Basic deposit products

(1) For subparagraph (d)(ii) of the definition of basic deposit product

in section 761A of the Act, this regulation applies in relation to

ADIs entitled under the Banking Act 1959 to use any of the

following expressions in relation to their financial business:

(a) credit union;

(b) credit society;

(c) credit co-operative;

(d) building society.

(2) The prior notice requirement is a period not more than 7 days

before a withdrawal or transfer of funds from a facility made

available by the ADI.

7.1.03B Self managed superannuation funds

In this Chapter:

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 1 General

Regulation 7.1.04

2 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

self managed superannuation fund has the same meaning as in

the SIS Act.

7.1.04 Derivatives

(1) For paragraph 761D(1)(b) of the Act, the prescribed period is:

(a) for a foreign exchange contract—3 business days; and

(b) in any other case—1 business day.

(2) For subsection 761D(2) of the Act, and subject to this regulation,

an arrangement is declared to be a derivative if the following

conditions are satisfied in relation to the arrangement:

(a) the arrangement is not a foreign exchange contract;

(b) under the arrangement, a party to the arrangement must, or

may be required to, provide at some future time (which may

be less than 1 day after the arrangement is entered into)

consideration of a particular kind or kinds to someone;

(c) the amount of the consideration, or the value of the

arrangement, is ultimately determined, derived from or varies

by reference to (wholly or in part) the value or amount of

something else (of any nature whatsoever and whether or not

deliverable), including, for example, one or more of the

following:

(i) an asset;

(ii) a rate (including an interest rate or exchange rate);

(iii) an index;

(iv) a commodity.

(4) An arrangement under which:

(a) a party has, or may have, an obligation to buy tangible

property (other than Australian or foreign currency) at a price

and on a date in the future; and

(b) another party has, or may have, an obligation to sell that

property; and

(c) the arrangement does not permit the seller’s obligations to be

wholly settled by cash, or by set-off between the parties,

rather than by delivery of the property; and

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General Division 1

Regulation 7.1.04

Corporations Regulations 2001 3

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(d) neither usual market practice, nor the rules of a licensed

market or a licensed CS facility, permits the seller’s

obligations to be closed out by the matching up of the

arrangement with another arrangement of the same kind

under which the seller has offsetting obligations to buy;

is not an arrangement to which subregulation (2) applies to the

extent only that the arrangement deals with that purchase and sale.

(5) An arrangement under which:

(a) a party has an obligation to buy property; and

(b) another party has an obligation to sell the property;

is not an arrangement to which subregulation (2) applies merely

because the arrangement provides for the consideration to be

varied by reference to a general inflation index (for example, the

Consumer Price Index).

(6) A contract for the future provision of services is not an

arrangement to which subregulation (2) applies.

(7) A thing that is described in subsection 764A(1) of the Act, other

than paragraph 764A(1)(c), is not an arrangement to which

subregulation (2) applies.

(8) For paragraph 761D(3)(d) of the Act, each of the following is

declared not to be a derivative for Chapter 7 of the Act:

(a) tradeable water rights;

(b) an arrangement:

(i) under which a person (the seller) has, or may have, an

obligation to sell tradeable water rights at a future date;

and

(ii) under which another person (the buyer) has, or may

have, an obligation to buy the tradeable water rights, or

replacement water rights, at a future date; and

(iii) that does not permit the seller’s obligations to be wholly

settled by cash, or by set-off between the seller and the

buyer, rather than by transfer of ownership of the

tradeable water rights or replacement water rights; and

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 1 General

Regulation 7.1.04A

4 Corporations Regulations 2001

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(iv) in relation to which neither usual market practice, nor

the rules, allow the seller’s obligations to be closed out

by matching up the arrangement with another

arrangement of the same kind under which the seller has

offsetting obligations to buy the tradeable water rights

or replacement water rights;

(c) a carbon abatement contract.

Note: For carbon abatement contract, see subregulation 1.0.02(1).

(9) Subregulations (4) to (8) apply whether or not a matter mentioned

in those subregulations is described in subsection 761D(1) of the

Act.

(10) In subregulation (8):

replacement water rights means tradeable water rights that are

granted, issued or authorised as a replacement for the seller’s

tradeable water rights, including as a result of transformation

arrangements mentioned in subsection 97(1) of the Water Act

2007.

rules means the rules of:

(a) a licensed market; or

(b) a licensed CS facility.

tradeable water rights has the same meaning as in the Water Act

2007.

7.1.04A Meaning of kind of financial products (section 1012IA of the

Act)

(1) For section 761CA of the Act, this regulation applies in relation to

paragraph (a) of the definition of custodial arrangement in

subsection 1012IA(1) of the Act.

(2) Each of the following is a kind of financial product:

(a) for interests in a managed investment scheme, all the

interests in that managed investment scheme;

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Financial services and markets Chapter 7

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General Division 1

Regulation 7.1.04B

Corporations Regulations 2001 5

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) in any other case, all the financial products issued by a

person or the person’s related bodies corporate.

7.1.04B Meaning of class of financial products (managed investment

schemes)

(1) For section 761CA of the Act, this regulation applies in relation to

paragraph 1017F(4)(d) of the Act.

(2) An interest in a managed investment scheme is in the same class as

another interest in a managed investment scheme if they are both

interests in the same managed investment scheme.

7.1.04C Meaning of class of financial products (superannuation

products)

(1) For section 761CA of the Act, this regulation applies in relation to

paragraph 1017F(4)(d) of the Act.

(2) A superannuation product is in the same class as another

superannuation product if they are both issued by the same

superannuation entity.

7.1.04CA Kinds of financial products

(1) For section 761CA of the Act, this regulation applies in relation to

paragraph 917C(3)(ba) of the Act.

(2) The following are kinds of financial product:

(a) motor vehicle insurance;

(b) home building insurance;

(c) home contents insurance;

(d) sickness and accident insurance;

(e) consumer credit insurance;

(f) travel insurance.

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Chapter 7 Financial services and markets

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Regulation 7.1.04D

6 Corporations Regulations 2001

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7.1.04D Meaning of issuer for certain derivatives

(1) This regulation applies in relation to a financial product that:

(a) is a derivative; and

(b) is entered into, or acquired through a facility conducted in

accordance with:

(i) the Corporations (Exempt Futures Market—National

Wholesale Electricity) Declaration 1999; or

(ii) the Corporations (Exempt Futures Market)

Declaration 2001.

(2) For paragraph 761E(7)(a) of the Act, each person who is a party to

the financial product is taken to be an issuer of the financial

product.

(3) For paragraph 761E(7)(a) of the Act, subsections 761E(5) and (6)

of the Act do not apply to the financial product.

7.1.04E Issue of a new interest in a superannuation fund

(1) This regulation applies if a member of a superannuation fund, who

has a superannuation interest in the growth phase, elects to receive

a pension in relation to that interest or part of that interest.

(2) For paragraph 761E(7)(a) of the Act, the superannuation fund is

taken to issue a new financial product when:

(a) it acknowledges receipt of the member’s election; or

(b) it makes the first payment of the pension;

whichever occurs first.

(3) For this regulation:

growth phase has the meaning given by regulation 1.03AB of the

SIS Regulations.

pension has the meaning given by subregulation 1.06(1) of the SIS

Regulations.

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Financial services and markets Chapter 7

Preliminary Part 7.1

General Division 1

Regulation 7.1.04F

Corporations Regulations 2001 7

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.1.04F Meaning of class of financial services (subsections 917A(3),

917C(2) and 917C(3) of the Act)

(1) For section 761CA of the Act, this regulation applies for

subsections 917A(3), 917C(2) and 917C(3) of the Act.

(2) Each of the following is a class of financial services:

(a) the provision of financial product advice relating to a general

insurance product;

(b) the provision of financial product advice relating to an

investment life insurance product;

(c) the provision of financial product advice relating to a life risk

insurance product;

(d) dealing in a financial product that is a general insurance

product;

(e) dealing in a financial product that is an investment life

insurance product;

(f) dealing in a financial product that is a life risk insurance

product.

7.1.04G Meaning of issuer for a foreign exchange contract

(1) This regulation applies to a financial product that is a foreign

exchange contract that is not entered into, or traded, on a financial

market.

(2) For paragraph 761E(7)(a) of the Act, each party to the foreign

exchange contract is an issuer of the product.

7.1.04N Specific things that are financial products—litigation

funding schemes and arrangements

For paragraph 764A(1)(m) of the Act:

(a) an interest in a litigation funding scheme mentioned in

regulation 5C.11.01 is a financial product; and

(b) an interest in a litigation funding arrangement mentioned in

regulation 5C.11.01 is a financial product.

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Chapter 7 Financial services and markets

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Division 1 General

Regulation 7.1.05

8 Corporations Regulations 2001

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7.1.05 Specific things that are not financial products:

superannuation interests

For paragraph 765A(1)(q) of the Act, an exempt public sector

superannuation scheme within the meaning of the SIS Act is

prescribed.

7.1.06 Specific things that are not financial products: credit facility

(1) For subparagraph 765A(1)(h)(i) of the Act, each of the following is

a credit facility:

(a) the provision of credit:

(i) for any period; and

(ii) with or without prior agreement between the credit

provider and the debtor; and

(iii) whether or not both credit and debit facilities are

available; and

(iv) that is not a financial product mentioned in

paragraph 763A(1)(a) of the Act; and

(v) that is not a financial product mentioned in

paragraph 764A(1)(a), (b), (ba), (f), (g), (h) or (j) of the

Act; and

(vi) that is not a financial product mentioned in

paragraph 764A(1)(i) of the Act, other than a product

the whole or predominant purpose of which is, or is

intended to be, the provision of credit;

(b) a facility:

(i) known as a bill facility; and

(ii) under which a credit provider provides credit by

accepting, drawing, discounting or indorsing a bill of

exchange or promissory note;

(c) the provision of credit by a pawnbroker in the ordinary

course of a pawnbroker’s business (being a business which is

being lawfully conducted by the pawnbroker);

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Financial services and markets Chapter 7

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General Division 1

Regulation 7.1.06

Corporations Regulations 2001 9

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(d) the provision of credit by the trustee of the estate of a

deceased person by way of an advance to a beneficiary or

prospective beneficiary of the estate;

(e) the provision of credit by an employer, or a related body

corporate of an employer, to an employee or former

employee (whether or not it is provided to the employee or

former employee with another person);

(f) a mortgage:

(i) that secures obligations under a credit contract (other

than a lien or charge arising by operation of any law or

by custom); and

(ii) that is not a financial product mentioned in

paragraph 763A(1)(a) of the Act; and

(iii) that is not a financial product mentioned in

paragraph 764A(1)(a), (b), (ba), (f), (g), (h) or (j) of the

Act; and

(iv) that is not a financial product mentioned in

paragraph 764A(1)(i) of the Act, other than a product

the whole or predominant purpose of which is, or is

intended to be, the provision of credit;

(g) a guarantee related to a mortgage mentioned in paragraph (f);

(h) a guarantee of obligations under a credit contract.

(2) The provision of consumer credit insurance that includes a contract

of general insurance for the Insurance Contracts Act 1984 is not a

credit facility.

(2A) A litigation funding scheme mentioned in regulation 5C.11.01 is

not a credit facility.

(2B) A litigation funding arrangement mentioned in regulation 5C.11.01

is not a credit facility.

(3) In this regulation:

credit means a contract, arrangement or understanding:

(a) under which:

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Division 1 General

Regulation 7.1.06

10 Corporations Regulations 2001

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(i) payment of a debt owed by one person (a debtor) to

another person (a credit provider) is deferred; or

(ii) one person (a debtor) incurs a deferred debt to another

person (a credit provider); and

(b) including any of the following:

(i) any form of financial accommodation;

(ii) a hire purchase agreement;

(iii) credit provided for the purchase of goods or services;

(iv) a contract, arrangement or understanding for the hire,

lease or rental of goods or services, other than a

contract, arrangement or understanding under which:

(A) full payment is made before or when the goods

or services are provided; and

(B) for the hire, lease or rental of goods—an

amount at least equal to the value of the goods

is paid as a deposit in relation to the return of

the goods;

(v) an article known as a credit card or charge card;

(vi) an article, other than a credit card or a charge card,

intended to be used to obtain cash, goods or services;

(vii) an article, other than a credit card or a charge card,

commonly issued to customers or prospective customers

by persons who carry on business for the purpose of

obtaining goods or services from those persons by way

of a loan;

(viii) a liability in respect of redeemable preference shares;

(ix) a financial benefit arising from or as a result of a loan;

(x) assistance in obtaining a financial benefit arising from

or as a result of a loan;

(xi) issuing, indorsing or otherwise dealing in a promissory

note;

(xii) drawing, accepting, indorsing or otherwise dealing in a

negotiable instrument (including a bill of exchange);

(xiii) granting or taking a lease over real or personal property;

(xiv) a letter of credit.

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Financial services and markets Chapter 7

Preliminary Part 7.1

General Division 1

Regulation 7.1.06A

Corporations Regulations 2001 11

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.1.06A Arrangements for certain financial products that are not

credit facilities

(1) This regulation applies in relation to a financial product that would

be a credit facility in accordance with regulation 7.1.06 if

subparagraphs 7.1.06(1)(a)(iv), (v) and (vi), and 7.1.06(1)(f)(ii),

(iii) and (iv) did not apply.

(2) For paragraph 761E(7)(a) of the Act, and in relation to the financial

product:

(a) the credit provider is not taken to be the issuer of the

financial product; and

(b) the debtor is taken to be the issuer of the financial product.

(3) For paragraph 766A(2)(b) of the Act, and in relation to the

financial product:

(a) the provision of financial product advice to the debtor, or the

debtor’s representative, is taken not to be the provision of a

financial service; and

(b) a dealing in the credit facility by the credit provider, or the

credit provider’s representative, is taken not to be the

provision of a financial service.

(4) In this regulation:

credit, credit provider and debtor have the same meanings as in

subregulation 7.1.06(3).

7.1.06B Specific things that are not financial products:

superannuation interests

For paragraph 765A(1)(q) of the Act, an exempt public sector

superannuation scheme within the meaning of the SIS Act is

prescribed.

7.1.07 Specific things that are not financial products: surety bonds

(1) This regulation applies to an arrangement between 2 persons

(person 1 and person 2) made in the following circumstances:

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Regulation 7.1.07A

12 Corporations Regulations 2001

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(a) person 1 enters into the arrangement in order to meet a

requirement of another arrangement between person 1 and a

person other than person 2 (person 3);

(b) under the arrangement, person 2 undertakes to make a

payment to, or perform an obligation for the benefit of,

person 3 in circumstances specified as part of the

arrangement;

(c) under the arrangement, person 1 is liable to person 2 for any

payments made, or liabilities, costs or expenses incurred, by

person 2 in making the payment to, or performing the

obligation for the benefit of, person 3;

(d) the arrangement does not constitute a financial product under

section 764A of the Act, other than a derivative.

(2) For paragraph 765A(1)(y) of the Act, the arrangement is not a

financial product.

7.1.07A Specific things that are not financial products: rental

agreements

(1) This regulation applies to an arrangement between 2 persons

(person 1 and person 2) made in the following circumstances:

(a) person 1 leases or rents something from person 2;

(b) under the arrangement, person 1 makes a payment to person

2 to reduce the amount that person 1 would otherwise have to

pay to person 2 under the leasing or rental agreement;

(c) the payment relates to the event of an accident or other

eventuality affecting the thing that is being leased or rented.

Example: Collision damage waiver insurance for a rental car.

(2) For paragraph 765A(1)(y) of the Act, the arrangement is not a

financial product.

7.1.07B Specific things that are not financial products: bank drafts

For paragraph 765A(1)(y) of the Act, a bank draft, including (but

not limited to):

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General Division 1

Regulation 7.1.07C

Corporations Regulations 2001 13

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) a cheque drawn by a financial institution on itself; or

(b) a cheque drawn by a financial institution on a financial

institution other than itself;

is not a financial product.

7.1.07C Specific things that are not financial products: insurance

under an overseas student health insurance contract

(1) For paragraph 765A(1)(y) of the Act, insurance under an overseas

student health insurance contract is not a financial product.

(2) In this regulation:

overseas student health insurance contract has the same meaning

as in regulation 48 of the National Health Regulations 1954.

7.1.07D Specific things that are not financial products: funeral

expenses policy

(1) For paragraph 765A(1)(y) of the Act, a funeral expenses policy is

not a financial product.

(2) In this regulation:

funeral expenses policy means a scheme or arrangement for the

provision of a benefit consisting of the payment of money, payable

only on the death of a person, for the sole purpose of meeting the

whole or part of the expenses of, and incidental to the person’s:

(a) funeral; and

(b) burial or cremation.

7.1.07E Specific things that are not financial products: rights of the

holder of a debenture

(1) This regulation applies to a facility that consists of the rights of the

holder of a debenture against a trustee under a trust deed entered

into under:

(a) section 283AA of the Act; or

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 1 General

Regulation 7.1.07F

14 Corporations Regulations 2001

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(b) Chapter 2L or Division 4 of Part 7.12 of the old Corporations

Law.

(2) For paragraph 765A(1)(y) of the Act, the facility is not a financial

product.

7.1.07F Specific things that are not financial products: money orders

For paragraph 765A(1)(y) of the Act, a money order issued as a

money order by, or for, Australia Post is not a financial product.

7.1.07G Specific things that are not financial products: electronic

funds transfers

For paragraph 765A(1)(y) of the Act, a non-cash payment facility

is not a financial product if:

(a) the issuer is:

(i) a body corporate that is an ADI (within the meaning of

the Banking Act 1959); or

(ii) an operator of a payment system; and

(b) under the facility, as instructed by the client, the issuer makes

money available (or causes it to be made available) to a

person nominated by the client:

(i) within 2 business days of receiving the client’s

instruction; or

(ii) within the time reasonably required to complete the

transaction subject to any constraints imposed by law;

and

(c) under the facility the funds are transferred by electronic

means for collection by, or for the credit of, the payer or

another person; and

(d) the issuer and the payer do not have a standing arrangement

to transfer funds in this manner.

Example: Telegraphic transfers and international money transfers offered by

banks and remittance dealers.

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General Division 1

Regulation 7.1.07H

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7.1.07H Specific things that are not financial products: ACT

insurance

For paragraph 765A(1)(y) of the Act, Australian Capital Territory

insurance, including insurance entered into by the Australian

Capital Territory and another insurer as joint insurers, is not a

financial product.

7.1.07I Specific things that are not financial products—Australian

carbon credit units and eligible international emissions

units

(1) For paragraph 765A(1)(y) of the Act:

(a) an Australian carbon credit unit is not a financial product;

and

(b) an eligible international emissions unit is not a financial

product.

(2) On 1 July 2012:

(a) subregulation (1) ceases to apply; and

(b) Australian carbon credit units and eligible international

emissions units become financial products.

7.1.07J Specific things that are not financial products—carbon

abatement

For paragraph 765A(1)(y) of the Act, a carbon abatement contract

is declared not to be a financial product.

Note: For carbon abatement contract, see subregulation 1.0.02(1).

7.1.08 Meaning of financial product advice: exempt document or

statement

(1) For subparagraph (a)(ii) of the definition of exempt document or

statement in subsection 766B(9) of the Act, the following

documents and statements are prescribed (and so excluded from

the definition):

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 1 General

Regulation 7.1.08

16 Corporations Regulations 2001

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(a) a Product Disclosure Statement that:

(i) contains personal advice; or

(ii) contains general advice about a financial product other

than a financial product to which the Statement relates;

(b) a Financial Services Guide that contains personal advice;

(c) a document or statement that would, but for this regulation,

be an exempt document or statement only because it is

prepared or given in accordance with section 1018A of the

Act;

(d) a record of advice mentioned in subsection 946B(3A) of the

Act.

(2) For subregulation (1), if a person:

(a) acquires a financial product (product 1); and

(b) will be able, by acquiring product 1, to give the product

issuer an instruction to acquire a particular financial product

or a financial product of a particular kind (within the

meaning of section 1012IA of the Act) under a custodial

arrangement (within the meaning of section 1012IA of the

Act);

the Product Disclosure Statement for product 1 is taken to relate to

the other financial product.

(3) For paragraph (b) of the definition of exempt document or

statement in subsection 766B(9) of the Act, documents,

information and statements that:

(a) do not contain personal advice; and

(b) are required by, and prepared as a result of, a requirement

under an Australian law; and

(c) are included in a class of documents, information or

statements specified by ASIC in a list published in the

Gazette for this subregulation;

are prescribed (and so included in the definition).

(4) For paragraph (b) of the definition of exempt document or

statement in subsection 766B(9) of the Act:

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Regulation 7.1.08A

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(a) an assessment under subsection 985E(1) of the Act that a

margin lending facility will not be unsuitable for the person

to whom the margin lending facility is to be issued is

prescribed (and so excluded from the definition); and

(b) an assessment under subsection 985E(1) of the Act that a

margin lending facility whose limit is proposed to be

increased will not be unsuitable for the person for whom the

limit of the margin lending facility is to be increased is

prescribed (and so excluded from the definition).

Note: The effect of paragraph (b) of the definition of exempt document or

statement in subsection 766B(9), is that a prescribed document or

statement is an exempt document or statement.

7.1.08A Modification of section 766D of the Act—free carbon units

For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies in

relation to free carbon units (within the meaning of the Clean

Energy Act 2011) as if section 766D of the Act were modified by

inserting after subsection 766D(2) the following subsection:

(3) A person who holds a free carbon unit (within the meaning of the

Clean Energy Act 2011) that has been issued to the person by the

Clean Energy Regulator is taken not to be making a market for a

financial product if the person states the price of the free carbon

unit.

7.1.09 Obligations related to clearing and settlement facility

(1) For paragraph 768A(1)(b) of the Act, the following obligations are

prescribed:

(a) each obligation arising from a contract to transfer a financial

product mentioned in paragraph 764A(1)(a) of the Act;

(b) each obligation arising from a contract to transfer a financial

product mentioned in paragraph 764A(1)(b) of the Act;

(c) each obligation arising from acquiring or providing a

financial product mentioned in paragraph 764A(1)(c) of the

Act;

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 1 General

Regulation 7.1.10

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(d) each obligation arising from a contract to transfer a financial

product mentioned in paragraph 764A(1)(j) of the Act;

(e) each obligation arising from a contract to transfer a financial

product mentioned in paragraph 764A(1)(ba) of the Act;

(f) each obligation arising from a contract to transfer a financial

product mentioned in paragraph 764A(1)(k) of the Act;

(fa) each obligation arising from a contract to transfer a carbon

unit, an Australian carbon credit unit or an eligible

international emissions unit;

Note: See paragraphs 764A(1)(ka) and (kb) of the Act.

(g) each obligation arising from a contract to transfer a right that

includes an undertaking by a body to repay, as a debt, money

deposited with or lent to the body;

(h) each obligation arising from the entry into a repurchase

agreement.

(2) In this regulation, repurchase agreement means a repurchase

transaction, in relation to a financial product, entered into pursuant

to:

(a) The Bond Market Association and the International

Securities Market Association Global Master Repurchase

Agreement (known as the TBMA/ISMA Global Master

Repurchase Agreement); or

(b) another commonly used master agreement for repurchase

transactions.

7.1.10 Conduct that does not constitute operating a clearing and

settlement facility

(2) For paragraph 768A(2)(i) of the Act, the conduct of:

(a) National Stock Exchange of Australia Limited, or an agent of

that body; or

(b) a participant of the National Stock Exchange of Australia

Limited, or an agent of the participant; or

(c) Bendigo Stock Exchange Limited, or an agent of that body;

or

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(d) a participant of the Bendigo Stock Exchange Limited, or an

agent of the participant;

in operating a facility in accordance with the operating rules of a

licensed market does not constitute operating a clearing and

settlement facility if the requirements of subregulation (3) are met.

(3) For subregulation (2), the requirements are:

(a) the market licensee must have, and must be responsible for

enforcing, operating rules that apply to a participant of the

licensed market in relation to the participant’s obligations

arising from transactions carried out on the licensed market;

and

(b) a participant mentioned in paragraph (a), or an agent of the

participant appointed in accordance with the operating rules

of the licensed market, must be responsible for fulfilling the

obligations owed to another participant or agent arising from

transactions carried out on the licensed market; and

(c) the market licensee is not the operator of any other clearing

and settlement facility; and

(d) each participant of the licensed market is not the operator of

any other clearing and settlement facility; and

(e) each agent of a participant of the licensed market is not the

operator of any other clearing and settlement facility.

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.11

20 Corporations Regulations 2001

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Division 2—Retail clients and wholesale clients

7.1.11 Meaning of retail client and wholesale client: motor vehicle

insurance product

(1) For subparagraph 761G(5)(b)(i) of the Act, a motor vehicle

insurance product is a contract or part of a contract that provides

insurance cover (whether or not the cover is limited or restricted in

any way) in respect of one or more of the following:

(a) loss of, or damage to, a motor vehicle;

(b) liability for loss of, or damage to, property caused by or

resulting from impact of a motor vehicle with some other

thing.

(2) A motor vehicle insurance product does not include:

(a) insurance to or in relation to which the Marine Insurance Act

1909 applies; or

(b) insurance entered into, or proposed to be entered into, for the

purposes of a law (including a law of a State or Territory)

that relates to:

(i) workers’ compensation; or

(ii) compulsory third party compensation.

(3) In this regulation:

motor vehicle means a vehicle that is designed:

(a) to travel by road; and

(b) to use volatile spirit, steam, gas, oil, electricity or any other

power (not being human power or animal power) as its

principal means of propulsion; and

(c) to carry passengers;

and includes a motor cycle.

(4) However, a motor vehicle does not include:

(a) an omnibus; or

(b) a tram; or

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Regulation 7.1.12

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(c) a motor vehicle the carrying capacity of which exceeds 2

tonnes.

7.1.12 Meaning of retail client and wholesale client: home building

insurance product

(1) For subparagraph 761G(5)(b)(ii) of the Act, a home building

insurance product is a contract or part of a contract that provides

insurance cover (whether or not the cover is limited or restricted in

any way) in respect of destruction of or damage to a home

building.

(2) A home building insurance product does not include insurance

entered into, or proposed to be entered into, for the purposes of a

law (including a law of a State or Territory) that relates to building

or construction work in relation to a home building.

(3) In this regulation:

home building means:

(a) a building used, or intended to be used, principally and

primarily as a place of residence; and

(b) out-buildings, fixtures and structural improvements used for

domestic purposes, being purposes related to the use of the

principal residence;

on the site and, without limiting the generality of the expression,

includes:

(c) fixed wall coverings, fixed ceiling coverings and fixed floor

coverings (other than carpets); and

(d) services (whether underground or not) that are the property of

the insured or that the insured is liable to repair or replace or

pay the cost of repairing and replacing; and

(e) fences and gates wholly or partly on the site.

site, in relation to a building, means the site specified in the

relevant contract of insurance as the site on which the building is

situated.

(4) A home building does not include:

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Regulation 7.1.13

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(a) a hotel; or

(b) a motel; or

(c) a boarding house; or

(d) a building that:

(i) is in the course of construction; and

(ii) is being constructed by the insured, or an intending

insured, in the course of a construction business; or

(e) a temporary building or structure or a demountable or

moveable structure; or

(f) a caravan (whether fixed to the site or not).

7.1.13 Meaning of retail client and wholesale client: home contents

insurance product

(1) For subparagraph 761G(5)(b)(iii) of the Act, a home contents

insurance product is a contract or part of a contract that provides

insurance cover (whether or not the cover is limited or restricted in

any way) in respect of loss of or damage to the contents of a

residential building.

(2) A home contents insurance product does not include:

(a) insurance to or in relation to which the Marine Insurance Act

1909 applies; or

(b) insurance entered into, or proposed to be entered into, for the

purposes of a law (including a law of a State or Territory)

that relates to:

(i) workers’ compensation; or

(ii) compulsory third party compensation.

(3) In this regulation:

contents, in relation to a residential building, means any of the

following items:

(a) furniture, furnishings and carpets (whether fixed or unfixed);

(b) household goods;

(c) clothing and other personal effects;

(d) a picture;

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(e) a work of art;

(f) a fur;

(g) a piece of jewellery;

(h) a gold or silver article;

(i) a document of any kind;

(j) a collection of any kind;

(k) swimming pools that:

(i) are not fixtures; and

(ii) are owned by the insured or by a member of the

insured’s family ordinarily residing with the insured;

but does not include an article or thing to which the

definition of residential building applies.

residential building means:

(a) a building used principally and primarily as a place of

residence on the site; and

(b) out-buildings used for domestic purposes, being purposes

related to the use of the principal residence on the site.

(4) A residential building does not include:

(a) a hotel; or

(b) a motel; or

(c) a boarding house; or

(d) a building that is in the course of construction; or

(e) a temporary building or structure or a demountable or

moveable structure.

7.1.14 Meaning of retail client and wholesale client: sickness and

accident insurance product

(1) For subparagraph 761G(5)(b)(iv) of the Act, a sickness and

accident insurance product is a contract or part of a contract that

has either of the following characteristics:

(a) the contract provides insurance cover (whether the cover is

limited or restricted in any way) in respect of the insured

person contracting a sickness or disease or a specified

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Division 2 Retail clients and wholesale clients

Regulation 7.1.15

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sickness or disease or sustaining an injury or a specified

injury;

(b) if the insured person dies as a result of the sickness, disease

or injury, the contract provides insurance cover (whether the

cover is limited or restricted in any way) in respect of the

death.

(2) A sickness and accident insurance product does not include:

(a) sickness and accident policies which are guaranteed

‘renewable’ at the option of the insured or where the insurer

guarantees not to cancel the policy in response to a change in

the risk where such a policy has been effected for a

predetermined period of years in excess of 1 year; or

(b) insurance to or in relation to which the Marine Insurance Act

1909 applies; or

(c) insurance entered into, or proposed to be entered into, for the

purposes of a law (including a law of a State or Territory)

that relates to:

(i) workers’ compensation; or

(ii) compulsory third party compensation; or

(d) insurance that:

(i) provides cover for the death of, or injury to, a driver of a

motor vehicle which is caused by the fault of that person

when driving; and

(ii) is provided only in conjunction with, and at no extra

cost to, insurance mentioned in subparagraph (c)(ii).

Note: See also regulation 7.9.14B.

7.1.15 Meaning of retail client and wholesale client: consumer credit

insurance product

(1) For subparagraph 761G(5)(b)(v) of the Act, a consumer credit

insurance product is a contract or part of a contract that has the

following characteristics:

(a) the contract provides insurance cover (whether the cover is

limited or restricted in any way) in respect of:

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(i) the death of the insured person; or

(ii) the insured person contracting a sickness or disease; or

(iii) the insured person sustaining an injury; or

(iv) the insured person becoming unemployed;

(b) the amount of the liability of the insurer under the contract is

to be ascertained by reference to a liability of the insured

person under a specified agreement to which the insured

person is a party.

(2) A consumer credit insurance product does not include:

(a) insurance to or in relation to which the Marine Insurance Act

1909 applies; or

(b) insurance entered into, or proposed to be entered into, for the

purposes of a law (including a law of a State or Territory)

that relates to:

(i) workers’ compensation; or

(ii) compulsory third party compensation.

7.1.16 Meaning of retail client and wholesale client: travel insurance

product

(1) For subparagraph 761G(5)(b)(vi) of the Act, a travel insurance

product is a contract or part of a contract that provides insurance

cover (whether or not the cover is limited or restricted in any way)

in respect of one or more of the following:

(a) financial loss in respect of:

(i) fares for any form of transport to be used; or

(ii) accommodation to be used;

in the course of the specified journey in the event that the

insured person does not commence or complete the specified

journey;

(b) loss of or damage to personal belongings that occurs while

the insured person is on the specified journey;

(c) a sickness or disease contracted or an injury sustained by the

insured person while on the specified journey;

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Chapter 7 Financial services and markets

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Division 2 Retail clients and wholesale clients

Regulation 7.1.17

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(d) loss, damage or compensation for an event occurring to the

insured person during a specified journey that ordinarily

forms a part of insurance commonly regarded as travel

insurance, including

(i) loss of cash or credit cards; and

(ii) legal liability; and

(iii) hijack; and

(iv) kidnap; and

(v) ransom.

(2) A travel insurance product does not include:

(a) insurance to or in relation to which the Marine Insurance Act

1909 applies; or

(b) insurance entered into, or proposed to be entered into, for the

purposes of a law (including a law of a State or Territory)

that relates to:

(i) workers’ compensation; or

(ii) compulsory third party compensation.

(3) In this regulation:

specified journey means a journey in relation to which insurance

cover is provided by the contract.

7.1.17 Meaning of retail client and wholesale client: personal and

domestic property insurance product

(1) For subparagraph 761G(5)(b)(vii) of the Act, a personal and

domestic property insurance product is a contract or part of a

contract that provides insurance cover (whether or not the cover is

limited or restricted in any way) in respect of loss or damage to

property that is:

(a) wholly or predominantly used for personal, domestic or

household purposes by:

(i) the insured; or

(ii) a relative of the insured; or

(iii) any person with whom the insured resides; and

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(b) ordinarily used for that purpose.

(2) A personal and domestic property insurance product does not

include:

(a) insurance to or in relation to which the Marine Insurance Act

1909 applies; or

(b) insurance entered into, or proposed to be entered into, for the

purposes of a law (including a law of a State or Territory)

that relates to:

(i) workers’ compensation; or

(ii) compulsory third party compensation.

(3) In this regulation:

property includes any of the following:

(a) moveables;

(b) valuables;

(c) a caravan or mobile home;

(d) an on-site mobile home;

(e) a trailer;

(f) a marine pleasure craft;

(g) a horse;

(h) a domestic pet;

(i) a mobile phone.

relative means any of the following relatives of an insured person:

(a) mother;

(b) step-mother;

(c) father;

(d) step-father;

(e) brother;

(f) half-brother;

(g) sister;

(h) half-sister;

(i) spouse (including defacto spouse);

(j) son;

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Regulation 7.1.17A

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(k) step-son;

(l) adopted son;

(m) daughter;

(n) step-daughter;

(o) adopted daughter;

(p) grandparent;

(q) grandchild;

(r) nephew;

(s) niece;

(t) uncle;

(u) aunt;

(v) mother-in-law;

(w) father-in-law.

(4) For paragraph (1)(a), property is taken to be wholly or

predominantly used for personal, domestic or household purposes

if the insured gives the insurer a statement, before the insurance

product is issued, that the property is intended to be used wholly or

predominantly for 1 or more of those purposes.

7.1.17A General insurance products: medical indemnity insurance

products

For subparagraph 761G(5)(b)(viii) of the Act, a medical indemnity

insurance product is prescribed.

7.1.17B Retail clients and wholesale clients: aggregation of amounts

for price or value of financial product

(1) For paragraph 761G(10)(a) of the Act, this regulation applies in

relation to a class of financial products that:

(a) are provided by the same product issuer to:

(i) a particular person; or

(ii) an associate of the person; or

(iii) a body corporate controlled and wholly owned by the

person; and

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(b) are provided at or about the same time.

(2) The price for the provision of the financial products may be

calculated by:

(a) calculating the total price for the provision of all of the

financial products in the class; and

(b) treating the total price as the price for the provision to the

particular person of a single financial product.

(3) The value of the financial products may be calculated by:

(a) calculating the total value of all of the financial products in

the class; and

(b) treating the total value as the value of a single financial

product provided to the particular person.

7.1.17C Retail clients: traditional trustee company services

For subsection 761G(6A) of the Act, a traditional trustee company

service is not provided to a person as a retail client if:

(a) the service is provided to the person for use in relation to a

business that is not a small business; or

(b) the person to whom the service is provided is a professional

investor.

Note: Small business is defined in subsection 761G(12) of the Act and

professional investor is defined in section 9 of the Act.

7.1.18 Retail clients and wholesale clients: price of investment-based

financial products

(1) This regulation makes arrangements about the price for the

provision of an investment-based financial product.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

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Regulation 7.1.18

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the purposes of that paragraph as being applicable in the

circumstances.

Under paragraph 761G(10)(a) of the Act, the regulations may also

deal with how a price or value referred to in that paragraph is to be

calculated, either generally or in relation to a specified class of

financial products.

In general, the ‘price’ of a product will be the amount that is paid to

acquire or be issued with the financial product. The test for the price

of the product in paragraph 761G(7)(a) of the Act will be determined

at or before the time the client acquires, or is issued with, the financial

product. If a client pays over $500 000 to acquire or be issued with the

financial product, the client will be a wholesale client in respect of the

product.

Price

(2) For paragraph 761G(7)(a) of the Act, the amount applicable in

relation to an investment-based financial product is $500 000.

Working out price: general rule

(3) For paragraph 761G(10)(a) of the Act, the price of an

investment-based financial product:

(a) is the amount that is paid or payable to acquire or purchase

the investment-based financial product; and

(b) does not include any amount paid for or in respect of the

investment-based financial product following its issue or

acquisition unless the issue or acquisition would not have

taken place without an arrangement to pay the amount.

Note: An amount deposited in a deposit account will not generally be

regarded as part of the ‘price’ paid to acquire or purchase the financial

product.

(4) For subregulation (3), in calculating any amount payable or paid to

acquire or purchase the investment-based financial product:

(a) disregard any amount payable to the extent to which it is to

be paid out of money lent by:

(i) the person offering the investment-based financial

product; or

(ii) an associate of that person; and

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(b) disregard any amount paid to the extent to which it was paid

out of money lent by:

(i) the person offering the investment-based financial

product; or

(ii) an associate of that person; and

(c) include any amount paid or payable to cover:

(i) fees or charges that are paid to the issuer or any other

person that relates to the issue of the investment-based

financial product; and

(ii) fees or charges that are paid to the issuer or any other

person that relates to the issue of the investment-based

financial product; and

(d) despite paragraph (c), disregard any amount of remuneration

or other benefits paid or payable to a person for the provision

of financial product advice or other related services provided

directly to:

(i) the client; or

(ii) another person acting on behalf of the client.

Group products

(5) If the investment-based financial product is a group product

covered by section 1012H of the Act:

(a) the amount in subregulation (2) is to be used to determine the

status of each person who elects, or may elect, to be covered

by the investment-based financial product; and

(b) subregulation (3) is to be used to determine the amount to be

paid for the person to be covered by the investment-based

financial product.

7.1.19 Retail clients and wholesale clients: value of investment-based

financial products

(1) This regulation makes arrangements about the value of an

investment-based financial product to which a financial service

relates.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.19

32 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

Under paragraph 761G(10)(a) of the Act, the regulations may also

deal with how a price or value referred to in that paragraph is to be

calculated, either generally or in relation to a specified class of

financial products.

In general, the ‘value’ of a product will be the amount that the product

is worth once it is issued or acquired by the client. It is anticipated that

the test for the value of the product in paragraph 761G(7)(a) of the Act

will usually be used to assess a client’s status as a retail or wholesale

client at or before the time that a financial service (eg financial

product advice, disposal of the product) is provided to the client in

respect of an existing product.

Value

(2) For paragraph 761G(7)(a) of the Act, the amount applicable in

relation to an investment-based financial product is $500 000.

Working out value: general rule

(3) For paragraph 761G(10)(a) of the Act, the value of an

investment-based financial product on a day is:

(a) if the financial product is a security, or a financial product

under paragraph 764A(1)(j) of the Act—the market value of

the investment-based financial product; or

(b) if paragraph (a) does not apply—the amount of money that

stands to the client’s credit in relation to that

investment-based financial product.

(4) For subregulation (3), in calculating the value of an

investment-based financial product:

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Retail clients and wholesale clients Division 2

Regulation 7.1.19

Corporations Regulations 2001 33

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) disregard any amount standing to the client’s credit in

relation to the investment-based financial product to the

extent that it is to be paid, or was paid, out of money lent by:

(i) the person offering the investment-based financial

product; or

(ii) an associate of that person; and

(b) disregard any amount of fees or charges:

(i) that the product issuer has an actual or accrued right to

deduct, or otherwise to have access to, from the value of

the investment-based financial product (whether or not

the amount has been deducted); or

(ii) that has accrued as at the time that the client’s status as

a retail or wholesale client is assessed.

Cumulative value of products

(5) If, at a single point in time:

(a) a financial service that is being provided to a client is:

(i) financial product advice; or

(ii) arranging for a person to engage in conduct in

accordance with subsection 766C(2) of the Act; and

(b) the financial service is provided in respect of:

(i) more than 1 investment-based financial product; or

(ii) more than 1 income financial stream financial product;

or

(iii) a combination of investment-based financial products

and income financial stream financial products; and

(c) either:

(i) the total price for the provision of those financial

products is at least $500 000; or

(ii) the price or value of all of those financial products is at

least $500 000;

the value of the financial products is taken, for subregulation (3), to

be greater than the amount mentioned in subregulation (2).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.19

34 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) Subregulation (5) does not affect the operation of Part 7.9 of the

Act, and Part 7.9 of these Regulations, to the extent that they

require the provision of a Product Disclosure Statement in relation

to the financial product advice.

Note: Although the effect of subregulation (5) is that the value of the

investment-based financial products is taken to be at least $500 000 in

the circumstances mentioned in that subregulation, a client must still

be provided with appropriate product disclosure and other

requirements in accordance with Part 7.9 of the Act as a retail client in

relation to a particular investment-based financial product where the

price of the product is less than $500 000.

In any situation in which a Product Disclosure Statement would be

required for a retail client (the situations described in Subdivision B of

Division 2 of Part 7.9 of the Act), the limit of $500 000 must be

reached for any single investment-based financial product, or income

stream financial product, before the client will be treated as a

wholesale client.

Group products

(7) If the investment-based financial product is a group product

covered by subsection 1012H(1) of the Act:

(a) the amount in subregulation (2) is to be used to determine the

status of each person who elects, or may elect, to be covered

by the investment-based financial product; and

(b) subregulation (3) is to be used to determine the value of the

investment-based financial product to the extent that it

stands, or will stand, to the credit of, each person who elects,

or may elect, to be covered by the investment-based financial

product.

Time of assessment

(8) If a financial services provider needs to assess the status of a client

as either retail or wholesale at a particular time in order to ensure

that the client complies with the Act, or for any related purpose, the

value of a financial product may be assessed at any time, whether

or not a financial service is being provided at that time in relation

to that product.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Retail clients and wholesale clients Division 2

Regulation 7.1.19A

Corporations Regulations 2001 35

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: Subregulation (8) will ensure that a provider of financial services may

assess a client’s status at any time (for example, the provider may

need to ascertain whether a periodic statement must be sent to the

client under section 1017D of the Act because the client is a retail

client).

7.1.19A Retail clients and wholesale clients: price of margin lending

facilities

(1) This regulation makes arrangements about the price for the

provision of a margin lending facility, or a margin lending facility

whose limit is proposed to be increased, within the meaning of

subsection 761EA(1) of the Act.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

Under paragraph 761G(10)(a) of the Act, the regulations may also

deal with how a price or value referred to in that paragraph is to be

calculated, either generally or in relation to a specified class of

financial products.

In general, the ‘price’ of a product will be the amount that is paid to

acquire or be issued with the financial product. The test for the price

of the product in paragraph 761G(7)(a) of the Act will be determined

at or before the time the client acquires, or is issued with, the financial

product. If a client pays $500 000 or more to acquire or be issued with

the financial product, the client will be a wholesale client in respect of

the product.

Price

(2) For paragraph 761G(7)(a) of the Act, the amount applicable in

relation to the margin lending facility is $500 000.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.20

36 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Working out price

(3) For paragraph 761G(10)(a) of the Act, the price of a margin

lending facility is to be worked out so that it is the same as the

value of the secured property or transferred securities contributed

by the client for establishing the facility.

(4) For paragraph 761G(10)(a) of the Act, the price of a margin

lending facility whose limit is proposed to be increased is to be

worked out so that it is the sum of:

(a) the current value of any secured property or transferred

securities previously contributed by a client for establishing

the facility or increasing the limit; and

(b) the value of any additional secured property or transferred

securities contributed by the client in relation to the latest

increase of the limit of the facility.

(5) For subregulations (3) and (4), any secured property or transferred

securities contributed by the client that is funded by borrowings

from a third party is not to be taken into consideration when

working out the price of a margin lending facility.

7.1.20 Retail clients and wholesale clients: price of income stream

financial products

(1) This regulation makes arrangements about the price for the

provision of an income stream financial product.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

Under paragraph 761G(10)(a) of the Act, the regulations may also

deal with how a price or value referred to in that paragraph is to be

calculated, either generally or in relation to a specified class of

financial products.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Retail clients and wholesale clients Division 2

Regulation 7.1.20

Corporations Regulations 2001 37

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

In general, the ‘price’ of a product will be the amount that is paid to

acquire or be issued with the financial product. The test for the price

of the product in paragraph 761G(7)(a) of the Act will be determined

at or before the time the client acquires, or is issued with, the financial

product. If a client pays over $500 000 to acquire or be issued with the

financial product, the client will be a wholesale client in respect of the

product.

Price

(2) For paragraph 761G(7)(a) of the Act, the amount applicable in

relation to an income stream financial product is $500 000.

Working out price: general rule

(3) The price of an income stream financial product:

(a) is the amount that is paid or payable to acquire or purchase

the income stream financial product; and

(b) does not include any amount paid for or in respect of the

income stream financial product following its issue or

acquisition unless the issue or acquisition would not have

taken place without an arrangement to pay the amount.

Note: Additional amounts contributed to an allocated annuity will not

generally be regarded as part of the ‘price’ paid to acquire or purchase

the financial product.

(4) For subregulation (3), in calculating any amount payable or paid to

acquire or purchase the income stream financial product:

(a) disregard any amount payable to the extent to which it is to

be paid out of money lent by:

(i) the person offering the income stream financial product;

or

(ii) an associate of that person; and

(b) disregard any amount paid to the extent to which it was paid

out of money lent by:

(i) the person offering the income stream financial product;

or

(ii) an associate of that person; and

(c) include any amount paid or payable to cover:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.21

38 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) fees or charges that are paid to the issuer or any other

person that relates to the issue of the income stream

financial product; and

(ii) fees or charges that are paid to the issuer or any other

person that relates to the issue of the income stream

financial product; and

(d) despite paragraph (c), disregard any amount of remuneration

or other benefits paid or payable to a person for the provision

of financial product advice or other related services provided

directly to:

(i) the client; or

(ii) another person acting on behalf of the client.

7.1.21 Retail clients and wholesale clients: value of income stream

financial products

(1) This regulation makes arrangements about the value of an income

stream financial product.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

Under paragraph 761G(10)(a) of the Act, the regulations may also

deal with how a price or value referred to in that paragraph is to be

calculated, either generally or in relation to a specified class of

financial products.

In general, the ‘value’ of a product will be the amount that the product

is worth once it is issued or acquired by the client. It is anticipated that

the test for the value of the product in paragraph 761G(7)(a) of the Act

will usually be used to assess a client’s status as a retail or wholesale

client at or before the time that a financial service (eg financial

product advice, disposal of the product) is provided to the client in

respect of an existing product.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Retail clients and wholesale clients Division 2

Regulation 7.1.21

Corporations Regulations 2001 39

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Value

(2) For paragraph 761G(7)(a) of the Act, the amount applicable in

relation to an income stream financial product is $500 000.

Working out value: general rule

(3) For paragraph 761G(10)(a) of the Act, the value of an income

stream product is the amount worked out in accordance with any of

the following paragraphs:

(a) if the terms of the income stream financial product provide

for the calculation of a commutation value—the

commutation value;

(b) if the terms of the income stream financial product do not

permit commutation—the minimum commutation amount

calculated in accordance with ordinarily accepted actuarial

standards;

(c) if the income stream financial product is of a kind in relation

to which money stands to the client’s credit for the income

stream financial product—the amount of money standing to

the client’s credit.

(4) For subregulation (3), in calculating the value of an income stream

financial product:

(a) disregard any amount standing to the client’s credit in

relation to the income stream financial product to the extent

that it is to be paid, or was to be paid, out of money lent by:

(i) the person offering the income stream financial product;

or

(ii) an associate of that person; and

(b) disregard any amount of fees or charges:

(i) that the product issuer has an actual or accrued right to

deduct from the value of the income stream financial

product (whether or not the amount has been deducted);

or

(ii) that has accrued as at the time that the client’s status as

a retail or wholesale client is assessed.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.21

40 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) If it is not reasonably practicable to ascertain an amount in

accordance with subregulation (3), the value of the income stream

product is an amount calculated as follows:

(a) identify the price for the provision of the income stream;

(b) subtract the total of any amounts paid out of the income

stream (including any regular payments and any capital

amounts);

(c) subtract an amount representing the reasonable

administrative fees or other expenses of the issuer (including

any costs or fees relating to the product that were disclosed to

the client at or before the time the product was issued);

(d) add interest on:

(i) the amount paid for the income stream financial

product; or

(ii) an amount, or a reasonable notional amount,

representing the value of the income stream financial

product;

based on movements in the rate of the All Groups Consumer

Price Index number (being the weighted average of the 8

Australian capital cities) published by the Australian

Statistician.

Group products

(6) If the income stream financial product is a group product covered

by subsection 1012H(1) of the Act:

(a) the amount in subregulation (2) is to be used to determine the

status of each person who elects, or may elect, to be covered

by the income stream financial product; and

(b) subregulation (3) is to be used to determine the value of the

income stream financial product to the extent that it stands,

or will stand, to the credit of, each person who elects, or may

elect, to be covered by the income stream financial product.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Retail clients and wholesale clients Division 2

Regulation 7.1.22

Corporations Regulations 2001 41

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Time of assessment

(7) If a financial services provider needs to assess the status of a client

as either retail or wholesale at a particular time in order to ensure

that the client complies with the Act, or for any related purpose, the

value of a financial product may be assessed at any time, whether

or not a financial service is being provided at that time in relation

to that product.

Note: Subregulation (7) will ensure that a provider of financial services may

assess a client’s status at any time (for example, the provider may

need to ascertain whether a periodic statement must be sent to the

client under section 1017D of the Act because the client is a retail

client).

7.1.22 Retail clients and wholesale clients: value of derivatives

(1) This regulation makes arrangements about the value of a

derivative:

(a) that is a financial product under section 761A of the Act; and

(b) to which section 765A of the Act does not apply.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

Under paragraph 761G(10)(a) of the Act, the regulations may also

deal with how a price or value referred to in that paragraph is to be

calculated, either generally or in relation to a specified class of

financial products.

Value

(2) For paragraph 761G(7)(a) of the Act:

(a) the amount applicable in relation to a single derivative is

$500 000; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.22A

42 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) if the derivative is included in 2 or more related financial

products, the amount applicable in relation to the related

financial products is $500 000.

Working out value: general rule

(3) For paragraph 761G(10)(a) of the Act, the value of a derivative is

the face value, or the notional amount in respect of, the financial

product (in dollar terms) as at the date on which the relevant

arrangement is entered into by the parties.

Time of assessment

(4) If a financial services provider needs to assess the status of a client

as either retail or wholesale at a particular time in order to ensure

that the client complies with the Act, or for any related purpose, the

value of a financial product may be assessed at any time, whether

or not a financial service is being provided at that time in relation

to that product.

Note: Subregulation (4) will ensure that a provider of financial services may

assess a client’s status at any time (for example, the provider may

need to ascertain whether ongoing disclosure of a significant event

must be sent to the client under section 1017B of the Act because the

client is a retail client).

7.1.22A Retail clients and wholesale clients: value of foreign

exchange contracts

(1) This regulation makes arrangements about the value of a foreign

exchange contract that is not a derivative.

Value

(2) For paragraph 761G(7)(a) of the Act, the amount applicable to a

foreign exchange contract is $500 000.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Retail clients and wholesale clients Division 2

Regulation 7.1.23

Corporations Regulations 2001 43

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Working out value: general rule

(3) For paragraph 761G(10)(a) of the Act, the value of a foreign

exchange contract is the amount paid or payable under the foreign

exchange contract.

7.1.23 Retail clients and wholesale clients: price of non-cash payment

financial products

(1) This regulation makes arrangements about the price for the

provision of a non-cash payment financial product.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

In general, the ‘price’ of a product will be the amount that is paid to

acquire or be issued with the financial product. The test for the price

of the product in paragraph 761G(7)(a) of the Act will be determined

at or before the time the client acquires, or is issued with, the financial

product. If a client pays over $500 000 to acquire or be issued with the

financial product, the client will be a wholesale client in respect of the

product.

Price

(2) For paragraph 761G(7)(a) of the Act, the amount applicable in

relation to a non-cash payment financial product is $500 000.

Working out price: general rule

(3) The price of a non-cash payment financial product:

(a) is the amount that is paid or payable to acquire or purchase

the non-cash payment financial product; and

(b) does not include any amount paid for or in respect of the

non-cash payment financial product following its issue or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.24

44 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

acquisition unless the issue or acquisition would not have

taken place without an arrangement to pay the amount.

Note: Additional amounts paid into a smart card or cheque account after its

issue will not generally be regarded as part of the ‘price’ paid to

acquire or purchase the financial product.

(4) For subregulation (3), in calculating any amount payable or paid to

acquire or purchase the non-cash payment financial product:

(a) include any amount paid or payable to cover:

(i) fees or charges that are paid to the issuer or any other

person that relates to the issue of the non-cash payment

financial product; and

(ii) fees or charges that are paid to the issuer or any other

person that relates to the issue of the non-cash payment

financial product; and

(b) despite paragraph (a), disregard any amount of remuneration

or other benefits paid or payable to a person for the provision

of financial product advice or other related services provided

directly to:

(i) the client; or

(ii) another person acting on behalf of the client.

7.1.24 Retail clients and wholesale clients: value of non-cash

payment products

(1) This regulation makes arrangements about the value of a non-cash

payment financial product to which a financial service relates.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

In general, the ‘value’ of a product will be the amount that the product

is worth once it is issued or acquired by the client. It is anticipated that

the test for the value of the product in paragraph 761G(7)(a) of the Act

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Retail clients and wholesale clients Division 2

Regulation 7.1.24

Corporations Regulations 2001 45

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

will usually be used to assess a client’s status as a retail or wholesale

client at or before the time that a financial service (eg financial

product advice, disposal of the product) is provided to the client in

respect of an existing product.

Value

(2) For paragraph 761G(7)(a) of the Act, the amount applicable in

relation to a non-cash payment financial product is $500 000.

Working out value: general rule

(3) For paragraph 761G(10)(a) of the Act, the value of a non-cash

payment financial product on a day is the amount of money that

stands to the client’s credit in respect of that product.

(4) For subregulation (3), in calculating an amount of money,

disregard any amount of fees or charges:

(a) that the product issuer has an actual or accrued right to

deduct, or otherwise to have access to, from the value of the

non-cash payment financial product (whether or not the

amount has been deducted); or

(b) that has accrued as at the time that the client’s status as a

retail or wholesale client is assessed.

Time of assessment

(5) If a financial services provider needs to assess the status of a client

as either retail or wholesale at a particular time in order to ensure

that the client complies with the Act, or for any related purpose, the

value of a financial product may be assessed at any time, whether

or not a financial service is being provided at that time in relation

to that product.

Note: Subregulation (5) will ensure that a provider of financial services may

assess a client’s status at any time (for example, the provider may

need to ascertain whether ongoing disclosure of a significant event

must be sent to the client under section 1017B of the Act because the

client is a retail client).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.25

46 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.1.25 Retail clients and wholesale clients: life risk insurance and

other risk-based financial products

(1) This regulation makes arrangements about the value of a risk-based

financial product.

(2) Paragraph 761G(7)(a) of the Act does not apply to a risk-based

financial product.

Note: Under paragraph 761G(7)(a) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

financial product or financial service is provided to the person as a

retail client unless the price for the provision of the financial product,

or the value of the financial product to which the financial service

relates, equals or exceeds the amount specified in regulations made for

the purposes of that paragraph as being applicable in the

circumstances.

Under paragraph 761G(10)(a) of the Act, the regulations may also

deal with how a price or value referred to in that paragraph is to be

calculated, either generally or in relation to a specified class of

financial products.

Under paragraph 761G(10)(b) of the Act, the regulations may also

modify the way in which paragraph 761G(7)(a) applies in particular

circumstances.

7.1.26 Superannuation-sourced money

For the purpose of assessing the price of a financial product, or the

value of a financial product to which a financial service relates,

under paragraph 761G(7)(a) of the Act, superannuation-sourced

money is not to be counted if:

(a) the financial service provided to a person is:

(i) financial product advice; or

(ii) if the person was a retail client—the provision of a

financial product in circumstances in which a Product

Disclosure Statement would need to be given to the

client under Part 7.9 of the Act (including

section 1012A, 1012B, 1012C or 1012IA); and

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Regulation 7.1.27

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(b) the financial product to which the financial service relates is

a product other than a non-cash payment financial product;

and

(c) the person who was the holder of the relevant superannuation

interest in the regulated superannuation fund was or would

have been a retail client under subsection 761G(6) of the Act

if they had held or acquired the product after FSR

commencement.

Example: If:

(a) the price for an income stream financial product or an investment-based financial product is $700 000; and

(b) the client uses $400 000 of superannuation-sourced money and $300 000 of other funds;

then, unless the client is a wholesale client for another reason, the

client will be a retail client due to the operation of

paragraph 761G(7)(a) of the Act.

Note: Under subsections 761G(5), (6) and (7) of the Act, general insurance

products, superannuation products and RSA products are not financial

products to which the restriction on counting superannuation-sourced

money towards the price applies. This applies in addition to the

exclusion for non-cash payment products under paragraph (b) of this

regulation.

7.1.27 Retail clients and wholesale clients: effect of wholesale status

(1) For subsection 761G(10) of the Act if, at any time, the holder of a

financial product is a wholesale client in relation to the product

because of paragraph 761G(7)(a) of the Act:

(a) the holder is taken, on and after that time, to be a wholesale

client in relation to the product as between the holder and:

(i) the issuer of the product; or

(ii) if a related body corporate of the issuer of the product

provides a custodial or depository service to the holder

of the product in relation to the product—the related

body corporate;

for the period during which the holder holds the product; and

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 2 Retail clients and wholesale clients

Regulation 7.1.28

48 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) paragraph (a) applies whether or not the holder would, but

for that paragraph, have otherwise been or become a retail

client in relation to that product at some time.

(2) For subsection 761G(10) of the Act, if:

(a) a person is a wholesale client in relation to the product

because of paragraph 761G(7)(a) or paragraph (1)(a); and

(b) another person becomes a holder of the financial product; and

(c) the issuer did not know, and could not reasonably be

expected to have known:

(i) whether another person had become the holder of the

financial product; or

(ii) whether any subsequent holder of the financial product

was a retail client or a wholesale client;

the issuer is taken not to be guilty of any offence, or to be liable

under civil penalty or civil liability provisions under the Act,

merely because the issuer has not treated any subsequent holder of

that financial product as a retail client.

7.1.28 Retail clients and wholesale clients: assets and income

(1) For subparagraph 761G(7)(c)(i) of the Act, $2.5 million is

specified.

(2) For subparagraph 761G(7)(c)(ii) of the Act, $250 000 is specified.

Note: Under paragraph 761G(7)(c) of the Act, if a financial product is not,

or a financial service provided to a person does not relate to, a general

insurance product, a superannuation product or an RSA product, the

product or service is provided to the person as a retail client unless:

(a) the client is a wholesale client under paragraph 761G(7)(a), (b) or (d) of the Act; or

(b) the person who acquires the product or service gives the provider of the product or service, before the provision of the product or service, a copy of a certificate given within the preceding 6 months by a qualified accountant that states that the person:

(i) has net assets of at least the amount specified in regulations made for the purposes of subparagraph 761G(7)(c)(i) of the Act; or

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Retail clients and wholesale clients Division 2

Regulation 7.1.28

Corporations Regulations 2001 49

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(ii) has a gross income for each of the last 2 financial years of at least the amount specified in regulations made for the purposes of subparagraph 761G(7)(c)(ii) of the Act a year.

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 3 When does a person provide a financial service?

Regulation 7.1.28A

50 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—When does a person provide a financial

service?

7.1.28A Circumstances in which a person is taken to be provided a

traditional trustee company service

For subsection 766A(1B) of the Act, a person who is one of the

following:

(a) a person who may request an annual information return under

subregulation 5D.2.01(3);

(b) a person who requests the preparation of a will, a trust

instrument, a power of attorney or an agency arrangement;

is, in relation to an estate management function, prescribed as the

person to whom the service is taken to be provided.

7.1.29 Circumstances in which a person is taken not to provide a

financial service

(1) For paragraph 766A(2)(b) of the Act, a person who provides an

eligible service is taken not to provide a financial service if:

(a) the person provides the eligible service in the course of

conducting an exempt service; and

(b) it is reasonably necessary to provide the eligible service in

order to conduct the exempt service; and

(c) the eligible service is provided as an integral part of the

exempt service.

(2) For this regulation, a person provides an eligible service if the

person engages in conduct mentioned in paragraphs 766A(1)(a) to

(f) of the Act.

(3) For this regulation, a person who does any of the following

provides an exempt service:

(a) provides advice in relation to the preparation or auditing of

financial reports or audit reports;

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Regulation 7.1.29

Corporations Regulations 2001 51

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(b) provides advice on a risk that another person might be

subject to and identifies generic financial products or generic

classes of financial product that will mitigate that risk, other

than advice for inclusion in an exempt document or

statement;

(c) provides advice on the acquisition or disposal,

administration, due diligence, establishment, structuring or

valuation of an incorporated or unincorporated entity, if the

advice:

(i) is given to a person who is, or is likely to become, an

interested party in the entity; and

(ii) to the extent that it is financial product advice—is

confined to advice on a decision about:

(A) securities of a body corporate, or related body

corporate, that carries on or may carry on the

business of the entity; or

(B) interests in a trust (other than a superannuation

fund or a managed investment scheme that is

registered or required to be registered), the

trustee of which carries on or may carry on the

business of the entity in the capacity of trustee;

and

(iii) does not relate to other financial products that the body

corporate or the trustee of the trust may acquire or

dispose of; and

(iv) is not advice for inclusion in an exempt document or

statement;

(d) provides advice on financial products that are:

(i) securities in a company (other than securities that are to

be offered under a disclosure document under

Chapter 6D of the Act); or

(ii) interests in a trust (other than a superannuation fund or a

managed investment scheme that is registered or

required to be registered);

if the company or trust is not carrying on a business and has

not, at any time, carried on a business;

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 3 When does a person provide a financial service?

Regulation 7.1.29

52 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(e) provides advice in relation to the transfer of financial

products between associates;

(f) arranges for another person to engage in conduct referred to

in subsection 766C(1) in relation to interests in a self

managed superannuation fund in the circumstances in

paragraphs (5)(b) and (c);

(g) arranges for another person to engage in conduct referred to

in subsection 766C(1), by preparing a document of

registration or transfer in order to complete administrative

tasks on instructions from the person;

(h) provides advice about the provision of financial products as

security, other than where the security is provided for the

acquisition of other financial products.

(3A) For this regulation, a person also provides an exempt service if the

person:

(a) is registered as an auditor under Part 9.2 of the Act; and

(b) performs any of the functions of a cover pool monitor

mentioned in subsection 30(4) of the Banking Act 1959.

(4) For this regulation, a person also provides an exempt service if:

(a) the person provides advice to another person on taxation

issues including advice in relation to the taxation

implications of financial products; and

(b) the person will not receive a benefit (other than from the

person advised or an associate of the person advised) as a

result of the person advised acquiring a financial product

mentioned in the advice, or a financial product that falls

within a class of financial products mentioned in the advice;

and

(c) either:

(i) the advice does not constitute financial product advice

to a retail client; or

(ii) the advice constitutes financial product advice to a retail

client and it includes, or is accompanied by, a written

statement that:

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Financial services and markets Chapter 7

Preliminary Part 7.1

When does a person provide a financial service? Division 3

Regulation 7.1.29

Corporations Regulations 2001 53

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(A) the person providing the advice is not licensed

to provide financial product advice under the

Act; and

(B) taxation is only one of the matters that must be

considered when making a decision on a

financial product; and

(C) the client should consider taking advice from

the holder of an Australian Financial Services

Licence before making a decision on a financial

product.

(5) For this regulation, a person also provides an exempt service if:

(a) the person provides advice in relation to the establishment,

operation, structuring or valuation of a superannuation fund,

other than advice for inclusion in an exempt document or

statement; and

(b) the person advised is, or is likely to become:

(i) a trustee; or

(ii) a director of a trustee; or

(iii) an employer sponsor; or

(iv) a person who controls the management;

of the superannuation fund; and

(c) except for advice that is given for the sole purpose, and only

to the extent reasonably necessary for the purpose, of

ensuring compliance by the person advised with the SIS Act

(other than paragraph 52(2)(f)), the SIS Regulations (other

than regulation 4.09) or the Superannuation Guarantee

(Administration) Act 1992—the advice:

(i) does not relate to the acquisition or disposal by the

superannuation fund of specific financial products or

classes of financial products; and

(ii) does not include a recommendation that a person

acquire or dispose of a superannuation product; and

(iii) does not include a recommendation in relation to a

person’s existing holding in a superannuation product to

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 3 When does a person provide a financial service?

Regulation 7.1.29A

54 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

modify an investment strategy or a contribution level;

and

(d) if the advice constitutes financial product advice provided to

a retail client—the advice includes, or is accompanied by, a

written statement that:

(i) the person providing the advice is not licensed to

provide financial product advice under the Act; and

(ii) the client should consider taking advice from the holder

of an Australian Financial Services Licence before

making a decision on a financial product.

(6) In this regulation:

employer sponsor has the meaning given by subsection 16(1) of

the SIS Act.

exempt document or statement has the meaning given by

subsection 766B(9) of the Act.

generic means without reference to a particular brand or product

issuer.

interested party means:

(a) an associate within the meaning of Division 2 of Part 1.2 of

the Act; or

(b) a manager; or

(c) an officer; or

(d) a trustee or director of a trustee.

self managed superannuation fund has the meaning given by

section 17A of the SIS Act.

7.1.29A Self-managed superannuation funds

(1) Subparagraph 7.1.29(5)(c)(ii) does not apply to a recommendation

by a recognised accountant in relation to a self-managed

superannuation fund.

(2) In this regulation:

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Financial services and markets Chapter 7

Preliminary Part 7.1

When does a person provide a financial service? Division 3

Regulation 7.1.30

Corporations Regulations 2001 55

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

recognised accountant means:

(a) a member of CPA Australia who:

(i) is entitled to use the letters ‘CPA’ or ‘FCPA’; and

(ii) is subject to, and complies with, CPA Australia’s

continuing professional education requirements; or

(b) a member of The Institute of Chartered Accountants in

Australia (ICAA) who:

(i) is entitled to use the letters ‘ACA’, ‘CA’ or ‘FCA’; and

(ii) is subject to, and complies with, ICAA’s continuing

professional education requirements; or

(c) a member of the Institute of Public Accountants (IPA) who:

(i) is entitled to use the letters “MIPA” or “FIPA”; and

(ii) is subject to, and complies with, the IPA’s continuing

professional education requirements.

7.1.30 Information and advice about voting

For paragraph 766A(2)(b) of the Act, a circumstance in which a

person is taken not to provide a financial service within the

meaning of paragraph 766A(1)(a) of the Act is that:

(a) the service provided by the person consists only of advising

another person in relation to the manner in which:

(i) voting rights attaching to securities; or

(ii) voting rights attaching to interests in managed

investment schemes;

may or should be exercised; and

(b) the advice is not intended to influence any decision in

relation to financial products other than a decision about

voting; and

(c) the advice could not be reasonably be regarded as intended to

influence a decision in relation to financial products, other

than a decision about voting; and

(d) the advice does not relate to a vote that relates to a dealing in

financial products.

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 3 When does a person provide a financial service?

Regulation 7.1.31

56 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: A service that includes advice which is intended to influence the

decision to acquire securities in another company would be not

provided in circumstances covered by this regulation.

7.1.31 Passing on prepared documents

For paragraph 766A(2)(b) of the Act, a circumstance in which a

person (person 1) is taken not to provide a financial service within

the meaning of paragraph 766A(1)(a) of the Act is that:

(a) person 1 provides a service to a person; and

(b) the service consists only of passing on, publishing,

distributing or otherwise disseminating a document that

contains financial product advice; and

(c) the document was provided by another person (person 2);

and

(d) person 2 is not acting on behalf of person 1; and

(e) person 1 is not the holder of a financial services licence that

authorises person 1 to provide financial product advice; and

(f) person 1 does not select the content of the document, modify

the content of the document or otherwise exercise control

over the content of the document; and

(g) a reasonable person would not consider that person 1

provided, endorsed or otherwise assumed responsibility for

the financial product advice contained in the document.

7.1.32 Remuneration packages

For paragraph 766A(2)(b) of the Act, a circumstance in which a

person (person 1) is taken not to provide a financial service within

the meaning of paragraph 766A(1)(a) of the Act is that:

(a) person 1 provides advice to another person; and

(b) the advice relates only to the structuring of remuneration

packages for the other person’s employees.

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Financial services and markets Chapter 7

Preliminary Part 7.1

When does a person provide a financial service? Division 3

Regulation 7.1.33

Corporations Regulations 2001 57

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.1.33 Handling insurance claims

(1) For paragraph 766A(2)(b) of the Act, a circumstance in which a

person is taken not to provide a financial service within the

meaning of paragraph 766A(1)(a) of the Act is the giving of advice

that consists only of a recommendation or statement of opinion

provided in the course of, and as a necessary or incidental part of,

either or both of:

(a) the handling of claims or potential claims in relation to an

insurance product; and

(b) the settlement of claims or potential claims in relation to an

insurance product.

(2) For paragraph 766A(2)(b) of the Act, a circumstance in which a

person is taken not to provide a financial service within the

meaning of paragraph 766A(1)(b) of the Act is a dealing in an

insurance product that is a necessary or incidental part of either or

both of:

(a) the handling of claims or potential claims in relation to that

product; and

(b) the settlement of claims or potential claims in relation to that

product.

Examples of services:

1 Negotiations on settlement amounts.

2 Interpretation of relevant policy provisions.

3 Estimates of loss or damage.

4 Estimate of value or appropriate repair.

5 Recommendations on mitigation of loss.

6 Recommendations, in the course of handling a claim as described in

subregulations (1) and (2), on increases in limits or different cover

options to protect against the same loss in the future.

7 Claims strategy such as the making of claims under alternate policies.

(3) In this regulation:

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 3 When does a person provide a financial service?

Regulation 7.1.33A

58 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

insurance product includes a self-insurance arrangement through

which a person manages financial risk.

7.1.33A Allocation of funds available for investment

For paragraph 766A(2)(b) of the Act, a circumstance in which a

person is taken not to provide a financial service within the

meaning of paragraph 766A(1)(a) of the Act is the provision of a

service that consists only of a recommendation or statement of

opinion provided to a person about the allocation of the person’s

funds that are available for investment among 1 or more of the

following:

(a) shares;

(b) debentures;

(c) debentures, stocks or bonds issued, or proposed to be issued,

by a government;

(d) deposit products;

(e) managed investment products;

(f) investment life insurance products;

(g) superannuation products;

(h) other types of asset.

Note: This regulation does not apply to a recommendation or statement of

opinion that relates to specific financial products or classes of

financial products.

7.1.33B General advice

(1) For paragraph 766A(2)(b) of the Act, this regulation applies in

relation to the provision of a service by a person to another person

in the following circumstances:

(a) the service consists only of general advice in relation to a

financial product or class of financial products;

(b) the advice is prepared by a product issuer of the financial

product or class of financial products who is not a financial

services licensee;

(c) the advice is provided by a financial services licensee whose

financial services licence covers the provision of the advice.

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Financial services and markets Chapter 7

Preliminary Part 7.1

When does a person provide a financial service? Division 3

Regulation 7.1.33D

Corporations Regulations 2001 59

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(2) The product issuer is taken not to provide a financial service within

the meaning of paragraph 766A(1)(a) of the Act.

(3) The financial services licensee is taken to provide a financial

service within the meaning of paragraph 766A(1)(a) of the Act.

7.1.33D Investment-linked life insurance products

For paragraph 766A(2)(b) of the Act, a person is taken not to

provide a financial service if:

(a) the person makes a market for a financial product (within the

meaning of section 766D of the Act); and

(b) the person is the issuer of the product; and

(c) the product is an investment-linked life insurance policy

under an investment-linked contract (within the meaning of

subsection 14(4) of the Life Insurance Act 1995).

7.1.33E Advice about the existence of a custodial or depository

service

For paragraph 766A(2)(b) of the Act, a person is taken not to

provide a financial service if:

(a) the person provides advice about a custodial or depository

service; and

(b) the advice is not about a financial product; and

(c) the advice is not intended to influence, and could not

reasonably be regarded as being intended to influence, a

decision about a financial product other than a product that is

a financial product only because it is an equitable right or

interest in:

(i) a share in a body; or

(ii) a debenture of a body; or

(iii) an interest in a registered scheme.

Note: Paragraph (c) describes financial products under paragraph (c) of the

definition of security in section 761A of the Act and financial

products under subparagraph 764A(1)(b)(ii) of the Act.

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 3 When does a person provide a financial service?

Regulation 7.1.33F

60 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.1.33F School banking

(1) For paragraph 766A(2)(b) of the Act, a person is taken not to

provide a financial service if:

(a) the service is:

(i) arranging for the issue, or the acquisition, of a school

banking product; or

(ii) the provision of general advice intended to influence a

decision in relation to a school banking product; and

(b) the person:

(i) is employed by a school; or

(ii) provides the service on behalf of a school; and

(c) the person does not receive any financial benefit for the

provision of the service; and

(d) the Product Disclosure Statement for the product discloses

any commissions or other benefits that the school might

receive in connection with the issue of the product.

(2) In this regulation:

school banking product means a basic deposit product, issued by

an ADI in the following circumstances:

(a) it is offered for issue to pupils at a school;

(b) there is no regular account keeping fee charged for the

product.

7.1.33G Certain general advice that does not attract remuneration

etc.

For subsection 766A(2) of the Act, a person (the advisor) is taken

not to provide a financial service if:

(a) the advisor gives advice to another person; and

(b) the advice:

(i) is not about a particular financial product or an interest

in a particular financial product; and

(ii) is not personal advice; and

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Financial services and markets Chapter 7

Preliminary Part 7.1

When does a person provide a financial service? Division 3

Regulation 7.1.33H

Corporations Regulations 2001 61

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(c) the advice:

(i) is not intended to influence the other person in making a

decision in relation to a particular financial product or

an interest in a particular financial product; or

(ii) could not reasonably be regarded as being intended to

have such an influence; and

(d) by giving the advice neither the advisor, nor an associate of

the advisor, receives any remuneration (including

commission) or other benefit that is related to the advice

given apart from remuneration (including commission) or

other benefit that the advisor or the associate would have

received if the advice was not given.

7.1.33H Certain general advice given by a financial product issuer

For subsection 766A(2) of the Act, a financial product issuer is not

taken to provide a financial service if:

(a) the issuer gives advice to another person about:

(i) a particular financial product or class of financial

products issued by the issuer; or

(ii) an interest in a particular financial product or a class of

financial products issued by the issuer; and

(b) the advice is not personal advice; and

(c) the advice is given to the person at the same time as the

issuer:

(i) advises the person that the issuer is not licensed to

provide financial product advice in relation to the

product, class or interest, as the case may be; and

(ii) recommends to the person that the person obtain a

Product Disclosure Statement, if appropriate, and read it

before making a decision to acquire the product or a

product from the class of products, as the case may be;

and

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 3 When does a person provide a financial service?

Regulation 7.1.33H

62 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) if it is advice about the offer, issue or sale of a financial

product—notifies the person about the availability or

otherwise of a cooling-off regime that applies in respect

of the acquisition of the product, a product from the

class of products or an interest in a product as the case

may be (whether the regime is provided for by law or

otherwise).

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Financial services and markets Chapter 7

Preliminary Part 7.1

Dealings in financial products Division 4

Regulation 7.1.34

Corporations Regulations 2001 63

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Division 4—Dealings in financial products

7.1.34 Conduct that does not constitute dealing in a financial

product

(1) This regulation does not apply in relation to a margin lending

facility.

(2) For subsection 766C(7) of the Act, the following conduct does not

constitute dealing in a financial product:

(a) the enforcement of rights under a credit facility, including the

enforcement of rights by a person acting under a power of

attorney;

(b) the disposal of a financial product that is subject to a

mortgage or the transfer of such a product to the mortgagor,

whether the disposal or transfer is carried out at the direction

of the mortgagor or occurs as a result of the mortgagor

fulfilling its obligations under the mortgage.

Example for paragraph (a): A mortgagee exercising a power of sale under a

mortgage.

7.1.35 Conduct that does not constitute dealing in a financial

product

(1) For subsection 766C(7) of the Act, conduct is not taken to be

dealing in a financial product if:

(a) the conduct is of a kind:

(i) mentioned in paragraph 766C(1)(a), (d) or (e) of the

Act; or

(ii) mentioned in paragraph 766C(1)(b) of the Act, where it

is the issue of a beneficial interest in a financial product,

that arises from conduct that would constitute providing

a custodial or depository service but for the operation of

regulation 7.1.40; and

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Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 4 Dealings in financial products

Regulation 7.1.35A

64 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the conduct is carried out by a person (person 1) in relation

to a product that person 1 holds on trust for, or on behalf of,

another person (person 2) and the holding of that financial

product would not constitute the provision of a custodial or

depository service because of paragraphs 7.1.40(a), (b), (c),

(d), (g) and (i).

(2) Subregulation (1) does not apply to conduct carried out by person 1

in relation to a financial product that is held under a custodial

arrangement as defined in section 1012IA of the Act unless:

(a) person 2 is an associate of person 1; or

(b) the financial product is held in the manner mentioned in

paragraph 7.1.40(d).

7.1.35A Conduct that does not constitute dealing in a financial

product—lawyers acting on instructions

For subsection 766C(7) of the Act, a financial service provided by

a lawyer is taken not to be dealing in a financial product if:

(a) the financial service consists of:

(i) arranging for a person to engage in conduct referred to

in subsection 766C(1) of the Act; or

(ii) dealing as an agent or otherwise on behalf of a client, an

associate of a client or a relative of a client; and

(b) the lawyer is acting:

(i) on the instructions of the client, an associate of the

client or a relative of the client; and

(ii) in his or her professional capacity; and

(iii) in the ordinary course of his or her activities as a

lawyer; and

(c) the financial service can reasonably be regarded as a

necessary part of those activities; and

(d) the lawyer has not received, and will not receive, a benefit in

connection with those activities other than:

(i) the payment of professional charges in relation to those

activities; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Dealings in financial products Division 4

Regulation 7.1.35B

Corporations Regulations 2001 65

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) reimbursement for expenses incurred or payment on

account of expenses to be incurred on behalf of the

client, an associate of the client or a relative of the

client;

from the client or from another person on behalf of the client.

7.1.35B Conduct that does not constitute dealing in a financial

product—issuing carbon units, Australian carbon credit

units or eligible international emissions units

For subsection 766C(7) of the Act, a financial service provided by

a person is taken not to be dealing in a financial product if:

(a) the financial product is a carbon unit, an Australian carbon

credit unit or an eligible international emissions unit; and

(b) the person is:

(i) the Clean Energy Regulator; or

(ii) the Clean Development Mechanism Executive Board; or

(iii) the government of a country other than Australia; or

(iv) an authority acting on behalf of the government of a

country other than Australia; and

(c) the financial service consists of issuing the carbon unit,

Australian carbon credit unit or eligible international

emissions unit.

7.1.35C Conduct that does not constitute dealing in a financial

product—carbon units, Australian carbon credit units or

eligible international emissions units

For subsection 766C(7) of the Act, a financial service provided by

a person is taken not to be dealing in a financial product if:

(a) the financial product is a carbon unit, an Australian carbon

credit unit or an eligible international emissions unit; and

(b) the financial service consists of dealing in the carbon unit,

Australian carbon credit unit or eligible international

emissions unit on behalf of:

(i) a related body corporate of the person; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 4 Dealings in financial products

Regulation 7.1.35C

66 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) an associated entity of the person; and

(c) the related body corporate or associated entity is an entity

that is a liable entity entered in the information database

under section 183 of the Clean Energy Act 2011.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Custodial or depository services Division 5

Regulation 7.1.40

Corporations Regulations 2001 67

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—Custodial or depository services

7.1.40 Conduct that does not constitute the provision of a custodial

or depository service

(1) For paragraph 766E(3)(e) of the Act, conduct that is mentioned in

subsection 766E(1) of the Act does not constitute providing a

custodial or depository service if:

(a) the financial product held by the provider is a basic deposit

product (within the definition in section 761A of the Act) or

is an account mentioned in subsection 981B(1) of the Act; or

(b) the client is an associate of the provider (within the meaning

of Division 2 of Part 1.2 of the Act); or

(c) the provider and its associates have no more than 20 clients

in aggregate for all custodial or depository services that they

provide; or

(d) the financial product is held as part of the arrangements for

securing obligations under:

(i) a credit facility; or

(ii) a debenture that is held as trustee under a trust deed:

(A) entered into under section 283AA of the Act or

former section 260FA of the Corporations Law

of a State or Territory; or

(B) mentioned in former section 1052 of the

Corporations Law of a State or Territory; or

(e) the provider is a participant in a licensed market and the

financial product held is a derivative acquired on the licensed

market by the provider on behalf of a client; or

(f) the provider is a participant in a licensed clearing and

settlement facility and the financial product held is a

derivative registered on the licensed clearing and settlement

facility by the provider on behalf of the client; or

(g) the financial product is held under:

(i) an order of a court; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 5 Custodial or depository services

Regulation 7.1.40

68 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) an order of a board or tribunal established under a law

of a State or Territory; or

(iii) a direction by the holder of a statutory office established

under a law of a State or Territory; or

(h) the service is provided by a lawyer in the following

circumstances:

(i) the financial service consists of acquiring, holding or

disposing of a cash management trust interest, being an

interest to which a law of a State or Territory relating to

the audit of trust or controlled monies applies;

(ii) the lawyer is acting:

(A) on instructions from the client, an associate of

the client or a relative of the client; and

(B) in his or her professional capacity; and

(C) in the ordinary course of his or her activities as

a lawyer;

(iii) the financial service can reasonably be regarded as a

necessary part of those activities;

(iv) the lawyer has not received, and will not receive, a

benefit in connection with the activities other than:

(A) the payment of professional charges related to

those activities; and

(B) reimbursement for expenses incurred or

payment on account of expenses to be incurred

on behalf of the client, an associate of the client

or a relative of the client;

from the client or from another person on behalf of the

client; or

(i) the financial product is held by a trustee appointed under:

(i) a law of a State or Territory to administer monies

awarded to a person as compensation; or

(ii) a trust formed for a charitable purpose.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Preliminary Part 7.1

Custodial or depository services Division 5

Regulation 7.1.40

Corporations Regulations 2001 69

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) For paragraph 766E(3)(e) of the Act, conduct that is mentioned in

subsection 766E(1) of the Act does not constitute providing a

custodial or depository service if the financial product is an

Australian carbon credit unit that has been issued to:

(a) a special native title account in accordance with section 49 of

the Carbon Credits (Carbon Farming Initiative) Act 2011; or

(b) a nominee account in accordance with section 141 of that

Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.1 Preliminary

Division 6 Operating a financial market

Regulation 7.1.50

70 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—Operating a financial market

7.1.50 Operating a financial market

For paragraph 767A(2)(a) of the Act, the following circumstances

are specified as circumstances in which the conduct of a person

making or accepting offers or invitations to acquire or dispose of

financial products, on the person’s own behalf or on behalf of one

party to the transaction only, constitutes the operating of a financial

market for the purposes of Chapter 7 of the Act:

(a) the Clean Energy Regulator making or accepting offers or

invitations to acquire or dispose of carbon units on its own

behalf, or on behalf of the Commonwealth only, in the course

of conducting an auction of carbon units under the Clean

Energy Act 2011;

(b) a person making or accepting offers or invitations to acquire

or dispose of carbon units on behalf of the Clean Energy

Regulator only, in the course of assisting the Clean Energy

Regulator to conduct an auction of carbon units under the

Clean Energy Act 2011.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of financial markets Part 7.2

Market licensees’ obligations Division 1

Regulation 7.2.01

Corporations Regulations 2001 71

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.2—Licensing of financial markets

Division 1—Market licensees’ obligations

7.2.01 Obligation to inform ASIC of certain matters: contraventions

of licence or Act

For paragraph 792B(3)(b) of the Act, a matter to which that

paragraph relates is any matter that, in the opinion of a market

licensee, constitutes or may constitute a contravention of:

(a) a condition of a licence held by a financial services licensee;

or

(b) Subdivision A or B of Division 2 of Part 7.8 of the Act; or

(c) Division 3 of Part 7.8 of the Act; or

(d) Subdivision B of Division 6 of Part 7.8 of the Act.

7.2.02 Obligation to inform ASIC of certain matters: becoming

director, secretary or executive officer of market licensee

(1) This regulation applies if a person becomes a director, secretary or

executive officer of a market licensee or of a holding company of a

market licensee (including when the person changes from one of

those positions to another).

(2) For subsection 792B(5) of the Act, the information to be given to

ASIC by the market licensee is:

(a) the person’s name and contact details; and

(b) the date of appointment to the position; and

(c) the person’s educational qualifications and financial market

experience; and

(d) if the market licensee is aware of any details of a conviction

of the kind mentioned in subsection 206B(1) of the Act—the

details; and

(e) whether the market licensee knows whether the person:

(i) is an undischarged bankrupt; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2 Licensing of financial markets

Division 1 Market licensees’ obligations

Regulation 7.2.03

72 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) has entered into a deed of arrangement or composition

of a kind mentioned in subsections 206B(3) and (4) of

the Act;

and, if the market licensee knows the information, details of

what the market licensee knows.

7.2.03 Obligation to inform ASIC of certain matters: ceasing to be

director, secretary or executive officer of market licensee

(1) For subsection 792B(5) of the Act, this regulation applies if a

person ceases to be a director, secretary or executive officer of a

market licensee or of a holding company of a market licensee

(including when the person changes from one of those positions to

another).

(2) The information to be given to ASIC by the market licensee is:

(a) the person’s name and contact details; and

(b) the position that the person held; and

(c) the date on which the person ceased to hold the position; and

(d) if the person ceases to be a director, secretary or executive

officer because the person is changing from the position to

another in the company, the new position; and

(e) if the reason for ceasing to hold the position is:

(i) because of a contravention of the Corporations Act or

another law of a State or Territory; or

(ii) because the person has become an undischarged

bankrupt;

details of the reason.

7.2.04 Obligation to inform ASIC of certain matters: voting power in

market licensee

(1) This regulation applies if a market licensee becomes aware that a

person has come to have, or has ceased to have, more than 15% of

the voting power in the market licensee or in a holding company of

the market licensee.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of financial markets Part 7.2

Market licensees’ obligations Division 1

Regulation 7.2.05

Corporations Regulations 2001 73

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) For subsection 792B(5) of the Act, the information to be given to

ASIC by the market licensee is:

(a) the person’s name and contact details; and

(b) if known by the market licensee, the date on which the

person came to have, or ceased to have, more than 15% of

the voting power; and

(c) if the market licensee knows the voting power that the person

had immediately before the person came to have, or ceased to

have, more than 15% of the voting power, that voting power;

and

(d) whether the market licensee knows the manner in which the

person came to have, or ceased to have, more than 15% of

the voting power, and, if the market licensee knows the

manner, details of what the market licensee knows.

7.2.05 Giving ASIC information about a listed disclosing entity

(1) For subsection 792C(2) of the Act, the following information is

prescribed:

(a) a stock exchange automated trading system notification

message;

(b) an Australian Stock Exchange voiceline announcement.

(2) In this regulation:

Australian Stock Exchange voiceline announcement means a

message from the Australian Stock Exchange that is:

(a) spoken over an announcement system; and

(b) a summary of information lodged with the Australian Stock

Exchange by a company or other entity that is included in the

official list of a financial market.

Stock exchange automated trading system notification message

means a brief message that is:

(a) transmitted to computer terminals of persons linked to the

Stock Exchange Automated Trading System; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2 Licensing of financial markets

Division 1 Market licensees’ obligations

Regulation 7.2.06

74 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) a summary of information lodged with the Australian Stock

Exchange by a company or other entity that is included in the

official list of a financial market.

7.2.06 Annual report of market licensee

For subsection 792F(2) of the Act, if an annual report by a market

licensee does not contain any of the following information, the

information must accompany the annual report:

(a) a description of the activities the market licensee has

undertaken in the financial year;

(b) the resources (including financial, technological and human

resources) that the market licensee had available, and used, in

order to ensure that it has complied with its obligations in

Chapter 7 of the Act, and, in particular, the obligation

contained in subparagraph 792A(c)(i) of the Act;

(c) an analysis of the extent to which the market licensee

considers that the activities undertaken, and resources used,

have resulted in full compliance with all its obligations under

Chapter 7 of the Act.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of financial markets Part 7.2

The market’s operating rules and procedures Division 2

Regulation 7.2.07

Corporations Regulations 2001 75

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—The market’s operating rules and procedures

7.2.07 Content of licensed market’s operating rules

For subsection 793A(1) of the Act, the following matters are

matters with which the operating rules of a licensed market must

deal to the extent that a matter is not dealt with in the market

integrity rules:

(a) access to the licensed market, including the criteria for

determining persons who are eligible to be participants;

(b) ongoing requirements for participants, including:

(i) the conduct of participants in relation to the licensed

market with the objective of promoting honesty and fair

practice; and

(ii) provision for the monitoring of participants’ compliance

with the operating rules; and

(iv) provision for the expulsion or suspension of, or

enforcement action against, a participant for breaches of

the operating rules; and

(v) provision for the expulsion or suspension of a

participant for breaches of Chapter 7 of the Act, or

regulations made under that Chapter; and

(vii) provision for the expulsion or suspension of, or

enforcement action against, a participant for a failure or

expected failure to meet the participant’s obligations

under commitments entered into on the licensed market;

(c) execution of orders;

(d) the way in which disorderly trading conditions are to be dealt

with, including disruptions to trading;

(e) the class or classes of financial products that are to be dealt

with on the licensed market by participants, including:

(i) a description of the nature of each class of financial

product; and

(ii) for a class of derivatives, if most of the terms of the

arrangement constituting the derivative are determined

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2 Licensing of financial markets

Division 2 The market’s operating rules and procedures

Regulation 7.2.08

76 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

in advance by the market operator (including price, if

determined in advance):

(A) the standard terms of the arrangement that

constitutes the derivative; and

(B) a description of the asset, rate, index,

commodity or other thing that is used for the

matters mentioned in paragraph 761D(1)(c) of

the Act;

(f) the terms of the contract formed between participants that

enter into a transaction through the licensed market (to the

extent to which paragraph (e) does not require that

information);

(g) if appropriate, the listing of entities, including:

(i) admitting an entity to the official list of the licensed

market for the purpose of enabling financial products of

the entity to be traded on the licensed market, and

removing an entity from the official list; and

(ii) the activities or conduct of an entity that is included on

the official list of the licensed market, including a

description of the arrangements for the disciplining of

the entity for a breach of the operating rules;

(h) mechanisms through which market-related disputes between

participants may be settled (for example, arbitration

arrangements);

(i) the power to facilitate the assessment and, if appropriate, the

investigation of market-related disputes between participants;

(j) any obligations on participants and listed entities that are

necessary to ensure that the market licensee is able to comply

with subparagraph 792A(c)(i) of the Act and regulations

made under section 798E of the Act.

7.2.08 Content of licensed market’s written procedures

For subsection 793A(2) of the Act, the following matters are

matters in respect of which a licensed market must have written

procedures to the extent that the market integrity rules do not deal

with a matter:

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of financial markets Part 7.2

The market’s operating rules and procedures Division 2

Regulation 7.2.08

Corporations Regulations 2001 77

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) exchange of appropriate information with:

(i) clearing and settlement facilities; and

(ii) other financial markets; and

(iii) ASIC;

(b) arrangements to ensure the integrity and security of systems

(including computer systems);

(c) arrangements for the monitoring of compliance by

participants and listed entities with the operating rules of the

licensed market:

(d) the assessment, investigation (if justified) and settlement of

market-related disputes between participants;

(f) the recording and effective disclosure of transactions;

(g) the provision of information about market processes.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2 Licensing of financial markets

Division 3 Powers of the Minister and ASIC

Regulation 7.2.09

78 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Powers of the Minister and ASIC

7.2.09 Agencies for compliance assessment

For paragraph 794C(5)(d) of the Act, the following agencies are

prescribed:

(a) the Clean Energy Regulator;

(aa) the Australian Competition and Consumer Commission;

(b) the Australian Prudential Regulation Authority;

(c) the Australian Taxation Office;

(d) the Australian Transaction Reports and Analysis Centre;

(e) an authority of a State or Territory having functions and

powers similar to those of the Director of Public

Prosecutions;

(f) the police force or service of each State and the Northern

Territory;

(g) the Department of Consumer and Employment Protection of

Western Australia;

(ga) the Commissioner of State Revenue of Western Australia;

(h) the Department of Fair Trading of New South Wales;

(i) the Office of Fair Trading and Business Affairs of Victoria;

(ia) the State Revenue Office of Victoria;

(j) the Office of Consumer Affairs of Queensland;

(ja) the Office of State Revenue of Queensland;

(k) the Office of Consumer and Business Affairs of South

Australia;

(l) the Office of Consumer Affairs and Fair Trading of

Tasmania;

(la) the Department of Treasury and Finance of Tasmania;

(m) the Consumer Affairs Bureau of the Australian Capital

Territory;

(n) the Fair Trading Group of the Northern Territory.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of financial markets Part 7.2

The Australian market licence: applications (general) Division 4

Regulation 7.2.10

Corporations Regulations 2001 79

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—The Australian market licence: applications

(general)

7.2.10 Application of Division 4

This Division applies in relation to a body corporate that applies

for an Australian market licence that may be granted under

subsection 795B(1) of the Act.

7.2.11 Information

For paragraph 795A(1)(a) of the Act, the following information is

required as part of an application by the body corporate for an

Australian market licence:

(a) the body corporate’s name, address and contact details;

(b) the name, address and contact details of any person who will

act on behalf of the body corporate in relation to the

application;

(c) details of the body corporate’s major shareholders and

organisation, including:

(i) the name, address and contact details of each director;

and

(ii) the name, address and contact details of each secretary;

and

(iii) the name, address and contact details of each executive

officer of the body corporate; and

(iv) whether any director, secretary or executive officer is,

or has been, disqualified from managing a corporation

under a law of this jurisdiction or another jurisdiction;

(d) a description of the body corporate’s business or functions,

other than the operation of the proposed market;

(e) details of the financial products to be traded on the proposed

market;

(f) whether the proposed market will involve the provision of a

financial product to a person as a retail client;

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2 Licensing of financial markets

Division 4 The Australian market licence: applications (general)

Regulation 7.2.12

80 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(g) details of the clearing and settlement arrangements that have

been made, or are proposed, for the proposed market;

(h) details of the technological resources that will be used in the

operation of the market, including details of:

(i) the purpose of the resources; and

(ii) how the resources are to be supplied, managed,

maintained and upgraded; and

(iii) how the security of information technology systems is

to be protected;

(i) details of the arrangements for dealing with conflicts between

the body corporate’s commercial interests and its obligations

to supervise and monitor the market;

(j) details of the arrangements for the supervision of employees

of the body corporate who have duties and responsibilities of

a kind that supervision of the employees is necessary to

protect the integrity of the operation of the proposed market;

(k) if the ACCC has made a decision in relation to the market

that the body corporate will operate—details of the decision.

7.2.12 Documents

For paragraph 795A(1)(b) of the Act, the following documents are

required as part of an application by the body corporate for an

Australian market licence:

(a) the body corporate’s current or proposed operating rules and

written procedures;

(b) if applicable—the body corporate’s constitution;

(c) a copy of any agreement material to:

(i) the way in which the proposed market is to be operated;

and

(ii) the way in which the financing of the proposed market,

and the other resources used to operate it, will be

organised; and

(iii) the body corporate’s constitution or governance; and

(iv) the appointment or employment of directors, secretaries

and executive officers of the body corporate;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of financial markets Part 7.2

The Australian market licence: applications (general) Division 4

Regulation 7.2.12

Corporations Regulations 2001 81

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) a copy of any agreement, or proposed agreement, relating to

the outsourcing or delegation of a function, facility or service

in relation to the proposed market by the body corporate to

another person;

(e) if the body corporate is a disclosing entity—a copy of each

half-year financial report of the body corporate for:

(i) the period of 3 years immediately before the application

was made; or

(ii) the shorter period in which the body corporate has

carried on a business;

(f) if the body corporate is not a disclosing entity—a copy of

each annual financial report of the body corporate for:

(i) the period of 3 years immediately before the application

was made; or

(ii) the shorter period in which the body corporate has

carried on a business;

(g) if the body corporate is a related body corporate—a copy of

the relevant consolidated annual and half-year financial

reports for:

(i) the period of 3 years immediately before the application

was made; or

(ii) the shorter period in which the body corporate has

carried on a business;

(h) a report, by a qualified person who is independent of the

body corporate, about the anticipated financial resource

requirements of the proposed market, including details of:

(i) the total anticipated fixed expenditure and variable

expenditure for the first 12 months of operation of the

market; and

(ii) the total anticipated revenue for the first 12 months of

operation of the market and other sources of financial

resources; and

(iii) the body corporate’s contingency arrangements in the

event of circumstances occurring that affect the body

corporate’s ability to operate the market;

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2 Licensing of financial markets

Division 4 The Australian market licence: applications (general)

Regulation 7.2.12

82 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) details of the body corporate’s business plan, or other

strategic planning, for the first 12 months of operation of the

market, that are not included in the other documents

mentioned in this regulation.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of financial markets Part 7.2

The Australian market licence: applications (financial market in foreign country)

Division 5

Regulation 7.2.13

Corporations Regulations 2001 83

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—The Australian market licence: applications

(financial market in foreign country)

7.2.13 Application of Division 5

This Division applies in relation to a body corporate that applies

for an Australian market licence that may be granted under

subsection 795B(2) of the Act.

7.2.14 Information

For paragraph 795A(1)(a) of the Act, the following information is

required as part of an application by the body corporate for an

Australian market licence:

(a) the body corporate’s name, address and contact details in this

jurisdiction;

(b) the address and contact details of the body corporate’s

principal place of business in the foreign country in which its

financial market is located (the home country);

(c) whether the body corporate is registered under Division 2 of

Part 5B.2 of the Act;

(d) details of the financial products that are traded on the

financial market in the home country;

(e) details of the clearing and settlement arrangements for the

financial market in the home country;

(f) details of the body corporate’s major shareholders and

organisation, including any details that have not already been

given to ASIC in accordance with Division 2 of Part 5B.2 of

the Act of:

(i) each person whose duties are comparable to those of a

director; and

(ii) each person whose duties are comparable to those of a

secretary; and

(iii) each person whose duties are comparable to those of an

executive officer of the body corporate.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2 Licensing of financial markets

Division 5 The Australian market licence: applications (financial market in foreign

country)

Regulation 7.2.15

84 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.2.15 Documents

For paragraph 795A(1)(b) of the Act, the documents required as

part of an application by the body corporate for an Australian

market licence are:

(a) the body corporate’s authorisation to operate the financial

market in its home country, including a copy of any

conditions imposed on the body corporate’s operation of its

financial market in the home country; and

(b) sufficient documentation to allow the Minister to be satisfied

that the regulation of the financial market in its home country

is equivalent to regulation under the Act.

Example for paragraph (b): Copies of the relevant legislation, rules and

procedures in the home country.

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The Australian market licence: other matters Division 6

Regulation 7.2.16

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Division 6—The Australian market licence: other matters

7.2.16 Potential conflict situations

(1) For subsection 798E(1) of the Act, this regulation applies in

relation to specific and significant conflicts, or potential conflicts

that would be specific and significant, between:

(a) the commercial interests of Australian Stock Exchange

Limited (ASX) in dealing with a body (the competitor) that

operates a business with which:

(i) ASX is in competition; or

(ii) a subsidiary of ASX is in competition; or

(iii) a joint venture (however described) to which ASX is a

party is in competition; or

(iv) a joint venture (however described) to which a

subsidiary of ASX is a party is in competition; and

(b) the need for ASX to ensure that the market operated by it

operates in the way mentioned in paragraph 792A(a) of the

Act.

(2) The competitor may lodge with ASIC in the prescribed form, an

application for ASIC to decide that ASIC, instead of ASX, will

make decisions and take action (or require ASX to take action on

ASIC’s behalf) in relation to:

(a) if the competitor is seeking to be listed—the compliance by

the competitor with the applicable listing rules of the market

operated by ASX; or

(b) if the competitor is listed on the market operated by ASX—

the compliance by the competitor with the applicable listing

rules of the market operated by ASX.

(3) As soon as practicable after receiving an application under

subregulation (2), ASIC must:

(a) consider whether a conflict, or potential conflict, exists as

described in subregulation (1); and

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Part 7.2 Licensing of financial markets

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Regulation 7.2.16

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(b) if it considers that a conflict, or potential conflict, exists—

consider whether, having regard to ASX’s obligations under

subparagraph 792A(c)(i) of the Act, the conflict, or potential

conflict, would be dealt with more appropriately and

efficiently by a means other than taking the action mentioned

in subregulation (2); and

(c) decide whether (and to what extent):

(i) to make decisions and take action; or

(ii) to require ASX to take action on ASIC’s behalf;

in relation to the matters mentioned in paragraphs (2)(a) and

(b).

(4) If ASIC decides to make decisions and take action (or to require

ASX to take action on ASIC’s behalf) as mentioned in

subregulation (2), ASIC:

(a) may consult with ASX and the competitor to identify the

listing rules of the market operated by ASX for which ASIC

needs to make the decisions and take the action; and

(b) must, as soon as practicable, decide the extent of ASIC’s

role, having regard to:

(i) the rationale for the listing rules of the market operated

by ASX; and

(ii) the desirability of treating the competitor consistently

with other entities listed, or seeking to be listed, on that

market; and

(iii) the extent to which action taken by ASIC is severable

from the wider supervision of the competitor’s

compliance with the listing rules; and

(iv) its consultations (if any) with the competitor and ASX.

(5) ASIC must, as soon as practicable, advise ASX and the competitor,

in writing, of decisions under paragraphs (3)(c) and (4)(b).

(6) If ASIC decides to make decisions and take action (or to require

ASX to take action on ASIC’s behalf) as mentioned in

subregulation (2):

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(a) the decisions made and actions taken have effect despite

anything in the listing rules of the market operated by ASX;

and

(b) decisions made and actions taken by ASIC (or action taken

by ASX on ASIC’s behalf) have effect as if they were

decisions made and actions taken under the listing rules.

Note 1: It is expected that the listing rules of the market will support ASIC’s

power to take a supervisory role in relation to compliance with some

or all of the listing rules.

Note 2: Under section 246 of the Australian Securities and Investments

Commission Act 2001, ASIC is not liable to an action or other

proceeding for damages for or in relation to an act done or omitted in

good faith in performance or purported performance of any function,

or in exercise or purported exercise of any power, conferred or

expressed to be conferred by or under the corporations legislation.

Note 3: The powers available to ASIC include the power:

(a) to grant, or not to grant, waivers of the listing rules; and

(b) to impose conditions on which the grant of a waiver is made.

(7) If ASIC believes, on reasonable grounds, that:

(a) the period during which decisions will be made and action

will be taken in a particular case is likely to be more than 3

months; and

(b) the decisions and actions likely to be required are not

adequately reflected in the listing rules of the market

operated by ASX;

ASIC must notify ASX, in writing, of its belief.

(8) ASX must, as soon as practicable after being notified under

subregulation (7), amend the listing rules of the market operated by

ASX to the extent necessary to meet ASIC’s concerns.

Note: Amendments of the listing rules are subject to procedural

requirements, including possible disallowance, mentioned in

sections 793D and 793E of the Act.

(9) If ASIC decides that it is no longer necessary for decisions to be

made and action to be taken in relation to the particular conflict or

potential conflict, ASIC must notify ASX and the competitor of its

decision as soon as practicable.

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Part 7.2 Licensing of financial markets

Division 6 The Australian market licence: other matters

Regulation 7.2.16

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(10) ASX may repeal any listing rule or amendment made for

subregulation (8) only if:

(a) the repeal or amendment is necessary or convenient to meet

ASIC’s concerns more effectively; or

(b) ASIC has notified ASX under subregulation (9).

(11) Paragraph (10)(b) does not prevent ASIC from:

(a) reviewing a particular conflict or potential conflict; and

(b) deciding, at any time (with or without complying with

paragraph (4)(a)), that it has again become necessary for

ASIC to make decisions and take action (or for ASIC to

require ASX to take action on ASIC’s behalf) in relation to

the conflict or potential conflict.

(12) If ASIC makes the decision mentioned in paragraph (11)(b), ASIC

must notify ASX and the competitor of its decision as soon as

practicable.

(13) For this regulation, ASX must:

(a) give ASIC the information and documentation that ASIC

reasonably needs to make decisions and take action under

this regulation; and

(b) establish administrative and procedural arrangements for that

purpose.

(14) A competitor may notify ASIC that the competitor no longer

wishes ASIC to make decisions and take action (or for ASIC to

require ASX to take action on ASIC’s behalf) in relation to the

conflict or potential conflict.

(15) If ASIC is notified under subregulation (14), ASIC must, as soon

as practicable:

(a) decide whether it will cease to make the decisions and take

the action (or cease to require ASX to take action on ASIC’s

behalf); and

(b) notify ASX and the competitor of its decision.

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(16) If ASIC decides to cease to make decisions and take action (or to

cease to require ASX to take action on ASIC’s behalf), ASIC must

cease to make decisions and take action (or must cease to require

ASX to take action on ASIC’s behalf) in relation to the conflict or

potential conflict.

(17) If ASIC decides not to cease to make decisions and take action (or

not to cease to require ASX to take action on ASIC’s behalf),

ASIC must continue to make decisions and take action (or must

require ASX to take action on ASIC’s behalf) in relation to the

conflict or potential conflict.

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Chapter 7 Financial services and markets

Part 7.2A Supervision of financial markets

Division 7.2A.1 Enforceable undertakings

Regulation 7.2A.01

90 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.2A—Supervision of financial markets

Division 7.2A.1—Enforceable undertakings

7.2A.01 Enforceable undertakings

(1) For paragraph 798K(1)(d) of the Act, ASIC may accept a written

undertaking, entered into by a person who is alleged to have

contravened subsection 798H(1) of the Act, as an alternative to

civil proceedings.

(2) Without limiting subregulation (1), ASIC may accept an

undertaking that includes any of the following:

(a) an undertaking to take specified action within a specified

period;

(b) an undertaking to refrain from taking specified action;

(c) an undertaking to pay a specified amount within a specified

period to the Commonwealth or to some other specified

person.

Note: An undertaking may relate to an infringement notice given under

Division 7.2A.2 in relation to the alleged contravention. For example,

an infringement notice may require a person to enter into an

undertaking; a person may enter into an undertaking to comply with

an infringement notice; a person may enter into an undertaking if the

person does not comply with an infringement notice or the

infringement notice is withdrawn.

(3) If ASIC agrees, in writing, to the withdrawal or variation of the

undertaking, the person who entered into the undertaking may

withdraw or vary the undertaking.

(4) If ASIC is satisfied that the person who entered into the

undertaking has breached a term of the undertaking, ASIC may

apply to a Court for an order under subregulation (5).

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(5) If the Court is satisfied that the person has breached a term of the

undertaking, the Court may make one or more of the following

orders:

(a) an order directing the person to comply with the term of the

undertaking;

(b) an order directing the person to pay to the Commonwealth an

amount not exceeding the amount of any financial benefit

that the person has obtained directly or indirectly and that is

reasonably attributable to the breach;

(c) an order directing the person to compensate another person

who has suffered loss or damage as a result of the breach;

(d) any other order that the Court considers appropriate.

(6) This regulation does not affect the liability of a person to civil

proceedings if ASIC does not accept an undertaking in relation to

the alleged contravention of subsection 798H(1) of the Act.

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Chapter 7 Financial services and markets

Part 7.2A Supervision of financial markets

Division 7.2A.2 Infringement notices

Regulation 7.2A.02

92 Corporations Regulations 2001

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Division 7.2A.2—Infringement notices

7.2A.02 Purpose of Division

(1) For subsection 798K(1) of the Act, the purpose of this Division is

to set out a scheme under which a person who is alleged to have

contravened subsection 798H(1) of the Act may do one or more of

the following as an alternative to civil proceedings:

(a) pay a penalty to the Commonwealth;

(b) undertake or institute remedial measures (including education

programs);

(c) accept sanctions other than the payment of a penalty to the

Commonwealth (including public censure, suspension for no

more than six months from performing certain financial

services in relation to a licensed market, or disgorgement of

profits);

(d) enter into an undertaking under regulation 7.2A.01, including

an undertaking to do an action mentioned in paragraph (a),

(b) or (c).

(2) This Division does not require ASIC to give an infringement notice

to a person in relation to the alleged contravention of

subsection 798H(1) of the Act.

(3) This Division does not affect the liability of a person to civil

proceedings if ASIC does not give an infringement notice to the

person in relation to the alleged contravention of

subsection 798H(1) of the Act.

(4) This Division does not affect the liability of a person to civil

proceedings if:

(a) ASIC gives an infringement notice to the person in relation to

the alleged contravention of subsection 798H(1) of the Act;

and

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Supervision of financial markets Part 7.2A

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Regulation 7.2A.03

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(b) either:

(i) the notice is withdrawn; or

(ii) the person does not comply with the notice in

accordance with regulation 7.2A.08.

(5) This Division does not limit or otherwise affect the penalty that a

Court could impose on the person for a contravention of

subsection 798H(1) of the Act.

7.2A.03 Definitions for Division 7.2A.2

In this Division:

compliance period has the meaning given by

subregulation 7.2A.08(2).

infringement notice means an infringement notice given under

regulation 7.2A.04.

recipient, in relation to an infringement notice, means the person to

whom ASIC gives the infringement notice or intends to give the

infringement notice under regulation 7.2A.04.

7.2A.04 When infringement notice can be given

(1) If ASIC has reasonable grounds to believe that a person has

contravened subsection 798H(1) of the Act, ASIC may give to the

person an infringement notice in relation to the alleged

contravention.

(2) ASIC may give a person an infringement notice that is in relation

to more than one alleged contravention of subsection 798H(1) of

the Act.

(3) If ASIC withdraws an infringement notice given to a person in

relation to the alleged contravention of subsection 798H(1) of the

Act, ASIC may give the person a new infringement notice in

relation to the alleged contravention.

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Chapter 7 Financial services and markets

Part 7.2A Supervision of financial markets

Division 7.2A.2 Infringement notices

Regulation 7.2A.05

94 Corporations Regulations 2001

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Example for subregulation (3): An infringement notice given to a person in

relation to an alleged contravention of subsection 798H(1) of the Act

may be withdrawn, and a new infringement notice given to the person

in relation to that alleged contravention, if the original infringement

notice contained an error.

7.2A.05 Statement of reasons must be given

(1) Before giving a recipient an infringement notice, ASIC must:

(a) give the recipient a written statement that sets out ASIC’s

reasons for believing that the recipient has contravened

subsection 798H(1) of the Act; and

(b) give the recipient, or a representative of the recipient, an

opportunity to:

(i) appear at a private hearing before ASIC; and

(ii) give evidence to ASIC; and

(iii) make submissions to ASIC;

in relation to the alleged contravention of subsection 798H(1)

of the Act.

(2) If a recipient, or a representative of a recipient, gives ASIC

evidence or information under paragraph (1)(b) in relation to the

alleged contravention of subsection 798H(1) of the Act, the

evidence or information is not admissible in evidence in any

proceedings against the recipient, other than proceedings relating

to the evidence or information being false or misleading.

7.2A.06 Contents of infringement notice

An infringement notice:

(a) must state the date on which it is given; and

(b) must be identified by a unique code; and

(c) must state the name and address of the recipient; and

(d) must state that it is being given by ASIC under

regulation 7.2A.04; and

(e) must specify details of each alleged contravention of

subsection 798H(1) of the Act to which the infringement

notice relates, including:

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(i) the conduct that made up each alleged contravention

(including, to the extent known, the date on which it

occurred and the place at which it occurred); and

(ii) each market integrity rule that ASIC alleges the

recipient has contravened; and

(f) must, in relation to each market integrity rule that ASIC

alleges the recipient has contravened, state the maximum

pecuniary penalty that a Court could order the recipient to

pay for contravening the market integrity rule; and

(g) must, in relation to each alleged contravention of

subsection 798H(1) of the Act to which the infringement

notice relates:

(i) specify the penalty (if any) payable for each alleged

contravention of subsection 798H(1) of the Act; and

(ii) if subparagraph (i) applies:

(A) specify the total penalty that the recipient must

pay to the Commonwealth; and

(B) state that the penalty is payable to ASIC on

behalf of the Commonwealth; and

(C) explain how payment of the penalty can be

made; and

(iii) specify the remedial measures (if any) that the recipient

must undertake or institute; and

(iv) specify the sanctions (if any) that the recipient must

accept; and

(v) specify the terms of an undertaking (if any) that the

recipient must enter into under regulation 7.2A.01; and

(h) must state that the recipient may choose not to comply with

the infringement notice, but that if the recipient does not

comply, civil proceedings may be brought against the

recipient in relation to the alleged contravention; and

(i) must explain what the recipient must do to comply with the

infringement notice and the effect of compliance with the

infringement notice; and

(j) must state that the recipient may apply to ASIC:

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Part 7.2A Supervision of financial markets

Division 7.2A.2 Infringement notices

Regulation 7.2A.07

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(i) for withdrawal of the notice under regulation 7.2A.11;

and

(ii) for an extension of time under regulation 7.2A.09; and

(k) must state that ASIC may publish details of the infringement

notice under regulation 7.2A.15; and

(l) may include any other information that ASIC considers

necessary.

Note: For sub-subparagraph (g)(ii)(A), the total penalty is the sum of the

penalties payable under subparagraph (g)(i).

7.2A.07 Amount of penalty payable to the Commonwealth

(1) The penalty payable (if any) for an alleged contravention of

subsection 798H(1) of the Act is the amount determined by ASIC.

Note: Subsection 798K(2) of the Act states that the penalty payable under

paragraph 798K(1)(a) of the Act in relation to a market integrity rule

must not exceed three-fifths of the penalty amount set out in the

market integrity rules in relation to the rule.

(2) If an infringement notice is in relation to more than one alleged

contravention of subsection 798H(1) of the Act, the total penalty

payable under the infringement notice is the sum of the penalties

payable (if any) for the alleged contraventions.

7.2A.08 Compliance with infringement notice

(1) A recipient complies with an infringement notice if, during the

compliance period, the recipient does all of the following:

(a) pays the penalty specified in the infringement notice under

sub-subparagraph 7.2A.06(g)(ii)(A) (if any);

(b) undertakes or institutes the remedial measures specified in

the infringement notice under subparagraph 7.2A.06(g)(iii)

(if any);

(c) accepts the sanctions specified in the infringement notice

under subparagraph 7.2A.06(g)(iv) (if any);

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Supervision of financial markets Part 7.2A

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Regulation 7.2A.09

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(d) enters into an undertaking (including an undertaking to

comply with the infringement notice) with the terms

specified in the infringement notice under

subparagraph 7.2A.06(g)(v) (if any).

(2) The compliance period for an infringement notice:

(a) starts on the day on which the infringement notice is given to

the recipient; and

(b) ends:

(i) 27 days after the day on which the infringement notice

is given to the recipient; or

(ii) on another day permitted by this regulation.

(3) If the recipient applies for a further period of time in which to

comply with the infringement notice, and the application is

granted, the compliance period ends at the end of the further period

allowed.

(4) If the recipient applies for a further period of time in which to

comply with the infringement notice, and the application is

refused, the compliance period ends on the later of:

(a) 28 days after the day on which the infringement notice was

given to the recipient; and

(b) 7 days after the notice of refusal is given to the recipient.

(5) If the recipient applies for the infringement notice to be withdrawn,

and the application is refused, the compliance period ends 28 days

after the notice of refusal is given to the recipient.

7.2A.09 Extension of compliance period

(1) During the compliance period, a recipient may apply, in writing, to

ASIC for a further period of no more than 28 days in which to

comply with the infringement notice.

(2) The application must:

(a) specify the infringement notice’s unique identification code;

and

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Part 7.2A Supervision of financial markets

Division 7.2A.2 Infringement notices

Regulation 7.2A.10

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(b) set out the reasons for the application.

(3) Within 14 days after receiving the application, ASIC must:

(a) grant or refuse a further period no longer than the period

sought (and no more than 28 days); and

(b) notify the recipient in writing of the decision and, if the

decision is a refusal, the reasons for the decision.

(4) If ASIC refuses a further period under paragraph (3)(a), the

recipient may not make a further application under

subregulation (1) in relation to that infringement notice.

(5) If ASIC has not granted or refused a further period under

paragraph (3)(a) within 14 days after receiving the application,

ASIC is taken to have refused a further period.

7.2A.10 Effect of compliance with infringement notice

(1) Subject to subregulation (3), if:

(a) an infringement notice is given to a recipient in relation to an

alleged contravention of subsection 798H(1) of the Act; and

(b) the infringement notice is not withdrawn; and

(c) the recipient complies with the infringement notice;

the effects in subregulation (2) apply.

(2) The effects are:

(a) any liability of the recipient to the Commonwealth for the

alleged contravention of subsection 798H(1) of the Act is

discharged; and

(b) no civil or criminal proceedings may be brought or continued

by the Commonwealth against the recipient for the conduct

specified in the infringement notice as being the conduct that

made up the alleged contravention of subsection 798H(1) of

the Act; and

(c) no administrative action may be taken by ASIC under

section 914A, 915B, 915C or 920A of the Act against the

recipient for the conduct specified in the infringement notice

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Supervision of financial markets Part 7.2A

Infringement notices Division 7.2A.2

Regulation 7.2A.11

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as being the conduct that made up the alleged contravention

of subsection 798H(1) of the Act; and

(d) the recipient is not taken to have admitted guilt or liability in

relation to the alleged contravention; and

(e) the recipient is not taken to have contravened

subsection 798H(1) of the Act.

Note: Third parties are not prevented from commencing civil proceedings

against the recipient, including under sections 793C and 1101B of the

Act, and under section 1317J of the Act in relation to sections 1317G

and 1317HB of the Act. ASIC is not prevented from applying for an

order on behalf of a plaintiff in accordance with the Act.

(3) Subregulation (2) does not apply if the recipient has knowingly:

(a) provided false or misleading information to ASIC; or

(b) withheld evidence or information from ASIC;

in relation to the alleged contravention of subsection 798H(1) of

the Act.

7.2A.11 Application to withdraw infringement notice

(1) During the compliance period, a recipient of an infringement notice

may apply, in writing, to ASIC for the infringement notice to be

withdrawn.

(2) The application must:

(a) specify the infringement notice’s unique identification code;

and

(b) set out the reasons for the application.

(3) Within 14 days after receiving the application, ASIC must:

(a) withdraw or refuse to withdraw the infringement notice; and

(b) notify the recipient in writing of the decision and, if the

decision is a refusal, the reasons for the decision.

(4) Without limiting subregulation (3), ASIC may withdraw the

infringement notice after taking into account the following matters:

(a) whether the recipient has previously been found to have

contravened subsection 798H(1) of the Act;

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Part 7.2A Supervision of financial markets

Division 7.2A.2 Infringement notices

Regulation 7.2A.12

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(b) the circumstances in which the contravention set out in the

infringement notice is alleged to have occurred;

(c) whether an infringement notice has previously been given to

the recipient in relation to an alleged contravention of

subsection 798H(1) of the Act, and whether the recipient

complied with the infringement notice;

(d) any other relevant matter.

(5) If, under paragraph (3)(a), ASIC refuses to withdraw the

infringement notice, the recipient may not make a further

application under subregulation (1) in relation to that infringement

notice.

(6) If ASIC has not withdrawn, or refused to withdraw, the

infringement notice within 14 days after receiving the application,

ASIC is taken to have refused to withdraw the infringement notice.

7.2A.12 Withdrawal of infringement notice by ASIC

(1) ASIC may withdraw an infringement notice given by ASIC

without an application under regulation 7.2A.11 having been made.

(2) Without limiting subregulation (1), ASIC may withdraw the

infringement notice after taking into account a matter mentioned in

paragraph 7.2A.11(4)(a), (b), (c) or (d).

7.2A.13 Notice of withdrawal of infringement notice

(1) A notice withdrawing an infringement notice must include the

following information:

(a) the name and address of the recipient;

(b) the date the infringement notice was given;

(c) the infringement notice’s unique identification code.

(2) The notice must also state that the infringement notice is

withdrawn.

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Supervision of financial markets Part 7.2A

Infringement notices Division 7.2A.2

Regulation 7.2A.14

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7.2A.14 Withdrawal of notice after compliance

(1) ASIC may withdraw an infringement notice after the recipient has

complied with the infringement notice only if the recipient agrees,

in writing, to the withdrawal.

(2) If an infringement notice is withdrawn after the penalty specified in

it (if any) has been paid, the Commonwealth must refund the

amount of the penalty to the person who paid it.

(3) If an infringement notice is withdrawn after the recipient has

complied with a requirement specified in the infringement notice:

(a) to undertake or institute remedial measures; or

(b) to accept sanctions other than a payment of a penalty to the

Commonwealth; or

(c) to enter into an undertaking;

the remedial measures, sanctions or undertaking are taken to no

longer be enforceable by ASIC.

7.2A.15 Publication of details of infringement notice

(1) If ASIC gives an infringement notice to a recipient, ASIC may, at

the end of the compliance period, publish details of the

infringement notice.

(2) If ASIC decides to publish details of the infringement notice, ASIC

must publish the details in accordance with either or both of

subregulations (3) and (4).

(3) ASIC may publish details of an infringement notice by publishing

in the Gazette:

(a) a copy of the infringement notice; and

(b) the following statements:

(i) a statement as to whether the recipient has complied

with the infringement notice;

(ii) if the recipient has complied with the infringement

notice, a statement that:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.2A Supervision of financial markets

Division 7.2A.2 Infringement notices

Regulation 7.2A.15

102 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(A) compliance is not an admission of guilt or

liability; and

(B) the recipient is not taken to have contravened

subsection 798H(1) of the Act;

(iii) if the recipient has not complied with the infringement

notice, a statement that:

(A) the giving of an infringement notice to a

recipient is only an allegation that the recipient

has contravened subsection 798H(1) of the Act;

and

(B) the recipient is not taken to have contravened

subsection 798H(1) of the Act.

(4) ASIC may publish details of an infringement notice by issuing a

written or oral statement that:

(a) includes an accurate summary of the details of the

infringement notice, including:

(i) the name of the recipient; and

(ii) the amount of the penalty specified in the infringement

notice (if any); and

(iii) the remedial measures specified in the infringement

notice (if any); and

(iv) the sanctions specified in the infringement notice (if

any); and

(v) the terms of an undertaking specified in the

infringement notice (if any); and

(vi) the conduct specified in the infringement notice as being

the conduct that made up the alleged contravention of

subsection 798H(1) of the Act; and

(b) includes the following statements:

(i) a statement as to whether the recipient has complied

with the infringement notice;

(ii) if the recipient has complied with the infringement

notice, a statement that:

(A) compliance is not an admission of guilt or

liability; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Supervision of financial markets Part 7.2A

Infringement notices Division 7.2A.2

Regulation 7.2A.15

Corporations Regulations 2001 103

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(B) the recipient is not taken to have contravened

subsection 798H(1) of the Act;

(iii) if the recipient has not complied with the infringement

notice, a statement that:

(A) the giving of an infringement notice to a

recipient is only an allegation that the recipient

has contravened subsection 798H(1) of the Act;

and

(B) the recipient is not taken to have contravened

subsection 798H(1) of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.3 Licensing of clearing and settlement facilities

Division 1 Regulation of CS facility licensees: licensees’ obligations

Regulation 7.3.01

104 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.3—Licensing of clearing and settlement

facilities

Division 1—Regulation of CS facility licensees: licensees’

obligations

7.3.01 Obligation to inform ASIC of certain matters: becoming

director, secretary or executive officer of CS facility

licensee

(1) This regulation applies if a person becomes a director, secretary or

executive officer of a market licensee or of a holding company of a

CS facility licensee (including when the person changes from one

of those positions to another).

(2) For subsection 821B(4) of the Act, the information to be given to

ASIC by the CS facility licensee is:

(a) the person’s name and contact details; and

(b) the date of appointment to the position; and

(c) the person’s educational qualifications and financial market

experience; and

(d) if the CS facility licensee is aware of any details of a

conviction of the kind mentioned in subsection 206B(1) of

the Act—the details; and

(e) whether the CS facility licensee knows whether the person:

(i) is an undischarged bankrupt; or

(ii) has entered into a deed of arrangement or composition

of a kind mentioned in subsections 206B(3) and (4) of

the Act;

and, if the CS facility licensee knows the information, details

of what the CS facility licensee knows.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of clearing and settlement facilities Part 7.3

Regulation of CS facility licensees: licensees’ obligations Division 1

Regulation 7.3.02

Corporations Regulations 2001 105

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.3.02 Obligation to inform ASIC of certain matters: ceasing to be

director, secretary or executive officer of CS facility

licensee

(1) This regulation applies if a person ceases to be a director, secretary

or executive officer of a CS facility licensee or of a holding

company of a CS facility licensee (including when the person

changes from one of those positions to another).

(2) For subsection 821B(4) of the Act, the information to be given to

ASIC by the CS facility licensee is:

(a) the name and contact details of the person; and

(b) the position that the person held; and

(c) the date on which the person ceased to hold the position; and

(d) if the person ceases to be a director, secretary or executive

officer because the person is changing from the position to

another in the company, the new position; and

(e) if the reason for ceasing to hold the position is:

(i) because of a contravention of the Corporations Act or

another law of a State or Territory; or

(ii) because the person has become an undischarged

bankrupt;

details of the reason.

7.3.03 Obligation to inform ASIC of certain matters: voting power in

CS facility licensee

(1) This regulation applies if a CS facility licensee becomes aware that

a person has come to have, or has ceased to have, more than 15%

of the voting power in the CS facility licensee or in a holding

company of the CS facility licensee.

(2) For subsection 821B(4) of the Act, the information to be given to

ASIC by the CS facility licensee is:

(a) the person’s name and contact details; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.3 Licensing of clearing and settlement facilities

Division 1 Regulation of CS facility licensees: licensees’ obligations

Regulation 7.3.04

106 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) if known by the CS facility licensee, the date on which the

person came to have, or ceased to have, more than 15% of

the voting power; and

(c) if the CS facility licensee knows the voting power that the

person had immediately before the person came to have, or

ceased to have, more than 15% of the voting power, that

voting power; and

(d) whether the CS facility licensee knows the manner in which

the person came to have, or ceased to have, more than 15%

of the voting power, and, if the CS facility licensee knows

the manner, details of what the CS facility licensee knows.

7.3.04 Annual report of CS facility licensee

For subsection 821E(2) of the Act, if an annual report by a CS

facility licensee does not contain any of the following information,

the information must accompany the annual report:

(a) a description of the activities the CS facility licensee has

undertaken in the financial year;

(b) the resources (including financial, technological and human

resources) that the CS facility licensee had available, and

used, in order to ensure that it has complied with its

obligations in Chapter 7 of the Act, and, in particular, the

obligation contained in subparagraph 821A(c)(i) of the Act;

(c) an analysis of the extent to which the CS facility licensee

considers that the activities undertaken, and resources used,

have resulted in full compliance with all its obligations under

Chapter 7 of the Act.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of clearing and settlement facilities Part 7.3

Regulation of CS facility licensees: the facility’s operating rules and procedures

Division 2

Regulation 7.3.05

Corporations Regulations 2001 107

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Regulation of CS facility licensees: the

facility’s operating rules and procedures

7.3.05 Content of licensed CS facility’s operating rules

For subsection 822A(1) of the Act, the following matters are

matters with which the operating rules of a licensed CS facility

must deal:

(a) the regulated services provided by the licensed CS facility,

including the means by which obligations of parties to

transactions relating to financial products will be met through

the licensed CS facility;

(b) matters relating to risk in the licensed CS facility;

(c) access to the licensed CS facility, including the criteria for

determining persons who are eligible to be participants and

the ongoing requirements for participants;

(d) suspension and expulsion of participants from the licensed

CS facility;

(e) disciplinary action against participants;

(f) procedures, to be followed by participants, to address risks

that are relevant to the licensed CS facility;

(g) requirements to facilitate the monitoring of compliance by

participants with the operating rules of the licensed CS

facility;

(h) the handling of defaults;

(i) any obligations on participants and issuers that are necessary

to ensure that the CS facility licensee is able to comply with

subparagraph 821A(c)(i) of the Act;

(j) if the licensed CS facility is a prescribed CS facility—

arrangements for the transfer of financial products that are

likely to be transferred using the licensed CS facility.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.3 Licensing of clearing and settlement facilities

Division 2 Regulation of CS facility licensees: the facility’s operating rules and

procedures

Regulation 7.3.06

108 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.3.06 Content of licensed CS facility’s written procedures

For subsection 822A(2) of the Act, the following matters are

matters in respect of which a licensed CS facility must have written

procedures:

(a) arrangements to ensure the integrity and security of systems

(including computer systems);

(b) identifying and monitoring risks that are relevant to the

licensed CS facility;

(c) the development of rules and procedures to address those

risks;

(d) exchange of appropriate information with:

(i) other clearing and settlement facilities; and

(ii) financial markets; and

(iii) ASIC and the Reserve Bank of Australia;

relating to participants and their activities that are relevant to

the licensed CS facility;

(e) the provision of information about the procedures of the

licensed CS facility, including rights, obligations and risks

relating to the facility;

(f) arrangements for supervising the licensed CS facility,

including the monitoring of compliance by participants and

issuers with the operating rules of the licensed CS facility.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of clearing and settlement facilities Part 7.3

Regulation of CS facility licensees: powers of the Minister and ASIC Division 3

Regulation 7.3.07

Corporations Regulations 2001 109

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Regulation of CS facility licensees: powers of

the Minister and ASIC

7.3.07 Agencies for compliance assessment

For paragraph 823C(5)(d) of the Act, the following agencies are

prescribed:

(a) the Clean Energy Regulator;

(aa) the Australian Competition and Consumer Commission;

(b) the Australian Prudential Regulation Authority;

(c) the Australian Taxation Office;

(d) the Australian Transaction Reports and Analysis Centre;

(e) an authority of a State or Territory having functions and

powers similar to those of the Director of Public

Prosecutions;

(f) the police force or service of each State and the Northern

Territory;

(g) the Department of Consumer and Employment Protection of

Western Australia;

(ga) the Commissioner of State Revenue of Western Australia;

(h) the Department of Fair Trading of New South Wales;

(i) the Office of Fair Trading and Business Affairs of Victoria;

(ia) the State Revenue Office of Victoria;

(j) the Office of Consumer Affairs of Queensland;

(ja) the Office of State Revenue of Queensland;

(k) the Office of Consumer and Business Affairs of South

Australia;

(l) the Office of Consumer Affairs and Fair Trading of

Tasmania;

(la) the Department of Treasury and Finance of Tasmania;

(m) the Consumer Affairs Bureau of the Australian Capital

Territory;

(n) the Fair Trading Group of the Northern Territory.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.3 Licensing of clearing and settlement facilities

Division 3 Regulation of CS facility licensees: powers of the Minister and ASIC

Regulation 7.3.08

110 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.3.08 Agencies for compliance assessment

For paragraph 823CA(4)(d) of the Act, the following agencies are

prescribed:

(a) the Clean Energy Regulator;

(aa) the Australian Competition and Consumer Commission;

(b) the Australian Prudential Regulation Authority;

(c) the Australian Taxation Office;

(d) the Australian Transaction Reports and Analysis Centre;

(e) an authority of a State or Territory having functions and

powers similar to those of the Director of Public

Prosecutions;

(f) the police force or service of each State and the Northern

Territory;

(g) the Department of Consumer and Employment Protection of

Western Australia;

(ga) the Commissioner of State Revenue of Western Australia;

(h) the Department of Fair Trading of New South Wales;

(i) the Office of Fair Trading and Business Affairs of Victoria;

(ia) the State Revenue Office of Victoria;

(j) the Office of Consumer Affairs of Queensland;

(ja) the Office of State Revenue of Queensland;

(k) the Office of Consumer and Business Affairs of South

Australia;

(l) the Office of Consumer Affairs and Fair Trading of

Tasmania;

(la) the Department of Treasury and Finance of Tasmania;

(m) the Consumer Affairs Bureau of the Australian Capital

Territory;

(n) the Fair Trading Group of the Northern Territory.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of clearing and settlement facilities Part 7.3

The Australian CS facility licence: applications (general) Division 4

Regulation 7.3.09

Corporations Regulations 2001 111

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—The Australian CS facility licence: applications

(general)

7.3.09 Application of Division 4

This Division applies in relation to a body corporate that applies

for an Australian CS facility licence that may be granted under

subsection 824B(1) of the Act.

7.3.10 Information

For paragraph 824A(1)(a) of the Act, the following information is

required as part of an application by the body corporate for an

Australian CS facility licence:

(a) the body corporate’s name, address and contact details;

(b) the name, address and contact details of any person who will

act on behalf of the body corporate in relation to the

application;

(c) details of the body corporate’s major shareholders and

organisation, including:

(i) the name, address and contact details of each director;

and

(ii) the name, address and contact details of each secretary;

and

(iii) the name, address and contact details of each executive

officer of the body corporate; and

(iv) whether any director, secretary or executive officer is,

or has been, disqualified from managing a corporation

under a law of this jurisdiction or another jurisdiction;

(d) a description of the body corporate’s business or functions,

other than the operation of the clearing and settlement

facility;

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.3 Licensing of clearing and settlement facilities

Division 4 The Australian CS facility licence: applications (general)

Regulation 7.3.10

112 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(e) the services in respect of which the Australian CS facility

licence is sought, including details of:

(i) the financial products for which clearing and settlement

facilities are to be provided; and

(ii) the nature of each interest in a financial product that is

to be transferred using the clearing and settlement

facility; and

(iii) the mechanisms to be used by the body corporate to

operate the clearing and settlement facility, including (if

applicable) arrangements to limit the risk of default by a

party to a transaction;

(f) whether the body corporate has applied, or intends to apply,

to become a prescribed CS facility under section 761A of the

Act;

(g) details of the technological resources that will be used in the

operation of the clearing and settlement facility, including

details of:

(i) the purpose of the resources; and

(ii) how the resources are to be supplied, managed,

maintained and upgraded; and

(iii) how the security of information technology systems is

to be protected;

(h) details of the arrangements for dealing with conflicts between

the body corporate’s commercial interests and its obligations

to supervise and monitor the clearing and settlement facility;

(i) details of the arrangements for the supervision of employees

of the body corporate who have duties and responsibilities of

a kind that supervision of the employees is necessary to

protect the integrity of the operation of the clearing and

settlement facility;

(j) details of the arrangements for managing counterparty risk,

including the risks arising from a counterparty being unable

to meet its obligations arising out of clearing, settlement or

clearing and settlement transactions using the facility;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of clearing and settlement facilities Part 7.3

The Australian CS facility licence: applications (general) Division 4

Regulation 7.3.11

Corporations Regulations 2001 113

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(k) if the ACCC has made a decision in relation to the clearing

and settlement facility that the body corporate will operate—

details of the decision.

Example of interests in a financial product: Legal title or an equitable interest.

Example of mechanisms to operate the clearing and settlement facility:

1 The way in which transfers are to be effected.

2 The way in which payment obligations are to be settled.

7.3.11 Documents

For paragraph 824A(1)(b) of the Act, the following documents are

required as part of an application by the body corporate for an

Australian CS facility licence:

(a) the body corporate’s current or proposed operating rules and

written procedures;

(b) if applicable—the body corporate’s constitution;

(c) a copy of any agreement material to:

(i) the way in which the clearing and settlement facility is

to be operated; and

(ii) the way in which the financing of the clearing and

settlement facility, and the other resources used to

operate it, will be organised; and

(iii) the body corporate’s constitution or governance; and

(iv) the appointment or employment of directors, secretaries

and executive officers of the body corporate;

(d) a copy of any agreement, or proposed agreement, between

the body corporate and a market licensee relating to services

to be offered to the market licensee;

(e) a copy of any agreement, or proposed agreement, relating to

the outsourcing or delegation of a function, facility or service

in relation to the facility by the body corporate to another

person;

(f) if the body corporate:

(i) uses, or is likely to use, a counterparty; or

(ii) will be operating as a central counterparty;

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.3 Licensing of clearing and settlement facilities

Division 4 The Australian CS facility licence: applications (general)

Regulation 7.3.11

114 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

an assessment by an independent auditor of the adequacy of

the body corporate’s arrangements for managing

counterparty risk;

(g) if the body corporate is a disclosing entity—a copy of each

half-year financial report of the body corporate for:

(i) the period of 3 years immediately before the application

was made; or

(ii) the shorter period in which the body corporate has

carried on a business;

(h) if the body corporate is not a disclosing entity—a copy of

each annual financial report of the body corporate for:

(i) the period of 3 years immediately before the application

was made; or

(ii) the shorter period in which the body corporate has

carried on a business;

(i) if the body corporate is a related body corporate—a copy of

the relevant consolidated annual and half-year financial

reports for:

(i) the period of 3 years immediately before the application

was made; or

(ii) the shorter period in which the body corporate has

carried on a business;

(j) a report, by a qualified person who is independent of the

body corporate, about the anticipated financial resource

requirements of the clearing and settlement facility, including

details of:

(i) the total anticipated fixed expenditure and variable

expenditure for the first 12 months of operation of the

clearing and settlement facility; and

(ii) the total anticipated revenue for the first 12 months of

operation of the clearing and settlement facility and

other sources of financial resources; and

(iii) the body corporate’s contingency arrangements in the

event of circumstances occurring that affect the body

corporate’s ability to operate the clearing and settlement

facility;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of clearing and settlement facilities Part 7.3

The Australian CS facility licence: applications (general) Division 4

Regulation 7.3.11

Corporations Regulations 2001 115

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(k) details of the body corporate’s business plan, or other

strategic planning, for the first 12 months of operation of the

clearing and settlement facility, that are not included in the

other documents mentioned in this regulation.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.3 Licensing of clearing and settlement facilities

Division 5 The Australian CS facility licence: applications (overseas clearing and

settlement facility)

Regulation 7.3.12

116 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—The Australian CS facility licence: applications

(overseas clearing and settlement facility)

7.3.12 Application of Division 5

This Division applies in relation to a body corporate that applies

for an Australian CS facility licence that may be granted under

subsection 824B(2) of the Act.

7.3.13 Information

For paragraph 824A(1)(a) of the Act, the following information is

required as part of an application by the body corporate for an

Australian CS facility licence:

(a) the body corporate’s name, address and contact details in this

jurisdiction;

(b) the address and contact details of the body corporate’s

principal place of business in the foreign country in which its

clearing and settlement facility is located;

(c) whether the body corporate is registered under Division 2 of

Part 5B.2 of the Act;

(d) the services in respect of which the Australian CS facility

licence is sought, including details of the financial products

for which clearing and settlement facilities are to be

provided;

(e) details of the body corporate’s major shareholders and

organisation, including any details that have not already been

given to ASIC in accordance with Division 2 of Part 5B.2 of

the Act of:

(i) each person whose duties are comparable to those of a

director; and

(ii) each person whose duties are comparable to those of a

secretary; and

(iii) each person whose duties are comparable to those of an

executive officer of the body corporate.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of clearing and settlement facilities Part 7.3

The Australian CS facility licence: applications (overseas clearing and settlement

facility) Division 5

Regulation 7.3.14

Corporations Regulations 2001 117

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.3.14 Documents

For paragraph 824A(1)(b) of the Act, the documents required as

part of an application by the body corporate for an Australian CS

facility licence are:

(a) the body corporate’s authorisation to operate the clearing and

settlement facility in the foreign country in which its clearing

and settlement facility is located (the home country),

including any conditions imposed on the body corporate’s

operation of its clearing and settlement facility in the home

country; and

(b) a copy of any agreement, or draft agreement, between the

body corporate and a market licensee relating to the clearing

and settlement facility services to be provided; and

(c) sufficient documentation to allow the Minister to be satisfied

that the regulation of the clearing and settlement facility in its

home country is equivalent to regulation under the Act.

Example for paragraph (c): Copies of the relevant legislation, rules and

procedures in the home country.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.4 Limits on involvement with licensees

Regulation 7.4.01

118 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.4—Limits on involvement with licensees

7.4.01 Widely held market body

For section 850A of the Act, the following bodies corporate are

prescribed:

(a) Australian Stock Exchange Limited (in its capacity as a body

corporate that has an Australian market licence or an

Australian CS facility licence);

(b) ASX Settlement and Transfer Corporation Pty Limited (also

known as ‘ASTC’) (in its capacity as a body corporate that

has an Australian CS facility licence);

(c) SFE Corporation Limited, in its capacity as the holding

company of the following bodies corporate that have an

Australian market licence or an Australian CS facility

licence:

(i) Austraclear Limited;

(ii) SFE Clearing Corporation Pty Limited;

(iii) Sydney Futures Exchange Limited;

(d) SFE Clearing Corporation Pty Limited (in its capacity as a

body corporate that has an Australian CS facility licence);

(e) Sydney Futures Exchange Limited (in its capacity as a body

corporate that has an Australian market licence);

(f) ACH (in its capacity as a body corporate that has an

Australian CS facility licence);

(g) Austraclear Limited (in its capacity as a body corporate that

has an Australian CS facility licence).

7.4.02 Record-keeping: market licensee

(1) For paragraph 854A(1)(b) of the Act, a market licensee must keep

the following records:

(a) a list of names and contact details of the directors, secretaries

and executive officers of the market licensee;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Limits on involvement with licensees Part 7.4

Regulation 7.4.03

Corporations Regulations 2001 119

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) a list of names and contact details of individuals who hold

more than 15% of the voting power in the market licensee,

prepared in accordance with the information given under

regulation 7.4.04.

(2) The market licensee must keep the records for at least 5 years.

7.4.03 Record-keeping: CS facility licensee

(1) For paragraph 854A(1)(b) of the Act, a CS facility licensee must

keep the following records:

(a) a list of names and contact details of the directors, secretaries

and executive officers of the CS facility licensee;

(b) a list of names and contact details of individuals who hold

more than 15% of the voting power in the CS facility

licensee, prepared in accordance with the information given

under regulation 7.4.04.

(2) The CS facility licensee must keep the records for at least 5 years.

7.4.04 Information for widely held market body

(1) This regulation applies to a person who has:

(a) a substantial holding in a widely held market body; and

(b) voting power in the widely held market body.

(2) For paragraph 854A(1)(d) of the Act, the person must give that

information to the widely held market body.

(3) However, subregulation (2) does not require the person to give

information that the person has already given to the widely held

market body in accordance with Chapter 6C of the Act.

(4) The person must give the information by the time described in

subsection 671B(6) of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 1 Preliminary

Regulation 7.5.01

120 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.5—Compensation regimes for financial

markets

Division 1—Preliminary

7.5.01 Definitions for Part 7.5

In this Part:

becoming insolvent has the meaning given by regulation 7.5.02.

claim means a claim against the SEGC.

dealer has the meaning given by regulation 7.5.03.

discharge, in relation to an obligation, means:

(a) in the case of a purchase obligation—discharge the whole of

the obligation; or

(b) in any other case—discharge the whole or a part of the

obligation.

excluded person has the meaning given by regulation 7.5.04.

obligations:

(a) in relation to a participant of a participating market licensee,

in relation to a person, includes obligations arising under:

(i) a law; or

(ii) the participating market licensee’s operating rules; or

(iv) an agreement between;

(A) in any case—the participant and the person; or

(B) if the participant is a partner in a participant of

the participating market licensee—the

last-mentioned participant and the person; and

(b) in relation to a participant of the licensed CS facility operated

by ACH, in relation to a person, includes obligations arising

under:

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Regulation 7.5.01

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(i) a law; or

(ii) the operating rules of ACH; or

(iv) an agreement between;

(A) in any case—the participant and the person; or

(B) if the participant is a partner in a participant of

the licensed CS facility operated by ACH—the

last-mentioned participant and the person; and

(c) in relation to a participant of the licensed CS facility operated

by ASTC, in relation to a person, includes obligations arising

under:

(i) a law; or

(ii) the ASTC operating rules; or

(iii) an agreement between:

(A) in any case—the participant and the person; or

(B) if the participant is a partner in a participant of

the licensed CS facility operated by ASTC—the

last-mentioned participant and the person.

orderly market means an orderly market on a financial market of:

(a) a participating market licensee; or

(b) an Exchange body.

participating market licensee means a market licensee that is a

member of the SEGC.

prescribed period, in relation to a sale or purchase of securities by

a dealer, means:

(a) if the operating rules of ACH or a participating market

licensee, in which the dealer is a participant, being those

operating rules as in force when the agreement for the sale or

purchase is made, prescribe a period, for this paragraph, in

relation to a class of sales or purchases that includes the sale

or purchase—that period; or

(b) in any other case—a period that is reasonable, having regard

to all the circumstances relating to the sale or purchase.

property includes money, securities and scrip.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 1 Preliminary

Regulation 7.5.01

122 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

purchase obligation means an obligation to transfer securities

under an agreement for the purchase of securities, if the purchase

is, for Subdivision 4.3, a reportable transaction.

purchase price, in relation to a purchase of securities by a dealer

on behalf of a person, means the total of:

(a) the amount of the consideration for the purchase; and

(b) any brokerage fees and other charges, and any stamp duty

and other duties and taxes, payable by the person to the

dealer in connection with the purchase.

relative, in relation to a person, means a parent or remoter lineal

ancestor, son, daughter or remoter issue, or brother or sister, of the

person.

reportable transaction means a transaction that is entered into

before or after the commencement of this Part in relation to

securities, and:

(a) is or has at any time been a sale or purchase, by a participant

(the first dealer) of a participating market licensee, of

securities, if the securities are quoted on a financial market of

a participating market licensee when the agreement for the

sale or purchase is made, and:

(i) in any case—the participating market licensee’s

operating rules, as in force when the agreement for the

sale or purchase is made, require or permit the first

dealer to report the sale or purchase to the participating

market licensee; or

(ii) if the sale or purchase is to or from, as the case may be,

a participant (the second dealer) of a participating

market licensee—the last-mentioned participating

market licensee’s operating rules, as in force when the

agreement for the sale or purchase is made, require or

permit the second dealer to report to the last-mentioned

participating market licensee the purchase or sale of the

securities by the second dealer from or to, as the case

may be, the first dealer; or

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Preliminary Division 1

Regulation 7.5.01A

Corporations Regulations 2001 123

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(b) is an agreement to buy or sell securities, because of the

exercise of an option contract over securities, if:

(i) the option contract was entered into on the financial

market of a participating market licensee; and

(ii) the agreement is required or permitted, by the operating

rules of ACH or the participating market licensee, to be

reported to the participating market licensee.

sale and purchase of securities has the meaning given by

regulation 7.5.06.

securities business has the meaning given by regulations 7.5.07

and 7.5.08.

security has the meaning given by regulation 7.5.09.

transfer of securities has the meaning given by regulation 7.5.10.

transferor has the meaning given by paragraph 7.5.53(4)(b).

transferred securities has the meaning given by

paragraph 7.5.53(4)(c).

unauthorised execution has the meaning given by

paragraph 7.5.53(4)(a).

Note: Definitions of other expressions that are used in this Part, including:

 participant

 prescribed CS facility

 SEGC

are found in sections 9, 761A and 880B of the Act.

7.5.01A Modification of Act: compensation regimes

For subsection 893A(1) of the Act, Part 7.5 of the Act is modified

in relation to a licensed market as set out in Schedule 8C.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 1 Preliminary

Regulation 7.5.02

124 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.5.02 Meaning of becoming insolvent

(1) A body corporate becomes insolvent at a particular time if, and

only if, at that time:

(a) an administrator of the body corporate is appointed under

section 436A, 436B or 436C; or

(b) the body corporate commences to be wound up or ceases to

carry on business; or

(c) a receiver, or a receiver and manager, of property of the body

corporate is appointed, whether by a court or otherwise; or

(d) the body corporate enters into a compromise or arrangement

with its creditors or a class of them.

(2) A natural person becomes insolvent at a particular time if, and only

if, at that time:

(a) a creditor’s petition or a debtor’s petition is presented under

Division 2 or 3 of Part IV of the Bankruptcy Act 1966

against:

(i) the person; or

(ii) a partnership in which the person is a partner; or

(iii) 2 or more joint debtors who include the person; or

(b) the person’s property becomes subject to control under

Division 2 of Part X of the Bankruptcy Act 1966; or

(c) the person executes a deed of assignment or deed of

arrangement under Part X of the Bankruptcy Act 1966; or

(d) the person’s creditors accept a composition under Part X of

the Bankruptcy Act 1966.

(3) A reference in subregulation (2) to a Division or Part of the

Bankruptcy Act 1966 includes a reference to provisions of a law of

an external Territory, or a country other than Australia or an

external Territory, that correspond to that Division or Part.

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Preliminary Division 1

Regulation 7.5.03

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7.5.03 Meaning of dealer

(1) For this Part (other than Subdivisions 4.7, 4.9 and 4.10), a person is

a dealer if the person is, or has been at any time, a participant of a

participating market licensee.

(3) For Subdivisions 4.7, 4.9 and 4.10, a person is a dealer if the

person is:

(a) a participant of a participating market licensee; or

(b) a participant of the licensed CS facility operated by ACH.

7.5.04 Meaning of excluded person

(1) For this Part, an excluded person, in relation to a participant of a

participating market licensee, or a participant of the licensed CS

facility operated by ACH, means:

(a) in any case—the participant; or

(b) if the participant is not a body corporate:

(i) a person who is the spouse, or who is a relative, of the

participant; or

(ii) a trustee of a trust in relation to which the participant or

a person of a kind mentioned in subparagraph (i) is

capable of benefiting; or

(iii) a body corporate of which the participant is an officer;

or

(iv) a body corporate in which the participant or a person of

a kind mentioned in subparagraph (i) has a controlling

interest; or

(v) a body corporate in which the participant, and a person

of a kind mentioned in subparagraph (i) have a

controlling interest; or

(vi) a body corporate in which the participant and 2 or more

persons of a kind mentioned in subparagraph (i) have a

controlling interest; or

(vii) a body corporate in which 2 or more persons of a kind

mentioned in subparagraph (i) together have a

controlling interest; or

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Division 1 Preliminary

Regulation 7.5.04

126 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) if the participant is:

(i) a person who is an officer of the body corporate; or

(ii) a body corporate that is related to the first-mentioned

body corporate; or

(iii) a person who is the spouse, or who is a relative, of a

person of a kind mentioned in subparagraph (i); or

(iv) a trustee of a trust in relation to which a person of a kind

mentioned in subparagraph (i) or (iii) is capable of

benefiting; or

(v) a body corporate in which a person of a kind mentioned

in subparagraph (i) or (iii) has, or 2 or more such

persons together have, a controlling interest; or

(d) if the participant is a partner in a participant of the

participating market licensee or licensed CS facility and is

not a body corporate:

(i) a person who is a partner in the participant; or

(ii) a person who is the spouse, or who is a relative, of a

partner (not being a body corporate) in the participant;

or

(iii) a trustee of a trust in relation to which a person of a kind

mentioned in subparagraph (i) or (ii) is capable of

benefiting; or

(iv) a person who is an officer of a body corporate that is a

partner in the participant; or

(v) a body corporate of which a person of a kind mentioned

in subparagraph (i), (ii) or (iii) is an officer, or in which

such a person has, or 2 or more such persons together

have, a controlling interest; or

(vi) a person who is a participant of the licensed CS facility

operated by ACH; or

(e) if the participant is a partner in a participant of the

participating market licensee or licensed CS facility and is a

body corporate:

(i) a person who is an officer of a body corporate that is a

partner in the participant; or

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Regulation 7.5.06

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(ii) a body corporate that is related to the first-mentioned

body corporate; or

(iii) a person who is a partner in the participant; or

(iv) a person who is the spouse, or who is a relative, of a

person (other than a body corporate) of a kind

mentioned in subparagraph (i) or (iii); or

(v) a trustee of a trust in relation to which a person of a kind

mentioned in subparagraph (i), (iii) or (iv) is capable of

benefiting; or

(vi) a body corporate in which a person of a kind mentioned

in subparagraph (i), (iii) or (iv) has, or 2 or more such

persons together have, a controlling interest; or

(vii) a person who is a participant of the licensed CS facility

operated by ACH.

(2) A reference in subregulation (1) or (1A) to a relative of a person

includes a reference to a relative of the spouse (if any) of the

person.

(3) A reference in subregulation (1) or (1A) to an officer of a body

corporate is a reference to:

(a) a director, secretary or executive officer of the body

corporate; or

(b) a person who is an officer of the body corporate by virtue of

paragraph (b), (c), (d) or (e) of the definition of officer in

section 9 of the Act.

7.5.06 Meaning of sale and purchase of securities

(1) A sale and purchase of securities are taken to consist of 2 distinct

transactions:

(a) the sale of the securities by the seller to the buyer; and

(b) the purchase of the securities by the buyer from the seller.

(2) Except so far as the contrary intention appears, a reference in this

Part to a sale, or to a purchase, includes a reference to a sale or

purchase the agreement for which is made outside this jurisdiction.

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Part 7.5 Compensation regimes for financial markets

Division 1 Preliminary

Regulation 7.5.07

128 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) For this Part, an agreement to buy or sell securities, because of the

exercise of an option contract over securities, if:

(a) the option contract was entered into on the financial market

of a participating market licensee; and

(b) the agreement is required, by the operating rules of ACH or

the participating market licensee, to be reported to the

participating market licensee;

is taken to be a sale and purchase of securities.

7.5.07 Meaning of securities business: general

(1) For this Part (other than Subdivision 4.9), a securities business is a

financial services business of dealing in securities.

(2) Subregulations (4), (5) and (6) apply for the purposes of

determining:

(a) whether or not a person carries on, or holds himself, herself

or itself out as carrying on, a securities business; and

(b) what constitutes such a business carried on by a person.

(3) Subregulation (6) also applies for the purposes of determining

whether or not a person deals in securities.

(4) An act done on behalf of the person by:

(a) the holder of a dealers licence; or

(b) an exempt dealer; or

(c) the holder of an Australian financial services licence; or

(d) a person who is exempted from holding an Australian

financial services licence by virtue of subsection 911A(2),

(2A), (2B), (2C), (2D) or (2E) of the Act;

must be disregarded.

(5) An act that the person does:

(a) while employed by, or acting for or by arrangement with, a

dealer; and

(b) as an employee or agent of, or otherwise on behalf of, on

account of, or for the benefit of, the dealer; and

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Regulation 7.5.08

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(c) in connection with a securities business carried on by the

dealer;

is to be disregarded.

(6) An act or acts done by the person that constitutes or together

constitute a dealing by the person in a futures contract (within the

meaning of the old Corporations Act) is or are to be disregarded.

7.5.08 Meaning of securities business: Subdivision 4.9

For Subdivision 4.9, each of the following is a securities business:

(a) a financial services business of dealing in securities;

(b) a financial services business of dealing in financial products

that were option contracts within the meaning of

paragraph 92(1)(e) of the old Corporations Act.

7.5.09 Meaning of security

(1) For this Part (other than Subdivision 4.7), each of the following is a

security:

(a) a security mentioned in section 761A of the Act;

(b) Division 3 securities;

(c) non-Division 3 securities.

(2) For Subdivision 4.7, each of the following is a security:

(a) Division 3 securities;

(b) non-Division 3 securities.

7.5.10 Meaning of transfer of securities

(1) A transfer of securities takes place between a person (the

transferor) and another person (the transferee) only if:

(a) in the case of an ASTC-regulated transfer—the transferor

does, or causes to be done, all things that the ASTC operating

rules require to be done by or on behalf of the transferor to

effect the transfer; or

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 1 Preliminary

Regulation 7.5.13

130 Corporations Regulations 2001

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(b) in any other case—the transferor delivers, or causes to be

delivered, to the transferee documents (transfer documents)

that are sufficient to enable the transferee:

(i) except in the case of Division 3 rights—to become

registered as the holder of the securities; or

(ii) in the case of Division 3 rights—to obtain the issue to

the transferee of the securities to which the Division 3

rights relate;

without the transferor doing anything more, or causing

anything more to be done, by way of executing or supplying

documents.

(2) If a person:

(a) causes property (other than securities or money) to be

transferred to another person; or

(b) causes documents that are sufficient to enable another person

to become the legal owner of property (other than securities

or money) to be delivered to another person;

the first-mentioned person is taken to have transferred the property

to the other person.

(3) If a person causes money to be paid to another person, the

first-mentioned person is taken to have paid the money to the other

person.

7.5.13 Effect of contravention of Part 7.5

A contravention of a provision of this Part does not constitute an

offence.

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Compensation regimes for financial markets Part 7.5

When there must be a compensation regime Division 2

Regulation 7.5.14

Corporations Regulations 2001 131

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Division 2—When there must be a compensation regime

7.5.14 Application for Australian market licence: information about

compensation arrangements

For paragraph 881B(2)(c) of the Act, the following information,

relating to proposed compensation arrangements, is prescribed:

(a) the services and products provided by the financial market,

and participants connected with the financial market;

(b) the sources of all funds to be used for compensation;

(c) the proposed minimum amount of cover, and how that

amount has been calculated;

(d) the number of markets to which the compensation

arrangements are intended to apply;

(e) details of any arrangement between the market operator and

any other person associated with the operation of the

compensation arrangement;

(f) details of the payments that will be able to be made, in

accordance with the compensation arrangements, that will

not be payments required by the Act or another law;

(g) the names of the persons responsible for the administration

and monitoring functions mentioned in paragraphs

885I(1)(a), (b) and (c) of the Act, and details of the financial,

technological and other resources to be used for those

purposes;

(h) the name of the proposed auditor of the accounts relating to

the compensation arrangements;

(i) the way in which the compensation arrangements will be

monitored to ensure that they comply with the Act and these

Regulations;

(j) the way in which the compensation arrangements will be

monitored to ensure that they are adequate.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 3 Approved compensation arrangements

Regulation 7.5.15

132 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Approved compensation arrangements

7.5.15 Application for approval of compensation arrangements after

grant of Australian market licence: information about

compensation arrangements

For paragraph 882B(2)(a) of the Act, the following information,

relating to proposed compensation arrangements, is prescribed:

(a) the services and products provided by the financial market,

and participants connected with the financial market;

(b) the sources of all funds to be used for compensation;

(c) the proposed minimum amount of cover, and how that

amount has been calculated;

(d) the number of markets to which the compensation

arrangements are intended to apply;

(e) details of any arrangement between the market operator and

any other person associated with the operation of the

compensation arrangement;

(f) details of the payments that will be able to be made, in

accordance with the compensation arrangements, that will

not be payments required by the Act or another law;

(g) the names of the persons responsible for the administration

and monitoring functions mentioned in paragraphs

885I(1)(a), (b) and (c) of the Act, and details of the financial,

technological and other resources to be used for those

purposes;

(h) the name of the proposed auditor of the accounts relating to

the compensation arrangements;

(i) the way in which the compensation arrangements will be

monitored to ensure that they comply with the Act and these

Regulations;

(j) the way in which the compensation arrangements will be

monitored to ensure that they are adequate.

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Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

Approved compensation arrangements Division 3

Regulation 7.5.16

Corporations Regulations 2001 133

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7.5.16 Notification of payment of levies

For subsection 883D(6) of the Act, a notification to the

Commonwealth of payments of levy received by the operator of a

market as agent for the Commonwealth must:

(a) be given for each period of 6 months ending on 31 December

and 30 June; and

(b) be given in writing to:

(i) the Secretary of the Department of the Treasury; or

(ii) another officer of that Department notified in writing by

the Secretary to the receiver of the levy; and

(c) set out the total of the levies (if any) that became payable in

the period; and

(d) set out the total of the levies (if any) received in the period;

and

(e) be given not later than 2 weeks after the end of the period.

7.5.17 Amount of compensation

For subsection 885E(5) of the Act, the rate of interest is 5%.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.18

134 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—NGF Compensation regime

Subdivision 4.1—Preliminary

7.5.18 Application of Division 4

For sections 888A, 888B, 888C, 888D and 888E of the Act, this

Division sets out arrangements relating to compensation in respect

of a loss that is connected with a financial market to which

Division 4 of Part 7.5 of the Act applies.

Note: The financial markets to which Division 4 of Part 7.5 of the Act

applies are set out in section 887A of the Act.

Subdivision 4.2—Third party clearing arrangements

7.5.19 Clearing arrangements

(1) For Subdivision 4.3, if:

(a) a participant of Australian Stock Exchange Limited (the

transacting participant) enters into a reportable transaction;

and

(b) under Australian Stock Exchange Limited’s operating rules

or under ACH’s operating rules, another participant (the

clearing participant) has the obligation to complete the

transaction and all obligations ancillary to that completion;

regulations 7.5.24 to 7.5.27 (inclusive) apply in relation to the

function of completing the transaction, as if the clearing

participant, and not the transacting participant, had entered into the

transaction.

(2) For Subdivision 4.9, if:

(a) a participant of Australian Stock Exchange Limited (the

transacting member) enters into a reportable transaction; and

(b) under Australian Stock Exchange Limited’s operating rules

or under ACH’s operating rules, another participant (the

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clearing participant) has the obligation to complete the

transaction and all obligations ancillary to that completion;

regulation 7.5.66 applies in relation to the function of completing

the transaction as if the clearing participant, and not the transacting

participant, had entered into the transaction.

(3) For Subdivision 4.3, if:

(a) a participant of the licensed CS facility operated by ACH (the

transacting participant) enters into a reportable transaction;

and

(b) under the operating rules of ACH, another participant (the

clearing participant) has the obligation to complete the

transaction and all obligations ancillary to that completion;

regulations 7.5.24 to 7.5.27 (inclusive) apply in relation to the

function of completing the transaction, as if the clearing

participant, and not the transacting participant, had entered into the

transaction.

(3A) For Subdivision 4.3, if:

(a) a participant of Australian Stock Exchange Limited (the

transacting participant) enters into a reportable transaction;

and

(b) under the operating rules of Australian Stock Exchange

Limited or ACH, a participant of the licensed CS facility

operated by ACH (the clearing participant) has the

obligation to complete the transaction and all obligations

ancillary to that completion;

regulations 7.5.24 to 7.5.27 (inclusive) apply in relation to the

function of completing the transaction, as if the clearing

participant, and not the transacting participant, had entered into the

transaction.

(4) For Subdivision 4.9, if:

(a) a participant of the licensed CS facility operated by ACH (the

transacting member) enters into a reportable transaction; and

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Division 4 NGF Compensation regime

Regulation 7.5.24

136 Corporations Regulations 2001

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(b) under the operating rules of ACH, another participant (the

clearing participant) has the obligation to complete the

transaction and all obligations ancillary to that completion;

regulation 7.5.66 applies in relation to the function of completing

the transaction as if the clearing participant, and not the transacting

participant, had entered into the transaction.

(5) For Subdivision 4.9, if:

(a) a participant of Australian Stock Exchange Limited (the

transacting participant) enters into a reportable transaction;

and

(b) under the operating rules of Australian Stock Exchange

Limited or ACH, a participant of the licensed CS facility

operated by ACH (the clearing participant) has the

obligation to complete the transaction and all obligations

ancillary to that completion;

regulation 7.5.66 applies in relation to the function of completing

the transaction, as if the clearing participant, and not the

transacting participant, had entered into the transaction.

Subdivision 4.3—Contract guarantees

7.5.24 Claim by selling client in respect of default by selling dealer:

ASTC-regulated transfer

(1) This regulation applies to a person (the selling client) if:

(a) a dealer enters into a reportable transaction on behalf of the

selling client; and

(b) the reportable transaction is a sale of securities; and

(c) a transfer of the securities concerned pursuant to the sale

would be an ASTC-regulated transfer; and

(d) at the end of the prescribed period for the transaction:

(i) if subparagraph (ii) does not apply—the selling client

has done all things necessary to enable the dealer to do

all things that the dealer is required to do under the

operating rules of a participating market licensee or

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Regulation 7.5.24

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ACH to effect a transfer of the securities pursuant to the

sale; and

(ii) the dealer has been suspended by the participating

market licensee concerned or ACH, that suspension has

not been removed and the selling client has done, or is

ready, willing and able to do, all things necessary to

enable the dealer to do all things that the dealer is

required to do under the operating rules of the

participating market licensee or ACH to effect a transfer

of the securities pursuant to the sale; and

(iii) the dealer’s obligations to the selling client in respect of

the sale, in so far as they relate to the consideration for

the sale, have not been discharged.

(2) The selling client may make a claim in respect of the sale.

(3) The selling client may make a single claim under this regulation in

respect of 2 or more sales.

(4) A claim made under subregulation (3) is to be treated for

subregulation (5) as if it consisted of a separate claim in respect of

each of the sales to which it relates.

(5) The SEGC must allow the claim if the SEGC is satisfied that:

(a) subregulation (1) entitles the selling client to make the claim;

and

(b) the selling client:

(i) has done all things necessary to enable the dealer to do

all things that the dealer is required to do under the

operating rules of ACH to effect a transfer of the

securities pursuant to the sale; or

(ii) has, for the purposes of the claim, in accordance with

the operating rules of ACH, transferred to the SEGC or

to an Exchange body securities of the same kind and

number as the first-mentioned securities; and

(c) the dealer’s obligations to the selling client in respect of the

sale, in so far as they relate to the consideration for the sale,

have not been discharged.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.25

138 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) If the SEGC allows a claim, the SEGC must pay to the selling

client the amount of the consideration less so much (if any) of the

total of any brokerage fees and other charges, and any stamp duty

and other duties and taxes, payable by the selling client in

connection with the sale as has not already been paid by the selling

client.

(7) If a selling client transfers securities to an Exchange body as

mentioned in subparagraph (5)(b)(ii), the Exchange body must

account to the SEGC for those securities in accordance with the

operating rules of ACH.

7.5.25 Claim by selling client in respect of default by selling dealer:

transaction other than ASTC-regulated transfer

(1) This regulation applies to a person (the selling client) if:

(a) a dealer enters into a reportable transaction on behalf of the

selling client; and

(b) the reportable transaction is a sale of securities; and

(c) a transfer of the securities concerned pursuant to the sale

would not be an ASTC-regulated transfer; and

(d) at the end of the prescribed period for the transaction:

(i) if subparagraph (ii) does not apply—the selling client

has supplied to the dealer settlement documents for the

purposes of the sale; and

(ii) if the dealer has been suspended by the participating

market licensee concerned or ACH, and that suspension

has not been removed—the selling client has supplied,

or is ready, willing and able to supply, to the dealer

settlement documents for the purposes of the sale; and

(iii) the dealer’s obligations to the selling client in respect of

the sale, in so far as they relate to the consideration for

the sale, have not been discharged.

(2) The selling client may make a claim in respect of the sale.

(3) The selling client may make a single claim under this regulation in

respect of 2 or more sales.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.26

Corporations Regulations 2001 139

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) A claim made under subregulation (3) is to be treated for

subregulation (5) as if it consisted of a separate claim in respect of

each of the sales to which it relates.

(5) The SEGC must allow the claim if the SEGC is satisfied that:

(a) subregulation (1) entitles the selling client to make the claim;

and

(b) the selling client has:

(i) supplied to the dealer settlement documents in relation

to the sale under the agreement for the sale; or

(ii) supplied to the SEGC settlement documents in relation

to the sale for the purposes of the claim; and

(c) the dealer’s obligations to the selling client in respect of the

sale, in so far as they relate to the consideration for the sale,

have not been discharged.

(6) If the SEGC allows a claim, the SEGC must pay to the selling

client the amount of the consideration less so much (if any) of the

total of any brokerage fees and other charges, and any stamp duty

and other duties and taxes, payable by the selling client in

connection with the sale as has not already been paid by the selling

client.

7.5.26 Claim by buying client in respect of default by buying dealer:

ASTC-regulated transfer

(1) This regulation applies to a person (the buying client) if:

(a) a dealer enters into a reportable transaction on behalf of the

buying client; and

(b) the reportable transaction is a purchase of securities; and

(c) a transfer of the securities concerned pursuant to the purchase

would be an ASTC-regulated transfer; and

(d) at the end of the prescribed period for the transaction:

(i) if subparagraph (ii) does not apply, the buying client has

paid to the dealer the purchase price in relation to the

purchase; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.26

140 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the dealer has been suspended by the participating

market licensee concerned or ACH, that suspension has

not been removed and the buying client has paid, or is

ready, willing and able to pay, to the dealer the purchase

price in relation to the purchase; and

(iii) the dealer’s obligations to the buying client in respect of

the purchase, in so far as they relate to the transfer of

securities to the person, have not been discharged.

(2) The buying client may make a claim in respect of the purchase.

(3) The buying client may make a single claim under this regulation in

respect of 2 or more purchases.

(4) A claim made under subregulation (3) is to be treated for

subregulation (5) as if it consisted of a separate claim in respect of

each of the purchases to which it relates.

(5) The SEGC must allow the claim if the SEGC is satisfied that:

(a) subregulation (1) entitles the buying client to make the claim;

and

(b) either:

(i) the buying client has paid to the dealer the amount of

the consideration for the purchase under the agreement

for the purchase; or

(ii) the buying client has paid to the SEGC the amount of

the consideration for the purchase for the purposes of

the claim; and

(c) the dealer’s obligations to the buying client in respect of the

purchase, in so far as they relate to the transfer of securities

to the buying client, have not been discharged.

(6) If the SEGC allows a claim in respect of a purchase of securities,

the SEGC must, subject to regulation 7.5.28, transfer to the buying

client securities of the same kind and number as the

first-mentioned securities.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.27

Corporations Regulations 2001 141

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.5.27 Claim by buying client in respect of default by buying dealer:

transaction other than ASTC-regulated transfer

(1) This regulation applies to a person (the buying client) if:

(a) a dealer enters into a reportable transaction on behalf of the

buying client; and

(b) the reportable transaction is a purchase of securities; and

(c) a transfer of the securities concerned pursuant to the purchase

would not be an ASTC-regulated transfer; and

(d) at the end of the prescribed period for the transaction:

(i) if subparagraph (ii) does not apply, the buying client has

paid to the dealer the purchase price in relation to the

purchase; and

(ii) the dealer has been suspended by the participating

market licensee concerned or ACH, that suspension has

not been removed and the buying client has paid, or is

ready, willing and able to pay, to the dealer the purchase

price in relation to the purchase; and

(iii) the dealer’s obligations to the buying client in respect of

the purchase, in so far as they relate to settlement

documents in relation to the purchase, have not been

discharged.

(2) The buying client may make a claim in respect of the purchase.

(3) The buying client may make a single claim under this regulation in

respect of 2 or more purchases.

(4) A claim made under subregulation (3) is to be treated for

subregulation (5) as if it consisted of a separate claim in respect of

each of the purchases to which it relates.

(5) The SEGC must allow the claim if the SEGC is satisfied that:

(a) subregulation (1) entitles the buying client to make the claim;

and

(b) either:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.28

142 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the buying client has paid to the dealer the amount of

the consideration for the purchase under the agreement

for the purchase; or

(ii) the buying client has paid to the SEGC the amount of

the consideration for the purchase for the purposes of

the claim; and

(c) the dealer’s obligations to the buying client in respect of the

purchase, in so far as they relate to settlement documents in

relation to the purchase, have not been discharged.

(6) If the SEGC allows a claim in respect of a purchase of securities,

the SEGC must, subject to regulation 7.5.29, supply to the buying

client settlement documents in relation to the purchase.

7.5.28 Cash settlement of claim: ASTC-regulated transfer

(1) This regulation applies if:

(a) the SEGC allows a claim under subregulation 7.5.26(5) in

respect of a purchase of securities by a dealer on behalf of a

buying client; and

(b) it is not reasonably practicable for the SEGC to obtain

securities of the same kind and number as the first-mentioned

securities from the dealer before the end of:

(i) if the ASTC operating rules, as in force when the SEGC

allows the claim, prescribe a period, for this regulation,

in relation to a class of claims that includes the claim—

that period; or

(ii) in any other case—such period as the SEGC, having

regard to all the circumstances of the claim, considers

reasonable; and

(c) it is not reasonably practicable for the SEGC to obtain,

otherwise than from the dealer, securities of that kind and

number before the end of that period because:

(i) that dealing in those securities is suspended or for any

other reason, there exists at no time during that period

an orderly market in those securities; or

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.29

Corporations Regulations 2001 143

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the total number of those securities offered for sale on

financial markets of participating market licensees or

Exchange bodies at times during that period when there

exists an orderly market in those securities is

insufficient.

(2) The SEGC must satisfy the claim by paying to the claimant the

amount that, when the claimant became entitled to make the claim,

was the amount of the actual pecuniary loss suffered by the

claimant in respect of the purchase.

7.5.29 Cash settlement of claim: transfer other than ASTC-regulated

transfer

(1) This regulation applies if:

(a) the SEGC allows a claim under subregulation 7.5.27(5) in

respect of a purchase of securities by a dealer on behalf of a

buying client; and

(b) it is not reasonably practicable for the SEGC to obtain from

the dealer settlement documents in relation to the purchase

before the end of:

(i) if the operating rules of a participating market licensee

of which the dealer is a participant, being those

operating rules as in force when the SEGC allows the

claim, prescribe a period, for this regulation, in relation

to a class of claims that includes the claim—that period;

or

(ii) in any other case—such period as the SEGC, having

regard to all the circumstances of the claim, considers

reasonable; and

(c) it is not reasonably practicable for the SEGC to obtain

otherwise than from the dealer settlement documents in

relation to the purchase before the end of that period because:

(i) there exists at no time during that period an orderly

market in those securities, whether because that dealing

in those securities is suspended or for any other reason;

or

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.30

144 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the total number of those securities offered for sale on

financial markets of participating market licensees or

Exchange bodies at times during that period when there

exists an orderly market in those securities is

insufficient.

(2) The SEGC must satisfy the claim by paying to the claimant the

amount that, when the claimant became entitled to make the claim,

was the amount of the actual pecuniary loss suffered by the

claimant in respect of the purchase.

7.5.30 Making of claims

(2) Subregulations 7.5.24(1), 7.5.25(1), 7.5.26(1) and 7.5.27(1) do not

entitle a person (person 1) to make a claim in respect of:

(a) a sale of securities by another person on behalf of person 1;

or

(b) a purchase of securities by another person on behalf of

person 1;

as the case may be, unless, on the day on which the agreement for

the sale or purchase was entered into, the other person was a

participant and carried on a securities business in Australia.

(3) A claim must be in writing and must be served on the SEGC within

6 months after the day on which the claimant became entitled to

make the claim.

(4) A claim that is not made within the period prescribed by

subregulation (3) is barred unless the SEGC otherwise determines.

(5) The SEGC may publish, in each State and Territory in a daily

newspaper circulating in that State or Territory, a notice that:

(b) names a particular dealer; and

(c) requires that all claims under this Subdivision, by the named

dealer, during a period (the applicable period) specified in

the notice in accordance with subregulation (6) must be

served on the SEGC before the day (the last application day)

specified in the notice in accordance with subregulation (7).

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.53

Corporations Regulations 2001 145

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) The applicable period must be a period that starts and ends before:

(a) if each publication of the notice occurs on the same day—the

day on which the notice is published; or

(b) in any other case—the first day on which the notice is

published.

(7) The last application day must be at least 3 months after:

(a) if each publication of the notice occurs on the same day—the

day on which the notice is published; or

(b) in any other case—the last day on which the notice is

published.

(8) The SEGC, a member of the Board and any employee of, or person

acting on behalf of, the SEGC each has qualified privilege in

respect of the publication of a notice under subregulation (5).

Subdivision 4.7—Unauthorised transfer

7.5.53 Application of Subdivision 4.7

(1) This Subdivision applies if:

(a) a dealer executes a document of transfer of securities on

behalf of a person as transferor of the securities; and

(b) the transfer is not an ASTC-regulated transfer; and

(c) apart from the effect of subregulation 7.11.17(3), the person

did not authorise the dealer to execute the document.

(2) For subregulation (1), a dealer is taken to have executed a

document of transfer in relation to securities on behalf of a person

as transferor of the securities if the document states that the person

is the transferor of the securities and purports to have been stamped

with the dealer’s stamp as the transferor’s broker.

(3) This Subdivision also applies if:

(a) a dealer effects, or purports to effect, a proper ASTC transfer

of securities on behalf of a person; and

(b) apart from the effect of regulation 7.11.26, the person did not

authorise the dealer to effect the transfer.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.54

146 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) In this Subdivision:

(a) the dealer’s action mentioned in whichever of

paragraphs (1)(a) and (3)(a) is applicable is an unauthorised

execution; and

(b) the person mentioned in whichever of those paragraphs is

applicable is the transferor; and

(c) the securities mentioned in whichever of those paragraphs is

applicable are the transferred securities.

7.5.54 Claim by transferor

If, as a result of the unauthorised execution, the transferor suffers

loss in respect of any of the transferred securities, the transferor

may make a claim in respect of the loss.

7.5.55 Claim by transferee or sub-transferee

(1) If, as a result of the unauthorised execution, a person (the

claimant), being:

(a) in any case:

(i) if subregulation 7.5.53(1) applies—the person stated in

the document as the transferee of the transferred

securities; or

(ii) if subregulation 7.5.53(3) applies—the person in whose

favour the proper ASTC transfer was effected, or

purported to be effected; or

(b) if that person has disposed of any of the transferred

securities—a successor in title of that person to any of the

transferred securities;

suffers loss in respect of any of the transferred securities, the

claimant may make a claim in respect of that loss.

(2) A person is not entitled to make a claim under this regulation if the

person:

(a) had actual knowledge that the transferor did not in fact

authorise the unauthorised execution; or

(b) is an excluded person in relation to the dealer.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.56

Corporations Regulations 2001 147

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.5.56 How and when claim may be made

(1) A claim must:

(a) be in writing; and

(b) be served on the SEGC:

(i) if a notice under subregulation (4) applies to the

claim—before the end of the last application day

specified in the notice; or

(ii) in any other case—within 6 months after the day on

which the claimant first became aware that the claimant

had suffered loss as a result of the unauthorised

execution.

(2) For subregulation (1), a notice under subregulation (4) applies to a

claim if the claim is in respect of an unauthorised execution, by the

dealer named in the notice, during the applicable period specified

in the notice.

(3) A claim that is not served on the SEGC by the time required by

paragraph (1)(b) is barred unless the SEGC otherwise determines.

(4) The SEGC may publish, in each State and Territory in a daily

newspaper circulating in that State or Territory, a notice, using

Form 719A, that:

(a) names a particular dealer; and

(b) requires that all claims in respect of unauthorised executions,

by the named dealer, during a period (the applicable period)

specified in the notice in accordance with subregulation (5)

must be served on the SEGC before the day (the last

application day) specified in the notice in accordance with

subregulation (6).

(5) The applicable period must be a period that starts and ends before:

(a) if each publication of the notice occurs on the same day—the

day on which the notice is published; or

(b) in any other case—the first day on which the notice is

published.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.57

148 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) The last application day must be at least 3 months after:

(a) if each publication of the notice occurs on the same day—the

day on which the notice is published; or

(b) in any other case—the last day on which the notice is

published.

(7) The SEGC, a member of the Board and any employee of, or person

acting on behalf of, the SEGC each has qualified privilege in

respect of the publication of a notice under subregulation (4).

7.5.57 How claim is to be satisfied

(1) The SEGC must allow a claim if the SEGC is satisfied that

regulation 7.5.54 or 7.5.55 entitles the claimant to make the claim.

(2) If the SEGC allows the claim, and the claimant has, as a result of

the unauthorised execution, ceased to hold some or all of the

transferred securities, the SEGC must:

(a) subject to paragraph (b), supply to the claimant securities of

the same kind and number as those of the transferred

securities that the claimant has so ceased to hold; or

(b) if the SEGC is satisfied that it is not practicable for the SEGC

to obtain such securities, or to obtain such securities within a

reasonable time—pay to the claimant the amount that, as at

the time when the SEGC decides that it is so satisfied, is the

actual pecuniary loss suffered by the claimant, in respect of

the transferred securities, as a result of the unauthorised

execution (other than loss suffered as mentioned in

subregulation (3)).

(3) If the SEGC allows the claim, it must pay to the claimant the

amount that, as at the time when the claim is allowed, or when the

SEGC decides as mentioned in paragraph (2)(b), as the case

requires, is the actual pecuniary loss suffered by the claimant, as a

result of the unauthorised execution, in respect of payments or

other benefits:

(a) in any case—to which the claimant would have become

entitled, as the holder of such of the transferred securities as

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.58

Corporations Regulations 2001 149

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the claimant has, as a result of the unauthorised execution,

ceased to hold, if the claimant had continued to hold the

securities concerned until that time; or

(b) if the claim was made under regulation 7.5.55—that the

claimant has received as holder of any of the transferred

securities.

(4) For this regulation, if securities are purportedly transferred from a

person to another person, the first-mentioned person is taken to

cease to hold, and the other person is taken to hold, the securities

even if the other person did not by virtue of the transfer get a good

title to the securities.

7.5.58 Discretionary further compensation to transferor

(1) If:

(a) the SEGC allows a claim made under regulation 7.5.54; and

(b) the SEGC is satisfied that the supply of securities, or the

payment of money, or both, as the case requires, to the

claimant under regulation 7.5.57 will not adequately

compensate the claimant for a pecuniary or other gain that

the claimant might, if the claimant had continued to hold the

transferred securities, have made but did not in fact make;

the SEGC may determine in writing that there be paid to the

claimant in respect of that gain a specified amount that the SEGC

considers to be fair and reasonable in all the circumstances.

(2) If a determination is made under subregulation (1), the SEGC must

pay to the claimant the amount specified in the determination.

7.5.59 Nexus with Australia

Regulations 7.5.54 and 7.5.55 do not entitle a person to make a

claim unless the dealer was on the day of the unauthorised

execution a participant of a participating market licensee and:

(a) the dealer was carrying on a securities business in Australia

on that day; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.60

150 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) if the dealer was not so carrying on such a business and was

not carrying on a securities business outside Australia on that

day—the last securities business that the dealer carried on

before that day was carried on in Australia.

Subdivision 4.8—Contraventions of ASTC certificate

cancellation provisions

7.5.60 Claim in respect of contravention of ASTC certificate

cancellation provisions

(1) A person who suffers pecuniary loss in respect of a contravention,

by a dealer, of the ASTC certificate cancellation provisions may

make a claim in respect of the loss.

(2) The loss must not be a loss in respect of an unauthorised execution

(within the meaning of paragraph 7.5.53(4)(a)) in respect of which

the person has made, or is entitled to make, a claim under

Subdivision 4.7.

(3) The person must not have been involved in the contravention.

(4) The following paragraphs must be satisfied in relation to the

dealer:

(a) the dealer was a participant of a participating market licensee

on the day of the contravention;

(b) either:

(i) the dealer was carrying on a securities business in

Australia on that day; or

(ii) if the dealer was not so carrying on such a business on

that day—the last securities business that the dealer

carried on before that day was carried on in Australia.

7.5.61 How and when claim may be made

(1) A claim must:

(a) be in writing; and

(b) be served on the SEGC:

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.61

Corporations Regulations 2001 151

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) if a notice under subregulation (4) applies to the

claim—before the end of the last application day

specified in the notice; or

(ii) in any other case—within 6 months after the day on

which the claimant first became aware that the claimant

had suffered loss as a result of the dealer’s

contravention of the ASTC certificate cancellation

provisions.

(2) For subregulation (1), a notice under subregulation (4) applies to a

claim if the claim is in respect of a contravention of the ASTC

certificate cancellation provisions, by the dealer named in the

notice, during the applicable period specified in the notice.

(3) A claim that is not served on the SEGC by the time required by

paragraph (1)(b) is barred unless the SEGC otherwise determines.

(4) The SEGC may publish, in each State and Territory in a daily

newspaper circulating in that State or Territory, a notice, using

Form 719B, that:

(a) names a particular dealer; and

(b) requires that all claims in respect of contraventions of the

ASTC certificate cancellation provisions, by the named

dealer, during a period (the applicable period) specified in

the notice in accordance with subregulation (5) must be

served on the SEGC before the day (the last application day)

specified in the notice in accordance with subregulation (6).

(5) The applicable period must be a period that starts and ends before:

(a) if each publication of the notice occurs on the same day—the

day on which the notice is published; or

(b) in any other case—the first day on which the notice is

published.

(6) The last application day must be at least 3 months after:

(a) if each publication of the notice occurs on the same day—the

day on which the notice is published; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.62

152 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) in any other case—the last day on which the notice is

published.

(7) The SEGC, a member of the Board and any employee of, or person

acting on behalf of, the SEGC each has qualified privilege in

respect of the publication of a notice under subregulation (4).

7.5.62 How claim is to be satisfied

(1) The SEGC must allow a claim if the SEGC is satisfied that

regulation 7.5.60 entitles the claimant to make the claim.

(2) If the SEGC allows the claim, it must pay to the claimant the

amount that, when the claim is allowed, is the actual pecuniary loss

suffered by the claimant because of the contravention in respect of

which the claim was made.

(3) For subregulation (2), the actual pecuniary loss suffered by the

claimant does not include any loss in respect of an unauthorised

execution (within the meaning of paragraph 7.5.53(4)(a)) in respect

of which the claimant has made, or is entitled to make, a claim

under Subdivision 4.7.

7.5.63 Discretionary further compensation

(1) If:

(a) the SEGC allows a claim made under regulation 7.5.60; and

(b) the SEGC is satisfied that the payment of money to the

claimant under regulation 7.5.62 will not adequately

compensate the claimant for a pecuniary or other gain that

the claimant did not make, but might have made, were it not

for the contravention in respect of which the claim was made;

the SEGC may determine in writing that the claimant should be

paid in respect of that gain a specified amount that the SEGC

considers to be fair and reasonable in all the circumstances.

(2) If a determination is made under subregulation (1), the SEGC must

pay the claimant the amount specified in the determination.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Compensation regimes for financial markets Part 7.5

NGF Compensation regime Division 4

Regulation 7.5.64

Corporations Regulations 2001 153

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 4.9—Claims in respect of insolvent participants

7.5.64 Claim in respect of property entrusted to, or received by,

dealer before dealer became insolvent

(1) A person may make a claim in respect of property if:

(a) a dealer has become insolvent at a particular time (whether

before or after the commencement of this regulation); and

(b) at an earlier time (whether before or after that

commencement), the property was, in the course of, or in

connection with, the dealer’s securities business entrusted to,

or received by:

(i) if the dealer was, at the earlier time, a partner in a

participant—the participant, or a partner in, or an

employee of, the participant; or

(ii) in any other case—the dealer or an employee of the

dealer;

and was so entrusted or received on behalf of, or because the

dealer was a trustee of the property for, the person (other than

an excluded person in relation to the dealer); and

(c) at the time the dealer became insolvent, the obligations of the

dealer, or of a participant of which the dealer is a partner, as

the case requires, to the person in respect of the property

have not been discharged.

(2) The SEGC must allow the claim if the SEGC is satisfied that:

(a) subregulation (1) entitles the claimant to make the claim; and

(b) at the time the SEGC considers the claim, the obligations of

the dealer, or of a participant of which the dealer is a partner,

as the case requires, to the claimant in respect of the property

have not been discharged.

(3) If the property is, or includes, money, the SEGC must pay to the

claimant an amount equal to the amount of that money.

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Regulation 7.5.65

154 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) If the property is, or includes, property other than money, the

SEGC must, subject to subregulation (5) and regulation 7.5.65,

supply the property other than money to the claimant.

(5) If:

(a) the SEGC allows a claim in respect of property that is, or

includes:

(i) a number of securities of a particular kind; or

(ii) documents of title to a number of securities of a

particular kind; and

(b) it is not reasonably practicable for the SEGC to obtain those

securities, or those documents of title to securities, as the

case may be, from the dealer or, if the dealer has disposed of

them, from the dealer’s successor in title, before the end of:

(i) if the operating rules of a participating market licensee

or licensed CS facility of which the dealer is a

participant, being those operating rules as in force when

the SEGC allows the claim, prescribe a period, for this

regulation, in relation to a class of claims that includes

that claim—that period; or

(ii) in any other case—such period as the SEGC, having

regard to all the circumstances relating to the claim,

considers reasonable;

the SEGC must, subject to regulation 7.5.65, supply to the person,

instead of those securities, or those documents of title to securities,

the number of securities of that kind, or documents of title to the

number of securities of that kind, as the case may be.

7.5.65 Cash settlement of claims if property unobtainable

(1) If:

(a) the SEGC allows a claim in respect of property that is, or

includes, a number of securities of a particular kind or

documents of title to a number of securities of a particular

kind; and

(b) it is not reasonably practicable for the SEGC to obtain those

securities, or those documents of title to securities, as the

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case may be, from the dealer or, if the dealer has disposed of

them, from the dealer’s successor in title, before the end of:

(i) if the operating rules of a participating market licensee

or licensed CS facility of which the dealer is a

participant, being those operating rules as in force when

the SEGC allows the claim, prescribe a period, for this

regulation, in relation to a class of claims that includes

the claim—that period; or

(ii) in any other case—such period as the SEGC, having

regard to all the circumstances relating to the claim,

considers reasonable; and

(c) it is not reasonably practicable for the SEGC to obtain that

number of securities of that kind, or documents of title to that

number of securities of that kind, as the case may be, before

the end of that period because:

(i) whether by reason that dealing in securities of that kind

is suspended or for any other reason, there exists at no

time during that period an orderly market in such

securities; or

(ii) the total number of securities of that kind offered for

sale on financial markets of market licensees or

Exchange bodies at times during that period when there

exists an orderly market in such securities is

insufficient;

the SEGC may decide to pay to the claimant the amount that, when

the decision is made, is the actual pecuniary loss suffered by the

claimant in respect of the first-mentioned securities, or the

first-mentioned documents of title, as the case may be, and if the

SEGC does so, the SEGC must pay that amount to the claimant.

(2) If:

(a) the SEGC allows a claim that, because of a dealer having

become insolvent, this Division entitles a person to make in

respect of property that is, or includes, property (the relevant

property) other than money, securities or documents of title

to securities; and

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Chapter 7 Financial services and markets

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Division 4 NGF Compensation regime

Regulation 7.5.66

156 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) it is not reasonably practicable for the SEGC to obtain the

relevant property from the dealer or, if the dealer has

disposed of it, from the dealer’s successor in title, before the

end of such period as the SEGC considers reasonable;

the SEGC may decide to pay to the claimant the amount that, when

the decision is made, is the actual pecuniary loss suffered by the

claimant in respect of the relevant property, and if the SEGC does

so, the SEGC must pay that amount to the claimant.

7.5.66 Ordering of alternative claims and prevention of double

recovery

(1) Subregulation (2) applies if:

(a) a participant has received under the agreement for a sale or

purchase of securities by the participant on behalf of a

person, the consideration for the sale or settlement

documents in relation to the purchase, as the case may be;

and

(b) subregulation 7.5.24(1), 7.5.25(1), 7.5.26(1) or 7.5.27(1)

entitles the person to make a claim against the SEGC under

Subdivision 4.3 in respect of the sale or purchase.

(2) This Subdivision does not, because of:

(a) a dealer, being the participant or a partner in the participant,

having become insolvent at a particular time; and

(b) the participant having received, under the agreement, the

consideration or the settlement documents;

entitle the person to make a claim in respect of the consideration or

the settlement documents, as the case may be, unless the

participant’s obligations to the person in respect of the sale or

purchase, as the case may be, in so far as those obligations related

to the consideration or the settlement documents, were discharged

before that time.

(3) If:

(a) because of a dealer having become insolvent on a particular

day, this Subdivision entitles a person to make a claim (the

first claim) in respect of property; and

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(b) because of a dealer having become insolvent on a later day,

this Subdivision entitles a person to make another claim in

respect of the property;

the SEGC must not allow the other claim unless:

(c) the person has made the first claim and the SEGC has

allowed or disallowed it; or

(d) the SEGC is satisfied that if the first claim had been made the

SEGC would have disallowed it; or

(e) the SEGC is satisfied that, when the person first became

aware of the dealer mentioned in paragraph (b) having

become insolvent on the later day:

(i) the first claim was barred; or

(ii) it was no longer reasonably practicable for the person to

make the first claim before it became barred.

(4) If:

(a) at a particular time, the SEGC allows a claim in respect of

property; and

(b) because of:

(i) a dealer having become insolvent (whether before, at or

after that time); and

(ii) the property having, before that time, been entrusted or

received as mentioned in paragraph 7.5.64(1)(b);

this Subdivision entitles the claimant to make another claim

in respect of the property;

the SEGC must not allow the other claim.

7.5.67 No claim in respect of money lent to dealer

If, at the time when a dealer becomes insolvent:

(a) a person has lent money to the dealer; and

(b) the liability of the dealer to repay the money remains

undischarged;

this Subdivision does not, because of the dealer having become

insolvent at that time, entitle the person to make a claim in respect

of the money.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

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Regulation 7.5.68

158 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.5.68 Nexus with Australia

This Subdivision does not, because of a person (the dealer) having

become insolvent at a particular time, entitle a person to make a

claim in respect of property unless:

(a) the dealer was at that time a participant of at least 1 of the

following:

(i) a participating market licensee;

(ii) the licensed CS facility operated by ACH; and

(b) either:

(i) the dealer was carrying on a securities business in

Australia at that time; or

(ii) the last business that the dealer carried on in Australia

before that time was a securities business, and the

person’s claim relates to that business as it was carried

on in Australia.

7.5.69 No claim in certain other cases

This Subdivision does not, because of a dealer having become

insolvent on a particular day, entitle a person to make a claim in

respect of property if:

(a) before that day the property had, in due course of the

administration of a trust, ceased to be under the sole control

of the dealer; or

(b) the SEGC, or the Court, is satisfied that circumstances that

materially contributed to the dealer becoming insolvent on

that day were due to, or caused directly or indirectly by, an

act or omission of the person.

7.5.70 Making of claims

(1) The SEGC may publish, in each State and Territory, in a daily

newspaper circulating generally in that State or Territory, a notice,

using Form 720, specifying a day, not being earlier than 3 months

after the publication of the notice, on or before which claims

against the SEGC may be made, being claims that, because of a

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Corporations Regulations 2001 159

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dealer specified in the notice having become insolvent, this

Subdivision entitles persons to make.

(2) If this Subdivision entitles a person to make a claim, the claim

must be in writing and must be served on the SEGC:

(a) if there has been published in accordance with

subregulation (1) a notice specifying a day on or before

which claims may be made, being claims that, because of the

dealer having become insolvent on that day, this Subdivision

entitles persons to make—on or before that day; or

(b) in any other case—within 6 months after the person becomes

aware of the dealer having become insolvent on that day.

(3) A claim that is not made in accordance with subregulation (2) is

barred unless the SEGC otherwise determines.

(4) The SEGC, a member of the Board and any employee of, or person

acting on behalf of, the SEGC each has qualified privilege in

respect of the publication of a notice under subregulation (1).

7.5.71 Limits of compensation

(1) The total amounts paid out of the Fund in connection with claims

that:

(a) because of a dealer having become insolvent on a particular

day, this Subdivision entitles persons to make; and

(b) are allowed by the SEGC;

must not exceed an amount equal to 15% of the minimum amount

of the Fund as at the end of that day.

(2) In determining the total of the amounts paid out of the Fund in

connection with claims in respect of property (the main property):

(a) an amount paid out of the Fund in connection with any of the

claims must be disregarded, to the extent to which it is repaid

to the Fund; and

(b) if, because of the exercise of a right or remedy in relation to

property that is, or is included in, the main property, being a

right or remedy of the claimant, or of any of the claimants, to

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Regulation 7.5.71

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which the SEGC is subrogated, money or other property has

been recovered by, or on behalf, of the SEGC—so much of

the amount, or of the total of the amounts, paid out of the

Fund in connection with any of the claims as does not

exceed:

(i) the amount of that money; or

(ii) the value of so much (if any) of that other property as

has not been, and is not required to be, supplied under

subregulation 7.5.64(2) in respect of any of the claims;

must be disregarded.

(3) To ensure compliance with subregulation (1) in relation to

particular claims:

(a) the SEGC may, in relation to each of those claims, determine

in writing an amount to be the maximum amount in relation

to the claim; and

(b) if paragraph (a) empowers the SEGC to make determinations

in relation to the respective claims of 2 or more claimants—

the SEGC must, in making those determinations:

(i) take into account, in relation to each of those claimants,

any money or other property that the claimant has

received, or is likely to receive, from sources other than

the Fund as compensation for property to which the

claimant’s claim relates; and

(ii) ensure, as far as practicable, that the proportion of the

property to which a claim relates that is represented by

the money and other property received from all sources

(including the Fund) as compensation for property to

which the claim relates is, as nearly as practicable, the

same for each of those claimants.

(4) If a determination of an amount as the maximum amount in

relation to a claim is in force under subregulation (3), the amount,

or the total of the amounts, paid out of the Fund in connection with

the claim must not exceed the amount that has been determined.

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Regulation 7.5.72

Corporations Regulations 2001 161

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 4.10—General

7.5.72 Power of SEGC to allow and settle claim

(1) The SEGC may, at any time after a person becomes entitled to

make a claim, allow and settle the claim.

(2) Subregulation (1) authorises the SEGC to partially allow a claim

(including, for example, in a case where the SEGC considers that

the claimant’s conduct contributed to the loss).

7.5.73 Application of Fund in respect of certain claims

(1) This regulation applies if the SEGC acquires financial products in

accordance with section 888K of the Act for the purpose of

providing compensation.

(2) The financial products form part of the Fund until they are supplied

in accordance with this Part to a claimant or sold in accordance

with subregulation (3).

(3) If the SEGC:

(a) acquires the financial products; and

(b) satisfies the claim by paying an amount to the claimant;

the SEGC must, as soon as practicable after satisfying the claim,

sell the financial products and pay the proceeds of the sale into the

Fund.

7.5.74 Discretion to pay amounts not received etc because of failure

to transfer securities

(1) This regulation applies if the SEGC is satisfied that:

(a) a person (the defaulter) has failed to discharge an obligation

to transfer securities to another person (the entitled entity);

and

(b) the entitled entity:

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(i) has made a claim in respect of the failure and has had

securities transferred to it, or an amount paid to it, in

satisfaction of the claim; or

(ii) would have been entitled to make a claim in respect of

the failure if securities had not been transferred to it for

the purpose of remedying the failure; and

(c) if the defaulter had duly transferred securities in accordance

with the obligation, an amount would have been paid, or

property would have been transferred, to the entitled entity as

the holder of the securities; and

(d) the entitled entity has not received, and is not entitled to

receive (otherwise than from the defaulter):

(i) the amount or property; or

(ii) an equivalent amount or equivalent property in respect

of securities transferred or obtained as mentioned in

paragraph (b); and

(e) if subparagraph (b)(i) applies, and an amount has been paid

in satisfaction of the claim, the amount paid does not

adequately compensate the entitled entity for the loss of the

amount or property mentioned in paragraph (c).

(2) The SEGC may determine in writing that the entitled entity is to be

paid, in respect of the loss of the amount or property mentioned in

paragraph (1)(c), a specified amount that the SEGC considers to be

fair and reasonable in the circumstances.

(3) If a determination is made under subregulation (1), the SEGC must

pay to the entitled entity the amount specified in the determination.

7.5.75 Reduction in compensation

(1) The SEGC may reduce an amount of compensation by reference to

1 or more of the following:

(a) a right of set-off available to the claimant;

(b) the extent to which the claimant was responsible for causing

the loss.

(2) If:

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(a) the claimant has assigned any of its rights or remedies in

relation to the loss; and

(aa) the claimant has received a benefit from any person for

assigning the right or remedy; and

(b) the claimant assigned rights or remedies as mentioned in

paragraph (a) without the written consent of the SEGC; and

(c) the claimant continues to suffer a loss at the date of the

determination of the claim;

the SEGC may reduce the amount of compensation by the amount

that fairly represents the extent to which the claimant has, without

the written consent of the SEGC, adversely affected the SEGC’s

ability under section 892F of the Act to recover the amount of the

compensation that would otherwise be payable to the claimant in

respect of the claimant’s claim.

7.5.76 Claimant may be required to exercise right of set-off

(1) If:

(a) a person (the claimant) has made a claim in respect of a

liability of another person (the defaulter); and

(b) the claimant has a right, whether under an agreement or

otherwise, to set off a liability of the claimant to the defaulter

against the liability mentioned in paragraph (a);

the SEGC may refuse to allow the claim until the claimant has

exercised the right.

(2) The SEGC may, by notice in writing served on a person, require

the person to give the SEGC specified information relating to the

existence or exercise of rights of set-off.

7.5.77 Effect of set-off on claim

(1) If:

(a) the SEGC allows a claim by a person (the claimant) in

respect of a liability of another person (the defaulter); and

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Regulation 7.5.77

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(b) the liability of the defaulter to the claimant has been reduced,

by an amount of money or a number of securities (the set-off

reduction), because of:

(i) the exercise by the claimant or the defaulter of a right of

set-off, whether under an agreement or otherwise; or

(ii) the operation of an agreement so far as it provides for

the automatic set-off of liabilities; and

(c) but for this regulation, the reduction of the defaulter’s

liability would not be taken into account when working out

the obligations of the SEGC in respect of the claim;

this regulation applies for the purposes of working out those

obligations.

(2) If:

(a) the SEGC is required to satisfy the claim by paying an

amount; and

(b) the set-off reduction consists of an amount;

the amount the SEGC must pay in respect of the claim is reduced

by the amount of the set-off reduction.

(3) If:

(a) the SEGC is required to satisfy the claim by paying an

amount; and

(b) the set-off reduction consists of a number of securities;

then:

(c) the SEGC must work out the value of the securities; and

(d) the amount the SEGC must pay in respect of the claim is

reduced by the value worked out under paragraph (c).

(4) If:

(a) the SEGC is required to satisfy the claim by transferring

securities of a particular kind; and

(b) the set-off reduction consists of a number of securities of that

kind;

the number of securities that the SEGC must transfer in respect of

the claim is reduced by the number mentioned in paragraph (b).

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Regulation 7.5.78

Corporations Regulations 2001 165

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(5) If:

(a) the SEGC is required to satisfy the claim by transferring

securities of a particular kind; and

(b) the set-off reduction consists of a number of securities that

are not of that kind;

then:

(c) the SEGC must work out:

(i) the value of the securities that constitute the set-off

reduction; and

(ii) the number of securities of the kind mentioned in

paragraph (a) that are equal in value to the value worked

out under subparagraph (i); and

(d) the number of securities that the SEGC is required to transfer

in respect of the claim is reduced by the number worked out

under subparagraph (c)(ii).

(6) If:

(a) the SEGC is required to satisfy the claim by transferring

securities of a particular kind; and

(b) the set-off reduction consists of an amount of money;

then:

(c) the SEGC must work out the number of securities of that

kind that are equal in value to that amount; and

(d) the number of securities that the SEGC must transfer in

respect of the claim is reduced by the number worked out

under paragraph (c).

7.5.78 Claimant entitled to costs and disbursements

(1) This regulation applies if the SEGC:

(a) allows a claim in whole or in part; or

(b) disallows a claim in whole in the following circumstances:

(i) the dealer compensated the claimant before the claim

was determined;

(ii) the claim would have been allowed if the dealer had not

compensated the claimant.

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Regulation 7.5.79

166 Corporations Regulations 2001

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(2) The claimant is entitled to be paid out of the Fund an amount equal

to the total of the reasonable costs of, and the reasonable

disbursements incidental to, the making and proof of the claim.

(3) The claimant is also entitled to be paid out of the Fund an amount

in respect of the claimant’s reasonable costs of, and disbursements

incidental to, attempting to recover the loss.

(4) Subregulations (2) and (3) apply in addition to the claimant’s other

rights under this Division.

7.5.79 Interest

(1) In addition to an amount that is payable to a person out of the Fund

in respect of a claim, interest at the rate of 5% per annum or, if

another rate is determined in writing by the SEGC, at that other

rate, is payable to the person out of the Fund, on so much of that

amount as is not attributable to costs and disbursements, in respect

of the period beginning on the day on which the person became

entitled to make the claim and ending on:

(a) if the SEGC has made a determination under

subregulation 7.5.82(1) to pay that amount in instalments—

the day on which that amount would, if no such

determination had been made and the money in the Fund

were unlimited, have been paid to the person; or

(b) if, because of insufficiency of the Fund, no part of that

amount is paid to the person on the day on which that amount

would, if the money in the Fund were unlimited, have been

so paid—that day; or

(c) in any other case—the day on which that amount is paid to

the person.

(2) A rate of interest determined by the SEGC for subregulation (1):

(a) must not exceed the rate that, when the determination is

made, is fixed by Rules of Court for the purposes of

paragraph 52(2)(a) of the Federal Court of Australia Act

1976; and

(b) must not be less than 5% per year.

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Regulation 7.5.80

Corporations Regulations 2001 167

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(3) As soon as practicable after determining a rate of interest, the

SEGC must publish a copy of the determination in the Gazette.

(4) If:

(a) under subregulation (1), interest is payable to a person on an

amount in respect of a period; and

(b) that amount, or a part of that amount, remains unpaid

throughout a period beginning immediately after the period

mentioned in paragraph (a);

interest, in addition to that amount and that interest, is payable to

the person, at the rate of 5% per annum, out of the Fund on that

amount, or on that part of that amount, as the case may be, in

respect of that period first mentioned in paragraph (b).

7.5.80 SEGC to notify claimant if claim disallowed

The SEGC must, after wholly or partly disallowing a claim, serve

on the claimant, or on the claimant’s solicitor, notice of the

disallowance using Form 721.

7.5.81 Arbitration of amount of cash settlement of certain claims

(1) If:

(a) a cash settlement provision requires the SEGC to pay an

amount in respect of a claim; and

(b) the amount cannot be determined by agreement between the

SEGC and the claimant;

the amount must be determined by arbitration in accordance with

this regulation.

(2) If:

(a) in relation to a claim, paragraph 7.5.77(3)(c), (5)(c) or (6)(c)

requires the SEGC to work out the value of securities, or the

number of securities that are equal in value to another value

or amount; and

(b) the value or number cannot be determined by agreement

between the SEGC and the claimant;

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Regulation 7.5.81

168 Corporations Regulations 2001

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the value or number is to be determined by arbitration in

accordance with this regulation.

(3) The reference to arbitration is a reference to persons appointed, in

accordance with subregulation (4), for the purposes of the

reference.

(4) For the purposes of the reference to arbitration:

(a) if the claim relates to a participating market licensee—the

participating market licensee must make the appointment, or

the participating market licensees must jointly make the

appointment; and

(aa) if the claim relates to the licensed CS facility operated by

ACH—ACH must make the appointment; and

(ab) if the claim relates to a participating market licensee and to

the licensed CS facility operated by ACH—the participating

market licensee and ACH must jointly make the

appointment; and

(b) 3 persons must be appointed; and

(c) the Minister must have approved the appointment of each

person in writing; and

(d) at least 2 of the persons must not be any of the following:

(i) if the claim relates to a participating market licensee:

(A) a representative of the participating market

licensee;

(B) a participant of the participating market

licensee;

(C) a representative of a participant of the

participating market licensee;

(ii) if the claim relates to the licensed CS facility operated

by ACH:

(A) a representative of ACH;

(B) a participant of the licensed CS facility;

(C) a representative of a participant of the licensed

CS facility;

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Regulation 7.5.82

Corporations Regulations 2001 169

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(iii) if the claim relates to a participating market licensee and

to the licensed CS facility operated by ACH:

(A) a representative of the participating market

licensee;

(B) a participant of the participating market

licensee;

(C) a representative of a participant of the

participating market licensee;

(D) a representative of ACH;

(E) a participant of the licensed CS facility;

(F) a representative of a participant of the licensed

CS facility;

(iv) in any case—a representative of the SEGC.

(5) If, before the commencement of this regulation, an arbitration:

(a) was to take place but had not begun; or

(b) had begun but had not been concluded;

the arbitration must take place, or continue, as if it were an

arbitration under this regulation.

(6) In this regulation:

cash settlement provision means any of the following provisions:

(a) regulation 7.5.28;

(b) regulation 7.5.29;

(j) regulation 7.5.57;

(k) regulation 7.5.62;

(l) subregulation 7.5.65(1);

(m) subregulation 7.5.65(2).

7.5.82 Instalment payments

(1) This regulation applies if, at a particular time, the SEGC is of the

opinion that, if all the amounts that, as at that time, are payable out

of the Fund in connection with claims were so paid, the Fund

would be exhausted or substantially depleted.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 4 NGF Compensation regime

Regulation 7.5.83

170 Corporations Regulations 2001

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(2) The SEGC may determine in writing that amounts so payable as at

that time must be so paid in instalments of specified amounts

payable on specified days.

7.5.83 Notification of payment of levies

For subsection 889J(7) of the Act, a notification to the

Commonwealth of payments of levy received by the operator of a

financial market as agent for the Commonwealth must:

(a) be given for each period of 6 months ending on 31 December

and 30 June; and

(b) be given in writing to:

(i) the Secretary of the Department of the Treasury; or

(ii) another officer of that Department notified in writing by

the Secretary to the receiver of the levy; and

(c) set out the total of the levies (if any) that became payable in

the period; and

(d) set out the total of the levies (if any) received in the period;

and

(e) be given not later than 2 weeks after the end of the period.

7.5.84 Notification of payment of levies

For subsection 889K(6) of the Act, a notification to the

Commonwealth of payments of levy received by an operator of a

financial market as agent for the Commonwealth must:

(a) be given for each period of 6 months ending on 31 December

and 30 June; and

(b) be given in writing to:

(i) the Secretary of the Department of the Treasury; or

(ii) another officer of that Department notified in writing by

the Secretary to the receiver of the levy; and

(c) set out the total of the levies (if any) that became payable in

the period; and

(d) set out the total of the levies (if any) received in the period;

and

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NGF Compensation regime Division 4

Regulation 7.5.85

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(e) be given not later than 2 weeks after the end of the period.

Subdivision 4.11—Other provisions relating to compensation

7.5.85 Prescribed body corporate with arrangements covering

clearing and settlement facility support

For subsection 891A(1) of the Act, each of the following bodies is

a prescribed body corporate:

(a) ASX Settlement and Transfer Corporation Pty Limited (also

known as ‘ASTC’);

(b) ACH.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 5 Provisions common to both kinds of compensation arrangements

Regulation 7.5.86

172 Corporations Regulations 2001

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Division 5—Provisions common to both kinds of

compensation arrangements

7.5.86 Excess money in National Guarantee Fund

(1) The Minister may notify the SEGC that the Minister is satisfied

that:

(a) a market licensee specified in the notification is operating a

financial market to which Division 4 of Part 7.5 of the Act

applies; or

(b) each market licensee specified in the notification is operating

a financial market to which Division 4 of Part 7.5 of the Act

applies.

(2) For section 892G of the Act, if, on a day, the amount in the NGF is

greater than the minimum amount identified in accordance with

section 889I of the Act, the amount by which it is greater is excess

money.

7.5.87 Excess money in fidelity fund

(1) For section 892G of the Act, if, on a day:

(a) a fidelity fund (other than the NGF) is the sole source of

funds available to cover claims for the purposes of Division 3

arrangements; and

(b) the amount in the fidelity fund is greater than the minimum

amount of cover identified in accordance with

paragraph 882A(4)(a) of the Act;

the amount by which it is greater is excess money.

(2) For section 892G of the Act, if, on a day:

(a) a fidelity fund (other than the NGF) is not the sole source of

funds available to cover claims for the purposes of Division 3

arrangements; and

(b) the amount in the fidelity fund is greater than the minimum

amount of cover specified in accordance with

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Provisions common to both kinds of compensation arrangements Division 5

Regulation 7.5.88

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paragraph 882A(4)(a) of the Act, reduced by the sum of the

amounts of cover from each other source of funds available

for the purposes of the same Division 3 arrangements;

the amount by which it is greater is excess money.

7.5.88 Minister’s arrangements for use of excess money from

compensation funds

(1) The Minister may approve, in writing, a matter as an approved

purpose for which excess money may be used by a market licensee.

(2) The matter must relate to:

(a) the creation of, or participation in, a program for the

development of the financial industry that:

(i) is conducted primarily for a public benefit; and

(ii) is not conducted primarily to promote the profitability

of the commercial operations of any market; or

(b) the payment of premiums for fidelity insurance or other

compensation arrangements for the financial market as part

of an approved compensation arrangement for Division 3 of

Part 7.5 of the Act; or

(c) costs paid by the market licensee in relation to ASIC’s

responsibilities for market supervision created by the

Corporations Amendment (Financial Market Supervision)

Act 2010; or

(d) the making of payments to ASIC by the market licensee in

relation to ASIC’s responsibilities for market supervision

created by the Corporations Amendment (Financial Market

Supervision) Act 2010.

Examples for paragraph (2)(a):

1 Public education activities.

2 Research into future product or service needs.

3 Research and consulting services intended to improve the international

performance of Australian financial markets.

4 Improvement of Australia’s role as a financial centre.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 5 Provisions common to both kinds of compensation arrangements

Regulation 7.5.89

174 Corporations Regulations 2001

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(3) The Minister may, in relation to an approved purpose, determine

conditions to which the use of excess money for the approved

purpose must be subject.

7.5.89 Payment of excess money from NGF

(1) If the Minister notifies the SEGC in accordance with

subregulation 7.5.86(1), the SEGC may determine, in writing, that

an amount of excess money specified in the determination be paid

to 1 or more of the market licensees specified in the Minister’s

notification.

(2) The amount must be paid in accordance with the SEGC’s

determination.

(3) A market licensee that receives a payment of excess money from

the NGF must pay the excess money into an account that:

(a) is kept separately from other accounts used by the market

licensee; and

(b) is designated as a ‘financial industry development account’.

7.5.90 Use of excess money from NGF

(1) A market licensee that receives a payment of excess money from

the NGF must use the money only:

(a) for a purpose approved under subregulation 7.5.88(1), and in

accordance with any conditions to which the use of the

money is subject under subregulation 7.5.88(3); or

(b) in accordance with subregulation (3); or

(c) to make a repayment to the NGF.

(2) If the market licensee contravenes subregulation (1), the market

licensee must:

(a) notify the SEGC of the contravention as soon as practicable;

and

(b) repay the amount involved into its financial industry

development account.

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Provisions common to both kinds of compensation arrangements Division 5

Regulation 7.5.91

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(3) If there is no immediate requirement for the market licensee to use

an amount of excess money in its financial industry development

account:

(a) the market licensee may invest the amount in a way

authorised by section 892C of the Act; and

(b) if the market licensee invests excess money during a

financial year, the market licensee must pay any interest or

profit from the investment into its financial industry

development account.

(4) The market licensee must, in respect of each financial year during

which, at any time, there is money in its financial industry

development account, lodge a completed Form 719 with ASIC not

later than 3 months after the end of the financial year.

7.5.91 Payment of excess money from fidelity fund

If there is excess money in a fidelity fund (other than the NGF), the

market licensee to which the excess money relates may pay an

amount of the excess money into an account that:

(a) is kept separately from other accounts used by the market

licensee; and

(b) is designated as a ‘financial industry development account’.

7.5.92 Use of excess money from fidelity fund

(1) A market licensee that receives a payment of excess money from a

fidelity fund must use the money only:

(a) for a purpose approved under subregulation 7.5.88(1), and in

accordance with any conditions to which the use of the

money is subject under subregulation 7.5.88(3); or

(b) in accordance with subregulation (3); or

(c) to make a repayment to the fidelity fund.

(2) If the market licensee contravenes subregulation (1), the market

licensee must repay the amount involved into its financial industry

development account.

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Chapter 7 Financial services and markets

Part 7.5 Compensation regimes for financial markets

Division 5 Provisions common to both kinds of compensation arrangements

Regulation 7.5.93

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(3) If there is no immediate requirement for the market licensee to use

an amount of excess money in its financial industry development

account:

(a) the market licensee may invest the amount in a way

authorised by section 892C of the Act; and

(b) if the market licensee invests excess money during a

financial year, the market licensee must pay any interest or

profit from the investment into its financial industry

development account.

(4) The market licensee must, in respect of each financial year during

which, at any time, there is money in its financial industry

development account, lodge a completed Form 719 with ASIC not

later than 3 months after the end of the financial year.

7.5.93 Qualified privilege

(1) For section 892J of the Act, the following persons each have

qualified privilege in respect of the publication of a statement, in

accordance with Division 3 of Part 7.5 of the Act, that a contract of

insurance does, or does not cover a particular participant:

(a) a market licensee;

(b) the board of the market licensee;

(c) an agent of the board of the market licensee;

(d) an employee of a market licensee.

(2) For section 892J of the Act, the following persons each have

qualified privilege in respect of a notice, in accordance with

Division 3 of Part 7.5 of the Act, seeking claims in relation to a

particular participant of a financial market:

(a) a market licensee;

(b) the board of the market licensee;

(c) an agent of the board of the market licensee;

(d) an employee of a market licensee.

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Financial services and markets Chapter 7

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Regulation of derivative transactions: derivative transaction rules Division 2

Regulation 7.5A.30

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Part 7.5A—Regulation of derivative transactions

and derivative trade repositories

Division 2—Regulation of derivative transactions:

derivative transaction rules

Subdivision 2.1—Power to make derivative transaction rules

7.5A.30 Meaning of reporting requirements

(1) This regulation is made for paragraph 901A(6)(b) of the Act.

(2) Each facility in the following list is prescribed in relation to a class

of derivatives if the facility is licensed, authorised or registered to

operate as a derivative trade repository for that class of derivatives

under a law of a foreign jurisdiction:

(a) DTCC Data Repository (U.S.) LLC;

(b) DTCC Derivatives Repository Ltd.;

(c) DTCC Data Repository (Japan) KK;

(d) DTCC Data Repository (Singapore) Pte Ltd;

(e) Chicago Mercantile Exchange Inc.;

(f) INFX SDR, Inc.;

(g) ICE Trade Vault, LLC;

(h) the Monetary Authority appointed under section 5A of the

Exchange Fund Ordinance of Hong Kong;

(i) UnaVista Limited;

(j) a facility determined by ASIC for the purposes of this

paragraph.

(2A) ASIC must not determine a facility under paragraph (2)(j), unless

ASIC is satisfied that:

(a) either:

(i) the facility has adopted rules, procedures or processes

that substantially implement the CPSS-IOSCO

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Division 2 Regulation of derivative transactions: derivative transaction rules

Regulation 7.5A.50

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Principles applicable to the regulation of derivative

trade repositories; or

(ii) the foreign jurisdiction concerned has adopted

legislation, policies, standards or practices that

substantially implement the CPSS-IOSCO Principles

applicable to the regulation of derivative trade

repositories; and

(b) adequate arrangements exist for cooperation between ASIC

and an appropriate authority responsible for licensing,

authorising or registering the facility as a derivative trade

repository in the foreign jurisdiction.

(2B) A determination made under paragraph (2)(j):

(a) must be published by ASIC in the Gazette; and

(b) is not a legislative instrument.

(3) Paragraphs (2)(a) to (i) cease to have effect at the end of 30 June

2015.

(4) In this regulation:

CPSS-IOSCO Principles means the principles for financial market

infrastructures:

(a) issued in April 2012 by the Committee on Payment and

Settlement Systems (the CPSS) and the International

Organization of Securities Commissions (the IOSCO); and

(b) as supplemented, superseded or modified from time to time

by principles, recommendations or standards issued by the

CPSS or IOSCO (or a successor of the CPSS or IOSCO).

7.5A.50 Persons on whom requirements cannot be imposed

(1) This regulation is made for paragraph 901D(a) of the Act.

(2) The class of persons on whom the derivative transaction rules

cannot impose requirements consists of end users.

(3) An end user is a person who is not:

(a) an Australian ADI; or

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(b) a CS facility licensee; or

(c) a financial services licensee; or

(d) a person:

(i) who provides a financial service, relating to derivatives,

only to wholesale clients; and

(ii) whose activities, relating to derivatives, are regulated by

an overseas regulatory authority.

Subdivision 2.2—Enforceable undertakings

7.5A.101 Enforceable undertakings

(1) This regulation is made for paragraphs 901F(1)(d) and 903E(1)(d)

of the Act.

(2) ASIC may accept a written undertaking, entered into by a person

who is alleged to have contravened section 901E or 903D of the

Act, as an alternative to civil proceedings.

(3) Without limiting subregulation (2), ASIC may accept an

undertaking that includes any of the following:

(a) an undertaking to take specified action within a specified

period;

(b) an undertaking to refrain from taking specified action;

(c) an undertaking to pay a specified amount within a specified

period to the Commonwealth or to some other specified

person.

Note: An undertaking may relate to an infringement notice given in relation

to the alleged contravention. For example, an infringement notice may

require a person to enter into an undertaking; a person may enter into

an undertaking to comply with an infringement notice; a person may

enter into an undertaking if the person does not comply with an

infringement notice or the infringement notice is withdrawn.

(4) If ASIC agrees, in writing, to the withdrawal or variation of the

undertaking, the person who entered into the undertaking may

withdraw or vary the undertaking.

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Part 7.5A Regulation of derivative transactions and derivative trade repositories

Division 2 Regulation of derivative transactions: derivative transaction rules

Regulation 7.5A.102

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(5) If ASIC is satisfied that the person who entered into the

undertaking has breached a term of the undertaking, ASIC may

apply to a Court for an order under subregulation (6).

(6) If the Court is satisfied that the person has breached a term of the

undertaking, the Court may make one or more of the following

orders:

(a) an order directing the person to comply with the term of the

undertaking;

(b) an order directing the person to pay to the Commonwealth an

amount not exceeding the amount of any financial benefit

that the person has obtained directly or indirectly and that is

reasonably attributable to the breach;

(c) an order directing the person to compensate another person

who has suffered loss or damage as a result of the breach;

(d) any other order that the Court considers appropriate.

(7) This regulation does not affect the liability of a person to civil

proceedings if ASIC does not accept an undertaking in relation to

the alleged contravention of section 901E or 903D of the Act.

Subdivision 2.3—Infringement notices

7.5A.102 Infringement notices

(1) This Subdivision is made for sections 901F and 903E of the Act.

(2) This Subdivision does not require ASIC to give an infringement

notice to a person in relation to the alleged contravention of those

sections.

(3) This Subdivision does not affect the liability of a person to civil

proceedings if ASIC does not give an infringement notice to the

person in relation to the alleged contravention of those sections.

(4) This Subdivision does not affect the liability of a person to civil

proceedings if:

(a) ASIC gives an infringement notice to the person in relation to

the alleged contravention of those sections; and

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(b) either:

(i) the notice is withdrawn; or

(ii) the person does not comply with the notice in

accordance with regulation 7.5A.108.

(5) This Subdivision does not limit or otherwise affect the penalty that

a Court could impose on the person for a contravention of those

sections.

7.5A.103 Definitions for Subdivision

In this Subdivision:

compliance period has the meaning given by

subregulation 7.5A.108(2).

infringement notice means an infringement notice given under

regulation 7.5A.104.

recipient, in relation to an infringement notice, means the person to

whom ASIC gives the infringement notice or intends to give the

infringement notice under regulation 7.5A.104.

rule means a provision of:

(a) the derivative transaction rules mentioned in section 901E of

the Act; or

(b) derivative trade repository rules mentioned in section 903D

of the Act.

7.5A.104 When infringement notice can be given

(1) If ASIC has reasonable grounds to believe that a person has

contravened a rule, ASIC may give the person an infringement

notice in relation to the alleged contravention.

(2) ASIC may give a person an infringement notice that is in relation

to more than one alleged contravention of a rule.

(3) If ASIC withdraws an infringement notice given to a person in

relation to the alleged contravention of a rule, ASIC may give the

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person a new infringement notice in relation to the alleged

contravention.

Example: An infringement notice given to a person in relation to an alleged

contravention of a rule may be withdrawn, and a new infringement

notice given to the person in relation to that alleged contravention, if

the original infringement notice contained an error.

7.5A.105 Statement of reasons must be given

(1) Before giving a recipient an infringement notice, ASIC must:

(a) give the recipient a written statement that sets out ASIC’s

reasons for believing that the recipient has contravened a

rule; and

(b) give the recipient, or a representative of the recipient, an

opportunity to:

(i) appear at a private hearing before ASIC; and

(ii) give evidence to ASIC; and

(iii) make submissions to ASIC;

in relation to the alleged contravention of the rule.

(2) If a recipient, or a representative of a recipient, gives ASIC

evidence or information under paragraph (1)(b), the evidence or

information is not admissible in evidence in any proceedings

against the recipient, other than proceedings relating to the

evidence or information being false or misleading.

7.5A.106 Contents of infringement notice

An infringement notice:

(a) must state the date on which it is given; and

(b) must be identified by a unique code; and

(c) must state the name and address of the recipient; and

(d) must state that it is being given by ASIC under

regulation 7.5A.104; and

(e) must specify details of each alleged contravention of the rule

to which the infringement notice relates, including:

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(i) the conduct that made up each alleged contravention

(including, to the extent known, the date on which it

occurred and the place at which it occurred); and

(ii) each rule that ASIC alleges the recipient has

contravened; and

(f) must, in relation to each rule that ASIC alleges the recipient

has contravened, state the maximum pecuniary penalty that a

Court could order the recipient to pay for contravening the

rule; and

(g) must, in relation to each alleged contravention of the rule to

which the infringement notice relates:

(i) specify the penalty (if any) payable for each alleged

contravention of the rule; and

(ii) if subparagraph (i) applies:

(A) specify the total penalty that the recipient must

pay to the Commonwealth; and

(B) state that the penalty is payable to ASIC on

behalf of the Commonwealth; and

(C) explain how payment of the penalty can be

made; and

(iii) specify the remedial measures (if any) that the recipient

must undertake or institute; and

(iv) specify the sanctions (if any) that the recipient must

accept; and

(v) specify the terms of an undertaking (if any) that the

recipient must enter into under regulation 7.5A.101; and

(h) must state that the recipient may choose not to comply with

the infringement notice, but that if the recipient does not

comply, civil proceedings may be brought against the

recipient in relation to the alleged contravention; and

(i) must explain what the recipient must do to comply with the

infringement notice and the effect of compliance with the

infringement notice; and

(j) must state that the recipient may apply to ASIC:

(i) for withdrawal of the notice under regulation 7.5A.111;

or

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(ii) for an extension of time under regulation 7.5A.109; and

(k) must state that ASIC may publish details of the infringement

notice under regulation 7.5A.115; and

(l) may include any other information that ASIC considers

necessary.

Note: For sub-subparagraph (g)(ii)(A), the total penalty is the sum of the

penalties payable under subparagraph (g)(i).

7.5A.107 Amount of penalty payable to the Commonwealth

(1) The penalty payable (if any) for an alleged contravention of a rule

is the amount determined by ASIC.

Note: See subsections 901F(2) and 903E(2) of the Act for the maximum

penalty payable.

(2) If an infringement notice is in relation to more than one alleged

contravention of a rule, the total penalty payable under the

infringement notice is the sum of the penalties payable (if any) for

the alleged contraventions.

7.5A.108 Compliance with infringement notice

(1) A recipient complies with an infringement notice if, during the

compliance period, the recipient does all of the following:

(a) pays the penalty specified in the infringement notice under

sub-subparagraph 7.5A.106(g)(ii)(A) (if any);

(b) undertakes or institutes the remedial measures specified in

the infringement notice under subparagraph 7.5A.106(g)(iii)

(if any);

(c) accepts the sanctions specified in the infringement notice

under subparagraph 7.5A.106(g)(iv) (if any);

(d) enters into an undertaking (including an undertaking to

comply with the infringement notice) with the terms

specified in the infringement notice under

subparagraph 7.5A.106(g)(v) (if any).

(2) The compliance period for an infringement notice:

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(a) starts on the day on which the infringement notice is given to

the recipient; and

(b) ends:

(i) 27 days after the day on which the infringement notice

is given to the recipient; or

(ii) on another day permitted by this regulation.

(3) If the recipient applies for a further period of time in which to

comply with the infringement notice, and the application is

granted, the compliance period ends at the end of the further period

allowed.

(4) If the recipient applies for a further period of time in which to

comply with the infringement notice, and the application is

refused, the compliance period ends on the later of:

(a) 28 days after the day on which the infringement notice was

given to the recipient; and

(b) 7 days after the notice of refusal is given to the recipient.

(5) If the recipient applies for the infringement notice to be withdrawn,

and the application is refused, the compliance period ends 28 days

after the notice of refusal is given to the recipient.

7.5A.109 Extension of compliance period

(1) During the compliance period, a recipient may apply, in writing, to

ASIC for a further period of no more than 28 days in which to

comply with the infringement notice.

(2) The application must:

(a) specify the infringement notice’s unique code; and

(b) set out the reasons for the application.

(3) Within 14 days after receiving the application, ASIC must:

(a) grant or refuse a further period no longer than the period

sought (and no more than 28 days); and

(b) notify the recipient in writing of the decision and, if the

decision is a refusal, the reasons for the decision.

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Division 2 Regulation of derivative transactions: derivative transaction rules

Regulation 7.5A.110

186 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) If ASIC refuses a further period under paragraph (3)(a), the

recipient may not make a further application under

subregulation (1) in relation to that infringement notice.

(5) If ASIC has not granted or refused a further period under

paragraph (3)(a) within 14 days after receiving the application,

ASIC is taken to have refused the further period.

7.5A.110 Effect of compliance with infringement notice

(1) Subject to subregulation (3), if:

(a) an infringement notice is given to a recipient in relation to an

alleged contravention of a rule; and

(b) the infringement notice is not withdrawn; and

(c) the recipient complies with the infringement notice;

the effects in subregulation (2) apply.

(2) The effects are:

(a) any liability of the recipient to the Commonwealth for the

alleged contravention of the rule is discharged; and

(b) no civil or criminal proceedings may be brought or continued

by the Commonwealth against the recipient for the conduct

specified in the infringement notice as being the conduct that

made up the alleged contravention of the rule; and

(c) no administrative action may be taken by ASIC under

section 914A, 915B, 915C or 920A of the Act against the

recipient for the conduct specified in the infringement notice

as being the conduct that made up the alleged contravention

of the rule; and

(d) the recipient is not taken to have admitted guilt or liability in

relation to the alleged contravention; and

(e) the recipient is not taken to have contravened the rule.

Note: Third parties are not prevented from commencing civil proceedings

against the recipient, including under section 1101B of the Act. ASIC

is not prevented from applying for an order on behalf of a plaintiff in

accordance with the Act.

(3) Subregulation (2) does not apply if the recipient has knowingly:

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Regulation 7.5A.111

Corporations Regulations 2001 187

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) provided false or misleading information to ASIC; or

(b) withheld evidence or information from ASIC;

in relation to the alleged contravention of the rule.

7.5A.111 Application to withdraw infringement notice

(1) During the compliance period, a recipient of an infringement notice

may apply, in writing, to ASIC for the infringement notice to be

withdrawn.

(2) The application must:

(a) specify the infringement notice’s unique code; and

(b) set out the reasons for the application.

(3) Within 14 days after receiving the application, ASIC must:

(a) withdraw or refuse to withdraw the infringement notice; and

(b) notify the recipient in writing of the decision and, if the

decision is a refusal, the reasons for the decision.

(4) Without limiting subregulation (3), ASIC may withdraw the

infringement notice after taking into account the following matters:

(a) whether the recipient has previously been found to have

contravened the rule to which the notice relates;

(b) the circumstances in which the contravention set out in the

infringement notice is alleged to have occurred;

(c) whether an infringement notice has previously been given to

the recipient in relation to an alleged contravention of the

rule to which the notice relates, and whether the recipient

complied with the infringement notice;

(d) any other relevant matter.

(5) If, under paragraph (3)(a), ASIC refuses to withdraw the

infringement notice, the recipient may not make a further

application under subregulation (1) in relation to that infringement

notice.

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Chapter 7 Financial services and markets

Part 7.5A Regulation of derivative transactions and derivative trade repositories

Division 2 Regulation of derivative transactions: derivative transaction rules

Regulation 7.5A.112

188 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) If ASIC has not withdrawn, or refused to withdraw, the

infringement notice within 14 days after receiving the application,

ASIC is taken to have refused to withdraw the infringement notice.

7.5A.112 Withdrawal of infringement notice by ASIC

(1) ASIC may withdraw an infringement notice given by ASIC

without an application under regulation 7.5A.111 having been

made.

(2) Without limiting subregulation (1), ASIC may withdraw the

infringement notice after taking into account a matter mentioned in

paragraph 7.5A.111(4)(a), (b), (c) or (d).

7.5A.113 Notice of withdrawal of infringement notice

(1) A notice withdrawing an infringement notice must include the

following information:

(a) the name and address of the recipient;

(b) the date the infringement notice was given;

(c) the infringement notice’s unique code.

(2) The notice must also state that the infringement notice is

withdrawn.

7.5A.114 Withdrawal of notice after compliance

(1) ASIC may withdraw an infringement notice after the recipient has

complied with the infringement notice only if the recipient agrees,

in writing, to the withdrawal.

(2) If an infringement notice is withdrawn after the penalty specified in

it (if any) has been paid, the Commonwealth must refund the

amount of the penalty to the person who paid it.

(3) If an infringement notice is withdrawn after the recipient has

complied with a requirement specified in the infringement notice:

(a) to undertake or institute remedial measures; or

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Regulation 7.5A.115

Corporations Regulations 2001 189

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) to accept sanctions other than a payment of a penalty to the

Commonwealth; or

(c) to enter into an undertaking;

the remedial measures, sanctions or undertaking are taken to no

longer be enforceable by ASIC.

7.5A.115 Publication of details of infringement notice

(1) If ASIC gives an infringement notice to a recipient, ASIC may, at

the end of the compliance period, publish details of the

infringement notice.

(2) If ASIC decides to publish details of the infringement notice, ASIC

must publish the details in accordance with either or both of

subregulations (3) and (4).

(3) ASIC may publish details of an infringement notice by publishing

in the Gazette:

(a) a copy of the infringement notice; and

(b) the following statements:

(i) a statement as to whether the recipient has complied

with the infringement notice;

(ii) if the recipient has complied with the infringement

notice, a statement that:

(A) compliance is not an admission of guilt or

liability; and

(B) the recipient is not taken to have contravened

the rule;

(iii) if the recipient has not complied with the infringement

notice, a statement that:

(A) the giving of an infringement notice to a

recipient is only an allegation that the recipient

has contravened the rule; and

(B) the recipient is not taken to have contravened

the rule.

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Chapter 7 Financial services and markets

Part 7.5A Regulation of derivative transactions and derivative trade repositories

Division 2 Regulation of derivative transactions: derivative transaction rules

Regulation 7.5A.115

190 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) ASIC may publish details of an infringement notice by issuing a

written or oral statement that:

(a) includes an accurate summary of the details of the

infringement notice, including:

(i) the name of the recipient; and

(ii) the amount of the penalty specified in the infringement

notice (if any); and

(iii) the remedial measures specified in the infringement

notice (if any); and

(iv) the sanctions specified in the infringement notice (if

any); and

(v) the terms of an undertaking specified in the

infringement notice (if any); and

(vi) the conduct specified in the infringement notice as being

the conduct that made up the alleged contravention of

the rule; and

(b) includes the following statements:

(i) a statement as to whether the recipient has complied

with the infringement notice;

(ii) if the recipient has complied with the infringement

notice, a statement that:

(A) compliance is not an admission of guilt or

liability; and

(B) the recipient is not taken to have contravened

the rule;

(iii) if the recipient has not complied with the infringement

notice, a statement that:

(A) the giving of an infringement notice to a

recipient is only an allegation that the recipient

has contravened the rule; and

(B) the recipient is not taken to have contravened

the rule.

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Financial services and markets Chapter 7

Regulation of derivative transactions and derivative trade repositories Part 7.5A

Regulation of licensed derivative trade repositories: other obligations and powers

Division 5

Regulation 7.5A.150

Corporations Regulations 2001 191

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—Regulation of licensed derivative trade

repositories: other obligations and powers

7.5A.150 Obligations and powers—confidential information

(1) This regulation is made for subsection 903A(5) of the Act and

applies to information given to ASIC, by the operator (or an officer

of the operator) of a licensed derivative trade repository, under a

provision of:

(a) Part 7.5A of the Act; or

(b) the regulations made for that Part; or

(c) the derivative transaction rules or derivative trade repository

rules.

(2) The information is taken, for the purpose of section 127

(confidentiality) of the ASIC Act, to be given to ASIC in

confidence in connection with the performance of ASIC’s

functions under the Act, unless:

(a) the information has been made publicly available in

accordance with the provisions mentioned in

paragraph (1)(a), (b) or (c); or

(b) a law requires or permits the information to be released.

7.5A.150A European Union requests for derivative trade data

(1) For paragraph 904B(2)(d) of the Act, the persons or bodies

mentioned in Article 81(3)(a) to (e), (g), (h) and (j) of Regulation

(EU) No 648/2012 of the European Parliament and the Council of

the European Union, dated 4 July 2012, may request a derivative

trade repository licensee to provide the person or body with

derivative trade data that is retained in the derivative trade

repository.

(2) For subsection 904B(4) of the Act, information must not be

included in derivative trade data provided in response to a request

under subregulation (1) unless:

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Chapter 7 Financial services and markets

Part 7.5A Regulation of derivative transactions and derivative trade repositories

Division 5 Regulation of licensed derivative trade repositories: other obligations and

powers

Regulation 7.5A.150B

192 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the information relates to a transaction or position that is

required to be reported under either of the following:

(i) rules made under paragraph 901A(2)(b) of the

Corporations Act 2001;

(ii) the conditions of an exemption given under

section 907D of the Corporations Act 2001; and

(b) subregulation (3) or (4) applies.

(3) This subregulation applies if the information relates to a

transaction or position that would, but for mutual regulatory

recognition arrangements, be required to be reported under one or

more of the following:

(a) Regulation (EU) No 648/2012 of the European Parliament

and the Council of the European Union dated 4 July 2012;

(b) Commission Implementing Regulation (EU) No 1247/2012

of the European Parliament and the Council of the European

Union, dated 19 December 2012;

(c) Commission Delegated Regulation (EU) No 148/2013 of the

European Commission, dated 19 December 2012.

(4) This subregulation applies if the information:

(a) relates to a European Union or European Economic Area

underlying asset, index, rate or currency; and

(b) is not covered by subregulation (3).

7.5A.150B Other requests for derivative trade data

(1) For paragraph 904B(2)(d) of the Act, the Monetary Authority of

Singapore may request a derivative trade repository licensee to

provide the Monetary Authority of Singapore with derivative trade

data that is retained in the derivative trade repository.

(2) The request must be made in accordance with the standards set out

in the report “Authorities’ access to trade repository data”:

(a) issued jointly by the Committee on Payment and Settlement

Systems (the CPSS) and the International Organization of

Securities Commissions (the IOSCO); and

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Regulation of derivative transactions and derivative trade repositories Part 7.5A

Regulation of licensed derivative trade repositories: other obligations and powers

Division 5

Regulation 7.5A.150B

Corporations Regulations 2001 193

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) as supplemented, superseded or modified from time to time

by principles, recommendations or standards issued by the

CPSS or IOSCO (or a successor of the CPSS or IOSCO).

(3) If part of a request under subregulation (1) is made in accordance

with the standards mentioned in subregulation (2), the part is taken

to be a request for the purpose of this regulation.

(4) For subsection 904B(4) of the Act, information must not be

included in derivative trade data provided to a person or body in

response to a request under subregulation (1) unless:

(a) the information relates to a transaction or position that is

required to be reported under either of the following:

(i) rules made under paragraph 901A(2)(b) of the

Corporations Act 2001;

(ii) the conditions of an exemption given under

section 907D of the Corporations Act 2001; and

(b) subregulation (5) or (6) applies.

(5) This subregulation applies if the information:

(a) relates to a transaction or position that is, or would be, but for

mutual regulatory recognition arrangements, required to be

reported under the laws of the jurisdiction in which the

person or body is located; and

(b) is required by the person or body as part of the performance

of its functions or exercise of its powers.

(6) This subregulation applies if the information:

(a) either:

(i) relates to an underlying asset, index, rate or currency of

the jurisdiction in which the person or body is located;

or

(ii) relates to a counterparty located in the jurisdiction in

which the person or body is located; and

(b) is required by the person or body as part of the performance

of its functions or exercise of its powers; and

(c) is not covered by subregulation (5).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5A Regulation of derivative transactions and derivative trade repositories

Division 5 Regulation of licensed derivative trade repositories: other obligations and

powers

Regulation 7.5A.151

194 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.5A.151 Obligations relating to derivative trade data

For subparagraph 904B(5)(b)(i) of the Act, every derivative trade

repository licensee is excused from complying with a request for

derivative trade data under paragraph 904B(2)(e) of the Act.

7.5A.200 ASIC may assess licensee’s compliance

(1) This regulation is made for paragraph 904J(4)(d) of the Act.

(2) The following persons or bodies are prescribed for that paragraph:

(a) the Clean Energy Regulator;

(b) the Australian Competition and Consumer Commission;

(c) the Australian Prudential Regulation Authority;

(d) the Australian Taxation Office;

(e) the Australian Transaction Reports and Analysis Centre;

(f) an authority of a State or Territory having functions and

powers similar to those of the Director of Public

Prosecutions;

(g) the police force or service of each State and the Northern

Territory;

(h) Consumer Protection, Western Australia;

(i) the Commissioner of State Revenue of Western Australia;

(j) NSW Fair Trading;

(k) Consumer Affairs Victoria;

(l) the State Revenue Office of Victoria;

(m) the Office of Fair Trading of Queensland;

(n) the Office of State Revenue of Queensland;

(o) Consumer and Business Services, South Australia;

(p) Consumer Affairs and Fair Trading, Tasmania;

(q) the Department of Treasury and Finance of Tasmania;

(r) the Office of Regulatory Services of the Australian Capital

Territory;

(s) Consumer Affairs, the Northern Territory.

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Financial services and markets Chapter 7

Regulation of derivative transactions and derivative trade repositories Part 7.5A

Regulation of prescribed derivative trade repositories Division 7

Regulation 7.5A.250

Corporations Regulations 2001 195

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 7—Regulation of prescribed derivative trade

repositories

7.5A.250 Obligations and powers—confidential information

(1) This regulation is made for subsection 906A(3) of the Act and

applies to information given to ASIC, by the operator (or an officer

of the operator) of a prescribed derivative trade repository, under a

provision of:

(a) Part 7.5A of the Act; or

(b) the regulations made for that Part; or

(c) the derivative transaction rules or derivative trade repository

rules.

(2) The information is taken, for the purpose of section 127

(confidentiality) of the ASIC Act, to be given to ASIC in

confidence in connection with the performance of ASIC’s

functions under the Act, unless:

(a) the information has been made publicly available in

accordance with the provisions mentioned in

paragraph (1)(a), (b) or (c); or

(b) a law requires or permits the information to be released.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.5A Regulation of derivative transactions and derivative trade repositories

Division 8 Other matters

Regulation 7.5A.270

196 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 8—Other matters

7.5A.270 Record-keeping

(1) This regulation is made for paragraph 854A(1)(b) of the Act.

(2) A derivative trade repository licensee must keep the following

records:

(a) a list of names and contact details of each director, secretary

and senior manager of the licensee;

(b) a list of names and contact details of individuals who hold

more than 15% of the voting power in the licensee.

(3) The licensee must keep the records for at least 5 years.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Licensing of providers of financial services Part 7.6

Regulation 7.6.01

Corporations Regulations 2001 197

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.6—Licensing of providers of financial

services

7.6.01 Need for Australian financial services licence: general

(1) For paragraph 911A(2)(k) of the Act, the provision of the

following services is covered by an exemption from the

requirement to hold an Australian financial services licence:

(a) dealing in a financial product by a person in the capacity of

the trustee of a superannuation entity (other than the trustee

of a public offer entity);

(b) dealing in a financial product by a person in the capacity of

the trustee of a pooled superannuation trust in the following

circumstances:

(i) the pooled superannuation trust is used for investment

of the assets of a regulated superannuation fund;

(ii) the regulated superannuation fund has net assets of at

least $10 million on the date that it first invests in the

pooled superannuation trust;

(c) dealing in a financial product by a person in the capacity of

the trustee of a pooled superannuation trust in the following

circumstances:

(i) the pooled superannuation trust is used for investment

of the assets of a regulated superannuation fund;

(ii) the regulated superannuation fund has net assets of at

least $5 million, but less than $10 million, on the date

that it first invests in the pooled superannuation trust

(whether that date is before or after the FSR

commencement);

(iii) the trustee has a reasonable expectation that the net

assets of the regulated superannuation fund will equal or

exceed $10 million not later than 3 months of the date

on which it first invests in the pooled superannuation

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Part 7.6 Licensing of providers of financial services

Regulation 7.6.01

198 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

trust (whether that date is before or after the FSR

commencement);

(d) dealing in a financial product by a person in the capacity of

the trustee of a pooled superannuation trust in circumstances

in which the pooled superannuation trust is not used for the

investment of the assets of a regulated superannuation fund;

(e) a financial service provided by a person (person 1) in the

following circumstances:

(i) the service consists only of:

(A) informing a person (person 2) that a financial

services licensee, or a representative of the

financial services licensee, is able to provide a

particular financial service, or a class of

financial services; and

(B) giving person 2 information about how person 2

may contact the financial services licensee or

representative;

(ii) person 1 is not a representative of the financial service

licensee, or of a related body corporate of the financial

services licensee;

(iii) person 1 discloses to person 2, when the service is

provided:

(A) any benefits (including commission) that person

1, or an associate of person 1, may receive in

respect of the service; and

(B) any benefits (including commission) that person

1, or an associate of person 1, may receive that

are attributable to the service;

(iv) the disclosure mentioned in subparagraph (iii) is

provided in the same form as the information mentioned

in subparagraph (i);

(ea) a financial service provided by a person (person 1) in the

following circumstances:

(i) the service consists only of:

(A) informing a person (person 2) that a financial

services licensee, or a representative of the

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Licensing of providers of financial services Part 7.6

Regulation 7.6.01

Corporations Regulations 2001 199

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

financial services licensee, is able to provide a

particular financial service, or a class of

financial services; and

(B) giving person 2 information about how person 2

may contact the financial services licensee or

representative;

(ii) person 1 is a representative of the financial service

licensee, or of a related body corporate of the financial

services licensee;

(f) a financial service provided in the following circumstances:

(i) a person (person 1) is a person that is not in the

jurisdiction;

(ii) person 1 arranges, on behalf of another person (person

2), for a holder of an Australian financial services

licence to deal in a financial product;

(iii) person 1 believes on reasonable grounds that person 2 is

not in the jurisdiction;

(fa) a financial service is provided in the following

circumstances:

(i) a person (person 1) is a person that is not in the

jurisdiction;

(ii) person 1 enters into an arrangement with the holder of

an Australian financial services licence under which a

financial product, or a beneficial interest in a financial

product, is to be held on trust for, or on behalf of,

another person (person 2);

(iii) person 1 believes on reasonable grounds that person 2 is

not in the jurisdiction;

(g) a financial service provided in the following circumstances:

(i) a person (person 1) is a person that is not in the

jurisdiction;

(ii) person 1 believes on reasonable grounds that another

person (person 2) is not in the jurisdiction;

(iii) person 1 deals on behalf of person 2 in a financial

product that cannot be traded on a licensed market;

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Part 7.6 Licensing of providers of financial services

Regulation 7.6.01

200 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iv) person 1 believes on reasonable grounds that each

person who is a party to the dealing or any transaction

to which the dealing relates is a person that is not in the

jurisdiction;

(h) a dealing in a financial product that consists only of an

employer sponsor paying contributions on behalf of an

employee into a superannuation product or RSA product;

(ha) a dealing in a financial product that consists only of a trustee

of a superannuation fund paying the benefits of a member

into a superannuation product or RSA product;

(hb) a dealing in a financial product that consists only of an RSA

provider paying the benefits of an RSA product holder into a

superannuation product or RSA product;

(hc) a dealing in a financial product that consists only of an

employer-sponsor arranging for the issue of a superannuation

product to an employee;

(k) a financial service provided in the following circumstances:

(i) the financial service is provided in respect of a financial

product by a person (who may be described as a

‘sub-custodian’) under an arrangement with a financial

services licensee (the master-custodian);

(ii) the master-custodian is authorised by its Australian

financial services licence to provide a custodial or

depository service;

(iii) a beneficial interest in the financial product is held by

the master-custodian on trust for or on behalf of a client

as part of providing a custodial or depository service

authorised by its Australian financial services licence;

(l) a financial service provided by a person (person 1) in the

following circumstances:

(i) the financial service is provided to another person

(person 2) in the ordinary course of person 1’s business;

(ii) person 1 does not provide financial services as a

significant part of person 1’s business;

(iii) the financial service consists only of either or both of:

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Financial services and markets Chapter 7

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Regulation 7.6.01

Corporations Regulations 2001 201

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(A) advising person 2 in relation to a non-cash

payments facility that person 2 may use or has

used to pay person 1 for goods or services; and

(B) arranging to deal in a non-cash payments

facility that person 2 will use to pay person 1

for goods or services;

(iv) the goods and services do not include any financial

products or financial services;

Example:

A retailer might offer its customers a variety of payment methods for

payment for goods and services, such as a credit card, Bpay, or direct

debit.

A recommendation of a particular payment method, or the expression

of an opinion about the payment methods available to the customer,

should not require an Australian financial services licence.

(la) a financial service provided by a person (person 1) to another

person (person 2), if:

(i) the financial service is provided in the ordinary course

of person 1’s business; and

(ii) person 1:

(A) holds an Australian financial services licence

authorising the provision of financial services

other than the financial service mentioned in

subparagraph (i); or

(B) does not hold an Australian financial services

licence; and

(iii) the financial service consists of either or both of the

following:

(A) advising person 2 in relation to a non-cash

payments facility that person 2 may use, or has

used, to pay person 1 for a financial product or

a financial service;

(B) arranging to deal in a non-cash payments

facility that person 2 will use to pay person 1

for a financial product or a financial service;

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Chapter 7 Financial services and markets

Part 7.6 Licensing of providers of financial services

Regulation 7.6.01

202 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(lb) a financial service that is the issue of a non-cash payment

facility if:

(i) it is a facility for making non-cash payments; and

(ii) under the facility, payments may be made only to the

issuer of the facility or a related body corporate of the

issuer;

(lc) an Australia Post presentment and payment processing

facility known as POSTbillpay or billmanager;

(m) a financial service provided by a person in the following

circumstances:

(i) the service consists only of either or both of:

(A) dealing in derivatives; and

(B) dealing in foreign exchange contracts;

(ii) the service does not involve the making of a market for

derivatives or foreign exchange contracts;

(iii) the dealing is entered into for the purpose of managing a

financial risk that arises in the ordinary course of a

business;

(iv) the person does not deal in derivatives or foreign

exchange contracts as a significant part of the person’s

business;

(v) the dealing is entered into on the person’s own behalf;

Example of financial service to which paragraph (m) applies:

A series of forward foreign exchange contracts entered into by a gold mining company to hedge against the risk of a fall in the price of gold.

Example of financial service to which paragraph (m) does not apply:

The issue and disposal of derivatives relating to the wholesale price of electricity are not transactions to which this paragraph applies.

(ma) a financial service provided by a person in the following

circumstances:

(i) the service consists only of 1 or more of the following:

(A) dealing in derivatives over carbon units,

Australian carbon credit units or eligible

international emissions units;

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Regulation 7.6.01

Corporations Regulations 2001 203

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(B) dealing in a carbon unit, an Australian carbon

credit unit or an eligible international emissions

unit;

(C) dealing in foreign exchange contracts for

carbon units, Australian carbon credit units or

eligible international emissions units;

(ii) the service does not involve the making of a market for

those derivatives, units or foreign exchange contracts;

(iii) the dealing is entered into for the purpose of managing

financial risk in relation to the surrender, cancellation or

relinquishment of carbon units, Australian carbon credit

units or eligible international emissions units by:

(A) the person; or

(B) a related body corporate of the person; or

(C) an associated entity of the person;

Note: Section 175 of the Carbon Credits (Carbon Farming Initiative) Act

2011 deals with the relinquishment of Australian carbon credit units.

Section 210 of the Clean Energy Act 2011 deal with the

relinquishment of carbon units.

(iv) the person does not deal in those derivatives, units or

foreign exchange contracts as the principal activity of

the person’s business;

(v) the dealing is entered into:

(A) on the person’s own behalf; or

(B) on behalf of a related body corporate of the

person; or

(C) on behalf of an associated entity of the person;

(mb) a financial service that a person is engaged by the Clean

Energy Regulator to provide to the Clean Energy Regulator,

or on behalf of the Clean Energy Regulator, that relates to the

conduct of an auction of carbon units under the Clean Energy

Act 2011, other than a financial service that arises in the

course of the following activities:

(i) the management of any deposit lodged to participate in

an auction under the Clean Energy Act 2011;

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Regulation 7.6.01

204 Corporations Regulations 2001

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(ii) direct participation in an auction under the Clean

Energy Act 2011, whether on the person’s own behalf or

on behalf of a person other than the Clean Energy

Regulator;

(n) a financial service provided by a person (person 1) to another

person (person 2) in the following circumstances:

(i) person 1 is not in this jurisdiction;

(ii) person 2 is in this jurisdiction;

(iii) the service consists only of dealing in a financial

product or class of financial products;

(iv) a financial services licensee whose financial services

licence covers the provision of the service arranges for

person 1 to provide the service to person 2;

(na) a financial service provided by a person (person 1) to another

person (person 2) in the following circumstances:

(i) person 1 is not in this jurisdiction;

(ii) person 2 is in this jurisdiction;

(iii) the service consists only of 1 or more of:

(A) the provision of financial product advice to

person 2; and

(B) person 1 making a market; and

(C) the provision of a custodial or depositary

service to person 2;

(iv) person 1 is:

(A) a related body corporate of a financial services

licensee whose financial services licence covers

the provision of the service; or

(B) a party to a business joint venture with a

financial services licensee whose financial

services licence covers the provision of the

service;

(v) the financial services licensee arranges for person 1 to

provide the service;

(vi) the financial service licensee’s licence is subject to a

condition requiring it to assume responsibility for the

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Corporations Regulations 2001 205

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conduct of person 1 in the provision of the financial

service mentioned in this paragraph;

(o) a financial service that is the provision of financial product

advice in the following circumstances:

(i) the advice is only general advice in relation to a

financial product or class of financial products;

(ii) the advice is provided by the product issuer of the

financial product or class of financial products;

(iii) the advice is provided in the media;

(iv) the product issuer provides the following information:

(A) the advice has been prepared without taking

account of the client’s objectives, financial

situation or needs;

(B) for that reason, the client should, before acting

on the advice, consider the appropriateness of

the advice, having regard to the client’s

objectives, financial situation and needs;

(C) if the advice relates to the acquisition, or

possible acquisition, of a particular financial

product, the client should obtain a Product

Disclosure Statement relating to the product

and consider the Statement before making any

decision about whether to acquire the product;

(oa) the provision of financial product advice if the advice:

(i) is provided by an actuary in the ordinary course of

providing actuarial services; and

(ii) could not reasonably be expected to be included in a

document that is to be given to a retail client; and

(iii) is provided to:

(A) a wholesale client; or

(B) the Commonwealth, a State or a Territory; or

(C) an exempt public authority;

(p) a financial service provided by a person in the following

circumstances:

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Regulation 7.6.01

206 Corporations Regulations 2001

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(i) the financial service relates to insurance entered into, or

proposed to be entered into, for the purposes of a law

(including a law of a State or Territory) that relates to

workers compensation;

(ii) the person is licensed to provide the service under the

law of the State or Territory in which the service is

provided;

Example: The activities of a licensed insurer under the Workers Compensation

Act 1987 of New South Wales.

Note: A licensed insurer would require an Australian financial services

licence to the extent that the licensed insurer provides a financial

service in respect of a non-workers compensation product or a

non-workers compensation component of a product.

(pa) a financial service provided to a wholesale client by a body

that:

(i) is not a company; and

(ii) is established or constituted under a law of the

Commonwealth or a State or Territory; and

(iii) is required under a law of the Commonwealth or a State

or Territory to carry on the business of insurance or to

undertake liability under a contract of insurance; and

(iv) is regulated for the provision of insurance under a law

of the Commonwealth or a State or Territory;

(q) a financial service provided by a person in the following

circumstances:

(i) the financial service consists only of the variation or

disposal of a financial product by the person;

(ii) the person also issued the original product;

(iii) the person provides the financial service under the terms

of the financial product;

(r) a financial service that is a dealing (or arranging for a

dealing) in:

(i) a debenture; or

(ii) a legal or equitable right or interest in a debenture; or

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(iii) an option to acquire, by way of issue or transfer, a

debenture or a legal or equitable right or interest in a

debenture;

by the issuer of the debenture, the legal or equitable right or

interest or the option;

(s) the provision of financial product advice if the advice:

(i) is provided to a financial services licensee; and

(ii) is only general advice in relation to a financial product

or a class of financial products; and

(iii) is advice that the financial services licensee is

authorised to provide; and

(iv) is provided by:

(A) the product issuer; or

(B) a related body corporate of the product issuer;

(t) advising in relation to, or dealing in, a medical indemnity

insurance product;

(u) a financial service provided by a person in the following

circumstances:

(i) the financial service is advice included in a document

issued in connection with a takeover bid or an offer of a

financial product;

(ii) the advice is an opinion on matters other than financial

products and does not include advice on a financial

product;

(iii) the document includes a statement that the person is not

operating under an Australian financial services licence

when giving the advice;

(iv) the person discloses, in the document, the information

mentioned in paragraphs 947B(2)(d) and (e) of the Act;

Example: A geologist’s report on a mining lease included in a PDS.

(v) a financial service provided by a person (the nominee) in the

following circumstances:

(i) the nominee holds a financial product or a beneficial

interest in a financial product on trust for or on behalf of

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Regulation 7.6.01

208 Corporations Regulations 2001

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a client of a financial services licensee who is a

participant in a licensed market (the participant);

(ii) the financial product:

(A) was acquired on the licensed market by the

participant on behalf of the client; or

(B) is to be disposed of on the licensed market by

the participant on behalf of the client;

(iii) the participant is authorised by an Australian financial

services licence to provide a custodial or depository

service;

(iv) the participant’s licence is subject to a condition

requiring it to assume responsibility for the conduct of

the nominee in relation to the provision of a financial

service mentioned in this paragraph;

(v) the nominee is a wholly-owned subsidiary of the

participant;

(w) a financial service that is provided:

(i) by the Export Finance and Insurance Corporation

established by the Export Finance and Insurance

Corporation Act 1991; and

(ii) only to a wholesale client;

(x) a service in relation to a litigation funding scheme mentioned

in regulation 5C.11.01;

(y) a service in relation to a litigation funding arrangement

mentioned in regulation 5C.11.01;

(z) a financial service provided by a person in the following

circumstances:

(i) the person is:

(A) the operator of a qualifying gas trading

exchange; or

(B) a participant in relation to a qualifying gas

trading exchange;

(ii) the service is provided in relation to a qualifying gas

exchange product traded on the qualifying gas trading

exchange.

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Regulation 7.6.01

Corporations Regulations 2001 209

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(2) If paragraph (1)(c) applies, and the net assets of the regulated

superannuation fund do not equal or exceed $10 million at the end

of the 3 month period mentioned in subparagraph (1)(c)(ii):

(a) the trustee of the pooled superannuation trust must offer to

redeem the investment of the regulated superannuation fund

as soon as practicable after the end of the period; and

(b) the regulated superannuation fund has not accepted the

redemption offer within 3 months after the offer was made;

and

(c) the net assets of the regulated superannuation fund do not

equal or exceed $10 million by the end of the 3 month period

mentioned in paragraph (b);

the trustee of the pooled superannuation trust must apply for an

Australian financial services licence.

(3) Subregulation (1) is not intended to affect the determination of

whether the provision of a service that is not described by that

paragraph is, or is not, the provision of a financial service.

(4) In relation to a regulated principal under Division 1 of Part 10.2 of

the Act:

(a) a reference in paragraph (1)(e) or (ea) to a financial services

licensee includes the regulated principal; and

(b) paragraph (a) ceases to apply at the end of the transition

period in relation to the regulated principal.

(5) For paragraphs (1)(b) and (c), if a pooled superannuation trust is

used for investment of the assets of more than 1 regulated

superannuation fund:

(a) each of the regulated superannuation funds must comply with

paragraph (1)(b) or (c); and

(b) it is not necessary for each of the regulated superannuation

funds to comply with the same paragraph in relation to a

particular pooled superannuation trust.

(6) Paragraph (1)(r) ceases to have effect at the end of 2 years after the

FSR commencement.

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Part 7.6 Licensing of providers of financial services

Regulation 7.6.01AAA

210 Corporations Regulations 2001

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(6A) Paragraph (1)(t) ceases to have effect in respect of a person

advising in relation to, or dealing in, a medical indemnity insurance

product, on the earlier of:

(a) the date on which the person obtains an Australian financial

services licence in respect of the product; and

(b) 11 March 2004.

(7) In this regulation:

business joint venture means a contractual agreement between 2 or

more parties for the purpose of carrying on a business undertaking.

media means any of the following:

(a) a newspaper, magazine, journal or other periodical;

(b) a radio or television broadcasting service;

(c) an electronic service (including a service provided by the

Internet) that is:

(i) operated on a commercial basis; and

(ii) similar to a newspaper, a magazine, a radio broadcast or

a television broadcast.

7.6.01AAA Particular financial products not exempted

For subsection 911A(5A) of the Act, the exemption under

paragraph 911A(2)(b) of the Act does not apply in relation to a

margin lending facility.

7.6.01AA Persons taken to hold financial services licences covering

First Home Saver Accounts

(1) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if the following subsection were inserted after subsection 911A(6):

“(7) The regulations may provide that a financial services licence is

taken to cover the provision of financial services specified in the

regulations.”

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Regulation 7.6.01AB

Corporations Regulations 2001 211

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(2) For subsection 911A(7) of the Act, a person’s financial services

licence is taken to cover the provision of a financial service in

relation to a beneficial interest in an FHSA trust (within the

meaning given in section 18 of the First Home Saver Accounts Act

2008) if the licence would cover the service if it were provided in

relation to a superannuation product.

7.6.01AB Obligation on persons providing exempt financial service

(1) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if section 911A of the Act were modified to insert the following

subsection after subsection (5A):

‘(5B) If the regulations prescribe an exemption under paragraph (2)(k)

that covers the provision of a service by a person in relation to:

(a) a litigation funding scheme mentioned in regulation 5C.11.01

of the Corporations Regulations 2001; or

(b) a litigation funding arrangement mentioned in that

regulation;

the regulations may require the person to have adequate practices,

and follow certain procedures, for managing conflicts of interest in

relation to the scheme or arrangement.’

(2) For subsection 911A(5B) of the Act, if a person is providing, or

has provided, a financial service covered by the exemption

mentioned in paragraph 7.6.01(1)(x) or (y), the person must:

(a) maintain, for the duration of the litigation funding scheme or

arrangement, adequate practices for managing any conflict of

interest that may arise in relation to activities undertaken by

the person, or an agent of the person, in relation to the

scheme or arrangement; and

(b) follow the written procedures mentioned in subregulation (4)

for the duration of the scheme or arrangement.

Note: The exemption mentioned in paragraph 7.6.01(1)(x) relates to a

litigation funding scheme mentioned in regulation 5C.11.01. The

exemption mentioned in paragraph 7.6.01(1)(y) relates to a litigation

funding arrangement mentioned in that regulation.

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Regulation 7.6.01AB

212 Corporations Regulations 2001

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(3) A person commits an offence if the person contravenes

subregulation (2).

Penalty: 50 penalty units.

(4) For subregulation (2), a person has adequate practices for

managing a conflict of interest that may arise if the person can

show through documentation that:

(a) the person has conducted a review of the person’s business

operations that relate to the scheme or arrangement to

identify and assess potential conflicting interests; and

(b) the person:

(i) has written procedures for identifying and managing

conflicts of interest; and

(ii) has implemented the procedures; and

(c) the written procedures are reviewed at intervals no greater

than 12 months; and

(d) the written procedures include procedures about the

following:

(i) monitoring the person’s operations to identify potential

conflicting interests;

(ii) how to disclose conflicts of interest to general members

and prospective general members;

(iii) managing situations in which interests may conflict;

(iv) protecting the interests of general members and

prospective general members;

(v) how to deal with situations in which a lawyer acts for

both the funder and general members;

(vi) how to deal with a situation in which there is a

pre-existing relationship between any of a funder, a

lawyer and a general member;

(vii) reviewing the terms of a funding agreement to ensure

the terms are consistent with Division 2 of Part 2 of the

Australian Securities and Investments Commission Act

2001;

(viii) recruiting prospective general members; and

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(e) the terms of the funding agreement are reviewed to ensure

the terms are consistent with Division 2 of Part 2 of the

Australian Securities and Investments Commission Act 2001;

and

(f) the matters mentioned in paragraphs (a) to (e) are

implemented, monitored and managed by:

(i) if the person is an entity other than an individual—the

senior management or partners of the person; or

(ii) if the person is an individual that represents an entity—

the senior management or partners of the entity.

7.6.01A Providing financial services on behalf of a person who

carries on a financial services business

For subparagraph 911B(1)(c)(iv) of the Act, travellers’ cheques are

prescribed.

7.6.01B Need for Australian financial services licence: financial

product advice provided by the media

(1) For paragraph 911A(5)(a) of the Act, the exemptions from the

requirement to hold an Australian financial services licence

provided for in paragraphs 911A(2)(ea), (eb) and (ec) apply subject

to the condition that a person mentioned in any of those

paragraphs, or a representative of a person mentioned in any of

those paragraphs, who provides financial product advice states the

following matters, to the extent to which they would reasonably be

expected to influence, or be capable of influencing, the provision

of the financial product advice:

(a) any remuneration the person or the person’s representative is

to receive for providing the advice;

(b) any pecuniary or other interest that the provider of the advice,

or an associate of the provider, has in relation to the advice, if

the provider of the advice, or an associate of the provider,

would be likely to obtain a material financial benefit, or

avoid a material financial loss, if the advice were acted upon.

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Regulation 7.6.01B

214 Corporations Regulations 2001

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(2) The statement mentioned in subregulation (1) must be presented in

a way that:

(a) will adequately bring it to the attention of a reasonable

person who may read or hear the financial product advice to

which the statement relates; and

(b) is easy for a reasonable person to understand.

(3) Subregulation (1) does not apply if:

(a) a person mentioned in paragraph 911A(2)(ea), (eb) or (ec) of

the Act, and the person’s representatives:

(i) comply with an industry code of practice; or

(ii) comply with the Statement of Principles laid down by

the Australian Press Council; or

(iii) are subject to an internal policy that is approved by the

board or governing body of the person; and

(b) the code, Statement of Principles or policy contains

requirements relating to:

(i) the manner in which financial conflicts of interest are

dealt with; or

(ii) the prevention of financial conflicts of interest.

(4) Subregulation (1) does not apply in relation to:

(a) a newspaper or periodical, a transmission made by means of

an information service, or a sound recording, video recording

or data recording, the principal purpose of which is to report

and provide comment on news, and not to provide financial

product advice; and

(b) paid advertising in relation to which a reasonable person is

able to distinguish the advertising from other material in the

newspaper, periodical, transmission, sound recording, video

recording or data recording.

(5) A reference in subparagraph 911A(2)(eb)(ii) of the Act to

transmissions that are generally available to the public includes

transmissions provided as part of a subscription broadcasting

service within the meaning of the Broadcasting Services Act 1992.

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Regulation 7.6.01BA

Corporations Regulations 2001 215

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) For paragraph 911A(6)(d) of the Act, each of the following

services is an information service:

(a) a broadcasting service within the meaning of the

Broadcasting Services Act 1992;

(b) a datacasting service within the meaning of the Broadcasting

Services Act 1992;

(c) a service provided by the Internet.

(7) In this regulation:

associate means:

(a) in relation to a body corporate—a related body corporate; and

(b) in relation to an individual—a spouse (including a defacto

partner), child, step-child, parent, step-parent, brother,

half-brother, sister or half-sister of the individual.

internal policy includes a code of ethics or editorial guidelines.

material financial benefit means a financial benefit exceeding

$10 000 in value.

material financial loss means a financial loss exceeding $10 000

in value.

7.6.01BA Modification of section 912A of the Act

(1) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if paragraph 912A(1)(e) were modified to read as follows:

“(e) for a licensee other than a limited licensee—maintain the

competence to provide the financial services covered by the

licence; and”.

(2) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if section 912A of the Act were modified by inserting after

paragraph 912A(1)(e) the following paragraphs:

“(ea) for a limited licensee who is an individual—maintain

knowledge of the financial services covered by the licence;

and

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Regulation 7.6.01BA

216 Corporations Regulations 2001

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(eb) for a limited licensee that is a corporation or partnership—

ensure that each recognised accountant that supervises and

has responsibility for the provision of financial services

covered by the licence maintain knowledge of the financial

services covered by the licence; and”.

(3) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if section 912A of the Act were modified by inserting after

subsection 912A(3) the following subsections:

“(4) In this section:

class of product advice means financial product advice about a

class of products but does not include a recommendation about a

specific product in the class.

Example: A financial services licensee may give a recommendation about term

deposit products but must not make a specific recommendation that a

person deposit their money into a term deposit product offered by a

particular bank or building society.

limited financial services means the following financial services:

(a) financial product advice on self-managed superannuation

funds;

(b) financial product advice on superannuation products in

relation to a person’s existing holding in a superannuation

product but only to the extent required for:

(i) making a recommendation that the person establish a

self-managed superannuation fund; or

(ii) providing advice to the person on contributions or

pensions under a superannuation product;

(c) class of product advice on the following:

(i) superannuation products;

(ii) securities;

(iii) simple managed investment schemes;

(iv) general insurance products;

(v) life risk insurance products;

(vi) basic deposit products;

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Regulation 7.6.01BA

Corporations Regulations 2001 217

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(d) arrange to deal in an interest in a self-managed

superannuation fund.

Note 1: See section 761A for the meaning of basic deposit product, financial

product advice, general insurance product, life risk insurance

product, self-managed superannuation fund and superannuation

product.

Note 2: Financial product advice on self-managed superannuation funds

includes advice about acquiring or disposing an interest in a

self-managed superannuation fund.

limited licensee means a financial services licensee that:

(a) is:

(i) a recognised accountant; or

(ii) a corporation that has one or more recognised

accountants that supervise and have responsibility for

the provision of financial services covered by its

licence; or

(iii) a partnership that has one or more recognised

accountants that supervise and have responsibility for

the provision of financial services covered by its

licence; and

(b) applied for the financial services licence between 1 July 2013

and 30 June 2016; and

(c) is only licensed to provide one or more limited financial

services.

recognised accountant means:

(a) a member of CPA Australia who:

(i) holds a Public Practice Certificate issued by CPA

Australia Ltd; and

(ii) is entitled to use the letters “CPA” or “FCPA”; and

(iii) is subject to, and complies with, CPA Australia’s

continuing professional education requirements; or

(b) a member of The Institute of Chartered Accountants in

Australia (ICAA) who:

(i) holds a Certificate of Public Practice issued by ICAA;

and

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Part 7.6 Licensing of providers of financial services

Regulation 7.6.01C

218 Corporations Regulations 2001

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(ii) is entitled to use the letters “ACA”, “CA” or “FCA”;

and

(iii) is subject to, and complies with, ICAA’s continuing

professional education requirements; or

(c) a member of the Institute of Public Accountants (IPA) who:

(i) holds a Public Practice Certificate issued by IPA; and

(ii) is entitled to use the letters “FIPA” or “MIPA”; and

(iii) is subject to, and complies with, IPA’s continuing

professional education requirements.

simple managed investment scheme has the same meaning as in

the regulations.”.

7.6.01C Obligation to cite licence number in documents

(1) For subsection 912F(1) of the Act, the following documents are

specified:

(a) a Financial Services Guide described in Division 2 of

Part 7.7 of the Act;

(b) a supplementary Financial Services Guide described in

Division 2 of Part 7.7 of the Act;

(c) a Product Disclosure Statement;

(d) a supplementary Product Disclosure Statement;

(e) a Statement of Advice described in Division 3 of Part 7.7 of

the Act;

(f) an application form for an application under section 1016A

of the Act;

(g) a document containing information required by regulations

made under section 1017DA of the Act;

(h) a document prepared for section 1017B of the Act, notifying

a person of changes and events;

(i) a Replacement Product Disclosure Statement.

(2) On and after 1 July 2004, for subsection 912F(1) of the Act, a

periodic statement under section 1017D of the Act is specified.

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Regulation 7.6.02

Corporations Regulations 2001 219

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7.6.02 Alternative dispute resolution systems

(1) For subparagraph 912A(2)(a)(i) of the Act, ASIC must take the

following matters into account when considering whether to make

or approve standards or requirements relating to internal dispute

resolution:

(a) Australian Standard AS ISO 10002-2006 Customer

satisfaction—Guidelines for complaints handling in

organizations (ISO 10002:2004 MOD) published by SAI

Global Limited on 5 April 2006;

(b) any other matter ASIC considers relevant.

(2) ASIC may:

(a) vary or revoke a standard or requirement that it has made in

relation to an internal dispute resolution procedure; and

(b) vary or revoke the operation of a standard or requirement that

it has approved in its application to an internal dispute

resolution procedure.

(3) For subparagraph 912A(2)(b)(i) of the Act, ASIC must take the

following matters into account when considering whether to

approve an external dispute resolution scheme:

(a) the accessibility of the dispute resolution scheme;

(b) the independence of the dispute resolution scheme;

(c) the fairness of the dispute resolution scheme;

(d) the accountability of the dispute resolution scheme;

(e) the efficiency of the dispute resolution scheme;

(f) the effectiveness of the dispute resolution scheme;

(g) any other matter ASIC considers relevant.

(4) ASIC may:

(a) specify a period for which an approval of an external dispute

resolution scheme is in force; and

(b) make an approval of an external dispute resolution scheme

subject to conditions specified in the approval, including

conditions relating to the conduct of an independent review

of the operation of the scheme; and

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Chapter 7 Financial services and markets

Part 7.6 Licensing of providers of financial services

Regulation 7.6.02AAA

220 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) vary or revoke:

(i) an approval of an external dispute resolution scheme; or

(ii) the specification of a period for which an approval is in

force; or

(iii) a condition to which an approval of an external dispute

resolution scheme is subject.

(5) For paragraph 926B(1)(a) of the Act, a financial services licensee

who provides a financial service in the capacity of any of the

following:

(a) a trustee appointed under the will or on the intestacy of a

person;

(b) a trustee appointed under an express trust if:

(i) the settlor is a natural person; and

(ii) the interest in the trust is not a financial product;

(c) an attorney appointed under an enduring power of attorney;

does not have to comply with paragraph 912A(2)(b) of the Act in

relation to the provision of the service if complaints about the

service provided by the licensee may be made to the Ombudsman

of a State or Territory.

(6) For paragraph 926B(1)(a) of the Act, a financial services licensee

who provides a financial service in the capacity as administrator of

the estate of an individual does not have to comply with

paragraph 912A(1)(g) of the Act in relation to the provision of the

service if complaints about the service provided by the licensee

may be made under a State or Territory law listed in

Schedule 8AC.

7.6.02AAA Compensation arrangements if financial services

provided to persons as retail clients (Act s 912B)

(1) For paragraph 912B(2)(a) of the Act, arrangements mentioned in

subsection 912B(1) of the Act are, unless the financial services

licensee is an exempt licensee, subject to the requirement that the

licensee hold professional indemnity insurance cover that is

adequate, having regard to:

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(a) the licensee’s membership of a scheme (or schemes)

mentioned in paragraph 912A(2)(b) of the Act, taking

account of the maximum liability that has, realistically, some

potential to arise in connection with:

(i) any particular claim against the licensee; and

(ii) all claims in respect of which the licensee could be

found to have liability; and

(b) relevant considerations in relation to the financial services

business carried on by the licensee, including:

(i) the volume of business; and

(ii) the number and kind of clients; and

(iii) the kind, or kinds, of business; and

(iv) the number of representatives of the licensee.

(2) For paragraph 912B(3)(c) of the Act, a matter that ASIC must have

regard to, before approving particular arrangements under

paragraph 912B(2)(b) of the Act, is whether those arrangements

provide coverage that is adequate, having regard to matters of the

kind mentioned in subregulation (1).

(3) In this regulation, exempt licensee means:

(a) a company or institution of any of the following kinds:

(i) a general insurance company regulated by APRA under

the Insurance Act 1973;

(ii) a life insurance company regulated by APRA under the

Life Insurance Act 1995;

(iii) an authorised deposit-taking institution regulated by

APRA under the Banking Act 1959; or

(b) a licensee (related licensee):

(i) that is related, within the meaning of section 50 of the

Act, to a company or institution mentioned in

paragraph (a); and

(ii) in respect of which the company or institution has

provided a guarantee that:

(A) ensures payment of the obligations of the

related licensee to its retail clients to an extent

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Chapter 7 Financial services and markets

Part 7.6 Licensing of providers of financial services

Regulation 7.6.02AAA

222 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

that is adequate within the meaning of

subregulation (1); and

(B) is approved in writing by ASIC.

Note: A decision to refuse to approve a guarantee is a reviewable decision

under section 1317B of the Act.

Security bonds held by ASIC

(4) A security bond lodged with ASIC by a licensee in consequence of

the operation of regulation 7.6.02AA (as affected by any

instrument made by ASIC under paragraph 926A(2)(c) of the Act)

may be discharged or returned by ASIC (in whole or in part),

without application from the licensee or surety who provided the

security, in any of the following circumstances:

(a) the licensee certifies, in the form approved by ASIC, that it

holds professional indemnity insurance, or has an alternative

compensation arrangement in place that provides

compensation protection for clients of the licensee, that is

adequate to cover claims to which the security bond could

apply;

(b) the licensee certifies, in the form approved by ASIC, that it

holds professional indemnity insurance, or has an alternative

compensation arrangement in place that, together with other

financial resources available to it, provides compensation

protection for clients of the licensee, that is adequate to cover

claims to which the security bond could apply;

(c) the licensee is a company or institution of any of the

following kinds:

(i) a general insurance company regulated by APRA under

the Insurance Act 1973;

(ii) a life insurance company regulated by APRA under the

Life Insurance Act 1995;

(iii) an authorised deposit-taking institution regulated by

APRA under the Banking Act 1959;

(d) the licensee certifies, in the form approved by ASIC, that it

holds a guarantee given by a company or institution

mentioned in paragraph (c) that, together with other financial

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resources available to it, provides compensation protection

for clients of the licensee that is adequate to cover claims to

which the security bond could apply.

Note: A decision to refuse to approve a guarantee is a reviewable decision

under section 1317B of the Act.

Transitional

(5) Subregulations (1), (2) and (3) take effect as follows:

(a) for a financial services licensee whose licence commences

before 1 January 2008—on 1 July 2008;

(b) for a financial services licensee whose licence commences on

or after 1 January 2008—on the date of commencement of

the licence.

7.6.02AA Modification of section 912B of the Act: professional

indemnity insurance and security instead of compensation

arrangements

(1) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if section 912B of the Act were modified by substituting that

section with the following:

‘912B Financial services provided to persons as retail clients—

requirements in certain circumstances

(1) Subsection (2) applies in relation to a financial services

licensee if the licensee’s financial services licence authorises

the licensee to carry on an activity:

(a) to which paragraph 19(1)(b) or

subparagraph 31B(1)(a)(ii) or (b)(ii) of the Insurance

(Agents and Brokers) Act 1984 (the repealed Act) would

have applied if that Act were not repealed; and

(b) for which the licensee would have been required under

those provisions to have in force an acceptable contract

of professional indemnity insurance.

(2) The repealed Act, and any associated provisions, continue to

apply in relation to the licensee to the extent necessary to

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Chapter 7 Financial services and markets

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Regulation 7.6.02AA

224 Corporations Regulations 2001

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require the licensee to have in force an acceptable contract of

professional indemnity insurance in relation to the activity.

(3) Subsections (4) and (5) apply in relation to a financial

services licensee if the licensee’s financial services licence

authorises the licensee to carry on an activity:

(a) to which Part 7.3 of the old Corporations Act would

have applied if that Part were not repealed; and

(b) for which the licensee would have been required under

that Part to have a dealers licence or investment advisers

licence that could have been subject to the condition

specified in paragraph 786(2)(d) of the old Corporations

Act.

(4) Section 914A of the Act is taken to authorise ASIC to impose

the condition specified in paragraph 786(2)(d) of the old

Corporations Act as a condition of the licensee’s financial

services licence.

(5) If ASIC acts under subsection (4), Part 7.3 of the old

Corporations Act, and any associated provisions, continue to

apply to the extent necessary to specify the content of the

condition specified in paragraph 786(2)(d) of the old

Corporations Act.’

(6) In this section:

associated provisions, in relation to provisions (the core

provisions) of a particular Act as in force at a particular time,

include (but are not limited to):

(a) any regulations or other instruments that are or were in

force for the purposes of any of the core provisions at

that time; and

(b) any interpretation provisions that apply or applied in

relation to any of the core provisions at that time

(whether or not they also apply or applied for other

purposes); and

(c) any provisions relating to liability (civil or criminal) that

apply or applied in relation to any of the core provisions

at that time (whether or not they also apply or applied

for other purposes); and

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(d) any provisions that limit or limited, or that otherwise

affect or affected, the operation of any of the core

provisions at that time (whether or not they also limit or

limited, or affect or affected, the operation of other

provisions).

old Corporations Act means this Act as in force immediately

before the FSR commencement.’.

(2) Subregulation (1) operates only in relation to a financial services

licensee (other than an exempt licensee under

regulation 7.6.02AAA):

(a) who has not complied with subsection 912B(1) of the Act, in

its unmodified form; and

(b) until the licensee does so comply.

(3) Subregulations (1) and (2) are not taken to displace, or diminish,

the requirement for a financial services licensee to comply with

subsection 912B(1) of the Act in its unmodified form.

(4) A security bond lodged with ASIC by a financial services licensee

in compliance with section 912B of the Act as modified by

subregulation (1), or with any provision of the old Corporations

Act, may be released by ASIC, at its discretion, if:

(a) ASIC considers that, in relation to the licensee, a security

bond is no longer required because the licensee:

(i) has complied with subsection 912B(1) of the Act, in its

unmodified form; or

(ii) is an exempt licensee within the meaning of

regulation 7.6.02AAA; and

(b) ASIC has published on its internet website, and in a daily

newspaper having national circulation:

(i) a proposal that it release the security bond; and

(ii) a direction to the web address at which further

information may be obtained; and

(c) ASIC has advertised, at that web address, the existence of the

security bond, and an invitation to submit valid claims

against the bond; and

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Part 7.6 Licensing of providers of financial services

Regulation 7.6.02AB

226 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) 3 months after publication of the advertisement, no valid

claim has been submitted.

7.6.02AB Modification of section 761G of the Act: meaning of retail

client and wholesale client

For the provisions of the Act set out in column 2 of the following

table, the Parts of the Act specified in column 3 apply as if

section 761G of the Act were modified by inserting after

paragraph 761G(7)(c), the following paragraph:

“(ca) the financial product, or the financial service, is acquired by a

company or trust controlled by a person who meets the

requirements of subparagraph (c)(i) or (ii);”

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 926B(1)(c) Part 7.6

2 paragraph 951C(1)(c) Part 7.7

3 paragraph 992C(1)(c) Part 7.8

4 paragraph 1020G(1)(c) Part 7.9

7.6.02AC Modification of section 761G of the Act: meaning of retail

client and wholesale client

For the provisions of the Act set out in column 2 of the following

table, the Parts of the Act specified in column 3 apply as if

section 761G of the Act were modified by inserting after

subsection 761G(7), the following subsections:

“(7A) In determining the net assets of a person under

subparagraph (7)(c)(i), the net assets of a company or trust

controlled by the person may be included.

Note: Control is defined in section 50AA.

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Financial services and markets Chapter 7

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Regulation 7.6.02AD

Corporations Regulations 2001 227

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(7B) In determining the gross income of a person under

subparagraph (7)(c)(ii), the gross income of a company or trust

controlled by the person may be included.

Note: Control is defined in section 50AA.”

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 926B(1)(c) Part 7.6

2 paragraph 951C(1)(c) Part 7.7

3 paragraph 992C(1)(c) Part 7.8

4 paragraph 1020G(1)(c) Part 7.9

7.6.02AD Modification of section 761G of the Act: meaning of retail

client and wholesale client

For the provisions of the Act set out in column 2 of the following

table, the Parts of the Act specified in column 3 apply as if

section 761G of the Act were modified by inserting after

subsection 761G(4), the following subsection:

“(4A) For the purposes of this Chapter, if a financial product, or a

financial service, is or would be provided to, or acquired by, a

body corporate as a wholesale client, related bodies corporate of

the client are taken to be wholesale clients in respect of the

provision or acquisition of that financial product or financial

service.”

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 926B(1)(c) Part 7.6

2 paragraph 951C(1)(c) Part 7.7

3 paragraph 992C(1)(c) Part 7.8

4 paragraph 1020G(1)(c) Part 7.9

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Chapter 7 Financial services and markets

Part 7.6 Licensing of providers of financial services

Regulation 7.6.02AE

228 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.6.02AE Modification of section 9 of the Act: Definition of

professional investor

For the provisions of the Act set out in column 2 of the following

table, the Parts of the Act specified in column 3 apply as if

section 9 of the Act were modified by omitting paragraph (e) of the

definition of professional investor and substituting the following

paragraph:

“(e) the person has or controls gross assets of at least $10 million

(including any assets held by an associate or under a trust

that the person manages);”

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 926B(1)(c) Part 7.6

2 paragraph 951C(1)(c) Part 7.7

3 paragraph 992C(1)(c) Part 7.8

4 paragraph 1020G(1)(c) Part 7.9

7.6.02AF Modification of section 761G of the Act: renewal period

for accountants’ certificates

For the provisions of the Act set out in column 2 of the following

table, the Parts of the Act specified in column 3 apply as if

section 761G of the Act were modified by omitting from

paragraph 761G(7)(c) “6 months” and substituting “2 years”.

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 926B(1)(c) Part 7.6

2 paragraph 951C(1)(c) Part 7.7

2A section 1368 Part 7.7A

3 paragraph 992C(1)(c) Part 7.8

4 paragraph 1020G(1)(c) Part 7.9

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Financial services and markets Chapter 7

Licensing of providers of financial services Part 7.6

Regulation 7.6.02AG

Corporations Regulations 2001 229

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.6.02AG Modification of section 911A of the Act

For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if section 911A of the Act were modified by inserting after

subsection 911A(2) the following subsections:

“(2A) Also, a person (person 1) is exempt from the requirement to hold

an Australian financial services licence for a financial service they

provide to a person (person 2) in the following circumstances:

(a) person 1 is not in this jurisdiction;

(b) person 2 is an Australian citizen or is resident in Australia;

(c) the service is provided from outside this jurisdiction;

(d) person 1 does not engage in conduct that is:

(i) intended to induce people in this jurisdiction to use the

service; or

(ii) likely to have that effect.

(2B) Also, a person (person 1) is exempt from the requirement to hold

an Australian financial services licence for a financial service they

provide to a person (person 2) in the following circumstances:

(a) person 1 is not in this jurisdiction;

(b) person 1 believes on reasonable grounds that person 2 is not

in this jurisdiction;

(c) person 1 is a participant in a financial market in this

jurisdiction that is licensed under subsection 795B(2) of the

Act;

(d) the service relates to a financial product traded on the

licensed market.

(2C) Also, a person (person 1) is exempt from the requirement to hold

an Australian financial services licence for a financial service they

provide to a person (person 2) in the following circumstances:

(a) person 1 is not in this jurisdiction;

(b) person 2 is:

(i) the holder of an Australian financial services licence; or

(ii) exempt from the requirement to hold an Australian

financial services licence under paragraph 911A(2)(h);

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Regulation 7.6.02AG

230 Corporations Regulations 2001

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(c) person 2 is not, in relation to the service:

(i) acting as a trustee; or

(ii) acting as a responsible entity of a registered managed

investment scheme; or

(iii) otherwise acting on someone else’s behalf.

(2D) Also, a person (person 1) is exempt from the requirement to hold

an Australian financial services licence for a financial service they

provide to a person (person 2) in the following circumstances:

(a) person 1 is not in this jurisdiction;

(b) person 2 is in this jurisdiction;

(c) the service relates to a financial product:

(i) issued by person 1 following an application by, or

inquiry from, person 2; or

(ii) issued by person 1 and acquired by person 2 when

person 2 was not in this jurisdiction; or

(iii) that supplements a financial product mentioned in

subparagraphs (i) or (ii); or

(iv) that is of the same kind as, and is issued in substitution

for, a financial product mentioned in subparagraphs (i)

or (ii);

(d) person 1 does not actively solicit persons in this jurisdiction

in relation to the financial products mentioned in

subparagraphs (c)(i) to (iv);

(e) paragraph (d) does not preclude person 1 from contacting

person 2 in relation to the financial products mentioned in

subparagraphs (c)(i) to (iv) after they have been acquired by

person 2.

Note 1: For subparagraph (c)(iii), an example of this kind of financial product

includes a non-cash payment facility (such as a cheque facility) that is

added to an existing transaction or investment account.

Note 2: For subparagraph (c)(iv), examples of this kind of financial product

include:

(a) a transaction or investment account that is replaced by another transaction or investment account; or

(b) the renewal of an insurance policy.

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Regulation 7.6.02AGA

Corporations Regulations 2001 231

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(2E) Also, a person (person 1) is exempt from the requirement to hold

an Australian financial services licence for a financial service they

provide to a person (person 2) in the following circumstances:

(a) person 1 is not in this jurisdiction;

(b) person 2 is a professional investor;

(c) the service consists of any or all of the following:

(i) dealing in derivatives, foreign exchange contracts,

carbon units, Australian carbon credit units or eligible

international emissions units;

(ii) providing advice on derivatives, foreign exchange

contracts, carbon units, Australian carbon credit units or

eligible international emissions units;

(iii) making a market in derivatives, foreign exchange

contracts, carbon units, Australian carbon credit units or

eligible international emissions units.

(2F) Also, a person is exempt from the requirement to hold an

Australian financial services licence for a financial service that the

person provides by bidding at an auction conducted in accordance

with a legislative instrument made for subsection 113(1) of the

Clean Energy Act 2011, if the bidding is:

(a) on the person’s own behalf; or

(b) for a related body corporate of the person; or

(c) for an associated entity of the person.”

7.6.02AGA Further modification of section 911A of the Act

For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies in

relation to a carbon unit, an Australian carbon credit unit or an

eligible international emissions unit as if section 911A of the Act

were modified by inserting after subsection 911A(5A) the

following subsections:

‘‘Australian financial services licence in relation to carbon units,

Australian carbon credit units or eligible international emissions

units before and after 1 July 2012

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Chapter 7 Financial services and markets

Part 7.6 Licensing of providers of financial services

Regulation 7.6.02AGA

232 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5B) Subsections (5C) to (5U) apply during the period that:

(a) starts on 1 May 2012; and

(b) ends on 31 December 2012, or a later day prescribed by the

regulations.

(5C) A person must not provide a financial service in relation to a

carbon unit, an Australian carbon credit unit or an eligible

international emissions unit that is a financial product unless:

(a) the person holds a licence authorising the person to provide

the financial service; or

(b) the person:

(i) is registered to provide the financial service; and

(ii) applies, no later than 31 October 2012, for a licence

authorising the person to provide the service.

Civil penalty: 2,000 penalty units.

Note: Carbon units, Australian carbon credit units and eligible international

emissions units become financial products on 1 July 2012. The period

mentioned in subsection (5B) relates to the registration process

explained in subsection (5F) onwards.

(5D) A person commits an offence if:

(a) the person is subject to a requirement under subsection (5C);

and

(b) the person engages in conduct; and

(c) the conduct contravenes the requirement.

Criminal penalty: 200 penalty units, or 2 years imprisonment, or

both.

(5E) For the purposes of subsections (5C) and (5D), it is a defence if the

person:

(a) provides a financial service in relation to a carbon unit, an

Australian carbon credit unit or an eligible international

emissions unit; and

(b) is exempted under this Act or the regulations from the

operation of those subsections.

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Financial services and markets Chapter 7

Licensing of providers of financial services Part 7.6

Regulation 7.6.02AGA

Corporations Regulations 2001 233

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: For the purposes of subsection (5E), a defendant bears an evidential

burden in relation to the matter in subitem (3): see subsection 13.3(3)

of the Criminal Code.

(5F) A person may apply to be registered by lodging an application with

ASIC.

(5G) The application must be lodged during the period that:

(a) starts on 1 May 2012; and

(b) ends on 30 June 2012, or a later day prescribed by the

regulations.

(5H) The application must be in the approved form.

(5I) ASIC must register a person (the registrant) if (and must not

register the registrant unless):

(a) the application makes the statement set out in subsection (5J)

in relation to each of the following persons:

(i) the registrant;

(ii) if the registrant is a body corporate—each director or

secretary of the body corporate who would perform

duties in relation to the financial services to be

authorised by the registration or, if there is no director

of that kind, each director or secretary of the body

corporate;

(iii) if the registrant is a partnership or the trustees of a

trust—each partner or trustee who would perform duties

in relation to the financial services to be authorised by

the registration; and

(b) ASIC is satisfied that:

(i) the application is not false in a material particular and is

not materially misleading; and

(ii) no material matter has been omitted from the

application.

(5J) For the purposes of paragraph (5I)(a), the statement is that:

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Regulation 7.6.02AGA

234 Corporations Regulations 2001

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(a) a banning order or disqualification order under Division 8 of

Part 7.6 of the Corporations Act 2001 is not in force against

the person; and

(b) if the person is or has been registered—the person’s

registration is neither suspended nor cancelled; and

(c) an Australian financial services licence of the person is

neither suspended, nor has been cancelled within the last 7

years, under:

(i) paragraph 915B(1)(d) or subparagraph 915B(4)(b)(iii)

(which deals with suspension or cancellation because of

mental or physical incapacity); or

(ii) section 915C (which deals with suspension or

cancellation after offering a hearing); and

(d) if the person is not the trustee of a trust—the person is not

insolvent; and

(e) if the person is a natural person:

(i) the person is not disqualified from managing

corporations under Part 2D.6; and

(ii) the person has not been convicted, within 10 years

before the application is made, of serious fraud; and

(f) the person is of good fame and character within the meaning

of section 913B.

(5K) A person who is registered under this section is registered on the

basis that:

(a) conditions on the registration may be imposed, varied or

revoked under subsection (5N( � and

(b) the registration will be cancelled under subsection (5U); and

(c) the registration may be cancelled, revoked, terminated or

varied by or under later legislation; and

(d) no compensation is payable if:

(i) conditions on the registration are imposed, varied or

revoked as referred to in paragraph (a); or

(ii) the registration is cancelled, revoked, terminated or

varied as referred to in paragraphs (b) and (c).

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Regulation 7.6.02AGA

Corporations Regulations 2001 235

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(5L) ASIC may, at any time:

(a) impose conditions, or additional conditions, on a person’s

registration; and

(b) vary or revoke conditions imposed on a person’s registration.

(5M) ASIC may do so:

(a) on its own initiative; or

(b) if the registered person lodges an application with ASIC for

the imposition, variation or revocation.

(5N) ASIC must give the registered person written notice of the

imposition, variation or revocation of the conditions. The

imposition, variation or revocation of the conditions comes into

force on the day specified in the notice, which must not be before

the day on which the decision to impose, vary or revoke the

conditions was made.

(5O) Despite subsection (5L), ASIC may only impose conditions or

additional conditions, or vary or revoke the conditions, on the

registration after giving the registered person an opportunity:

(a) to appear, or be represented, at a hearing before ASIC that

takes place in private; and

(b) to make submissions to ASIC in relation to the conditions.

This subsection does not apply to ASIC imposing conditions when

a person becomes registered.

(5P) ASIC must ensure that the registration is subject to a condition that

specifies the financial services or classes of financial services that

the registered person is authorised to provide in relation to a carbon

unit, an Australian carbon credit unit or an eligible international

emissions unit.

(5Q) The registration is subject to such other conditions as are

prescribed by the regulations. However, ASIC cannot vary or

revoke those conditions.

(5R) If, after 1 July 2012, a registered person provides a financial

service to a retail client in relation to a carbon unit, an Australian

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Regulation 7.6.02AGA

236 Corporations Regulations 2001

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carbon credit unit or an eligible international emissions unit, the

person must:

(a) be a member of an approved external dispute resolution

scheme; and

(b) ensure that the person has in place compensation

arrangements within the meaning of section 912B.

(5S) A registered person must:

(a) do all things necessary to ensure that the financial services

provided in relation to a carbon unit, an Australian carbon

credit unit or an eligible international emissions unit by the

registration are engaged in efficiently, honestly and fairly;

and

(b) comply with the conditions on the registration; and

(c) comply with the financial services laws; and

(d) take reasonable steps to ensure that its representatives

comply with this Act and the regulations; and

(e) take reasonable steps to ensure that clients of the registered

person are not disadvantaged by any conflict of interest that

arises wholly or partly in relation to financial services

provided in relation to a carbon unit, an Australian carbon

credit unit or an eligible international emissions unit by the

registered person or its representatives; and

(f) comply with any other obligations that are prescribed by the

regulations.

(5T) For the purposes of this section:

(a) ASIC may suspend or cancel the registration of a registered

person:

(i) on its own initiative; or

(ii) if the registered person lodges an application with ASIC

for the suspension or cancellation; and

(b) a suspended registration has no effect while it remains

suspended; and

(c) ASIC may at any time revoke the suspension of a registered

person’s registration; and

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(d) ASIC must exercise its powers under this subsection in a

manner that is consistent, as far as practicable, with the

manner in which it must exercise its powers to suspend or

cancel registrations under Division 4 of Part 3 of Schedule 2

to the National Consumer Credit Protection (Transitional

and Consequential Provisions) Act 2009.

(5U) The registration of every registered person is cancelled at the end

of 31 December 2012, or a later day prescribed by the regulations.

Note: After 31 December 2012, a person who has been registered but does

not hold a licence authorising the person to provide financial services

in relation to a carbon unit, an Australian carbon credit unit or an

eligible international emissions unit will be required to cease

providing the financial services.’’.

7.6.02AH Modification of paragraph 911B(1)(e) of the Act

For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if paragraph 911B(1)(e) of the Act were modified by omitting

“911A(2)” and substituting “911A(2), (2A), (2B), (2C), (2D), (2E)

or (2F)”.

7.6.02AI Obligations to provide information about relevant

providers and controllers of body corporate licensees

For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if Division 9 of that Part were modified as set out in Schedule 8D.

7.6.02A Obligation to notify ASIC of certain matters

For subparagraph 912D(1)(a)(iii) of the Act, the following

Commonwealth legislation is specified:

(a) Australian National Registry of Emissions Units Act 2011;

(aa) Banking Act 1959;

(ab) Carbon Credits (Carbon Farming Initiative) Act 2011;

(ac) Clean Energy Act 2011;

(b) Financial Sector (Collection of Data) Act 2001;

(c) Financial Sector (Shareholdings) Act 1998;

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(d) Financial Sector (Transfers of Business) Act 1999;

(e) Insurance Acquisitions and Takeovers Act 1991;

(f) Insurance Act 1973;

(g) Insurance Contracts Act 1984;

(h) Life Insurance Act 1995;

(i) Retirement Savings Accounts Act 1997;

(j) Superannuation Industry (Supervision) Act 1993;

(k) Superannuation (Resolution of Complaints) Act 1993.

7.6.03 Applying for Australian financial services licence

For paragraph 913A(a) of the Act, the following information is

required as part of an application by person for an Australian

financial services licence:

(a) if the person is a body corporate:

(i) the person’s name (including the person’s principal

business name, if any); and

(ii) the name and address of each director; and

(iii) the name and address of each secretary;

(b) if the person is applying on behalf of a partnership—the

partnership’s name and address, and the name of each

partner;

(c) if paragraphs (a) and (b) do not apply—the person’s name

(including the person’s principal business name, if any);

(d) the person’s principal business address;

(e) if the person has an ABN—the ABN;

(f) a description of the financial services that the person

proposes to provide;

(g) the arrangements (including a description of systems) by

which the person will comply with its general obligations set

out in section 912A of the Act;

(h) any other information that ASIC requires for the purpose of

considering the application.

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Regulation 7.6.03A

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7.6.03A Australian financial services licence—requirements for a

foreign entity to appoint local agent

(1) For paragraph 913B(1)(d) of the Act, a foreign entity that:

(a) is not a foreign company; and

(b) applies for an Australian financial services licence;

must meet the requirements in subregulations (2) and (3).

(2) The foreign entity must:

(a) have appointed, as an agent, a person who is:

(i) a natural person or a company; and

(ii) resident in this jurisdiction; and

(iii) authorised to accept, on the foreign entity’s behalf,

service of process and notices; and

(b) lodge, with the application, a memorandum of appointment

or a power of attorney that is duly executed by or on behalf

of the foreign entity and states the name and address of the

agent.

(3) If the memorandum of appointment, or power of attorney, lodged

under paragraph (2)(b) was executed on behalf of the foreign

entity, the foreign entity must also lodge a copy declared in writing

to be a true copy of the document authorising the execution.

7.6.03B Foreign entity must continue to have local agent

(1) For paragraph 912A(1)(j) of the Act, a foreign entity that:

(a) is not a foreign company; and

(b) is a financial services licensee;

must meet the requirements in subregulation (2).

(2) The foreign entity must:

(a) at all times, have an agent who is:

(i) a natural person or a company; and

(ii) resident in this jurisdiction; and

(iii) authorised to accept, on the foreign entity’s behalf,

service of process and notices; and

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(b) notify ASIC of any change to:

(i) the agent; or

(ii) the name or address of the agent;

not later than 1 month after the change; and

(c) make arrangements that ensure that ASIC may treat a

document as being served on the foreign entity by leaving it

at, or by sending it by post to:

(i) an address of the agent that has been notified to ASIC;

or

(ii) if a notice or notices of a change or alteration to that

address has or have been given to ASIC—the address

shown in the most recent notice.

7.6.04 Conditions on Australian financial services licence

(1) For subsection 914A(8) of the Act, an Australian financial services

licence is subject to the following conditions:

(a) if the financial services licensee is not a body regulated by

APRA—a condition that, if any event occurs that may make

a material adverse change to the financial position of the

financial services licensee by comparison with its financial

position:

(i) at the time of the application for the Australian financial

services licence; or

(ii) as described in documents lodged with ASIC after the

application for the Australian financial services licence;

the financial services licensee must lodge with ASIC in the

prescribed form a notice setting out particulars of the event as

soon as practicable, and in any case not later than 3 business

days, after the financial services licensee becomes aware of

the event;

(b) a condition that, if:

(i) there is a change in a matter particulars of which are

entered in a register of financial services licensees; and

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(ii) the change is not a direct consequence of an act by

ASIC;

the financial services licensee must lodge with ASIC in the

prescribed form particulars of the change within 10 business

days after the change;

(c) a condition that, if:

(i) there is a change in a matter particulars of which are

entered in a register of authorised representatives of

financial services licensees; and

(ii) the change is not required to be reported in accordance

with section 916F of the Act; and

(iii) the change is not a direct consequence of an act by

ASIC;

the financial services licensee must ensure that particulars of

the change are lodged with ASIC in the prescribed form

within 10 business days after the change;

(ca) a condition that the financial services licensee must ensure

that each representative of the financial services licensee that

may give an authorisation to another representative is aware

of the requirements in subsections 916F(1) and (3) of the

Act;

(d) a condition that the financial services licensee must maintain

a record of the training (relevant to the provision of financial

services) that each of its representatives has undertaken,

including:

(i) training undertaken after the representative became a

representative of the licensee; and

(ii) any training undertaken before the representative

became a representative of the licensee to the extent that

the financial services licensee is able to obtain the

information by reasonable inquiry;

(e) a condition that the financial services licensee must ensure

that, before:

(i) the financial services licensee authorises a person to

provide a financial service on its behalf as mentioned in

section 916A of the Act; or

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(ii) a body corporate that is an authorised representative of

the financial services licensee authorises an individual

to provide a financial service on behalf of the financial

services licensee as mentioned in section 916B of the

Act;

reasonable inquiries are made to establish:

(iii) the person’s identity; and

(iv) whether the person has already been allocated a number

by ASIC as an authorised representative;

(f) a condition that the financial services licensee must ensure

that, if:

(i) ASIC has allocated a number to an authorised

representative; and

(ii) the financial services licensee, or a body corporate that

has authorised an individual to provide a financial

service on behalf of the financial services licensee as

mentioned in section 916B of the Act, lodges a

document with ASIC that refers to the authorised

representative;

the document refers to the number.

(g) a condition that the financial services licensees must provide

a copy of an authorisation of any of its authorised

representatives:

(i) on request by any person; and

(ii) free of charge; and

(iii) as soon as practicable after receiving the request and, in

any event, within 10 business days after the day on

which it received the request;

(h) a condition that the financial services licensees must take

reasonable steps to ensure that each of its authorised

representatives supplies a copy of its authorisation by the

financial services licensee:

(i) on request by any person; and

(ii) free of charge; and

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(iii) as soon as practicable after receiving the request and, in

any event, within 10 business days after the day on

which it received the request;

(i) a condition that, if a financial services licensee becomes

aware of any change in control of the financial services

licensee, the financial services licensee must lodge with

ASIC, in the prescribed form, particulars of the change not

later than 10 business days after the change;

(j) a condition that, on the request of any person, the financial

services licensee must make available a copy of its financial

services licence within a reasonable time for inspection by

that person;

(k) if the financial services licensee is a limited licensee—a

condition that the licensee must, within 3 years from the date

on which the licence is granted and if requested in writing by

ASIC, demonstrate to the satisfaction of ASIC that:

(i) if the licensee is an individual—the licensee has:

(A) knowledge of the licensee’s obligations under

the Act and these Regulations; and

(B) the competence to provide the financial services

covered by the licence; or

(ii) if the licensee is a partnership or corporation—each

recognised accountant that supervises and has

responsibility for the provision of financial services

covered by the licence has:

(A) knowledge of the licensee’s obligations under

the Act and these Regulations; and

(B) the competence to provide the financial services

covered by the licence.

(2) For paragraph (1)(i):

(a) a change in control, in relation to a financial services

licensee, includes a transaction, or a series of transactions in

a 12 month period, that results in a person having control of

the financial services licensee (either alone or together with

associates of the person); and

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(b) control, in relation to a financial services licensee, means:

(i) if the financial services licensee is a body corporate:

(A) having the capacity to cast, or control the

casting of, more than one-half of the maximum

number of votes that might be cast at a general

meeting of the financial services licensee; or

(B) directly or indirectly holding more than one half

of the issued share capital of the financial

services licensee (not including any part of the

issued share capital that carries no right to

participate beyond a specified amount in a

distribution of either profits or capitan( � or

(ii) the capacity to control the composition of the financial

services licensee’s board or governing body; or

(iii) the capacity to determine the outcome of decisions

about the licensee’s financial and operating policies;

and

(c) for subparagraph (b)(iii), the following matters must be taken

into account in determining whether a person has the

capacity to determine the outcome of decisions about a

financial services licensee’s financial and operating policies:

(i) the practical influence the person can exert (rather than

the rights it can enforce);

(ii) any practice or pattern of behaviour affecting the

financial services licensee’s financial or operating

policies is to be taken into account (whether or not it

involves a breach of an agreement or a breach of trust).

(3) In this regulation:

class of product advice means financial product advice about a

class of products but does not include a recommendation about a

specific product in the class.

Example: A financial services licensee may give a recommendation about term

deposit products but must not make a specific recommendation that a

person deposit their money into a term deposit product offered by a

particular bank or building society.

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limited financial services means the following financial services:

(a) financial product advice on self-managed superannuation

funds;

(b) financial product advice on superannuation products in

relation to a person’s existing holding in a superannuation

product but only to the extent required for:

(i) making a recommendation that the person establish a

self-managed superannuation fund; or

(ii) providing advice to the person on contributions or

pensions under a superannuation product;

(c) class of product advice on the following:

(i) superannuation products;

(ii) securities;

(iii) simple managed investment schemes;

(iv) general insurance products;

(v) life risk insurance products;

(vi) basic deposit products;

(d) arrange to deal in an interest in a self-managed

superannuation fund.

Note 1: See section 761A of the Act for the meaning of basic deposit product,

financial product advice, general insurance product, life risk

insurance product, self-managed superannuation fund and

superannuation product.

Note 2: See subregulation 1.0.02(1) for the meaning of simple managed

investment scheme.

Note 3: Financial product advice on self-managed superannuation funds

includes advice about acquiring or disposing of an interest in a

self-managed superannuation fund.

limited licensee means a financial services licensee that:

(a) is:

(i) a recognised accountant; or

(ii) a corporation that has one or more recognised

accountants that supervise and have responsibility for

the provision of financial services covered by its

licence; or

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(iii) a partnership that has one or more recognised

accountants that supervise and have responsibility for

the provision of financial services covered by its

licence; and

(b) applied for the financial services licence between 1 July 2013

and 30 June 2016; and

(c) is only licensed to provide one or more limited financial

services.

recognised accountant means:

(a) a member of CPA Australia who:

(i) holds a Public Practice Certificate issued by CPA

Australia Ltd; and

(ii) is entitled to use the letters “CPA” or “FCPA”; and

(iii) is subject to, and complies with, CPA Australia’s

continuing professional education requirements; or

(b) a member of The Institute of Chartered Accountants in

Australia (ICAA) who:

(i) holds a Certificate of Public Practice issued by ICAA;

and

(ii) is entitled to use the letters “ACA”, “CA” or “FCA”;

and

(iii) is subject to, and complies with, ICAA’s continuing

professional education requirements; or

(c) a member of the Institute of Public Accountants (IPA) who:

(i) holds a Public Practice Certificate issued by IPA; and

(ii) is entitled to use the letters “FIPA” or “MIPA”; and

(iii) is subject to, and complies with, IPA’s continuing

professional education requirements.

7.6.04A Exemptions to notification of authorised representatives

For paragraph 916F(1AA)(d) of the Act, each of the following

financial products is prescribed:

(a) a general insurance product;

(b) a basic deposit product;

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(c) a facility for making non-cash payments that is related to a

basic deposit product;

(d) a consumer credit insurance product;

(e) a cash management trust interest;

(f) an FHSA product.

7.6.05 Register of financial services licensees and register of

authorised representatives of financial services licensees

(1) For subsection 922A(2) of the Act, ASIC must include the

following details for each financial services licensee in the register

of financial service licensees:

(a) the financial services licensee’s name (including the financial

services licensee’s principal business name, if any);

(b) the principal business address of the financial services

licensee;

(c) the date on which the financial services licensee’s licence

was granted;

(d) the number of the financial services licence of the financial

services licensee;

(e) if the financial services licensee has an ABN—the ABN;

(f) details of any conditions on the financial services licensee’s

licence, including details of the financial service, or class of

financial services, that the financial services licensee is

authorised to provide;

(g) any other information that ASIC believes should be included

in the register.

(2) For subsection 922A(2) of the Act, ASIC must include the

following details for each authorised representative of a financial

services licensee in the register of authorised representatives of

financial services licensees:

(a) the authorised representative’s name (including the

authorised representative’s principal business name, if any);

(b) the authorised representative’s principal business address;

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(c) if the authorised representative is a body corporate—the

name of each director and secretary;

(d) the number allocated to the authorised representative by

ASIC;

(e) the name of each financial services licensee for which the

authorised representative is an authorised representative;

(f) the number of the financial services licence of each financial

services licensee for which the authorised representative is an

authorised representative;

(g) if the authorised representative has an ABN—the ABN;

(h) the date of the authorised person’s authorisation, and any

other information about the authorisation that ASIC believes

should be included in the register;

(i) any other information that ASIC believes should be included

in the register.

7.6.06 ASIC register relating to persons against whom banning order

or disqualification order is made

(1) For subsection 922A(2) of the Act, ASIC must include the

following details for each person against whom a banning order is

made in the register of persons against whom a banning order

under Division 8 of Part 7.6 of the Act is made:

(a) the person’s name;

(b) the day on which the banning order took effect;

(c) whether the banning order is permanent or for a fixed period;

(d) if the banning order is for a fixed period—the period;

(e) the terms of the banning order;

(f) whether the banning order has been varied or cancelled;

(g) if the banning order has been varied:

(i) the date of the variation; and

(ii) the terms of the variation;

(h) if the banning order has been cancelled—the date of the

cancellation;

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(i) any other information that ASIC believes should be included

in the register.

(2) For subsection 922A(2) of the Act, ASIC must include the

following details for each person against whom a disqualification

order is made in the register of persons against whom a

disqualification order under Division 8 of Part 7.6 of the Act is

made:

(a) the person’s name;

(b) the day on which the disqualification order took effect;

(c) whether the disqualification order is permanent or for a fixed

period;

(d) if the disqualification order is for a fixed period—the period;

(e) the terms of the disqualification order;

(f) whether the disqualification order has been varied or

revoked;

(g) if the disqualification order has been varied:

(i) the date of the variation; and

(ii) the terms of the variation;

(h) if the disqualification order has been revoked—the date of

the revocation;

(i) any other information that ASIC believes should be included

in the register.

7.6.06A Relevant provider number

For the purposes of paragraph 7.6.06B(2)(f), ASIC may give a

unique number (or any unique combination of numbers, characters,

symbols and letters) to a person who is a relevant provider.

7.6.06B Register of relevant providers

Register to include details of relevant providers

(1) For paragraph 922A(2)(e) of the Act, ASIC must enter details on a

register of relevant providers in respect of each person who is or

was a relevant provider.

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Contents of register

(2) The details that must be entered on the register include the

following:

(a) the relevant provider’s name;

(b) the name of each financial services licensee on whose behalf

the relevant provider is or was authorised to provide personal

advice in relation to relevant financial products to retail

clients;

(c) if applicable, each person who controls the licensee;

(d) the relevant provider’s date and place of birth;

(e) the licence number given under subsection 913C(1) of the

Act to the relevant provider and each licensee referred to in

paragraph (b) of this subregulation;

(f) if applicable, the number given under regulation 7.6.06A;

(g) if the relevant provider is a relevant provider as a result of

section 916B of the Act:

(i) the name of the authorised representative who

authorised the relevant provider under that section; and

(ii) the number allocated to the authorised representative by

ASIC;

(h) the recent advising history of the relevant provider;

(i) the year in which the relevant provider first provided

personal advice in relation to relevant financial products to

retail clients in accordance with the law (including the law of

a State or Territory);

(j) whether the person is currently, or has ceased to be, a

relevant provider;

(k) if the relevant provider has been disqualified from managing

corporations—information contained on the register

established under section 1274AA of the Act;

(l) if the relevant provider has been banned or disqualified under

section 80 or 86 of the National Consumer Credit Protection

Act 2009—information about that banning or

disqualification;

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(m) if the relevant provider has been banned, disqualified or

suspended under Division 8 of Part 7.6 of the Act, or under

section 130F of the Superannuation Industry (Supervision)

Act 1993—information about that banning, disqualification

or suspension;

(n) if the relevant provider has given an undertaking under either

or both section 93AA of the ASIC Act and section 322 of the

National Consumer Credit Protection Act 2009—information

about that undertaking;

(o) information about both of the following:

(i) the relevant financial products in relation to which the

relevant provider is authorised to provide personal

advice to retail clients;

(ii) whether the relevant provider is authorised to provide

class of product advice in relation to some or all of

those products;

(p) if applicable, the ABN of any of the following:

(i) the relevant provider;

(ii) each licensee referred to in paragraph (b);

(iii) if applicable, the authorised representative referred to in

paragraph (g);

(q) information about both of the following:

(i) the educational qualifications of, and any training

courses completed by, the relevant provider;

(ii) the relevant provider’s membership (if any) of

professional bodies;

to the extent that the qualifications, training courses or

memberships are relevant to the provision of financial

services;

(r) any other information that ASIC believes should be included

in the register.

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Definitions

(3) In this regulation:

control has the meaning given by section 922C of the Act (as

notionally inserted by Schedule 8D to these Regulations).

recent advising history has the meaning given by section 922G of

the Act (as notionally inserted by Schedule 8D to these

Regulations).

relevant financial products has the meaning given by

section 922C of the Act (as notionally inserted by Schedule 8D to

these Regulations).

relevant provider has the meaning given by section 922C of the

Act (as notionally inserted by Schedule 8D to these Regulations).

7.6.06C Correcting registers

ASIC may correct any error in or omission from a register

maintained under regulation 7.6.05, 7.6.06 or 7.6.06B.

Note: Australian Privacy Principle 13 applies to ASIC and requires it to take

reasonable steps to correct personal information that is wrong or

misleading so that the information is accurate, up to date, complete,

relevant and not misleading (see Schedule 1 to the Privacy Act 1988).

7.6.07 Restriction on use of certain words or expressions

For subparagraph 923A(2)(b)(iii) of the Act, any other person in

respect of whom section 942B or 942C of the Act makes provision

for information to be provided in a financial services guide in

relation to the receipt of remuneration or other benefits is

prescribed.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Authorised representatives Part 7.6A

Regulation 7.6.08

Corporations Regulations 2001 253

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.6A—Authorised representatives

7.6.08 Authorised representatives

(1) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if the provisions of section 916B set out in column 2 of the

following table were modified as set out in columns 3 and 4:

Column 1 Column 2 Column 3 Column 4

Item provision of Act is modified by… and…

1 subsection 916B(3) omitting “A body

corporate that is an

authorised

representative”

substituting “An

authorised

representative

(authoriser)”

2 subsection 916B(3) omitting “the body

corporate”

substituting “the

authoriser”

3 subsection 916B(5A) omitting “a body

corporate”

substituting “an

authoriser”

4 paragraph 916B(7)(b) omitting “the body

corporate”

substituting “the

authoriser”

5 subsection 916B(9) omitting “the body

corporate”

substituting “the

authoriser”

(2) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if the following subsection were inserted after subsection 916B(3):

“(3A) An individual who is authorised as mentioned in subsection (3)

cannot, in that capacity, authorise another person under

subsection (3).”

(3) For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if subsection 916F(1AA) were omitted and the following

subsection were substituted:

“(1AA) Subsection (1) does not apply to an authorisation of a

representative by an authorised representative (the authoriser) if:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.6A Authorised representatives

Regulation 7.6.08

254 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the authorisation is given as mentioned in section 916B; and

(b) the relevant consent under subsection 916B(5) was given in

respect of a specified class of individuals of which the

representative is a member; and

(c) the representative is an employee of the authoriser; and

(d) the only financial services that the representative is

authorised to provide are one or more of the following:

(i) general advice that relates to financial products covered

by regulations made for the purposes of this paragraph;

(ii) dealing in financial products covered by regulations

made for the purposes of this paragraph;

(iii) personal advice about a basic deposit product or a

facility for making non-cash payments that relates to a

basic deposit product; and

(e) the authoriser provides information about the representative

and the representative’s authorisation when requested.”

Note 1: Regulations made for the purposes of paragraph (d) may be expressed

to cover all financial products, or only 1 or more specified kinds of

financial products.

Note 2: A defendant bears an evidential burden in relation to the matters in

subsection (1AA). See subsection 13.3(3) of the Criminal Code.”

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Provision of information to APRA about contracts of insurance Part 7.6B

Regulation 7.6.08A

Corporations Regulations 2001 255

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.6B—Provision of information to APRA

about contracts of insurance

7.6.08A Definitions

In this Part:

general insurer has the same meaning as in subsection 3(1) of the

Insurance Act 1973.

Lloyd’s underwriter has the same meaning as in subsection 3(1) of

the Insurance Act 1973.

unauthorised foreign insurer has the same meaning as in

regulation 4 of the Insurance Regulations 2002.

7.6.08B Application

This Part applies to a person who is a financial services licensee

authorised to deal in general insurance products.

Note: General insurance product is defined in section 761A and

paragraph 764A(1)(d) of the Act. Dealing is defined in section 766C

of the Act.

7.6.08C Modification of section 912CA of the Act

For paragraph 926B(1)(c) of the Act, Part 7.6 of the Act applies as

if section 912CA of the Act were modified to read as follows:

‘912CA Regulations may require information to be provided

(1) The regulations may require a financial services licensee, or each

financial services licensee in a class of financial services licensees,

to provide APRA (acting as ASIC’s agent) with specified

information about:

(a) the financial services provided by the licensee or its

representatives; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.6B Provision of information to APRA about contracts of insurance

Regulation 7.6.08D

256 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the financial services business carried on by the licensee.

(2) The specified information:

(a) must be lodged in the prescribed form; and

(b) must include:

(i) the information, statements, explanations or other

matters required by the form; and

(ii) any further information requested by APRA in relation

to any of the matters in subparagraph (i); and

(c) must be accompanied by any other material required by the

form.’

7.6.08D Information about general insurance products

(1) This regulation applies in relation to a general insurance product

that:

(a) is entered into as a result of a dealing in the product, either

wholly or partially, by the person, with a general insurer,

Lloyd’s underwriter or an unauthorised foreign insurer; and

(b) is not a reinsurance contract or a retrocession contract.

(2) However, if the person is a general insurer, this regulation does not

apply in relation to a general insurance product issued by the

person.

(3) For section 912CA of the Act, the person must provide information

to APRA about the general insurance product entered into in a

reporting period specified in subregulation (5):

(a) in accordance with Table 1 in Form 701; and

(b) either:

(i) within the time specified by ASIC or APRA if that is a

reasonable time; or

(ii) if ASIC or APRA do not specify a time—within 20

business days after the last day of the applicable

reporting period.

Penalty: 10 penalty units.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Provision of information to APRA about contracts of insurance Part 7.6B

Regulation 7.6.08E

Corporations Regulations 2001 257

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) For section 912CA of the Act, the person must provide further

information to APRA relating to the information provided in

accordance with Table 1 in Form 701:

(a) if APRA makes a request in writing for the further

information; and

(b) either:

(i) within 5 business days of receiving the request; or

(ii) if ASIC or APRA specifies a later date—by that date.

Penalty: 10 penalty units.

(5) The reporting periods are:

(a) 1 May to 30 June 2010; and

(b) 1 July to 31 December 2010; and

(c) 1 January to 30 June in any year after 2010; and

(d) 1 July to 31 December in any year after 2010.

(6) Strict liability applies to subregulations (3) and (4).

7.6.08E Information about general insurance products—

unauthorised foreign insurers

(1) This regulation applies in relation to a general insurance product:

(a) that is entered into as a result of a dealing in the product,

either wholly or partially, by the person; and

(b) that is not a reinsurance contract or a retrocession contract;

and

(c) in relation to which an unauthorised foreign insurer is a party

to the contract that is the general insurance product.

Note: An unauthorised foreign insurer may be a party to a contract of

insurance to which Part 2 of the Insurance Regulations 2002 applies.

These are insurance contracts for:

(a) high-value insured; and

(b) atypical risks; and

(c) risks that cannot reasonably be placed in Australia; and

(d) contracts required by foreign law.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.6B Provision of information to APRA about contracts of insurance

Regulation 7.6.08E

258 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) However, if the general insurance product has been dealt with by

more than 1 person, this regulation only applies, in relation to the

general insurance product, to the person who has:

(a) dealt directly with the unauthorised foreign insurer; or

(b) dealt indirectly with the unauthorised foreign insurer through

a foreign intermediary.

(3) For section 912CA of the Act, the person must provide information

to APRA about the general insurance product entered into within a

reporting period specified in subregulation (5):

(a) in accordance with Table 2 in Form 701; and

(b) either:

(i) within the time specified by ASIC or APRA if that is a

reasonable time; or

(ii) if ASIC or APRA do not specify a time—within 20

business days after the last day of the applicable

reporting period.

Penalty: 10 penalty units.

(4) For section 912CA of the Act, the person must provide further

information to APRA relating to the information provided in

accordance with Table 2 in Form 701:

(a) if APRA makes a request in writing for the further

information; and

(b) either:

(i) within 5 business days of receiving the request; or

(ii) if ASIC or APRA specify a later date—by that date.

Penalty: 10 penalty units.

(5) The reporting periods are:

(a) 1 May to 30 June 2010; and

(b) 1 July to 31 December 2010; and

(c) 1 January to 30 June in any year after 2010; and

(d) 1 July to 31 December in any year after 2010.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Provision of information to APRA about contracts of insurance Part 7.6B

Regulation 7.6.08E

Corporations Regulations 2001 259

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) Strict liability applies to subregulations (3) and (4).

Federal Register of Legislative Instruments F2015C00303

 Corporations Regulations 2001

Prepared by the Office of Parliamentary Counsel, Canberra

Corporations Regulations 2001

Statutory Rules No. 193, 2001

made under the

Corporations Act 2001

Compilation No. 113

Compilation date: 31 March 2015

Includes amendments up to: SLI No. 39, 2015

Registered: 9 April 2015

This compilation is in 7 volumes

Volume 1: regulations 1.0.01–6D.5.02

Volume 2: regulations 7.1.02–7.6.08E

Volume 3: regulations 7.7.01–8.4.02

Volume 4: regulations 9.1.01–12.9.03

Volume 5: Schedules 1, 2 and 2A

Volume 6: Schedules 3–12

Volume 7: Endnotes

Each volume has its own contents

Federal Register of Legislative Instruments F2015C00303

About this compilation

This compilation

This is a compilation of the Corporations Regulations 2001 that shows the text

of the law as amended and in force on 31 March 2015 (the compilation date).

This compilation was prepared on 31 March 2015.

The notes at the end of this compilation (the endnotes) include information

about amending laws and the amendment history of provisions of the compiled

law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the

compiled law. Any uncommenced amendments affecting the law are accessible

on ComLaw (www.comlaw.gov.au). The details of amendments made up to, but

not commenced at, the compilation date are underlined in the endnotes. For

more information on any uncommenced amendments, see the series page on

ComLaw for the compiled law.

Application, saving and transitional provisions for provisions and

amendments

If the operation of a provision or amendment of the compiled law is affected by

an application, saving or transitional provision that is not included in this

compilation, details are included in the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as

modified but the modification does not amend the text of the law. Accordingly,

this compilation does not show the text of the compiled law as modified. For

more information on any modifications, see the series page on ComLaw for the

compiled law.

Self-repealing provisions

If a provision of the compiled law has been repealed in accordance with a

provision of the law, details are included in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 i

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Contents

Chapter 7—Financial services and markets 1

Part 7.7—Financial service disclosure 1

Division 1—Preliminary 1

7.7.01 How documents, information and statements are to

be given .............................................................................1

Division 2—Financial Services Guide 3

7.7.02 Situations in which Financial Services Guide is not

required .............................................................................3

7.7.02A Situations when Financial Services Guide is not

required .............................................................................7

7.7.03 Financial Services Guide given by financial

services licensee: description of documents ......................9

7.7.03A Financial Services Guide given by financial

services licensee: compensation arrangements ................10

7.7.04 Financial Services Guide given by financial

services licensee: remuneration, commission and

benefits ............................................................................10

7.7.04A Financial services guide given by financial

services licensee: more detailed information about

remuneration etc..............................................................13

7.7.04AA Financial Services Guide given by financial

services licensee: non-monetary benefit that is not

conflicted remuneration...................................................14

7.7.04AB Financial Services Guide given by authorised

representative: non-monetary benefit that is not

conflicted remuneration...................................................14

7.7.05 Record of advice given by financial services

licensee............................................................................14

7.7.05A Financial Services Guide given by authorised

representative of financial services licensee:

authorised representative number ....................................15

7.7.05B Personalised Financial Services Guide............................15

7.7.05C Exemption from providing certain information in a

Financial Services Guide.................................................17

7.7.06 Financial Services Guide given by authorised

representative of financial services licensee:

description of documents.................................................18

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ii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.06A Financial Services Guide given by authorised

representative of financial services licensee—

licence number ................................................................19

7.7.06B Financial Services Guide given by authorised

representative of financial services licensee:

compensation arrangements ............................................19

7.7.07 Financial Services Guide given by authorised

representative of financial services licensee:

remuneration, commission and benefits ..........................20

7.7.07A Financial services guide given by authorised

representative: more detailed information about

remuneration etc..............................................................22

7.7.08 Record of advice given by authorised

representative of financial services licensee ....................23

Division 2A—Combined Financial Services Guide and Product

Disclosure Statement 24

7.7.08A Combined Financial Services Guide and Product

Disclosure Statement .......................................................24

Division 2AA—Combined Financial Services Guide and credit

guide 27

7.7.08B Modification of section 942DA of the Act ......................27

Division 2B—Record of small investment advice 29

7.7.08C Record of small investment advice—content

requirements ....................................................................29

Division 3—Statement of Advice 30

7.7.09 Situations in which statement of advice is not

required: further advice ...................................................30

7.7.09A Situations in which Statement of Advice is not

required: small investments threshold .............................30

7.7.09AA Statement of Advice from financial services

licensee............................................................................34

7.7.09AB Modification of subsection 947B(4) of the Act ...............35

7.7.09B Statement of Advice from providing entity—

information not included in the Statement.......................35

7.7.09BA Statement of Advice from authorised

representative ..................................................................36

7.7.09BB Modification of subsection 947C(4) of the Act ...............37

7.7.09BC Statement of Advice given by financial services

licensee: non-monetary benefit that is not

conflicted remuneration...................................................38

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Corporations Regulations 2001 iii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.09BD Statement of Advice given by authorised

representative: non-monetary benefit that is not

conflicted remuneration...................................................38

7.7.09C Requirement to keep Statement of Advice and

other documents ..............................................................38

7.7.10 Products for which a Statement of Advice is not

required ...........................................................................39

7.7.10AA Obligation on authorised representative to give a

financial services guide ...................................................39

7.7.10AAA Record of advice without a recommendation to

purchase or sell—content requirements...........................40

7.7.10AB Financial services guide—contents of guide ...................40

7.7.10AC Financial services guide ..................................................41

7.7.10AD Financial services guide ..................................................43

7.7.10AE Situations in which Statement of Advice not

required ...........................................................................44

7.7.10AF Various consequential amendments to Division 7

of Part 7.7 concerning situations where Financial

Services Guides do not have to be given .........................46

7.7.10AG Various consequential amendments to Division 7

of Part 7.7 ........................................................................49

7.7.10AH Business days ..................................................................51

7.7.10AI Obligation to warn client that advice does not take

account of client’s objectives, financial situation or

needs—carbon units, Australian carbon credit

units and eligible international emissions units ...............51

7.7.10A Statements of Advice—requirement to state

information as amounts in dollars ...................................52

7.7.10B Insertion of definition—further advice ............................53

7.7.10C Omission of definition—further market-related

advice ..............................................................................54

7.7.10D Additional information in Statement of Advice...............54

7.7.10E Additional information in Statement of Advice...............54

7.7.11 Statement of Advice given by financial services

licensee............................................................................54

7.7.11A Statement of Advice given by authorised

representative of financial services licensee—

licence number ................................................................55

7.7.11B Statement of Advice—disclosure of dollar

amounts ...........................................................................55

7.7.12 Statement of Advice given by authorised

representative of financial services licensee ....................56

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iv Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.13 Statement of Advice provided by authorised

representative—disclosure of dollar amounts..................57

7.7.13A Additional information about charges or

benefits—disclosure of dollar amounts ...........................58

7.7.13B Additional information about charges or

benefits—disclosure of dollar amounts ...........................59

Division 4—General advice provided to a retail client 60

7.7.14 Product Disclosure Statement not required .....................60

Division 5—Other disclosure requirements 61

7.7.20 General advice to retail client—no obligation to

warn client .......................................................................61

7.7.20A Extension of disclosure requirements to wholesale

clients dealing with certain unauthorised insurers ...........61

Division 6—Exemptions from application of Part 7.7 of the Act 63

7.7.21 Exemption from application of Part 7.7 of the Act..........63

Part 7.7A—Best interests obligations and remuneration 64

Division 2—Best interests obligations 64

Subdivision 1—Duty to act in client’s best interests 64

7.7A.1 Duty if advising on combination of products ..................64

Division 3—Charging ongoing fees to clients 66

7.7A.10 Arrangements that are not ongoing fee

arrangements ...................................................................66

7.7A.11 Fee disclosure statements: product fee ............................66

Division 4—Conflicted remuneration 67

Subdivision 1—Monetary benefits 67

7.7A.12 What subdivision is about ...............................................67

7.7A.12A Life risk insurance products ............................................67

7.7A.12B Stamping fees ..................................................................67

7.7A.12C Time-sharing schemes .....................................................68

7.7A.12D Brokerage fees.................................................................69

7.7A.12E Fees paid by clients for dealing services .........................71

7.7A.12EA Application of ban on conflicted remuneration—

purchase or sale of financial advice business ..................71

Subdivision 2—Monetary or non-monetary benefits 72

7.7A.12F What subdivision is about ...............................................72

7.7A.12G General insurance............................................................72

7.7A.12H Basic banking and general insurance products ................72

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Corporations Regulations 2001 v

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7A.12I Mixed benefits.................................................................73

7.7A.13 Non-monetary benefit given in certain

circumstances not conflicted remuneration:

prescribed amount ...........................................................74

7.7A.14 Non-monetary benefit given in certain

circumstances not conflicted remuneration:

education or training course ............................................74

7.7A.15 Non-monetary benefit given in certain

circumstances not conflicted remuneration: other

education and training benefit .........................................75

7.7A.15A Non-monetary benefit given in certain

circumstances not conflicted remuneration—

education and training in conducting a financial

services business .............................................................75

7.7A.15B Application of ban on conflicted remuneration—

non-platform operator (Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply) ...............................76

7.7A.16 Application of ban on conflicted remuneration—

platform operator (Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply) ...............................76

7.7A.16A Application of ban on conflicted remuneration—

platform operator (Division 4 of Part 7.7A of

Chapter 7 of the Act applies)...........................................77

7.7A.16B Application of ban on conflicted remuneration—

person other than platform operator (Division 4 of

Part 7.7A of Chapter 7 of the Act applies) ......................79

7.7A.16BA Sale of business ...............................................................81

7.7A.16C Application of ban on conflicted remuneration—

employer and employee (Division 4 of Part 7.7A

of Chapter 7 of the Act does not apply)...........................81

7.7A.16D Application of ban on conflicted remuneration—

new arrangement entered into on or after

application day (Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply) ...............................83

7.7A.16E Application of ban on conflicted remuneration—

change of party to an arrangement (Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply)...........84

7.7A.16F Application of ban on conflicted remuneration—

benefit is a pass through of a grandfathered benefit

(benefit is not conflicted remuneration) ..........................85

Subdivision 3—Asset-based fees on borrowed amounts 85

7.7A.17 Financial services licensees .............................................85

7.7A.18 Authorised representatives ..............................................86

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vi Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—Exemptions from application of Part 7.7A of the Act 87

7.7A.40 Exemption from application of Part 7.7A of the

Act...................................................................................87

Part 7.8—Other provisions relating to conduct etc connected

with financial products and financial services, other

than financial product disclosure 88 7.8.01 Obligation to pay money into an account ........................88

7.8.02 Accounts maintained for section 981B of the Act ...........91

7.8.03 How money to be dealt with if licensee ceases to

be licensed etc .................................................................95

7.8.04 Money to which Subdivision A of Division 2 of

Part 7.8 of the Act applies taken to be held in trust:

breach of financial services law.......................................98

7.8.05 Money to which Subdivision A of Division 2 of

Part 7.8 of the Act applies taken to be held in trust:

risk accepted by insurer ...................................................98

7.8.06 Statement setting out terms of loan etc............................99

7.8.06A Property exempt from Division 3 of Part 7.8 of the

Act...................................................................................99

7.8.07 How property to which Division 3 of Part 7.8 of

the Act to be dealt with....................................................99

7.8.08 Debts of financial services licensee in relation to

premiums etc .................................................................101

7.8.08A Limit of margin lending facility taken to be

increased........................................................................107

7.8.08B Exemption from requirement to make unsuitability

assessment .....................................................................109

7.8.09 Reasonable inquiries etc about retail client:

inquiries.........................................................................111

7.8.09A Modification of section 985G of the Act .......................111

7.8.10 Circumstances in which margin lending facility is

unsuitable ......................................................................112

7.8.10A Margin lending facility taken not to be unsuitable ........112

7.8.11 Particular categories of information to be shown in

records...........................................................................112

7.8.11A Particular categories of information to be shown in

records: records of non-monetary benefit that is

not conflicted remuneration...........................................113

7.8.12 Requirements in relation to financial records of

financial services licensees............................................115

7.8.12A Modification of section 989B of the Act .......................116

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Corporations Regulations 2001 vii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.8.13 Auditor’s report with annual profit and loss

statement and balance sheet...........................................118

7.8.13A Compliance certificate with profit and loss

statement and balance sheet...........................................118

7.8.14 Contents of annual profit and loss statement and

balance sheet and applicable accounting

procedures .....................................................................119

7.8.14A Lodgement of annual profit and loss statement and

balance sheet .................................................................119

7.8.14B Modification of section 990B of the Act .......................120

7.8.15 Appointment of auditor by financial services

licensee..........................................................................121

7.8.16 When person is ineligible to act as auditor of

financial services licensee .............................................124

7.8.17 Priority to clients’ orders ...............................................127

7.8.18 Instructions to deal through licensed markets................127

7.8.19 Records of instructions to deal on licensed markets

and foreign markets .......................................................129

7.8.20 Dealings with non-licensees ..........................................131

7.8.20A Dealings involving employees of financial service

licensees—risk insurance products................................134

7.8.21 Dealings involving employees of financial services

licensees ........................................................................134

7.8.21A Anti-hawking provisions if no Product Disclosure

Statement is required .....................................................136

7.8.21B Anti-hawking provisions if no Product Disclosure

Statement is required—carbon units, Australian

carbon credit units and eligible international

emissions units ..............................................................137

7.8.22 Hours for hawking certain financial products................138

7.8.22A Modification of Part 7.8 ................................................138

7.8.22B Return of financial product: first home saver

accounts.........................................................................139

7.8.23 Return of financial product: transfer between

superannuation entities or RSAs....................................140

7.8.24 Right of return not to apply ...........................................140

7.8.25 Variation of amount to be repaid ...................................141

7.8.26 Exemption from application of section 992A of the

Act.................................................................................141

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viii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.9—Financial product disclosure and other provisions

relating to issue and sale of financial products 142

Division 1—Preliminary 142

7.9.01 Interpretation .................................................................142

7.9.02 Sub-plans.......................................................................146

7.9.02A Alternative ways of giving Statement............................147

7.9.02B Product Disclosure Statement in electronic form ..........147

Division 2—Arrangements for Product Disclosure Statements in

relation to superannuation products and RSA

products 149

Subdivision 2.1—Preliminary 149

7.9.03 Application of Division 2 ..............................................149

Subdivision 2.2—Late provision of Product Disclosure Statement

for certain members of regulated superannuation

fund, public offer superannuation fund or

successor fund 149

7.9.04 Product Disclosure Statement to be provided later........149

Subdivision 2.3—Product Disclosure Statement for retirement

savings account 150

7.9.05 Situation in which Product Disclosure Statement is

not required ...................................................................150

Subdivision 2.4—Additional obligations for eligible rollover funds 150

7.9.06A Relevant superannuation entities ...................................150

7.9.06B Application forms..........................................................150

Subdivision 2.5—Product Disclosure Statement for insurance

options 151

7.9.07 Modification of Act: Product Disclosure Statement

in relation to insurance options......................................151

Division 2A—Product Disclosure Statement for warrants 152

7.9.07A Warrants ........................................................................152

Division 2B—Product Disclosure Statement for market-traded

derivatives 154

7.9.07B Product Disclosure Statements for certain

market-traded derivatives ..............................................154

7.9.07C Remedies for Product Disclosure Statements for

certain market-traded derivatives ..................................155

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Corporations Regulations 2001 ix

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2BA—Product Disclosure Statement for discretionary

mutual funds 156

7.9.07CA Extension of Product Disclosure Statement

requirements to wholesale clients..................................156

Division 2C—Situations where a Product Disclosure Statement

is not required 157

7.9.07D Product Disclosure Statement not required for

offers of bundled contracts of insurance........................157

7.9.07E Product Disclosure Statement not required if offer

of financial product is declined .....................................157

7.9.07F Product Disclosure Statement not required if the

client is not contactable .................................................158

7.9.07FA Product Disclosure Statement not required for

certain specified products ..............................................159

7.9.07FB Product Disclosure Statement not required if client

not in this jurisdiction....................................................160

7.9.07FC Product Disclosure Statement not required general

insurance situation.........................................................160

Division 2D—Preparation and content of Product Disclosure

Statements 162

7.9.07J Only 1 responsible person for a Product Disclosure

Statement.......................................................................162

7.9.07K Definition of defective: Product Disclosure

Statement, Short-Form PDS or Replacement

Product Disclosure Statement........................................162

Division 2E—Obligation to make information publicly available:

registrable superannuation entities 163

Subdivision 2E.1—Obligation to make product dashboard

publicly available 163

7.9.07L Modification of Act .......................................................163

7.9.07M Source of power for this Subdivision ............................163

7.9.07N Definitions.....................................................................163

7.9.07P Meaning of MySuper product dashboard reporting

standards .......................................................................165

7.9.07Q Product dashboard—how information must be set

out .................................................................................165

7.9.07R Product dashboard—return target..................................165

7.9.07S Product dashboard—return............................................166

7.9.07T Product dashboard—comparison between return

target and return ............................................................167

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7.9.07U Comparison to be set out as a graph ..............................168

7.9.07V Product dashboard—level of investment risk ................168

7.9.07W Product dashboard—statement of fees and other

costs...............................................................................169

Division 3—Dealing with money received for financial product

before the product is issued 170

7.9.08 Accounts........................................................................170

7.9.08A Dealing with interest .....................................................171

7.9.08B Crediting of payments before money is received ..........171

7.9.08C Money held in trust for a superannuation product

or RSA product..............................................................172

7.9.08D Statutory funds under the Life Insurance Act 1995 .......173

Division 3A—Rights and obligations related to Product

Disclosure Statement—first home saver accounts 174

7.9.08E Application forms..........................................................174

Division 4—Content of Product Disclosure Statements 175

Subdivision 4.1—Preliminary 175

7.9.09 Application of Division 4 ..............................................175

Subdivision 4.1A—No Product Disclosure Statement for carbon

units, Australian carbon credit units and eligible

international emissions units 176

7.9.09A Application of Subdivision............................................176

7.9.09B Provisions of Part 7.9 of Act that do not apply in

relation to carbon units, Australian carbon credit

units and eligible international emissions units .............176

7.9.09C Modification of Act .......................................................177

Subdivision 4.2—Content of Product Disclosure Statements for

First Home Saver Accounts 177

7.9.10 Application of Subdivision............................................177

7.9.10A Definitions.....................................................................177

7.9.10B Modification of Act .......................................................178

7.9.10C Product Disclosure Statement consisting of 2 or

more documents ............................................................178

7.9.10D Manner of giving Product Disclosure Statement

for first home saver accounts.........................................179

7.9.10E Form and content of Product Disclosure Statement ......180

Subdivision 4.2A—Form and content of Product Disclosure

Statement for margin loan 180

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Corporations Regulations 2001 xi

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.11 Application of Subdivision 4.2A...................................180

7.9.11A Provisions of Part 7.7 of Act that do not apply in

relation to margin loan ..................................................181

7.9.11B Definitions for Subdivision 4.2A...................................181

7.9.11C Modification of Act—margin loan ................................181

7.9.11D Form and content of Product Disclosure Statement

for margin loan ..............................................................181

7.9.11E Requirements for references to incorporated

information for margin loan ..........................................182

7.9.11F Retention of copies of Product Disclosure

Statement for margin loan .............................................184

7.9.11G Requirement to provide copy of Product

Disclosure Statement for margin loan free of

charge ............................................................................185

7.9.11H Notification about change to Approved Securities

List or current interest rate for margin loan...................185

Subdivision 4.2B—Content of Product Disclosure Statement for

superannuation product 185

7.9.11K Application of Subdivision 4.2B ...................................185

7.9.11L Provisions of Part 7.7 of Act that do not apply in

relation to superannuation product ................................186

7.9.11LA Attribution of accrued default amount to MySuper

product—exemption from significant event notice

requirements ..................................................................186

7.9.11LB Attribution of accrued default amount to MySuper

product—modification of significant event notice

requirements ..................................................................186

7.9.11M Provisions of Part 7.9 of Act that do not apply in

relation to superannuation product ................................187

7.9.11N Modification of Act—superannuation product ..............188

7.9.11O Form and content of Product Disclosure Statement

for superannuation product............................................188

7.9.11P Requirements for references to incorporated

information for superannuation product ........................189

7.9.11Q Retention of copies of Product Disclosure

Statement for superannuation product ...........................191

7.9.11R Requirement to provide copy of Product

Disclosure Statement for superannuation product

free of charge.................................................................192

Subdivision 4.2C—Content of Product Disclosure Statement for

simple managed investment scheme 192

7.9.11S Application of Subdivision 4.2C ...................................192

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xii Corporations Regulations 2001

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7.9.11T Provisions of Part 7.7 of Act that do not apply in

relation to simple managed investment scheme.............193

7.9.11U Provisions of Part 7.9 of Act that do not apply in

relation to simple managed investment scheme.............193

7.9.11V Modification of Act—simple managed investment

scheme...........................................................................194

7.9.11W Form and content of Product Disclosure Statement

for simple managed investment scheme ........................194

7.9.11X Requirements for references to incorporated

information for simple managed investment

scheme...........................................................................195

7.9.11Y Retention of copies of Product Disclosure

Statement for simple managed investment scheme .......197

7.9.11Z Requirement to provide copy of Product

Disclosure Statement for simple managed

investment scheme free of charge .................................198

Subdivision 4.3—Other arrangements for Product Disclosure

Statements and application forms 198

7.9.12 Modification of Act: Product Disclosure

Statements and application forms for standard

employer-sponsors and successor funds........................198

7.9.13 Offer of superannuation interest without

application or eligible application .................................199

7.9.13A Remedies for person acquiring financial product

under defective Product Disclosure Statement: first

home saver accounts......................................................200

7.9.14 Remedies for person acquiring financial product

under defective Product Disclosure Statement:

superannuation and RSAs..............................................201

7.9.14A Treatment of arrangements under which a person

can instruct another person to acquire a financial

product ..........................................................................202

Subdivision 4.4—Product information for certain insurance

products 202

7.9.14B Product information.......................................................202

Division 4A—General 204

7.9.14C Labour standards and environmental, social and

ethical considerations ....................................................204

7.9.14D Further statements required in Product Disclosure

Statement—financial claims scheme.............................205

7.9.15 More detailed information in Product Disclosure

Statement: unauthorised foreign insurer ........................206

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Corporations Regulations 2001 xiii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.15A Product Disclosure Statements—requirement to

state information as amounts in dollars .........................207

7.9.15B Product Disclosure Statements—disclosure of

dollar amounts ...............................................................208

7.9.15C Product Disclosure Statements—disclosure of

dollar amounts ...............................................................208

7.9.15CA Less information in Product Disclosure

Statement—financial claims scheme.............................210

7.9.15D Less information in product disclosure statement:

general insurance product..............................................210

7.9.15DA Statement or information not included in a Product

Disclosure Statement .....................................................211

7.9.15DB Requirement to keep record of Product Disclosure

Statement and other documents .....................................212

7.9.15DC Requirement to lodge documents mentioned in a

Product Disclosure Statement with ASIC......................213

7.9.15E More detailed information in product disclosure

statement: general insurance product.............................213

7.9.15F Product disclosure statement: general insurance

product ..........................................................................214

7.9.15FA Transitional arrangements for regulations 7.9.15D,

7.9.15E and 7.9.15F.......................................................214

7.9.15G Business days ................................................................215

7.9.15H New section 1012G: product disclosure statement

may sometimes be provided later ..................................215

7.9.15I Modification of section 1012IA ....................................217

7.9.16 More detailed information in Product Disclosure

Statement: consumer credit insurance product ..............218

7.9.16A Small scale offerings of managed investment and

other prescribed financial products (20 issues or

sales in 12 months) ........................................................219

Division 4B—Ongoing disclosure 220

7.9.16G Ongoing disclosure of material changes and

significant events...........................................................220

Division 4C—Fee Disclosure for certain financial products 221

Subdivision 4C.1—Application 221

7.9.16J Application of Division 4C to financial products ..........221

7.9.16JA Application of Division 4C to financial products—

temporary arrangements ................................................221

7.9.16K Application of Division 4C to periodic statements

and Product Disclosure Statements ...............................221

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xiv Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 4C.2—Product Disclosure Statements 222

7.9.16L More detailed information about fees and costs ............222

7.9.16M Modification of section 1015C of the Act .....................222

7.9.16N Presentation, structure and format of fees and costs

in Product Disclosure Statements ..................................223

Subdivision 4C.3—Periodic statements 223

7.9.16O Presentation, structure and format of fees and

charges in periodic statements .......................................223

Division 4D—Other requirements relating to Product Disclosure

Statements and Supplementary Product Disclosure

Statements 224

Subdivision 4D.1—Requirement to lodge a notice with ASIC 224

7.9.16T Variation of paragraph 1015D(2)(b) of the Act .............224

Division 5—Ongoing requirements for product disclosure after

person becomes a member 225

Subdivision 5.1—Preliminary 225

7.9.17 Application of Division 5 ..............................................225

Subdivision 5.2—Periodic statements for retail clients for

financial products that have an investment

component: regulated superannuation funds,

ADFs and RSAs 225

7.9.18 Application of Subdivision 5.2......................................225

7.9.19 Specific requirements for periodic statements:

superannuation funds (other than self managed

superannuation funds) and RSAs ..................................225

7.9.19A Withdrawal benefit—fees, charges or expenses ............227

7.9.19B Withdrawal benefit—fees, charges and expenses..........227

7.9.20 Specific requirements for certain periodic

statements: superannuation funds (other than self

managed superannuation funds) ....................................229

7.9.20AA Specific requirements for certain periodic

statements: superannuation funds (other than self

managed superannuation funds)—long-term

returns............................................................................231

7.9.20A Details of other significant benefits—disclosure of

fees, charges or expenses...............................................234

7.9.20B Other significant benefits—disclosure of fees,

charges or expenses .......................................................235

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 xv

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.21 Specific requirements in particular cases: member

(other than capital guaranteed member) of fund

other than a self managed superannuation fund.............237

7.9.22 Specific requirements: capital guaranteed funds

and RSAs.......................................................................238

7.9.23 Information for capital guaranteed fund: benefits

reach $10 000 ................................................................239

7.9.24 Modification of Act: pensioners, members subject

to compulsory protection of small amounts and

members with small amounts that are expected to

grow quickly..................................................................239

Subdivision 5.3—Periodic statements for retail clients for

financial products that have an investment

component: information for RSAs 240

7.9.25 Application of Subdivision 5.3......................................240

7.9.26 Specific requirements where applicable: RSAs.............240

7.9.27 Modification of Act: periodic statements for RSA

holders...........................................................................242

7.9.28 Information for RSA: amount reaches $10 000.............242

Subdivision 5.4—Periodic statements for retail clients for

financial products that have an investment

component: additional information for

superannuation entities and RSA providers 242

7.9.29 Application of Subdivision 5.4......................................242

7.9.30 Additional information for change to choices ...............243

Subdivision 5.4A—Periodic statements for retail clients for

financial products that have an investment

component: additional information for margin

lending facilities 243

7.9.30A Application of Subdivision 5.4A...................................243

7.9.30B Details to be included in periodic statements for

margin lending facilities ................................................244

Subdivision 5.5—Fund information for retail clients for financial

products that have an investment component:

superannuation 245

7.9.31 Application of Subdivision 5.5......................................245

7.9.32 Reporting periods: general ............................................245

7.9.33 Use of more than 1 document........................................246

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xvi Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 5.6—Fund information for retail clients for financial

products that have an investment component:

fund information for regulated superannuation

funds and ADFs 246

7.9.34 Application of Subdivision 5.6......................................246

7.9.35 General requirement ......................................................247

7.9.36 Specific requirements in all cases..................................247

7.9.37 Specific requirements in particular cases.......................247

7.9.38 Specific information in particular case: self

managed superannuation fund .......................................251

7.9.39 Benefits determined by life insurance products.............251

Subdivision 5.7—Fund information for retail clients for financial

products that have an investment component:

fund information for pooled superannuation trusts 252

7.9.40 Application of Subdivision 5.7......................................252

7.9.41 Specific requirements in all cases..................................252

7.9.42 Specific requirements in particular cases.......................253

Subdivision 5.8—Ongoing disclosure of material changes and

significant events 255

7.9.43 Modification of Act: disclosure of material

changes and significant events in relation to

superannuation products and RSA products ..................255

7.9.44 Benefits to be paid to eligible rollover fund ..................255

Subdivision 5.9—Information on request: members 257

7.9.45 Regulated superannuation funds, ADFs and pooled

superannuation trusts.....................................................257

7.9.46 RSAs .............................................................................258

Subdivision 5.10—Information on request: payments 258

7.9.47 Modification of Act: charges for information

requested .......................................................................258

Subdivision 5.11—Information about complaints 258

7.9.48 Source of power for this Subdivision ............................258

7.9.48A Definitions.....................................................................258

7.9.48B Complaints—general.....................................................259

7.9.48C Complaints about benefits other than death

benefits—decision made ...............................................259

7.9.48D Complaints about benefits other than death

benefits—no decision made ..........................................260

7.9.48A Definitions.....................................................................261

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Corporations Regulations 2001 xvii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.48B Complaints—general.....................................................261

Subdivision 5.12—Periodic report when product holder ceases to

hold product: superannuation products and RSA

products 262

7.9.49 Application of Subdivision 5.12....................................262

7.9.50 Exit reporting period .....................................................262

7.9.51 Time for compliance .....................................................262

7.9.52 General requirement ......................................................262

7.9.53 Information on death of product holder.........................263

7.9.54 Specific requirements in all cases..................................263

7.9.55 Specific requirements in particular cases.......................264

7.9.56 Exceptions to exit reporting period provisions:

superannuation products and RSA products ..................264

7.9.57 Exception—members subject to compulsory

protection of small amounts ..........................................264

7.9.58 Information to be given in cases other than death

of RSA holder ...............................................................265

7.9.59 Information to be given where applicable .....................266

7.9.60 Modification of Act: exceptions to exit reporting

period provisions ...........................................................267

Division 5AA—General requirements for financial disclosure 268

7.9.60A Modification of Act: disclosure.....................................268

7.9.60B Disclosure of transactions in periodic statements ..........268

Division 5AB—Short-Form Product Disclosure Statements 270

7.9.61AA Modification of the Act: Short-Form Product

Disclosure Statements ...................................................270

Division 5A—Dealing with money received for financial product

before the product is issued 272

7.9.61A Lost application money .................................................272

7.9.61B Issue of substitute insurance product .............................273

7.9.61C Cheques.........................................................................273

Division 5B—Confirming transactions 274

7.9.61D Transactions involving superannuation products...........274

Division 5C—CGS depository interests 276

7.9.61E CGS depository interest information website ................276

Division 6—Confirmation of transactions 277

7.9.62 Confirmation of transaction: superannuation

products and RSAs ........................................................277

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xviii Corporations Regulations 2001

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7.9.63 Confirmation of transactions: precise costs of

transaction not known ...................................................280

7.9.63A Persons who must confirm transactions ........................280

7.9.63B Content of confirmation of transactions—general.........282

7.9.63C Confirmation of transaction—multiple transactions......283

7.9.63D Confirmation of transaction—information about

cooling-off period..........................................................285

7.9.63E Confirmation of transaction—facility that provides

written confirmation ......................................................286

7.9.63F Confirmation of transaction—acquisition of

financial product............................................................286

7.9.63G Confirmation of transaction—disposal of financial

product ..........................................................................287

7.9.63H Certain product issuers and regulated persons must

meet appropriate dispute resolution

requirements—self managed superannuation funds ......287

7.9.63I Confirmation of transaction in electronic form .............287

Division 7—Cooling-off periods 288

7.9.64 Cooling-off periods not to apply ...................................288

7.9.64A Notification of exercise of right of return—risk

insurance products.........................................................289

7.9.65 Return of financial product: general ..............................289

7.9.65A Return of financial product: first home saver

accounts.........................................................................290

7.9.66 Return of financial product: superannuation and

RSAs .............................................................................291

7.9.67 Variation of amount to be repaid ...................................292

7.9.68 Modification of section 1019B of the Act: client

includes standard employer-sponsor..............................295

7.9.69 Modification of provisions of Division 5 of

Part 7.9 of the Act: terms of contract.............................297

7.9.70 Modification of provisions of Division 5 of

Part 7.9 of the Act: distributions....................................298

Division 8—Other requirements 299

7.9.71 Modification of section 1017D of the Act: use of

more than 1 document ...................................................299

7.9.71A Periodic statements—exemption for passbook

accounts.........................................................................299

7.9.72 Modification of section 1017D of the Act:

information already given..............................................299

7.9.73 Reporting periods: general ............................................300

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 xix

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.74 Form of application .......................................................300

7.9.74A Periodic statements—requirement to state

information as amounts in dollars .................................300

7.9.74B Periodic statements—additional details for First

Home Saver Accounts ...................................................302

7.9.75 Content of periodic statements: costs of

transactions....................................................................303

7.9.75A Ways of giving information...........................................306

7.9.75B Information in electronic form ......................................307

7.9.75BA Fund information made available on a website .............307

7.9.75C Periodic statements—disclosure of amounts .................308

7.9.75D Periodic statements—disclosure of amounts .................309

7.9.76 Consents to certain statements.......................................310

7.9.77 Alternative dispute resolution requirements—

product issuer that is not a financial services

licensee..........................................................................310

7.9.78 Additional statement: trustee required to provide

benefits ..........................................................................311

7.9.80B Short selling of certain warrants ....................................312

Division 9—Additional requirements for transfer of lost

members and lost RSA holders 314

7.9.81 Lost members ................................................................314

7.9.82 Lost RSA holders ..........................................................314

Division 11—Superannuation to which arrangements apply

under the Family Law Act 1975 316

7.9.84 Definitions for Division 11............................................316

7.9.85 Application of Division 11 ............................................317

7.9.86 Acquisition of financial product ....................................317

7.9.87 Modification of Act: Product Disclosure Statement

in relation to superannuation interest under Family

Law Act.........................................................................318

7.9.88 Statement content in relation to superannuation

interest under Family Law Act: superannuation

fund ...............................................................................319

7.9.89 Statement content in relation to superannuation

interest under Family Law Act: RSA ............................320

7.9.90 Information for existing holders of superannuation

products and RSA products in relation to

superannuation interest..................................................321

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xx Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.91 Periodic statements for retail clients for financial

products that have an investment component—

general ...........................................................................322

7.9.92 Periodic statements for retail clients for financial

products that have an investment component—

superannuation interest other than percentage-only

interest ...........................................................................322

7.9.93 Trustees of superannuation entities—additional

obligation to provide information in relation to

superannuation interest..................................................323

7.9.94 Division 5 of Part 7.9 of the Act not to apply in

relation to non-member spouse......................................324

Division 12—Medical indemnity insurance 325

7.9.95 Medical indemnity insurance—exemption from

product disclosure provisions ........................................325

Division 13—Unsolicited offers to purchase financial products

off market 326

7.9.96 Percentage increase or decrease in the market

value of a product ..........................................................326

7.9.97 Off-market trading by professional investors etc...........326

7.9.97A Information in offer document if payment is to be

made in instalments .......................................................327

Division 14—Exemptions from Parts 7.7, 7.8 and 7.9 of the Act 329

7.9.98 Certain providers of financial services exempted

from the requirements of Parts 7.7, 7.8 and 7.9 of

the Act ...........................................................................329

7.9.98A Exemption from application of Part 7.9 of the Act........329

Division 15—Disclosure in relation to short sales covered by

securities lending arrangement of listed

section 1020B products 331

7.9.99 Interpretation .................................................................331

7.9.100 Seller disclosure ............................................................332

7.9.100A Seller disclosure of existing short position ....................333

7.9.101 Licensee disclosure........................................................334

7.9.102 Public disclosure of information....................................335

Part 7.10—Market misconduct and other prohibited conduct

relating to financial products and financial services 337 7.10.01 Division 3 financial products.........................................337

7.10.02 Professional standards schemes.....................................337

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Corporations Regulations 2001 xxi

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.10.03 Exemption for market participants of qualifying

gas trading exchange .....................................................339

Part 7.11—Title and transfer 340

Division 1—Preliminary 340

7.11.01 Definitions.....................................................................340

7.11.03 Arrangements about Division 4 financial products .......342

7.11.04 Arrangements for forms ................................................343

7.11.05 Document duly completed in accordance with a

particular form...............................................................344

7.11.06 Stamping of documents .................................................345

7.11.07 Application of Division 3 of Part 7.11 of the Act to

certain bodies ................................................................345

7.11.08 Interests in registered schemes ......................................346

Division 2—Application of Part 7.11 347

7.11.09 Application....................................................................347

Division 3—Transfer of Division 3 securities effected otherwise

than through a prescribed CS facility 348

7.11.10 Application of Division 3 ..............................................348

7.11.11 Sufficient transfer: general ............................................348

7.11.12 Sufficient transfer of Division 3 assets: licensed

trustee company or Public Trustee of a State or

Territory ........................................................................349

7.11.13 Sufficient transfer of Division 3 rights: licensed

trustee company or Public Trustee of a State or

Territory ........................................................................349

7.11.14 Sufficient transfer ..........................................................349

7.11.15 Transferee’s execution of transfer of Division 3

assets .............................................................................350

7.11.16 Transferee’s execution of transfer of Division 3

rights..............................................................................350

7.11.17 Transfer document that purports to bear stamp of

transferor's broker..........................................................351

7.11.18 Warranties by market licensee if transfer

document purports to bear its stamp..............................353

7.11.19 Indemnities by market licensee and broker if

transfer document purports to bear their stamps............353

7.11.20 Joint and several warranties and liabilities ....................354

7.11.21 Registration of certain instruments................................355

7.11.22 Details to be included in instrument of transfer.............356

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xxii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Transfer of Division 4 financial products effected

through prescribed CS facility 357

7.11.23 Application of Division 4 ..............................................357

7.11.24 Application of ASTC operating rules ............................357

7.11.25 Participant’s authority to enter into transaction

continues despite client’s death .....................................357

7.11.26 Authority to enter into transaction gives authority

to transfer ......................................................................358

7.11.27 Effect of proper ASTC transfer on transferee:

Division 4 financial products other than rights..............359

7.11.28 Effect of proper ASTC transfer on transferee:

rights..............................................................................360

7.11.29 Warranties by participant if identification code is

included in transfer document .......................................361

7.11.30 Indemnities in respect of warranted matters:

transfer not effected by the participant ..........................363

7.11.31 Indemnities in respect of warranted matters:

transferor not legally entitled or authorised to

transfer Division 4 financial products............................364

7.11.32 Indemnities in respect of warranted matters:

participant not authorised to effect transfer ...................365

7.11.33 Joint and several warranties and liabilities ....................365

7.11.34 ASTC entitled to assume its operating rules

complied with................................................................366

7.11.35 ASTC-regulated transfer not to be registered

unless proper ASTC transfer .........................................366

7.11.36 Issuer not to refuse to register proper ASTC

transfer ..........................................................................367

7.11.37 Determination of who holds Division 4 financial

products for the purposes of meeting.............................367

7.11.38 Determination of who holds Division 4 financial

products in class of Division 4 financial products

for the purposes of meeting ...........................................368

7.11.39 Determination of who holds Division 4 financial

products for the purposes of conferring security

benefits ..........................................................................369

Division 5—Offences 370

7.11.40 Stamping of broker’s stamp on sufficient transfer .........370

7.11.41 Inclusion of identification codes in proper ASTC

transfers .........................................................................371

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7.11.42 Contravention by participant of the ASTC

certificate cancellation provisions relating to use

of cancellation stamps ...................................................372

Division 6—Civil liability 373

7.11.43 Contravention by participant of the ASTC

certificate cancellation provisions .................................373

Part 7.12—Miscellaneous 374 7.12.01 Destruction of records by ASIC ....................................374

Chapter 8—Mutual recognition of securities offers 375

Part 8.1—Preliminary 375 8.1.01 Prescribed foreign recognition scheme (Act s

1200A(1))......................................................................375

8.1.02 Prescribed offeror (Act s 1200A(1))..............................375

8.1.03 Prescribed recognised jurisdiction (Act s

1200A(1))......................................................................376

Part 8.2—Foreign offers that are recognised in this jurisdiction 377

Division 1—Recognised offers 377

8.2.01 Prescribed offer (Act s 1200C(4)) .................................377

8.2.02 Prescribed warning statements (Act s 1200E) ...............377

8.2.03 Prescribed details to be given in warning

statements (Act s 1200E(b)) ..........................................380

8.2.04 Prescribed home regulators (Act s 1200G(13) and

(14))...............................................................................380

Division 4—Modification of the Act in relation to its application

to recognised offers for interests in New Zealand

managed investment schemes (Act s 1020G, 1200M) 382

8.4.01 Modification of Part 7.9 of the Act—New Zealand

offer documents replace Product Disclosure

Statements .....................................................................382

8.4.02 Modification of Part 6D.2 of the Act and Part 7.9

of the Act—certain disclosure obligations not to

apply..............................................................................382

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Preliminary Division 1

Regulation 7.7.01

Corporations Regulations 2001 1

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 7—Financial services and markets

Part 7.7—Financial service disclosure

Division 1—Preliminary

7.7.01 How documents, information and statements are to be given

(1) For subsection 940C(3) of the Act:

(a) if general advice is given orally in a public forum,

information that subsection 941C(5) of the Act requires to be

given must be given orally; and

(b) if general advice is given in electronic form in a public

forum, information that subsection 941C(5) of the Act

requires to be given must be given in electronic form; and

(c) if general advice is given in writing (otherwise than in

electronic form) in a public forum, information that

subsection 941C(5) of the Act requires to be given must be

given in writing; and

(d) if general advice is given in any other manner in a public

forum, information that subsection 941C(5) of the Act

requires to be given must be given in the same manner.

(2) For paragraph 940C(7)(a) of the Act, a Financial Services Guide

and a Statement of Advice may be given to a person in either of the

following ways:

(a) making the Guide or Statement available to the person in any

way that:

(i) is agreed to by the person; and

(ii) allows the regulated person to be satisfied, on

reasonable grounds, that the person has received the

Guide or Statement;

(b) making the Guide or Statement available to the person’s

agent in any way that:

(i) is agreed to by the agent; and

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 1 Preliminary

Regulation 7.7.01

2 Corporations Regulations 2001

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(ii) allows the regulated person to be satisfied, on

reasonable grounds, that the agent has received the

Guide or Statement.

(3) For paragraph 940C(7)(b) of the Act, a document, information or

statement that is to be given in electronic form must, as far as

practicable, be presented in a way that will allow the person to

whom it is given to keep a copy of it so that the person can have

ready access to it in the future.

(4) A document or statement that is to be given in electronic form must

be presented in a way that clearly identifies the information that is

part of the document or statement.

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.02

Corporations Regulations 2001 3

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Financial Services Guide

7.7.02 Situations in which Financial Services Guide is not required

(1) For paragraph 941C(6)(c) of the Act, the following are prescribed:

(a) a deposit product that is a facility in relation to which:

(i) there is no minimum period before which funds cannot

be withdrawn or transferred from the facility without a

reduction in the return generated for the depositor; or

(ii) if there is such a period, it expires on or before the end

of the period of 2 years starting on the day on which

funds were first deposited in the facility;

(b) travellers’ cheques;

(c) a cash management trust interest;

(d) a capital guaranteed FHSA product.

(2) For subsection 941C(4) of the Act:

(a) providing general advice to the public, or a section of the

public, at an event organised by or for financial services

licensees to which retail clients are invited is prescribed; and

(b) a broadcast of general advice to the public, or a section of the

public, that may be viewed or heard by any person is

prescribed; and

(c) distributing or displaying promotional material that:

(i) provides general advice to the public, or a section of the

public; and

(ii) is available in a place that is accessible to the public is

prescribed.

Examples:

1 Television or radio broadcasts.

2 Distributing promotional material contained in newspapers and

magazines.

3 Sending a broadcast via an Internet website or webcast.

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.02

4 Corporations Regulations 2001

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4 Giving a public lecture or seminar for retail clients, including

employees of a workplace.

Note: If general advice is given to the public, or a section of the public, the

requirements of subsection 941C(5) of the Act must be complied with.

Additionally, if general advice is provided to 1 or more retail clients,

the providing entity must comply with section 949A of the Act.

(3) For subsection 941C(8) of the Act, a Financial Services Guide does

not have to be given to a client in the following circumstances:

(a) a person (person 1) makes an inquiry by telephone in relation

to the rental of a vehicle from another person (person 2);

(b) as a result of that inquiry, it becomes apparent to person 2

that a financial service will be, or is likely to be, provided to

person 1;

(c) the financial service is the issue of an insurance product that

relates to either or both of:

(i) the accidental death of, or bodily injury to, a person

caused by an accident in connection with the use of the

rented vehicle during the rental period; and

(ii) the loss or destruction of, or damage to, either or both of

baggage and personal effects belonging to a person in

the rented vehicle caused by an insured event during the

rental period;

(d) person 2 makes arrangements for a document that is the

equivalent of a Financial Services Guide to be given to

person 1 no later than the start of the use to which the

insurance product relates.

Example: The commencement of a journey of the rental vehicle is a use to

which the insurance product relates.

(3A) For subsection 941C(8) of the Act, a Financial Services Guide does

not have to be given to a client for a financial service provided in

the circumstances specified in paragraph 7.6.01(1)(la).

(4) For subsection 941C(8) of the Act, a Financial Services Guide does

not have to be given to a client in respect of advice that:

(a) is provided by a providing entity that is:

(i) a product issuer; or

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Financial services and markets Chapter 7

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Financial Services Guide Division 2

Regulation 7.7.02

Corporations Regulations 2001 5

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(ii) a related body corporate of a product issuer; or

(iii) a product distributor; or

(iv) an authorised representative of an entity mentioned in

subparagraph (i), (ii) or (iii); and

(b) is only general advice in relation to a financial product that

is, or a class of financial products that includes, a financial

product that is:

(i) issued by the providing entity or a related body

corporate of the providing entity; or

(ii) offered by the providing entity; and

(c) is not provided during a meeting; and

(d) is not provided during a telephone call, unless:

(i) the advice:

(A) concerns a class of financial products that

includes a financial product already held by the

client; and

(B) is provided by the providing entity for that

financial product; or

(ii) there is no issue or sale of any financial product during

the telephone call.

Note: The providing entity must meet obligations under the Act in relation

to the telephone call such as the prohibition of hawking in

sections 992A and 992AA of the Act and the requirements for Product

Disclosure Statements in Part 7.9 of the Act.

(4A) If general advice is provided during a telephone call in accordance

with paragraph (4)(d), the providing entity must tell the client that:

(a) a Financial Services Guide exists; and

(b) the provider will send out a Financial Services Guide on

request.

(5) If subregulation (4) applies and the providing entity does not give a

Financial Services Guide to the client when the advice is provided,

the providing entity must give to the client:

(a) the information that would be required to be in the Financial

Services Guide by paragraphs 942B(2)(a), (e) and (f) of the

Act; or

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.02

6 Corporations Regulations 2001

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(b) the information that would be required to be in the Financial

Services Guide by paragraphs 942C(2)(a), (c), (f) and (g) of

the Act;

as the case requires.

Note: If general advice is provided to 1 or more retail clients, the providing

entity must comply with section 949A of the Act.

(5A) For subsection 941C(8) of the Act, a Financial Services Guide does

not have to be given to a client in the following circumstances:

(a) the advice is provided in circumstances in which

section 1018A of the Act applies or will apply at the end of

the transition period;

(b) the advice is only general advice in relation to a financial

product that is, or a class of financial products that includes,

a financial product issued by the product issuer;

(c) the advice is in the form of advertising the financial product:

(i) on a billboard or a poster; or

(ii) in the media within the meaning of

subregulation 7.6.01(7);

(d) the advertisement indicates that a person should consider

whether or not the product is appropriate for the person.

(5B) For subsection 941C(8) of the Act, a Financial Services Guide does

not have to be given to a client in the following circumstances:

(a) the providing entity is an issuer of derivatives that are able to

be traded on a financial market;

(b) the financial service is a dealing (within the meaning of

section 766C of the Act) in a derivative by the providing

entity;

(c) at the time of the dealing, the providing entity is not a

participant in the financial market on which the particular

derivative may be traded;

(d) the only financial service that the providing entity provides to

the client is the issuing of the derivative.

(6) In this regulation:

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Financial services and markets Chapter 7

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Financial Services Guide Division 2

Regulation 7.7.02A

Corporations Regulations 2001 7

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product distributor means a licensee that offers a financial product

for sale.

(7) If:

(a) a financial service is provided by a person (the secondary

service provider) to a client by causing or authorising another

person (the intermediary) to provide or pass on the service;

and

(b) but for the operation of section 52 of the Act, the secondary

service provider would not be taken to be providing the

financial service to the client; and

(c) the intermediary does not act on behalf of the secondary

service provider in providing or passing on the service for the

secondary service provider (see section 911B of the Act); and

(d) the intermediary is a financial services licensee or an

authorised representative of a financial services licensee; and

(e) the secondary service provider has a written agreement with

the intermediary under which the intermediary agrees to

either:

(i) give the secondary service provider’s Financial Services

Guide relating to the financial service provided by the

secondary service provider to the client; or

(ii) inform the client how to obtain the secondary service

provider’s Financial Services Guide relating to the

financial service provided by the secondary service

provider;

then, for subsection 941C(8) of the Act, the secondary service

provider does not have to give the client a Financial Services

Guide for the financial service.

7.7.02A Situations when Financial Services Guide is not required

(1) For paragraph 951C(1)(c) of the Act, section 941C of the Act is

modified by inserting after subsection 941C(1) the following

subsection:

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.02A

8 Corporations Regulations 2001

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“(1A) The providing entity does not have to give the client a Financial

Services Guide if the client has already received the documents

referred to in paragraphs (7A)(b) and (c), in the circumstances set

out in that subsection, that together contain all of the information

that the new Financial Services Guide is required to contain.”

(2) For paragraph 951C(1)(c) of the Act, section 941C of the Act is

modified by inserting after subsection 941C(7) the following

subsections:

“(7A) The providing entity does not have to give the client a Financial

Services Guide in the following circumstances:

(a) if the providing entity will, or is likely to, provide a financial

service to the client in a recommendation situation (see

section 1012A), an issue situation (see section 1012B) or a

sale situation (see section 1012C);

(b) the providing entity gives to the client a Product Disclosure

Statement;

(c) the providing entity gives to the client a statement that:

(i) contains so much of the information required by

section 942B or 942C (as the case may be), and any

regulations made for the purposes of the appropriate

section, as is not already set out in the Product

Disclosure Statement; and

(ii) complies with the requirements set out in

subsection (7B);

(d) the statements mentioned in paragraphs (b) and (c) are given

at the same time.

(7B) The statement referred to in paragraph (7A)(c) must:

(a) be up to date as at the time it is given to the client; and

(b) may contain information apart from that referred to in

subparagraph (7A)(c)(i); and

(c) meet the requirements of subsections 942B(3) and (6A) or

subsections 942C(3) and (6A) (as the case may be).”

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.03

Corporations Regulations 2001 9

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.03 Financial Services Guide given by financial services licensee:

description of documents

(1) For paragraph 942B(2)(k) of the Act, the Financial Services Guide

given by a financial services licensee must include a statement that:

(a) describes the purpose and content of the Financial Services

Guide; and

(b) if appropriate:

(i) informs the client that the client may also receive either

or both of a Statement of Advice and a Product

Disclosure Statement; and

(ii) describes the purpose and content of those documents.

(2) In describing the purpose and content of the Financial Services

Guide as mentioned in subregulation (1), the client’s attention must

be drawn to the following matters:

(a) the Guide is designed to assist the client in deciding whether

to use any of the services offered in the Guide;

(b) the Guide contains information about remuneration that may

be paid to the financial services licensee and other relevant

persons in relation to the services offered;

(c) the Guide contains information on how complaints against

the financial services licensee are dealt with.

(3) In describing the purpose and content of a Statement of Advice or

Product Disclosure Statement, the client’s attention must be drawn

to a description of the circumstances in which the Statement of

Advice or Product Disclosure Statement will be given.

(4) Subregulations (2) and (3) do not prevent the statement required

under subregulation (1) from drawing attention to other matters

relating to the purpose and content of the Financial Services Guide,

the Statement of Advice or the Product Disclosure Statement.

(5) The statement required under subregulation (1) must be:

(a) presented in a manner that is easy for the client to

understand; and

(b) displayed prominently in the Financial Services Guide.

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.03A

10 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) A statement is displayed prominently if it:

(a) appears at, or close to, the front of the Financial Services

Guide; and

(b) stands out from the other information contained in the Guide.

Note: Ideally, the statement should be placed:

(a) on the inside cover or inside facing page of a paper-based Financial Services Guide form; or

(b) in an equivalent position of a Financial Services Guide that is not provided in a paper-based form.

7.7.03A Financial Services Guide given by financial services

licensee: compensation arrangements

(1) For paragraph 942B(2)(k) of the Act, the Financial Services Guide

given by a financial services licensee must include a statement

about:

(a) the kind of compensation arrangements that the licensee has

in place; and

(b) whether those arrangements satisfy the requirements for

compensation arrangements under section 912B of the Act.

(2) This regulation commences, for a particular financial services

licensee, on the date that subregulations 7.6.02AAA(1), (2) and (3)

take effect for that licensee.

7.7.04 Financial Services Guide given by financial services licensee:

remuneration, commission and benefits

(1) For paragraph 942B(2)(k) of the Act, the Financial Services Guide

given by a financial services licensee must include information, to

the extent that the information is able to be ascertained at the time

the Financial Services Guide is given to the client, about all

remuneration (including commission) and other benefits that a

person (person 1) has received, or is to receive, for referring

another person to the financial services licensee.

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.04

Corporations Regulations 2001 11

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Overview of regulation

(2) For paragraph 942B(4)(c) of the Act, the information required in

particular situations by paragraph 942B(2)(e) in relation to persons

mentioned in paragraph 942B(2)(e) or person 1 (see

subregulation (1)) is as set out in subregulations (3), (4) and (5).

If remuneration is ascertainable at the time FSG is given

(3) The following information is required if the remuneration,

commission or other benefits are able to be worked out at the time

the Financial Services Guide is given to the client:

(a) in a case where the remuneration, commission or other

benefits are to be received by a person who is a licensed

trustee company, either:

(i) the remuneration, commission or other benefits; or

(ii) the remuneration, commission or other benefits stated as

a percentage of the income from the estate or as a

percentage of the capital value of the estate;

(b) in any other case—the remuneration, commission or other

benefits.

If remuneration is not ascertainable at the time FSG is given and

personal advice will be given

(4) If:

(a) the remuneration (including commission) or other benefits

are not able to be ascertained at the time the Financial

Services Guide is given to the client; and

(b) the providing entity reasonably believes that personal advice

will be given to the client;

the following information is required:

(c) either:

(i) particulars of the remuneration (including commission)

or other benefits, including, to the extent relevant, a

statement of the range of amounts or rates of

remuneration (including commission) or other benefits;

or

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.04

12 Corporations Regulations 2001

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(ii) general information about the remuneration (including

commission) or other benefits and the manner in which

the remuneration (including commission) or other

benefits are to be calculated;

(d) a statement that:

(i) if the remuneration (including commission) or other

benefits are calculable at the time the personal advice is

given, the remuneration (including commission) or

other benefits the person receives on specific financial

products to which the personal advice relates will be

disclosed at the time the personal advice is given or as

soon as practicable after that time; or

(ii) if the remuneration (including commission) or other

benefits are not calculable at the time the personal

advice is given, the manner in which the remuneration

(including commission) or other benefits are to be

calculated will be disclosed at the time the personal

advice is given or as soon as practicable after that time.

If remuneration is not ascertainable at the time FSG is given and

personal advice will not be given

(5) If:

(a) the remuneration (including commission) or other benefits

are not able to be ascertained at the time the Financial

Services Guide is given to the client; and

(b) the providing entity reasonably believes that personal advice

will not be given to the client;

the following information is required:

(c) particulars of the remuneration (including commission) or

other benefits, including, to the extent relevant, a statement

of the range of amounts or rates of remuneration (including

commission) or other benefits; or

(d) both of the following:

(i) general information about the remuneration (including

commission) or other benefits and the manner in which

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.04A

Corporations Regulations 2001 13

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the remuneration (including commission) or other

benefits are to be calculated;

(ii) a statement that the client may request particulars of the

remuneration (including commission) or other benefits

but that the request must be made within a reasonable

time after the client is given the Financial Services

Guide and before any financial service identified in the

Guide is provided to the client.

7.7.04A Financial services guide given by financial services licensee:

more detailed information about remuneration etc

(1) For subsection 942B(7) of the Act, if:

(a) the remuneration (including commission) or other benefits

that a person mentioned in paragraph 942B(2)(e) or person 1

in subregulation 7.7.04(1) has received, or is to receive, are

not able to be ascertained at the time the Financial Services

Guide is given to the client; and

(b) the providing entity reasonably believes that personal advice

will not be given to the client; and

(c) the Financial Services Guide does not contain particulars of

the remuneration (including commission) or other benefits;

the client may request, from the financial services licensee,

particulars of the remuneration (including commission) or other

benefits.

(2) A request under subregulation (1) must be made within a

reasonable time after the client is given the Financial Services

Guide and before any financial service identified in the Guide is

provided to the client.

(3) For subregulation (1), the particulars must, to the extent relevant,

include a statement of the range of amounts or rates of

remuneration (including commission) or other benefits.

Examples:

1 Remuneration is paid within the range of $X to $Y.

2 Commission is paid at rates between X% and Y%.

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.04AA

14 Corporations Regulations 2001

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(4) The particulars mentioned in subregulation (3) must be presented

in a manner that is easy for the client to understand.

7.7.04AA Financial Services Guide given by financial services

licensee: non-monetary benefit that is not conflicted

remuneration

(1) This regulation is made for paragraph 942B(4)(b) of the Act.

(2) Information about a non-monetary benefit that, in accordance with

paragraph 963C(b) of the Act, is not conflicted remuneration is not

required by paragraph 942B(2)(e) of the Act.

Note: Under paragraph 963C(b) of the Act, if a non-monetary benefit is

given to a financial services licensee, or a representative of a financial

services licensee, who provides financial advice, is less than the

prescribed amount and identical or similar benefits are not given on a

frequent or regular basis, the benefit is not conflicted remuneration.

7.7.04AB Financial Services Guide given by authorised

representative: non-monetary benefit that is not

conflicted remuneration

(1) This regulation is made for paragraph 942C(4)(b) of the Act.

(2) Information about a non-monetary benefit that, in accordance with

paragraph 963C(b) of the Act, is not conflicted remuneration is not

required by paragraph 942C(2)(f) of the Act.

Note: Under paragraph 963C(b) of the Act, if a non-monetary benefit is

given to a financial services licensee, or a representative of a financial

services licensee, who provides financial advice, is less than the

prescribed amount and identical or similar benefits are not given on a

frequent or regular basis, the benefit is not conflicted remuneration.

7.7.05 Record of advice given by financial services licensee

For subparagraph 942B(2)(g)(iii) of the Act, the period within

which a client may request a record of the advice to which that

subparagraph relates is 7 years after the day on which the advice is

provided.

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Financial services and markets Chapter 7

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Financial Services Guide Division 2

Regulation 7.7.05A

Corporations Regulations 2001 15

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7.7.05A Financial Services Guide given by authorised representative

of financial services licensee: authorised representative

number

(1) For paragraph 942C(2)(m) of the Act, the Financial Services Guide

given by an authorised representative must include the authorised

representative number allocated by ASIC to the authorised

representative.

(2) Subregulation (1) does not apply to a Financial Services Guide to

which regulation 7.7.05B applies.

7.7.05B Personalised Financial Services Guide

(1) This regulation applies if:

(a) a financial services licensee; or

(b) an authorised representative (the authoriser) of a financial

services licensee;

authorises an individual to provide financial services on behalf of

the licensee.

(2) For paragraph 942C(4)(b) of the Act, the Financial Services Guide

in relation to a financial service does not have to include the

information in paragraph 942C(2)(a) of the Act, in respect of the

individual, if:

(a) the financial service is dealing in a financial product or the

provision of general advice or both; and

(b) the individual provides the financial service in accordance

with the authorisation; and

(c) the licensee has reasonable grounds to believe that the

identity or remuneration of the individual would not be

material to a decision by a retail client whether or not to

obtain the financial service; and

(d) the Financial Services Guide includes:

(i) the contact details and licence number of the licensee;

and

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Chapter 7 Financial services and markets

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(ii) a statement setting out, in general terms, the individual’s

role and capacity in providing the financial service.

(2A) For paragraph 942C(4)(b) of the Act, the Financial Services Guide

in relation to a financial service does not have to include a

statement setting out the name and contact details of a person if:

(a) the person is:

(i) a franchisee of the holder of an Australian financial

services licence (the franchisor) and a corporate

authorised representative of the franchisor; or

(ii) an employee of a franchisee of the holder of an

Australian financial services licence; and

(b) the franchisor is an authorised deposit-taking institution

(within the meaning of the Banking Act 1959) and regulated

by APRA; and

(c) the franchise agreement:

(i) subjects the person to the policies of the franchisor; and

(ii) requires compliance by the person with the policies of

the franchisor that were made to give effect to the

franchisor’s obligations under the Australian financial

services licence; and

(d) the Financial Services Guide produced by the franchisor

explains that the franchisor takes responsibility for the

services provided by the person.

(3) For paragraph 942C(4)(b) of the Act, the Financial Service Guide

in relation to a financial service does not have to include the

information in paragraph 942C(2)(a) of the Act, in respect of an

authoriser, if:

(a) the financial service is dealing in a financial product or the

provision of general advice or both; and

(b) the authoriser provides the financial service in accordance

with the authorisation; and

(c) the licensee has reasonable grounds to believe that the

identity or remuneration of the authoriser would not be

material to a decision by a retail client whether or not to

obtain the financial service; and

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.05C

Corporations Regulations 2001 17

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) the Financial Services Guide includes:

(i) the contact details and licence number of the licensee;

and

(ii) a statement setting out, in general terms, the authoriser’s

role and capacity in providing the financial service.

Note: The Financial Services Guide will contain all information otherwise

required by section 942C of the Act.

7.7.05C Exemption from providing certain information in a

Financial Services Guide

(1) For paragraph 942B(4)(b) of the Act, for a Financial Services

Guide:

(a) information is not required by paragraph 942B(2)(c) of the

Act about a financial service to which subsection 941C(6) of

the Act applies; and

(b) information is not required by paragraph 942B(2)(e) of the

Act in relation to remuneration (including commission) or

other benefits that are received only in respect of, or that are

only attributable to, a financial service to which

subsection 941C(6) of the Act applies.

(2) For paragraph 942C(4)(b) of the Act, for a Financial Services

Guide:

(a) information is not required by paragraph 942C(2)(d) of the

Act, about a financial service to which subsection 941C(6) of

the Act applies; and

(b) information is not required by paragraph 942C(2)(f) of the

Act, in relation to remuneration (including commission) or

other benefits that are received only in respect of, or that are

only attributable to, a financial service to which

subsection 941C(6) of the Act applies.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.06

18 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.06 Financial Services Guide given by authorised representative of

financial services licensee: description of documents

(1) For paragraph 942C(2)(m) of the Act, the Financial Services Guide

given by an authorised representative must include a statement

that:

(a) describes the purpose and content of the Financial Services

Guide; and

(b) if appropriate:

(i) informs the client that the client may also receive either

or both of a Statement of Advice and a Product

Disclosure Statement; and

(ii) describes the purpose and content of those documents.

(2) In describing the purpose and content of the Financial Services

Guide as mentioned in subregulation (1), the client’s attention must

be drawn to the following matters:

(a) the Guide is designed to assist the client in deciding whether

to use any of the services offered in the Guide;

(b) the Guide contains information about remuneration that may

be paid to the authorised representative and other relevant

persons in relation to the services offered;

(c) the Guide contains information on how complaints against

the authorised representative are dealt with.

(3) In describing the purpose and content of a Statement of Advice or

Product Disclosure Statement, the client’s attention must be drawn

to a description of the circumstances in which the Statement of

Advice or Product Disclosure Statement will be given.

(4) Subregulations (2) and (3) do not prevent the statement required

under subregulation (1) from drawing attention to other matters

relating to the purpose and content of the Financial Services Guide,

the Statement of Advice or the Product Disclosure Statement.

(5) The statement required under subregulation (1) must be:

(a) presented in a manner that is easy for the client to

understand; and

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.06A

Corporations Regulations 2001 19

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) displayed prominently in the Financial Services Guide.

(6) A statement is displayed prominently if it:

(a) appears at, or close to, the front of the Financial Services

Guide; and

(b) stands out from the other information contained in the Guide.

Note: Ideally, the statement should be placed:

(a) on the inside cover or inside facing page of a paper-based Financial Services Guide form; or

(b) in an equivalent position of a Financial Services Guide that is not provided in a paper-based form.

7.7.06A Financial Services Guide given by authorised representative

of financial services licensee—licence number

For paragraph 942C(2)(m) of the Act, a providing entity that is an

authorised representative of a financial services licensee must

include the licensee’s licence number in a Financial Services Guide

given to a client.

7.7.06B Financial Services Guide given by authorised representative

of financial services licensee: compensation arrangements

(1) For paragraph 942C(2)(m) of the Act, the Financial Services Guide

given by the authorised representative of a financial services

licensee must include a statement about:

(a) the kind of compensation arrangements that the licensee has

in place; and

(b) whether those arrangements satisfy the requirements for

compensation arrangements under section 912B of the Act.

(2) This regulation commences, for a particular authorised

representative, on the date that subregulations 7.6.02AAA(1), (2)

and (3) take effect for the financial services licensee for whom he

or she is a representative.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.07

20 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.07 Financial Services Guide given by authorised representative of

financial services licensee: remuneration, commission and

benefits

(1) For paragraph 942C(2)(m) of the Act, the Financial Services Guide

given by an authorised representative of a financial services

licensee must include information, to the extent that the

information is able to be ascertained at the time the Financial

Services Guide is given to the client, about all remuneration

(including commission) and other benefits that a person (person 1)

has received, or is to receive, for referring another person to:

(a) the authorised representative; or

(b) the financial services licensee.

Overview of regulation

(2) For paragraph 942C(4)(c) of the Act, the information required in

particular situations by paragraph 942C(2)(f) in relation to persons

mentioned in paragraph 942C(2)(f) or person 1 (see

subregulation (1)) is as set out in subregulations (3), (4) and (5).

If remuneration is ascertainable at the time FSG is given

(3) The following information is required if the remuneration,

commission or other benefits are able to be worked out at the time

the Financial Services Guide is given to the client:

(a) in a case where the remuneration, commission or other

benefits are to be received by a person who is a licensed

trustee company, either:

(i) the remuneration, commission or other benefits; or

(ii) the remuneration, commission or other benefits stated as

a percentage of the income from the estate or as a

percentage of the capital value of the estate;

(b) in any other case—the remuneration, commission or other

benefits.

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.07

Corporations Regulations 2001 21

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

If remuneration is not ascertainable at the time FSG is given and

personal advice will be given

(4) If:

(a) the remuneration (including commission) or other benefits

are not able to be ascertained at the time the Financial

Services Guide is given to the client; and

(b) the providing entity reasonably believes that personal advice

will be given to the client;

the following information is required:

(c) either:

(i) particulars of the remuneration (including commission)

or other benefits, including, to the extent relevant, a

statement of the range of amounts or rates of

remuneration (including commission) or other benefits;

or

(ii) general information about the remuneration (including

commission) or other benefits and the manner in which

the remuneration (including commission) or other

benefits are to be calculated;

(d) a statement that:

(i) if the remuneration (including commission) or other

benefits are calculable at the time the personal advice is

given, the remuneration (including commission) or

other benefits the person receives on specified financial

products to which the personal advice relates will be

disclosed at the time the personal advice is given or as

soon as practicable after that time; or

(ii) if the remuneration (including commission) or other

benefits are not calculable at the time the personal

advice is given, the manner in which the remuneration

(including commission) or other benefits are to be

calculated will be disclosed at the time the personal

advice is given or as soon as practicable after that time.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2 Financial Services Guide

Regulation 7.7.07A

22 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

If remuneration is not ascertainable at the time FSG is given and

personal advice will not be given

(5) If:

(a) the remuneration (including commission) or other benefits

are not able to be ascertained at the time the Financial

Services Guide is given to the client; and

(b) the providing entity reasonably believes that personal advice

will not be given to the client;

the following information is required:

(c) particulars of the remuneration (including commission) or

other benefits, including, to the extent relevant, a statement

of the range of amounts or rates of remuneration (including

commission) or other benefits; or

(d) both of the following:

(i) general information about the remuneration (including

commission) or other benefits and the manner in which

the remuneration (including commission) or other

benefits are to be calculated;

(ii) a statement that the client may request particulars of the

remuneration (including commission) or other benefits

but that the request must be made within a reasonable

time after the client is given the Financial Services

Guide and before any financial service identified in the

Guide is provided to the client.

7.7.07A Financial services guide given by authorised representative:

more detailed information about remuneration etc

(1) For subsection 942C(7) of the Act, if:

(a) the remuneration (including commission) or other benefits

that a person mentioned in paragraph 942C(2)(f) or person 1

in subregulation 7.7.07(1) has received, or is to receive, are

not able to be ascertained at the time the Financial Services

Guide is given to the client; and

(b) the providing entity reasonably believes that personal advice

will not be given to the client; and

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Financial Services Guide Division 2

Regulation 7.7.08

Corporations Regulations 2001 23

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the Financial Services Guide does not contain particulars of

the remuneration (including commission) or other benefits;

the client may request, from the authorised representative,

particulars of the remuneration (including commission) or other

benefits.

(2) A request under subregulation (1) must be made within a

reasonable time after the client is given the Financial Services

Guide and before any financial service identified in the Guide is

provided to the client.

(3) For subregulation (1), the particulars must, to the extent relevant,

include a statement of the range of amounts or rates of

remuneration (including commission) or other benefits.

Examples:

1 Remuneration is paid within the range of $X to $Y.

2 Commission is paid at rates between X% and Y%.

(4) The particulars mentioned in subregulation (3) must be presented

in a manner that is easy for the client to understand.

7.7.08 Record of advice given by authorised representative of

financial services licensee

For subparagraph 942C(2)(h)(iii) of the Act, the period within

which a client may request a record of the advice to which that

subparagraph relates is 7 years after the day on which the advice is

provided.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2A Combined Financial Services Guide and Product Disclosure Statement

Regulation 7.7.08A

24 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2A—Combined Financial Services Guide and

Product Disclosure Statement

7.7.08A Combined Financial Services Guide and Product Disclosure

Statement

(1) For subsection 942DA(1) of the Act, this regulation specifies the

circumstances in which a Financial Services Guide and a Product

Disclosure Statement may be combined in a single document.

(1A) This regulation does not apply if the Product Disclosure Statement

is for an FHSA product.

(1A) This regulation does not apply if the Product Disclosure Statement

is for an FHSA product.

(1B) This regulation does not apply if the Product Disclosure Statement

is for a margin loan.

(1C) This regulation does not apply if the Product Disclosure Statement

is for a superannuation product to which Subdivision 4.2B of

Division 4 of Part 7.9 applies.

(1D) This regulation does not apply if the Product Disclosure Statement

is for a simple managed investment scheme to which

Subdivision 4.2C of Division 4 of Part 7.9 applies.

(2) A combined Financial Services Guide and Product Disclosure

Statement may be issued as a single document if:

(a) the providing entity for the financial service and the product

issuer for a product issued in relation to that financial service

are the same person; and

(b) the document is divided into 2 separate parts:

(i) a part identifiable as a Financial Services Guide that

satisfies the requirements under the Act for a Financial

Services Guide; and

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Combined Financial Services Guide and Product Disclosure Statement Division 2A

Regulation 7.7.08A

Corporations Regulations 2001 25

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) a part identifiable as a Product Disclosure Statement

that satisfies the requirements for a Product Disclosure

Statement; and

(c) the title ‘Combined Financial Services Guide and Product

Disclosure Statement’ is marked on or near the front of the

document; and

(d) the document is provided to a client at the earlier of the time

at which a Financial Services Guide must be provided and

the time at which a Product Disclosure Statement must be

provided.

(3) A combined Financial Services Guide and Product Disclosure

Statement may be issued as a single document if:

(a) the providing entity for the financial service is a

representative or a related body corporate of the product

issuer; and

(b) the product is only a basic deposit product, a non-cash

payment facility that is related to a basic deposit product, a

general insurance product or a life risk insurance product;

and

(c) the document is divided into 2 separate parts:

(i) a part identifiable as a Financial Services Guide that

satisfies the requirements under the Act for a Financial

Services Guide; and

(ii) a part identifiable as a Product Disclosure Statement

that satisfies the requirements for a product Disclosure

Statement; and

(d) the title ‘Combined Financial Services Guide and Product

Disclosure Statement’ is marked on or near the front of the

document; and

(e) the document clearly and prominently discloses:

(i) the identity of the providing entity and the product

issuer; and

(ii) the nature of the relationship between the providing

entity and the product issuer; and

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2A Combined Financial Services Guide and Product Disclosure Statement

Regulation 7.7.08A

26 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) the liability of the providing entity and the product

issuer in relation to the document; and

(f) the document is provided to a client at the earlier of the time

at which a Financial Services Guide must be provided and

the time at which a Product Disclosure Statement must be

provided.

(4) For the single document:

(a) the Financial Services Guide and the Product Disclosure

Statement may provide for matters by the use of

cross-references to each other rather than by fully setting out

material; and

(b) if the document includes cross-references:

(i) the document as a whole must include all of the

information required by subsections 942B(6A) and

1013C(3) of the Act; and

(ii) the use of the cross-references must not have the effect

that the document is misleading or deceptive.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Combined Financial Services Guide and credit guide Division 2AA

Regulation 7.7.08B

Corporations Regulations 2001 27

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2AA—Combined Financial Services Guide and

credit guide

7.7.08B Modification of section 942DA of the Act

(1) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if section 942DA of the Act were modified by substituting the

heading of the section with the following section heading and

subsection heading:

‘942DA Combining a Financial Services Guide and another

instrument

Financial Services Guide and a Product Disclosure Statement’.

(2) Part 7.7 of the Act applies as if section 942DA of the Act were also

modified by inserting after subsection (3) the following subsection

heading and subsections:

‘Financial Services Guide and a credit guide

(4) If:

(a) a person:

(i) is:

(A) a financial services licensee; or

(B) an authorised representative of a financial

services licensee; and

(ii) is required to give a Financial Services Guide to a client

under this Act; and

(b) the person:

(i) either:

(A) holds an Australian credit licence under the

National Consumer Credit Protection Act 2009;

or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 2AA Combined Financial Services Guide and credit guide

Regulation 7.7.08B

28 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(B) is a credit representative (within the same

meaning as in the National Consumer Credit

Protection Act 2009); and

(ii) is required to give a credit guide to a consumer under

that Act;

the person may combine the Financial Services Guide and credit

guide in a single document.

(5) If the person combines the Financial Services Guide and credit

guide in a single document, any statements or information to be

included in the credit guide that are identical to statements or

information to be included in the Financial Services Guide need

only be included once.’

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Record of small investment advice Division 2B

Regulation 7.7.08C

Corporations Regulations 2001 29

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2B—Record of small investment advice

7.7.08C Record of small investment advice—content requirements

(1) For subsection 946AA(4) of the Act, a record of advice to a client

must set out:

(a) the matters set out in subregulation (2); and

(b) the information that, if a Statement of Advice were to be

given, would be required in that statement by paragraphs

947B(2)(d) and (e) of the Act or paragraphs 947C(2)(e) and

(f) of the Act.

(2) For paragraph (1)(a), the matters that the record of advice must set

out are:

(a) brief particulars of the recommendations made to the client

and the basis on which the recommendations are made; and

(b) brief particulars of the information that would be required by

subsection 947D(2) of the Act if a Statement of Advice were

given to the client; and

(c) the statement that would be required by subsection 947D(3)

of the Act if a Statement of Advice were given to the client.

Note: A client is entitled to ask the providing entity for a record of advice

and the providing entity must give a copy of the record of advice to

the client—see paragraph 946AA(5)(a) of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.09

30 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Statement of Advice

7.7.09 Situations in which statement of advice is not required:

further advice

(1) For subsection 946B(3A) of the Act, a record of advice must set

out:

(a) the following:

(i) the advice given to the client by the providing entity;

(ii) if information or a statement required by

subsections 947D(2) and (3) is given—the information

and statement; or

(b) the following:

(i) brief particulars of the recommendations made and the

basis on which the recommendations are made;

(ii) if information under subsection 947D(2) is given—brief

particulars of the information;

(iii) if a statement under subsection 947D(3) is given—an

acknowledgement that the statement has been given.

(2) The providing entity may keep the record in any form, for

example, a tape recording.

(3) The providing entity must keep the record for 7 years after the day

on which the further advice is provided.

7.7.09A Situations in which Statement of Advice is not required:

small investments threshold

(1) For subparagraph 946AA(1)(a)(i) of the Act, the threshold amount

is $15 000.

(2) Subregulations (3) and (4) apply to each of the following financial

products:

(a) shares;

(b) rights issues;

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Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.09A

Corporations Regulations 2001 31

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) options over unissued shares;

(d) partly paid shares;

(e) debentures;

(f) stapled securities.

(3) For small investment advice to a client that is related to the

acquisition of one or more of the financial products listed in

paragraphs (2)(a) to (f), the threshold amount in subregulation (1)

must be calculated to include the total value of all financial

investments that would be committed to by the client if the advice

were accepted by the client.

Examples:

1 If the small investment advice related to the purchase of options over

unissued shares the total cost of the options would be both the cost to

buy the options and the cost of the exercise price on the face of the

options.

2 If the small investment advice relates to the purchase of partly paid

shares the total cost of the shares must be calculated as if all calls had

been made on the shares.

Note: The total value of all financial investments in relation to which small

investment advice is provided is calculated in accordance with

subsection 946AA(2) of the Act.

(4) For small investment advice to a client that is related to the

disposal of one or more of the financial products listed in

paragraphs (2)(a) to (f), the threshold amount in subregulation (1)

must be calculated to include the total value of all financial

investments that would be disposed of by the client if the advice

were accepted by the client.

Note: The total value of all financial investments in relation to which small

investment advice is provided is calculated in accordance with

subsection 946AA(2) of the Act.

(5) Subregulations (6) and (7) apply to each of the following financial

products:

(a) superannuation;

(b) managed investment schemes;

(c) non-derivative instalment warrants.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.09A

32 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) For small investment advice to a client that is related to the

acquisition of one or more of the financial products listed in

paragraphs (5)(a) to (c), the threshold amount in subregulation (1)

must be calculated to include:

(a) both:

(i) the cost to the client of the initial investment; and

(ii) other amounts that would be committed to by the client

if the advice is taken; and

(b) if the investment is not finite—the value of the investment is

calculated for the 12-month period beginning from the date

that the record of advice is required by subregulation (10),

(11) or (12) to be given to the client.

Examples:

1 Advice given in relation to switching superannuation funds

A person earning $50 000 per annum is given advice to switch an

existing superannuation fund balance of $12 000 to another

superannuation fund and direct all future superannuation guarantee

contributions to that same fund. In this event the total of the

superannuation guarantee contributions in the first 12-month period

(ie $50 000 × 0.09 = $4 500) when added to the initial $12 000

transfer, would exceed the $15 000 threshold. In this example the

exemption, in section 946AA of the Act, from the requirement to

provide a Statement of Advice would not apply.

2 Advice given to acquire non-derivative instalment warrants

The terms of the non-derivative instalment warrants are that $10 000

must be paid initially, a second payment of $12 000 in 18 months time

and a third and final payment of $12 000 in 3 years time. The

investment advice, assuming the client has committed to

implementing the advice, concerns a $34 000 investment and therefore

the exemption, in section 946AA of the Act, from the requirement to

provide a Statement of Advice would not apply.

Note: The total value of all financial investments in relation to which small

investment advice is provided is calculated in accordance with

subsection 946AA(2) of the Act.

(7) For small investment advice to a client that is related to the

disposal of one or more of the financial products listed in

paragraphs (5)(a) to (c), the threshold amount in subregulation (1)

must be calculated to include:

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Statement of Advice Division 3

Regulation 7.7.09A

Corporations Regulations 2001 33

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(a) the value to the client of the total divestment; and

(b) other amounts reasonably related to the divestment that

would be expended if the advice is taken.

Note: The total value of all financial investments in relation to which small

investment advice is provided is calculated in accordance with

subsection 946AA(2) of the Act.

(8) If the total value of an investment, to which investment advice to a

client relates, is not able to be ascertained under

subsection 946AA(2) of the Act, the investment advice is taken to

exceed the threshold amount in subregulation (1).

(9) If an investment, to which investment advice relates, is jointly held

by more than 1 client, the sum of the values of each client’s

investment must be calculated to determine whether the threshold

amount in subregulation (1) is exceeded.

When record of advice is given

(10) For subsection 946AA(4) of the Act, a record of advice is required

to be given to a client when, or as soon as practicable after,

investment advice is provided to the client and, in any event,

subject to subregulation (12), before the providing entity provides

the client with any further financial service that arises out of or in

connection with the investment advice.

Statement of certain information if record of advice not given when

advice provided

(11) If the record of advice is not given to the client when the

investment advice is provided, the providing entity must, at the

time the investment advice is provided, give the client a statement

that contains the information that would be required to be in a

Statement of Advice by:

(a) paragraphs 947B(2)(d) and (e) of the Act; or

(b) paragraphs 947C(2)(e) and (f) of the Act;

as the case requires, and by section 947D of the Act, if applicable.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.09AA

34 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Time-critical cases

(12) If:

(a) a client expressly instructs that they require a further

financial service to be provided immediately, or by a

specified time; and

(b) the further financial service arises out of, or in connection

with, the investment advice given to the client; and

(c) it is not reasonably practicable to give a record of advice to

the client before the further service is provided as so

instructed;

the providing entity must give the client the record of advice:

(d) unless paragraph (e) applies—within 5 days after providing

the further service, or as soon as practicable; or

(e) if the further financial service is the provision to the client of

a financial product and section 1019B of the Act applies to

the acquisition of the product by the client—before the start

of the period applicable under subsection 1019B(3) of the

Act, or sooner if practicable.

7.7.09AA Statement of Advice from financial services licensee

(1) For paragraph 947B(2)(g) of the Act, a Statement of Advice given

by a financial services licensee in relation to a margin lending

facility, or a margin lending facility whose limit is proposed to be

increased, within the meaning of subsection 761EA(1) of the Act

must include the following information:

(a) whether the client has taken out a loan to fund the secured

property or transferred securities contributed by the client for

establishing the margin lending facility;

Note: This is sometimes referred to as ‘double gearing’.

(b) if a loan to fund the secured property or transferred securities

contributed by the client for establishing the margin lending

facility has been taken out—whether the security for the loan

includes the primary residential property of the client;

(c) whether there is a guarantor for the margin lending facility,

and, if so:

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.09AB

Corporations Regulations 2001 35

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) if the financial services licensee has the necessary

information—a statement as to whether the guarantor

has been appropriately informed of, and warned about,

the risks and possible consequences of providing the

guarantee; or

(ii) if the financial services licensee does not have the

necessary information—a statement that the financial

services licensee does not have the information;

(d) the amount of any other debt incurred by the client;

(e) any other matter that ASIC has specified in a legislative

instrument for subregulation (2).

(2) ASIC may specify in a legislative instrument any matter ASIC

considers to be relevant for the purpose of establishing whether the

margin lending facility, or the margin lending facility with the

increased limit, is unsuitable for the client.

7.7.09AB Modification of subsection 947B(4) of the Act

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 947B(4) of the Act were modified by:

(a) substituting the full stop at the end of paragraph (c) with a

semi-colon; and

(b) inserting after paragraph (c) the following paragraph:

‘(d) that ASIC may specify in a legislative instrument matters

ASIC considers to be relevant for the purposes of

paragraph 947B(2)(g) of the Act.’

7.7.09B Statement of Advice from providing entity—information not

included in the Statement

(1) For paragraphs 947B(4)(b) and 947C(4)(b) of the Act, a providing

entity is not required to include a statement or information

mentioned in Part 7.7 of the Act in a Statement of Advice to the

client if the Statement of Advice:

(a) refers to the statement or information; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.09BA

36 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) provides sufficient details about the statement or information

to enable the client:

(i) to identify by a unique identifier the document, or part

of the document, that contains the statement or

information; and

(ii) to decide whether or not to read the statement or

information or obtain a copy of the statement or

information; and

(c) states that a copy of the statement or information may be

obtained from the providing entity on request, at no charge.

(2) Subject to subregulation (3), the providing entity must give the

client the document, or part of the document (whichever is

applicable), unless the providing entity has already given the

document or part of the document to the client.

(3) If the providing entity is an authorised representative of an

Australian financial services licensee, the document, or part of the

document (whichever is applicable), may be provided to the client:

(a) by another authorised representative appointed by and acting

on behalf of the licensee; or

(b) by the licensee.

(4) If the client requests a copy of a statement or information that the

providing entity is not required to include in accordance with

subregulation (1), the providing entity must provide the copy as

soon as practicable, at no charge.

(5) If a statement or information is not required to be included in a

Statement of Advice because of subregulation (1), the statement or

information is taken to be included in the Statement of Advice.

(6) The exemption in subregulation (1) does not apply to a statement

or information that is required by section 947D or 961H of the Act.

7.7.09BA Statement of Advice from authorised representative

(1) For paragraph 947C(2)(h) of the Act, a Statement of Advice given

by an authorised representative in relation to a margin lending

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.09BB

Corporations Regulations 2001 37

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

facility, or a margin lending facility whose limit is proposed to be

increased, within the meaning of subsection 761EA(1) of the Act

must include the following information:

(a) whether the client has taken out a loan to fund the secured

property or transferred securities contributed by the client for

establishing the margin lending facility;

Note: This is sometimes referred to as ‘double gearing’.

(b) if a loan to fund the secured property or transferred securities

contributed by the client for establishing the margin lending

facility has been taken out—whether the security for the loan

includes the primary residential property of the client;

(c) whether there is a guarantor for the margin lending facility,

and, if so:

(i) if the authorised representative has the necessary

information—a statement as to whether the guarantor

has been appropriately informed of, and warned about,

the risks and possible consequences of providing the

guarantee; or

(ii) if the authorised representative does not have the

necessary information—a statement that the authorised

representative does not have the information;

(d) the amount of any other debt incurred by the client;

(e) any other matter that ASIC has specified in a legislative

instrument for subregulation (2).

(2) ASIC may specify in a legislative instrument any matter ASIC

considers to be relevant for the purpose of establishing whether the

margin lending facility, or the margin lending facility with the

increased limit, is unsuitable for the client.

7.7.09BB Modification of subsection 947C(4) of the Act

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 947C(4) of the Act were modified by:

(a) substituting the full stop at the end of paragraph (c) with a

semi-colon; and

(b) inserting after paragraph (c) the following paragraph:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.09BC

38 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

‘(d) that ASIC may specify in a legislative instrument matters

ASIC considers to be relevant for the purposes of

paragraph 947C(2)(h) of the Act.’

7.7.09BC Statement of Advice given by financial services licensee:

non-monetary benefit that is not conflicted remuneration

(1) This regulation is made for paragraph 947B(4)(b) of the Act.

(2) Information about a non-monetary benefit that, in accordance with

paragraph 963C(b) of the Act, is not conflicted remuneration is not

required by paragraph 947B(2)(d) of the Act.

Note: Under paragraph 963C(b) of the Act, if a non-monetary benefit is

given to a financial services licensee, or a representative of a financial

services licensee, who provides financial advice, is less than the

prescribed amount and identical or similar benefits are not given on a

frequent or regular basis, the benefit is not conflicted remuneration.

7.7.09BD Statement of Advice given by authorised representative:

non-monetary benefit that is not conflicted remuneration

(1) This regulation is made for paragraph 947C(4)(b) of the Act.

(2) Information about a non-monetary benefit that, in accordance with

paragraph 963C(b) of the Act, is not conflicted remuneration is not

required by paragraph 947C(2)(e) of the Act.

Note: Under paragraph 963C(b) of the Act, if a non-monetary benefit is

given to a financial services licensee, or a representative of a financial

services licensee, who provides financial advice, is less than the

prescribed amount and identical or similar benefits are not given on a

frequent or regular basis, the benefit is not conflicted remuneration.

7.7.09C Requirement to keep Statement of Advice and other

documents

A Statement of Advice and a document, or part of a document,

mentioned in the Statement, must be retained, by the providing

entity that gave the Statement, for 7 years after the day on which

the Statement is provided to the client.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10

Corporations Regulations 2001 39

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.10 Products for which a Statement of Advice is not required

For paragraph 946B(5)(c) of the Act, the following are prescribed:

(a) a deposit product that is a facility in relation to which:

(i) there is no minimum period before which funds cannot

be withdrawn or transferred from the facility without a

reduction in the return generated for the depositor; or

(ii) if there is such a period, it expires on or before the end

of the period of 2 years starting on the day on which

funds were first deposited in the facility;

(b) travellers’ cheques;

(c) a cash management trust interest;

(d) a motor vehicle insurance product (see regulation 7.1.11);

(e) a home building insurance product (see regulation 7.1.12);

(f) a home contents insurance product (see regulation 7.1.13);

(g) a travel insurance product (see regulation 7.1.16);

(h) a personal and domestic property insurance product (see

regulation 7.1.17);

(i) a general insurance product prescribed by regulations made

for the purposes of subparagraph 761G(5)(b)(viii) (see

regulation 7.1.17A);

(j) a capital guaranteed FHSA product.

7.7.10AA Obligation on authorised representative to give a financial

services guide

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 941B(2) were omitted and the following subsection

were substituted:

“(2) A Financial Services Guide must not be given to the person by the

providing entity unless the authorising licensee, or each of the

authorising licensees, on whose behalf the providing entity

provides the financial services, has authorised its distribution by

the providing entity.”

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10AAA

40 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.10AAA Record of advice without a recommendation to purchase

or sell—content requirements

For subsection 946B(9) of the Act, a record of advice must set out

the following:

(a) the investment advice given to a client by the providing

entity;

(b) brief particulars of the recommendations made to the client

and the basis on which the recommendations are made;

(c) if the providing entity is a financial services licensee—the

information that, if a Statement of Advice were to be given,

would be required in that Statement by paragraphs

947B(2)(d) and (e) of the Act;

(d) if the providing entity is an authorised representative—the

information that, if a Statement of Advice were to be given,

would be required in that Statement by paragraphs

947C(2)(e) and (f) of the Act.

Note: A client is entitled to ask the providing entity for a record of advice

under subsections 942B(8) and 942C(8) of the Act.

7.7.10AB Financial services guide—contents of guide

Financial services guide given by financial services licensee

(1) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraph 942B(2)(c) of the Act were omitted and the following

paragraph were substituted:

“(c) either:

(i) information about the financial services (the authorised

services) that the providing entity will be, or is likely to

be, providing to the client, and the kinds of financial

products to which those services relate; or

(ii) information about the kinds of financial services (the

authorised services) that the providing entity is

authorised by its licence to provide, and the kinds of

financial products to which those services relate; and”.

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10AC

Corporations Regulations 2001 41

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Financial services guide given by authorised representative

(2) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraphs 942C(2)(c), (d) and (e) of the Act were omitted and

the following paragraphs were substituted:

“(c) either:

(i) information about the financial services (the authorised

services) that the providing entity will be, or is likely to

be, providing to the client, and the kinds of financial

products to which those services relate; or

(ii) information, in relation to the authorising licensee or

each of the authorising licensees, about the kinds of

financial services (the authorised services) that the

providing entity provides as representative of the

authorising licensee, and the kinds of financial products

to which those services relate; and

(d) information about who the authorising licensee, or each of

the authorising licensees, acts for when the authorised

services are provided on their behalf by the providing entity;

and

(e) a statement:

(i) setting out the name and contact details of the

authorising licensee, or of each of the authorising

licensees, mentioned in paragraph (d); and

(ii) stating that the providing entity is the authorised

representative of that licensee or those licensees; and”.

7.7.10AC Financial services guide

Financial services guide given by financial services licensee—

contents of guide

(1) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraph 942B(2)(g) were omitted and the following paragraph

were substituted:

“(g) if the providing entity provides further advice—a statement

in relation to which the following requirements are satisfied:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10AC

42 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the statement must indicate that the client may request a

record of further advice that is provided to them, if they

have not already been provided with a record of that

advice;

(ii) the statement must set out particulars of how the client

may request such a record;

(iii) any limitation in those particulars relating to the time

within which the client may request such a record must

be consistent with any applicable requirements in

regulations made for the purposes of this subparagraph

or, if there are no such applicable requirements, must be

such as to allow the client a reasonable opportunity to

request a record of the advice; and”.

Financial services guide given by financial services licensee—

compliance with statement

(2) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 942B(8) were omitted and the following subsection

were substituted:

“(8) If:

(a) the Financial Services Guide includes a statement to the

effect that a client may request a record of further advice; and

(b) the client is provided with further advice to which that

statement applies; and

(c) the client has not already been provided with a record of that

advice;

the providing entity must comply with a request made in

accordance with that statement for a record of that advice.

Note: Failure to comply with this subsection is an offence (see

subsection 1311(1)).”

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10AD

Corporations Regulations 2001 43

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.10AD Financial services guide

Financial services guide given by authorised representative—

contents of guide

(1) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraph 942C(2)(h) were omitted and the following paragraph

were substituted:

“(h) if the providing entity, when acting as representative of the

authorising licensee or any of the authorising licensees,

provides further advice—a statement in relation to which the

following requirements are satisfied:

(i) the statement must indicate that the client may request a

record of further advice that is provided to them, if they

have not already been provided with a record of that

advice;

(ii) the statement must set out particulars of how the client

may request such a record;

(iii) any limitation in those particulars relating to the time

within which the client may request such a record must

be consistent with any applicable requirements in

regulations made for the purposes of this subparagraph

or, if there are no such applicable requirements, must be

such as to allow the client a reasonable opportunity to

request a record of the advice; and”.

Financial services guide given by authorised representative—

compliance with statement

(2) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 942C(8) were omitted and the following subsection

were substituted:

“(8) If:

(a) the Financial Services Guide includes a statement to the

effect that a client may request a record of further advice; and

(b) the client is provided with further advice to which that

statement applies; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10AE

44 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the client has not already been provided with a record of that

advice;

the providing entity must comply with a request made in

accordance with that statement for a record of that advice.

Note: Failure to comply with this subsection is an offence (see

subsection 1311(1)).”

7.7.10AE Situations in which Statement of Advice not required

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if section 946B of the Act were omitted and the following section

were substituted:

“946B Situations in which a Statement of Advice is not required

First situation: further advice

(1) The providing entity does not have to give the client a Statement of

Advice for particular advice (the further advice) if subsection (2)

or (2A) applies.

(2) This subsection applies if:

(a) the providing entity has previously given the client a

Statement of Advice that set out the client’s relevant personal

circumstances in relation to the advice (the previous advice)

set out in that Statement; and

(b) the client’s relevant personal circumstances in relation to the

further advice (determined having regard to the client’s

objectives, financial situation and needs as currently known

to the providing entity) are not significantly different from

the client’s relevant personal circumstances in relation to the

previous advice; and

(c) so far as the basis on which advice is given relates to other

matters—the basis on which the further advice is given is not

significantly different from the basis on which the previous

advice was given.

Note: Paragraphs 947B(2)(b) and 947C(2)(b) require a Statement of Advice

to include information about the basis on which the advice is or was

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10AE

Corporations Regulations 2001 45

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

given, which may include the client's relevant personal circumstances,

in which case paragraph (a) of this subsection would be satisfied.

(2A) This subsection applies if:

(a) the client had a relationship with the providing entity before:

(i) if the providing entity is a licensee—the day on which

the providing entity obtained its Australian financial

services Licence; or

(ii) if the providing entity is an authorised representative—

the day on which the licensee on whose behalf the

advice is provided obtained its Australian financial

services Licence; and

(b) the providing entity gave the client advice (the earlier

advice) of a kind that if it were given after the day the

Australian financial services Licence was obtained would be

considered to be personal advice; and

(c) the client’s relevant personal circumstances in relation to the

further advice are not significantly different from the client’s

investment objectives, financial situation and particular needs

that were determined for the earlier advice; and

(d) so far as the basis on which advice is given relates to other

matters—the basis on which the further advice is given is not

significantly different from the basis on which the earlier

advice was given.

(3) At the same time or as soon as practicable after the further advice is given to the client, the client must be given a statement that contains the information that would, if a Statement of Advice were to be given, be required to be in the Statement by paragraphs 947B(2)(d) and (e), or 947C(2)(e) and (f), as the case requires, and by section 947D, if applicable.

(3A) The providing entity must keep a record of the further advice and,

in doing so, must comply with any applicable requirements of

regulations made for the purposes of this subsection.

Note 1: Failure to comply with this subsection is an offence (see

subsection 1311(1)).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10AF

46 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note 2: For the client’s right to a record of the advice, see

subsections 942B(8) and 942C(8).

Note 3: Subsections 947D(2) and (3) require additional information to be

included in the record in certain circumstances.

Second situation: certain basic deposit and other products

(5) The providing entity does not have to give the client a Statement of

Advice if the advice relates to any or all of the following:

(a) a basic deposit product;

(b) a facility for making non-cash payments (see section 763D)

that is related to a basic deposit product;

(c) a financial product of a kind prescribed by regulations made

for the purposes of this paragraph.

(6) However, if subsection (4) applies and the client is not given a

Statement of Advice, the client must instead, when, or as soon as

practicable after, the advice is provided, be given the information

that would be required to be in the Statement of Advice by

paragraphs 947B(2)(d) and (e), or 947C(2)(e) and (f), as the case

requires.”

7.7.10AF Various consequential amendments to Division 7 of

Part 7.7 concerning situations where Financial Services

Guides do not have to be given

(1) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if the provision set out in column 2 of the following table were

modified as set out in columns 3 and 4:

Column 1 Column 2 Column 3 Column 4

Item provision of Act is modified

by…

and…

1 paragraph (a) of the

definition of defective in

subsection 952B(1)

omitting

“941D(2)”

substituting “941D(2) or

paragraph 941C(7A)(c)

or”

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10AF

Corporations Regulations 2001 47

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item provision of Act is modified

by…

and…

2 subparagraph (a)(iv) of

the definition of

defective in

subsection 952B(1)

omitting

“941D(2)”

substituting “941D(2) or

paragraph 941C(7A)(c)

or”

3 paragraph (d) of the

definition of disclosure

document or statement

in subsection 952B(1)

omitting

“946C(2)”

substituting “946C(2) or

paragraph 941C(7A)(c),”

4 paragraph 952E(3)(a) omitting

“946C(2)”

substituting “946C(2) or

paragraph 941C(7A)(c),”

5 paragraph 952F(1)(b) omitting

“946C(2)”

substituting “946C(2) or

paragraph 941C(7A)(c),”

6 subparagraph 952F(1)(c)

(i)

omitting

“946C(2)”

substituting “946C(2) or

paragraph 941C(7A)(c),”

7 paragraph 952G(1)(b) omitting

“946C(2)”

substituting “946C(2) or

paragraph 941C(7A)(c),”

8 subparagraph 952G(1)(c)

(i)

omitting

“946C(2)”

substituting “946C(2) or

paragraph 941C(7A)(c),”

9 paragraph (a) of the

definition of defective in

subsection 953A(1)

omitting

“941D(2)”

substituting “941D(2) or

paragraph 941C(7A)(c)

or”

10 subparagraph (a)(iv) of

the definition of

defective in

subsection 953A(1)

omitting

“941D(2)”

substituting “941D(2) or

paragraph 941C(7A)(c)

or”

11 paragraph (d) of the

definition of disclosure

document or statement

in subsection 953A(1)

omitting

“946C(2)”

substituting “946C(2) or

paragraph 941C(7A)(c),”

(2) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 940C(1) were modified by omitting “or a Statement

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10AF

48 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

of Advice” and substituting “, a Statement of Advice or a statement

referred to in paragraph 941C(7A)(c)”.

(3) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 941D(4) were omitted and the following subsection

were substituted:

“(4) The client must then be given:

(a) the statement referred to in paragraph 941C(7A)(c) together

with a Product Disclosure Statement as required by

paragraph 941C(7A)(b)) in accordance with the requirements

of subsections 941C(7A) and (7B); or

(b) a Financial Services Guide;

within 5 business days after having given the statement referred to in subsection (3), or sooner if practicable.”

(4) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if the following subsection were inserted at the end of

section 941F:

“(2) If:

(a) a statement referred to in paragraph 941C(7A)(c) is given to

the client before the financial service is provided; and

(b) the following conditions are satisfied:

(i) there is a change in circumstances before the service is

provided and the statement does not contain the

information it would be required to contain if it were

given to a person immediately after that change;

(ii) the fact that the statement does not contain the up to

date information is materially adverse from the point of

view of a reasonable person deciding, as a retail client,

whether to proceed to be provided with the financial

service;

the providing entity must, before the service is provided, give the

client another statement of the kind referred to in

paragraph 941C(7A)(c) that contains the up to date information

before the service is provided.”

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10AG

Corporations Regulations 2001 49

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.10AG Various consequential amendments to Division 7 of

Part 7.7

(1) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if the provisions set out in column 2 of the following table were

modified as set out in columns 3 and 4:

Column 1 Column 2 Column 3 Column 4

Item provision of Act is modified

by…

and…

1 paragraph (b) of the

definition of defective in

subsection 952B(1)

omitting

“Statement of

Advice”

substituting “Statement

of Advice, a record of

advice required by

subsection 946B(3A),”

2 paragraph 952E(3)(a) omitting

“Statement of

Advice”

substituting “Statement

of Advice, a record of

advice required by

subsection 946B(3A),”

3 paragraph 952F(1)(b) omitting

“Statement of

Advice”

substituting “Statement

of Advice, a record of

advice required by

subsection 946B(3A),”

4 subparagraph 952F(1)(c)(i) omitting

“Statement of

Advice”

substituting “Statement

of Advice, a record of

advice required by

subsection 946B(3A),”

5 paragraph 952G(1)(b) omitting

“Statement of

Advice”

substituting “Statement

of Advice, a record of

advice required by

subsection 946B(3A),”

6 subparagraph 952G(1)(c)(i) omitting

“Statement of

Advice”

substituting “Statement

of Advice, a record of

advice required by

subsection 946B(3A),”

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10AG

50 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item provision of Act is modified

by…

and…

7 paragraph (b) of the

definition of defective in

subsection 953A(1)

omitting

“Statement of

Advice”

substituting “Statement

of Advice, a record of

advice required by

subsection 946B(3A),”

(2) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if the provisions set out in column 2 of the following table were

modified as set out in column 3:

Column 1 Column 2 Column 3

Item provision of Act is modified by…

1 the definition of

defective in

subsection 952B(1)

inserting after subparagraph 952B(1)(b)(ii):

(iiA) if it is a record of advice required

by subsection 946B(3A)—there is an

omission from the record of advice of

material required by

subsection 946B(3A) or

section 947D; or

2 the definition of

disclosure document

or statement in

subsection 952B(1)

inserting after paragraph (c) of the definition the

following paragraph:

(ca) a record of advice required by

subsection 946B(3A); or

3 the definition of

defective in

subsection 953A(1)

inserting after subparagraph 952B(1)(b)(ii) the

following paragraph:

(iiA) if it is a record of advice required

by subsection 946B(3A)—there is an

omission from the record of advice of

material required by

subsection 946B(3A) or

section 947D; or

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10AH

Corporations Regulations 2001 51

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3

Item provision of Act is modified by…

4 the definition of

disclosure document

or statement in

subsection 953A(1)

inserting after paragraph (c) of the definition the

following paragraph:

(ca) a record of advice required by

subsection 946B(3A); or

7.7.10AH Business days

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraph 946C(3)(c) was modified by omitting “5 days” and

substituting “5 business days”.

7.7.10AI Obligation to warn client that advice does not take account

of client’s objectives, financial situation or needs—carbon

units, Australian carbon credit units and eligible

international emissions units

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies in

relation to a carbon unit, an Australian carbon credit unit or an

eligible international emissions unit as if paragraph 949A(2)(c)

read as follows:

“(c) if the advice relates to the acquisition, or possible acquisition,

of a carbon unit, the providing entity must:

(i) provide the client with the address of the website of the

Clean Energy Regulator mentioned in section 202 of the

Clean Energy Act 2011; and

(ii) inform the client that the client should consider each

statement mentioned in section 202 of the Clean Energy

Act 2011 before making any decision about whether to

acquire the financial product; and

(d) if the advice relates to the acquisition, or possible acquisition,

of an Australian carbon credit unit, the providing entity must:

(i) provide the client with the address of the website of the

Clean Energy Regulator mentioned in section 162 of the

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10A

52 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Carbon Credits (Carbon Farming Initiative) Act 2011;

and

(ii) inform the client that the client should consider each

statement mentioned in section 162 of that Act before

making any decision about whether to acquire the

financial product; and

(e) if the advice relates to the acquisition, or possible acquisition,

of an eligible international emissions unit, the providing

entity must:

(i) provide the client with the address of the website of the

Clean Energy Regulator mentioned in section 61 of the

Australian National Registry of Emissions Units Act

2011; and

(ii) inform the client that the client should consider each

statement mentioned in section 61 of the Australian

National Registry of Emissions Units Act 2011 before

making any decision about whether to acquire the

financial product.”.

7.7.10A Statements of Advice—requirement to state information as

amounts in dollars

(1) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraph 947B(2)(h) of the Act were modified to read as

follows:

‘(h) unless in accordance with the regulations and a

determination by ASIC, information to be disclosed in

accordance with paragraph (d) and subparagraph (e)(i)

must be stated as amounts in dollars.’.

(2) For paragraph 951C(1)(a) of the Act, a providing entity does not

have to provide the information mentioned in

paragraph 947B(2)(h) of the Act, in the form required by that

paragraph, in a Statement of Advice prepared before 1 January

2005.

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.10B

Corporations Regulations 2001 53

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraph 947C(2)(i) of the Act were modified to read as

follows:

‘(i) unless in accordance with the regulations and a

determination by ASIC, information to be disclosed in

accordance with paragraph (e) and subparagraph (f)(i)

must be stated as amounts in dollars.’.

(4) For paragraph 951C(1)(a) of the Act, a providing entity does not

have to provide the information mentioned in paragraph 947C(2)(i)

of the Act, in the form required by that paragraph, in a Statement

of Advice prepared before 1 January 2005.

(5) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if paragraph 947D(2)(d) of the Act were modified to read as

follows:

‘(d) unless in accordance with the regulations and a

determination by ASIC, information to be disclosed in

accordance with paragraph (a) must be stated as

amounts in dollars.’.

(6) For paragraph 951C(1)(a) of the Act, a providing entity does not

have to provide the information mentioned in

paragraph 947D(2)(d) of the Act, in the form required by that

paragraph, in a Statement of Advice prepared before 1 January

2005.

7.7.10B Insertion of definition—further advice

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if the following definition were inserted in section 761A:

further advice means advice to which subsection 946B(2) or (2A)

applies.”

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.10C

54 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.10C Omission of definition—further market-related advice

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if the definition of “further market-related advice” were omitted

from section 761A.

7.7.10D Additional information in Statement of Advice

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 947D(2) of the Act were modified by omitting

“Statement of Advice” and substituting “Statement of Advice or

the record of advice under subsection 946B(3A), as the case

requires,”.

7.7.10E Additional information in Statement of Advice

For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act applies as

if subsection 947D(3) of the Act were modified by omitting

“Statement of Advice” and substituting “Statement of Advice or

the record of advice under subsection 946B(3A), as the case

requires”.

7.7.11 Statement of Advice given by financial services licensee

(1) For paragraph 947B(2)(g) of the Act, a Statement of Advice given

by a financial services licensee must include information about all

remuneration (including commission) and other benefits that a

person (person 1) has received, or is to receive, for referring

another person to the financial services licensee.

(2) For paragraph 947B(2)(h) of the Act, if ASIC determines that, for a

compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 947B(2)(d) or

subparagraph 947B(2)(e)(i) as an amount in dollars, the

information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.11A

Corporations Regulations 2001 55

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) For paragraph 947B(2)(h) of the Act, if ASIC determines that, for a

compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 947B(2)(d) or

subparagraph 947B(2)(e)(i) as an amount in dollars, or to describe

the amount as a percentage, the information may be set out as a

description of the method of calculating the remuneration, benefits

or interests (including worked dollar examples, unless that is

inappropriate).

(4) A determination under subregulation (2) or (3) must be:

(a) in writing; and

(b) published in the Gazette.

(5) The statements and descriptions must be presented in a manner that

is easy for the client to understand.

7.7.11A Statement of Advice given by authorised representative of

financial services licensee—licence number

For paragraph 947C(2)(h) of the Act, a providing entity that is an

authorised representative of a financial services licensee must

include the licensee’s licence number in a Statement of Advice

given to a client.

7.7.11B Statement of Advice—disclosure of dollar amounts

(1) For paragraph 947B(2)(h) of the Act, if ASIC determines that, for a

compelling reason based on the nature of a financial product or

service, or the nature of the information, to state the information as

an amount in dollars:

(a) would impose an unreasonable burden on a providing entity,

or a class of providing entities; or

(b) would impose an unreasonable burden on a providing entity,

or a class of providing entities, within a period specified in

the determination; or

(c) would not be in the interests of a client, or a class of clients;

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.12

56 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(2) For paragraph 947B(2)(h) of the Act, if ASIC determines that, for a

compelling reason, based on the nature of a financial product or

service, or the nature of the information, to state the information as

an amount in dollars, or to describe the amount as a percentage:

(a) would impose an unreasonable burden on a providing entity,

or a class of providing entities; or

(b) would impose an unreasonable burden on a providing entity,

or a class of providing entities, within a period specified in

the determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the method of

calculating the remuneration, benefits or interests (including

worked dollar examples, unless that is inappropriate).

(3) A determination under subregulation (1) or (2) must be:

(a) in writing; and

(b) published in the Gazette.

7.7.12 Statement of Advice given by authorised representative of

financial services licensee

(1) For paragraph 947C(2)(h) of the Act, a Statement of Advice given

by an authorised representative of a financial services licensee

must include information about all remuneration (including

commission) and other benefits that a person (person 1) has

received, or is to receive, for referring another person to the

authorised representative or the financial services licensee.

(2) For paragraph 947C(2)(i) of the Act, if ASIC determines that, for a

compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 947C(2)(e) or

subparagraph 947C(2)(f)(i) as an amount in dollars, the

information may be set out as a description of the amount as a

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Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.13

Corporations Regulations 2001 57

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(3) For paragraph 947C(2)(i) of the Act, if ASIC determines that, for a

compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 947C(2)(e) or

subparagraph 947C(2)(f)(i) as an amount in dollars, or to describe

the amount as a percentage, the information may be set out as a

description of the method of calculating the remuneration, benefits

or interests (including worked dollar examples, unless that is

inappropriate).

(4) A determination under subregulation (1) or (2) must be:

(a) in writing; and

(b) published in the Gazette.

(5) The statements and descriptions must be presented in a manner that

is easy for the client to understand.

7.7.13 Statement of Advice provided by authorised representative—

disclosure of dollar amounts

(1) For paragraph 947C(2)(i) of the Act, if ASIC determines that, for a

compelling reason based on the nature of a financial product or

service, or the nature of the information, to state the information as

an amount in dollars:

(a) would impose an unreasonable burden on a providing entity,

or a class of providing entities; or

(b) would impose an unreasonable burden on a providing entity,

or a class of providing entities, within a period specified in

the determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(2) For paragraph 947C(2)(i) of the Act, if ASIC determines that, for a

compelling reason, based on the nature of a financial product or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 3 Statement of Advice

Regulation 7.7.13A

58 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

service, or the nature of the information, to state the information as

an amount in dollars, or to describe the amount as a percentage:

(a) would impose an unreasonable burden on a providing entity,

or a class of providing entities; or

(b) would impose an unreasonable burden on a providing entity,

or a class of providing entities, within a period specified in

the determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the method of

calculating the remuneration, benefits or interests (including

worked dollar examples, unless that is inappropriate).

(3) A determination under subregulation (1) or (2) must be:

(a) in writing; and

(b) published in the Gazette.

7.7.13A Additional information about charges or benefits—

disclosure of dollar amounts

(1) For paragraph 947D(2)(d) of the Act, if ASIC determines that, for

a compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 947D(2)(a) as an amount

in dollars, the information may be set out as a description of the

amount as a percentage of a specified matter (including worked

dollar examples, unless that is inappropriate).

(2) For paragraph 947D(2)(d) of the Act, if ASIC determines that, for

a compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 947D(2)(a) as an amount

in dollars, or to describe the amount as a percentage, the

information may be set out as a description of the method of

calculating the charge or benefit (including worked dollar

examples, unless that is inappropriate).

(3) A determination under subregulation (1) or (2) must be:

(a) in writing; and

(b) published in the Gazette.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Statement of Advice Division 3

Regulation 7.7.13B

Corporations Regulations 2001 59

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7.13B Additional information about charges or benefits—

disclosure of dollar amounts

(1) For paragraph 947D(2)(d) of the Act, if ASIC determines that, for

a compelling reason based on the nature of a financial product or

service, or the nature of the information, to state the information as

an amount in dollars:

(a) would impose an unreasonable burden on a providing entity,

or a class of providing entities; or

(b) would impose an unreasonable burden on a providing entity,

or a class of providing entities, within a period specified in

the determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(2) For paragraph 947D(2)(d) of the Act, if ASIC determines that, for

a compelling reason, based on the nature of a financial product or

service, or the nature of the information, to state the information as

an amount in dollars, or to describe the amount as a percentage:

(a) would impose an unreasonable burden on a providing entity,

or a class of providing entities; or

(b) would impose an unreasonable burden on a providing entity,

or a class of providing entities, within a period specified in

the determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the method of

calculating the charge or benefit (including worked dollar

examples, unless that is inappropriate).

(3) A determination under subregulation (1) or (2) must be:

(a) in writing; and

(b) published in the Gazette.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 4 General advice provided to a retail client

Regulation 7.7.14

60 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—General advice provided to a retail client

7.7.14 Product Disclosure Statement not required

For paragraph 926B(1)(a) of the Act, a providing entity that is

giving general advice in relation to a financial product for which,

under Part 7.9 of the Act, a Product Disclosure Statement is not

required, does not have to give the warning in

paragraph 949A(2)(c) of the Act.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Other disclosure requirements Division 5

Regulation 7.7.20

Corporations Regulations 2001 61

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—Other disclosure requirements

7.7.20 General advice to retail client—no obligation to warn client

For paragraph 949A(1)(c) of the Act, the provision of general

advice in the circumstances set out in subregulation 7.7.02(5A) is

specified.

7.7.20A Extension of disclosure requirements to wholesale clients

dealing with certain unauthorised insurers

(1) For paragraph 949B(1)(e) of the Act, a person must give a

wholesale client the information set out in subregulation (3) for a

financial service provided by that person to the wholesale client if:

(a) the service relates to an insurance contract specified in

regulation 4C or 4D of the Insurance Regulations 2002 that

may be offered or issued by an unauthorised foreign insurer

(within the meaning of those Regulations) (the insurer); and

(b) either:

(i) the person would be required to give a Statement of

Advice if the service were provided to a retail client; or

(ii) the contract is offered or issued to the wholesale client.

Note: Failure to comply with this subregulation is an offence punishable by

a fine of up to 50 penalty units or imprisonment for 1 year, or both—

see section 1311 and item 272A of Schedule 3 to the Corporations Act

2001.

(2) For paragraph 949B(1)(e) of the Act, a person must give a

wholesale client the information set out in subregulation (3) for a

financial service provided by that person to the wholesale client if:

(a) the service relates to the wholesale client dealing with an

entity (the insurer) specified in regulation 12 of the

Insurance Regulations 2002; and

(b) either:

(i) the person would be required to give a Statement of

Advice if the service were provided to a retail client; or

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Chapter 7 Financial services and markets

Part 7.7 Financial service disclosure

Division 5 Other disclosure requirements

Regulation 7.7.20A

62 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the insurer offers or issues a financial product to the

wholesale client.

Note: Failure to comply with this subregulation is an offence punishable by

a fine of up to 50 penalty units or imprisonment for 1 year, or both—

see section 1311 and item 272A of Schedule 3 to the Corporations Act

2001.

(3) The information is:

(a) a statement that the insurer is not authorised under the

Insurance Act 1973 to conduct insurance business in

Australia; and

(b) a statement that the insurer is not subject to the provisions of

the Insurance Act 1973, which establishes a system of

financial supervision of general insurers in Australia; and

(c) a statement that the wholesale client should consider whether

to obtain further information, including:

(i) the country in which the insurer is incorporated, and

whether the country has a system of financial

supervision of insurers; and

(ii) the paid up capital of the insurer; and

(iii) which country’s laws will determine disputes in relation

to the financial product; and

(d) a statement that the insurer cannot be a declared general

insurer for the purpose of Part VC of the Insurance Act 1973,

and, if the insurer becomes insolvent, the wholesale client

will not be covered by the financial claims scheme provided

under Part VC of that Act.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial service disclosure Part 7.7

Exemptions from application of Part 7.7 of the Act Division 6

Regulation 7.7.21

Corporations Regulations 2001 63

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—Exemptions from application of Part 7.7 of the

Act

7.7.21 Exemption from application of Part 7.7 of the Act

For paragraph 951C(1)(a) of the Act, Part 7.7 of the Act does not

apply to a financial services licensee or an authorised

representative in respect of financial services provided to retail

clients who are not in this jurisdiction.

Note: Regulation 7.9.98 also contains exemptions from the operation of

Part 7.7 of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 2 Best interests obligations

Regulation 7.7A.1

64 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.7A—Best interests obligations and

remuneration Note: Regulations 7.7A.01 to 7.7A.09 are reserved for future use.

Division 2—Best interests obligations

Subdivision 1—Duty to act in client’s best interests

7.7A.1 Duty if advising on combination of products

(1) This regulation:

(a) is made for paragraph 961B(5)(b) of the Act; and

(b) prescribes the circumstances in which a provider is not

required to prove he or she has taken the steps mentioned in

paragraphs 961B(2)(d) to (g) of the Act to satisfy the duty to

act in the best interests of the client, in relation to advice

about the following products:

(i) a basic banking product;

(ii) a general insurance product.

(2) A provider is not required to prove it has taken those steps if:

(a) the provider is:

(i) an agent or an employee of an Australian ADI; or

(ii) otherwise acting by arrangement with an Australian

ADI under the name of the Australian ADI; and

(b) any personal advice that is provided relates only to:

(i) a basic banking product; or

(ii) a general insurance product; or

(iii) a combination of those products.

Note: The definition of personal advice is in subsection 766B(3) of the Act.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Best interests obligations Division 2

Regulation 7.7A.1

Corporations Regulations 2001 65

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) A provider is not required to prove the provider has taken those

steps in relation to advice about a general insurance product, even

if the provider, at the same time, provides other advice (whether or

not personal advice).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 3 Charging ongoing fees to clients

Regulation 7.7A.10

66 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Charging ongoing fees to clients

7.7A.10 Arrangements that are not ongoing fee arrangements

(1) This regulation is made for subsection 962A(5) of the Act.

(2) An arrangement of a kind mentioned in subsection 962A(1) or (2)

of the Act is not an ongoing fee arrangement to the extent that the

arrangement relates to a product fee mentioned in

subregulation (3).

(3) Each of the following is a product fee:

(a) a fee for the administration, management or operation of a

financial product that is charged to a retail client to which the

product is issued by the issuer of the product;

Example 1: A monthly account keeping fee charged by the provider of a basic

deposit product.

Example 2: A monthly administration or investment fee charged by a trustee of a

superannuation fund or a responsible entity of a managed investment

scheme.

(b) a fee that:

(i) is a cost of providing financial product advice; and

(ii) under section 99F of the Superannuation Industry

(Supervision) Act 1993, is not prohibited or prevented

from being passed on to a member of a regulated

superannuation fund.

7.7A.11 Fee disclosure statements: product fee

(1) This regulation is made for paragraph 962H(3)(a) of the Act.

(2) Information about a product fee mentioned in

subregulation 7.7A.10(3) is not required by subsection 962H(2) of

the Act.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.12

Corporations Regulations 2001 67

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Conflicted remuneration

Subdivision 1—Monetary benefits

7.7A.12 What subdivision is about

This subdivision:

(a) is made for paragraph 963B(1)(e) of the Act; and

(b) prescribes the circumstances in which a monetary benefit

given to a financial services licensee, or representative of a

financial services licensee, (the provider) who provides

financial product advice to persons as retail clients is not

conflicted remuneration.

Note: The definition of financial product advice is in subsection 766B(1) of

the Act.

7.7A.12A Life risk insurance products

A monetary benefit is not conflicted remuneration if the benefit is

given in relation to a life risk insurance product, other than:

(a) a group life policy for members of a superannuation entity; or

(b) a life policy for a member of a default superannuation fund.

Note 1: The definitions of group life policy for members of a superannuation

entity and life policy for a member of a default superannuation fund

are in section 963B of the Act.

Note 2: If a benefit is given in relation to a financial product that consists of

both general insurance and life risk insurance, the benefit is to be

treated as relating to a general insurance product and a life risk

insurance product.

7.7A.12B Stamping fees

(1) A monetary benefit is not conflicted remuneration if it is a

stamping fee given to facilitate an approved capital raising.

(2) In this regulation:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.12C

68 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

approved capital raising means:

(a) an offer to issue an approved financial product; or

(b) an offer to sell an approved financial product;

where the purpose of the offer is to raise funds for the person

issuing or selling the approved financial product.

approved financial product means:

(a) debentures, stocks or bonds that are, or are proposed to be,

issued by a government; or

(b) shares in, or debentures of, a body that are, or are proposed to

be, quoted on a prescribed financial market; or

(c) interests in a managed investment scheme that are, or are

proposed to be, quoted on a prescribed financial market; or

(d) a right to acquire, by way of issue, shares, debentures or

interests mentioned in paragraph (b) or (c).

stamping fee means a fee, or a part of a fee:

(a) that a person, including an issuer of a financial product, or a

person acting on behalf of the issuer, pays either directly or

indirectly to a provider in connection with:

(i) an offer by the issuer to issue the financial product; or

(ii) an invitation by the issuer for an application to issue the

financial product; or

(b) that a person, including a holder of a financial product, or

person acting on behalf of the holder, pays either directly or

indirectly to a provider in connection with:

(i) an offer by the holder to sell the financial product; or

(ii) an invitation by the holder for an application to sell the

financial product.

7.7A.12C Time-sharing schemes

A monetary benefit is not conflicted remuneration if the benefit is

given for advice that relates to an interest in a time-sharing scheme.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.12D

Corporations Regulations 2001 69

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7A.12D Brokerage fees

(1) A monetary benefit is not conflicted remuneration if:

(a) the benefit consists of a percentage, of no more than 100%,

of a brokerage fee that is given to a provider who is a trading

participant of a prescribed financial market or the market

known as the ASX24; and

(b) the provider, directly or indirectly, gives the benefit to a

representative of the provider.

Note 1: For prescribed financial market, see regulation 1.0.02A.

Note 2: The ASX24 is the financial market operated by Australian Securities

Exchange Limited that was formerly known as the Sydney Futures

Exchange.

(1A) A monetary benefit is not conflicted remuneration if:

(a) the benefit is a fee paid between a financial services licensee

that is a trading participant of a prescribed financial market

and a financial services licensee that is not a trading

participant in respect of dealings undertaken by a retail client

through a specified service; and

(b) each of those trades is executed by the trading participant on

behalf of the retail client; and

(c) the fee is a percentage, not exceeding 100%, of a brokerage

fee paid directly or indirectly by the retail client; and

(d) no portion of the benefit is paid to a person other than the

trading participant or the licensee that is not a trading

participant.

(2) In this regulation:

brokerage fee means a fee that a retail client pays to a provider in

relation to a transaction in which the provider, on behalf of the

retail client, deals in a financial product that is traded on:

(a) a prescribed financial market; or

(aa) the market known as the ASX24; or

(b) a prescribed foreign financial market.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.12D

70 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note 1: Regulations 7.7A.17 and 7.7A.18 relate to exemptions in relation to

the charging of asset-based fees on borrowed amounts.

Note 2: The ASX24 is the financial market operated by Australian Securities

Exchange Limited that was formerly known as the Sydney Futures

Exchange.

prescribed foreign financial market means a financial market that:

(a) has its principal place of business in a foreign country; and

(b) has been authorised by an authority in that country that is a

signatory to the International Organization of Securities

Commissions’ Multilateral Memorandum of Understanding

Concerning Consultation and Cooperation and the Exchange

of Information of May 2002.

specified service means a service which:

(a) is provided for retail clients under the name or brand name

of:

(i) the financial services licensee that is not a trading

participant; or

(ii) the trading participant and the financial services

licensee that is not a trading participant; and

(b) relates to the dealing, on behalf of the retail client, in a

financial product traded on:

(i) a prescribed financial market; or

(ii) a prescribed foreign financial market; and

(c) is provided in either or both of the following ways:

(i) by direct electronic access;

(ii) by telephone, but only if:

(A) direct electronic access is not available for a

temporary period, or the retail client expresses a

preference that the service be provided by

telephone; and

(B) neither the trading participant nor the financial

services licensee that is not a trading participant

is to provide financial product advice to the

retail client by telephone in relation to the

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.12E

Corporations Regulations 2001 71

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

dealing undertaken on the retail client’s behalf;

and

(d) is provided in circumstances in which neither the trading

participant nor the financial services licensee that is not a

trading participant provides personal advice to the retail

client in relation to the dealing undertaken on the retail

client’s behalf.

trading participant of a prescribed financial market or the market

known as the ASX24 means a person who:

(a) is a participant of the market admitted under the market’s

operating rules; and

(b) is allowed, under the market’s operating rules, to deal in one

or more of the financial products that are able to be traded on

the market.

Note: The ASX24 is the financial market operated by Australian Securities

Exchange Limited that was formerly known as the Sydney Futures

Exchange.

7.7A.12E Fees paid by clients for dealing services

A monetary benefit is not conflicted remuneration if the benefit is

given to the provider by a retail client in relation to the provider

dealing in a financial product on behalf of the client.

7.7A.12EA Application of ban on conflicted remuneration—

purchase or sale of financial advice business

A monetary benefit is not conflicted remuneration to the extent

that:

(a) the benefit is given to a financial services licensee or a

representative of the licensee; and

(b) the benefit is paid as part of:

(i) the purchase or sale of all or part of the licensee’s

financial advice business; or

(ii) the purchase or sale of all or part of the representative’s

financial advice business; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.12F

72 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the price is calculated using a formula:

(i) which is based, in whole or in part, on the number or

value of all or part of the financial products held by the

licensee’s clients or the representative’s clients; and

(ii) in which the weighting attributed to the financial

products issued by the licensee or a related body

corporate or other person is the same as the weighting

attributed to other similar financial products.

Subdivision 2—Monetary or non-monetary benefits

7.7A.12F What subdivision is about

This subdivision:

(a) is made for paragraphs 963B(1)(e) and 963C(f) of the Act;

and

(b) prescribes the circumstances in which a monetary or

non-monetary benefit given to a financial services licensee,

or representative of a financial services licensee, (the

provider) who provides financial product advice to persons

as retail clients is not conflicted remuneration.

Note: The definition of financial product advice is in subsection 766B(1) of

the Act.

7.7A.12G General insurance

A benefit is not conflicted remuneration if the benefit is given in

relation to a general insurance product.

Note: If a benefit is given in relation to a financial product that consists of

both general insurance and life risk insurance, the benefit is to be

treated as relating to a general insurance product and a life risk

insurance product.

7.7A.12H Basic banking and general insurance products

A benefit is not conflicted remuneration if:

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.12I

Corporations Regulations 2001 73

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) to the extent that the benefit is given in relation to financial

product advice, the benefit only relates to the following

financial products:

(i) a basic banking product;

(ii) a general insurance product;

(iii) a combination of those financial products; and

(b) the provider does not, at the same time, provide advice about

any other financial products; and

(c) the provider is:

(i) an agent or an employee of an Australian ADI; or

(ii) otherwise acting by arrangement with an Australian

ADI under the name of the Australian ADI.

7.7A.12I Mixed benefits

(1) A benefit that is given in one or more of the circumstances set out

in the prescribed provisions is not conflicted remuneration even if:

(a) the benefit also relates to other activities, but only to the

extent that the part of the benefit that relates to the other

activities is not conflicted remuneration; or

(b) the provider, at the same time, provides other services

(whether or not financial services).

(2) However, subregulation (1) does not apply to the extent that the

prescribed provisions under which the benefit is given provide that:

(a) the benefit may only relate to particular financial products or

services; or

(b) the provider must not receive the benefit if the provider is, at

the same time, providing other specified financial services.

(3) In this regulation:

prescribed provision means:

(a) paragraph 963B(1)(a), (b), (c) or (d) of the Act, or a

regulation made under paragraph 963B(1)(e) of the Act; or

(b) paragraph 963C(a), (b), (c), (d) or (e) of the Act, or a

regulation made under paragraph 963C(f) of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.13

74 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7A.13 Non-monetary benefit given in certain circumstances not

conflicted remuneration: prescribed amount

For subparagraph 963C(b)(i) of the Act, the amount is $300 for

each financial services licensee, or each representative of a

financial services licensee, who is the final recipient of a

non-monetary benefit.

Note: Under paragraph 963C(b) of the Act, if a non-monetary benefit is

given to a financial services licensee, or a representative of a financial

services licensee, who provides financial advice, is less than the

prescribed amount and identical or similar benefits are not given on a

frequent or regular basis, the benefit is not conflicted remuneration.

7.7A.14 Non-monetary benefit given in certain circumstances not

conflicted remuneration: education or training course

(1) This regulation is made for subparagraph 963C(c)(iii) of the Act.

(2) This regulation sets out requirements if a non-monetary benefit to

which subparagraphs 963C(c)(i) and (ii) of the Act apply is the

provision of an education or training course to a financial services

licensee, or a representative of a financial services licensee.

Note: Under paragraph 963C(c) of the Act, if certain non-monetary benefits

have a genuine education or training purpose, are relevant to the

provision of financial product advice to retail clients and comply with

the regulations, the benefits are not conflicted remuneration.

(3) Education or training activities for the professional development of

the participants in the course must take up at least:

(a) 75% of the time spent on the course; or

(b) 6 hours a day;

whichever is the lesser.

(4) The participant, or the participant’s employer or licensee, must pay

for the costs of:

(a) travel and accommodation relating to the course; and

(b) events and functions held in conjunction with the course.

Example: The cost of day trips or dinners.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.15

Corporations Regulations 2001 75

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) In this regulation:

education or training course includes a conference or seminar.

7.7A.15 Non-monetary benefit given in certain circumstances not

conflicted remuneration: other education and training

benefit

(1) This regulation is made for subparagraph 963C(c)(iii) of the Act.

(2) This regulation sets out a requirement if a non-monetary benefit to

which subparagraphs 963C(c)(i) and (ii) of the Act apply is not the

provision of an education or training course to which

regulation 7.7A.13 applies.

Note: Under paragraph 963C(c) of the Act, if certain non-monetary benefits

have a genuine education or training purpose, are relevant to the

provision of financial product advice to retail clients and comply with

the regulations, the benefits are not conflicted remuneration.

(3) The dominant purpose of the non-monetary benefit must be

education and training.

7.7A.15A Non-monetary benefit given in certain circumstances not

conflicted remuneration—education and training in

conducting a financial services business

(1) This regulation:

(a) is made for paragraph 963C(f) of the Act; and

(b) prescribes the circumstances in which a non-monetary benefit

given to a financial services licensee, or representative of a

financial services licensee, who provides financial product

advice to persons as retail clients is not conflicted

remuneration.

Note: For financial product advice, see subsection 766B(1) of the Act.

(2) The benefit is not conflicted remuneration if the benefit:

(a) has a genuine education or training purpose; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.15B

76 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) is relevant to the carrying on of a financial services business;

and

(c) complies with regulations made for the purposes of

subparagraph 963C(c)(iii) of the Act.

7.7A.15B Application of ban on conflicted remuneration—

non-platform operator (Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply)

(1) This regulation:

(a) is made for subsection 1528(2) of the Act; and

(b) prescribes a circumstance in which Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply to a benefit.

Note: Subsection 1528(1) of the Act sets out a rule about when Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply to a benefit given to

a financial services licensee, or a representative of a financial services

licensee. Subsection 1528(2) of the Act permits regulations to

prescribe circumstances in which that Division applies, or does not

apply, to a benefit.

(2) The circumstance is that the benefit would have been given as

mentioned in subsection 1528(1) of the Act had it not been

redirected under one or more later arrangements.

(3) For subregulation (2), if a party to an arrangement changes, the

arrangement is taken to have continued in effect, after the change,

as the same arrangement.

7.7A.16 Application of ban on conflicted remuneration—platform

operator (Division 4 of Part 7.7A of Chapter 7 of the Act

does not apply)

(1) This regulation:

(a) is made for subsection 1528(2) of the Act; and

(b) prescribes a circumstance in which Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply to a benefit.

Note: Subsection 1528(1) of the Act sets out a rule about when Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply to a benefit given to

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.16A

Corporations Regulations 2001 77

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

a financial services licensee, or a representative of a financial services

licensee. Subsection 1528(2) of the Act permits regulations to

prescribe circumstances in which that Division applies, or does not

apply, to a benefit.

(2) The circumstance is that:

(a) the benefit is given by a platform operator; and

(b) either:

(i) the benefit is given under an arrangement that was

entered into before the application day, within the

meaning of subsection 1528(4) of the Act; or

(ii) the benefit would have been given as mentioned in

subparagraph (i) had it not been redirected under one or

more later arrangements.

(3) For subregulation (2), if a party to an arrangement changes, the

arrangement is taken to have continued in effect, after the change,

as the same arrangement.

(4) If this regulation and regulation 7.7A.16A or 7.7A.16B are able to

apply in relation to the benefit, disregard this regulation.

7.7A.16A Application of ban on conflicted remuneration—platform

operator (Division 4 of Part 7.7A of Chapter 7 of the Act

applies)

(1) This regulation:

(a) is made for subsection 1528(2) of the Act; and

(b) prescribes circumstances in which Division 4 of Part 7.7A of

Chapter 7 of the Act applies to a benefit; and

(c) does not apply in relation to a benefit to which

regulation 7.7A.16C applies.

Note: Subsection 1528(1) of the Act sets out a rule about when Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply to a benefit given to

a financial services licensee, or a representative of a financial services

licensee. Subsection 1528(2) of the Act permits regulations to

prescribe circumstances in which that Division applies, or does not

apply, to a benefit.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.16A

78 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The circumstance is that:

(a) the benefit is given by a person acting in the capacity as a

platform operator; and

(b) the benefit is given under an arrangement that was entered

into before the application day, within the meaning of

subsection 1528(4) of the Act; and

(c) the benefit:

(i) relates to an acquisition (including a regulated

acquisition, within the meaning of subsection 1012IA(1)

of the Act) of a financial product on the instructions of a

person who had not given an instruction to the person

acting in the capacity of a platform operator to open an

account on the platform before 1 July 2014; or

(ii) does not relate to a person who opened an account on

the platform before 1 July 2014.

(3) For subregulation (2), treat a benefit as having been given by a

person acting in the capacity as a platform operator if it:

(a) is given by a platform operator; and

(b) relates to activities undertaken in connection with the

platform as a result of instructions to the platform operator

from a client who has set up, or is setting up, an account on

the platform.

(4) For subregulation (2), if a retail client has an interest in a financial

product before 1 July 2014, treat a benefit as relating to an

acquisition of the financial product whether it is paid in relation to

the initial acquisition of the financial product or the subsequent

holding of the financial product.

(5) For subregulation (2), if a party to an arrangement changes, the

arrangement is taken to have continued in effect, after the change,

as the same arrangement.

(6) If this regulation and regulation 7.7A.16 are able to apply in

relation to the benefit, disregard regulation 7.7A.16.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.16B

Corporations Regulations 2001 79

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7A.16B Application of ban on conflicted remuneration—person

other than platform operator (Division 4 of Part 7.7A of

Chapter 7 of the Act applies)

(1) This regulation:

(a) is made for subsection 1528(2) of the Act; and

(b) prescribes a circumstance in which Division 4 of Part 7.7A of

Chapter 7 of Chapter 7 of the Act applies to a benefit; and

(c) does not apply in relation to a benefit to which

regulation 7.7A.16C applies.

Note: Subsection 1528(1) of the Act sets out a rule about when Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply to a benefit given to

a financial services licensee, or a representative of a financial services

licensee. Subsection 1528(2) of the Act permits regulations to

prescribe circumstances in which that Division applies, or does not

apply, to a benefit.

(2) The circumstance is that:

(a) the benefit is given by a person who is not acting in the

capacity of a platform operator; and

(b) the benefit is given under an arrangement that was entered

into before the application day, within the meaning of

subsection 1528(4) of the Act; and

(c) the benefit:

(i) is given in relation to the acquisition, on or after 1 July

2014, of a financial product, for the benefit of a retail

client; or

(ii) does not relate to a financial service provided, before

1 July 2014, for the benefit of a retail client; and

(d) the client did not have an interest in the product before 1 July

2014.

Note: For the definition of platform operator, see subsection 1526(1) of the

Act.

(3) For subregulation (2), treat a benefit as having been given by a

person acting in the capacity as a platform operator if it:

(a) is given by a platform operator; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.16B

80 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) relates to activities undertaken in connection with the

platform as a result of instructions to the platform operator

from a client who has set up, or is setting up, an account on

the platform.

Continuity of arrangement

(4) For subregulation (2):

(a) if a party to an arrangement changes, treat the arrangement as

having continued in effect, after the change, as the same

arrangement; and

(b) if a retail client has an interest in a financial product before

1 July 2014, treat a benefit as relating to an acquisition of the

financial product whether it is paid in relation to the initial

acquisition of the financial product or the subsequent holding

of the financial product.

Managed investment schemes

(5) For subregulation (2), if a retail client:

(a) had an interest in a managed investment scheme before

1 July 2014; and

(b) acquires a further interest in the managed investment scheme

on or after 1 July 2014;

do not treat the acquisition of the further interest as having

occurred on or after 1 July 2014.

Multi product offerings

(6) For subregulation (2), if:

(a) more than one financial product is marketed and offered

together under one product disclosure statement (a

multi-product offering) in a way in which:

(i) a retail client receives a consolidated report on a

periodic basis listing the client’s holdings in all of those

financial products; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.16BA

Corporations Regulations 2001 81

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) there is a facility which allows a retail client to choose

between, acquire, switch or transfer an interest in one or

more of those financial products; and

(b) the benefit is to be paid by the issuer of the product

disclosure statement; and

(c) a retail client opened an account on the multi-product

offering before 1 July 2014; and

(d) the retail client acquires an interest or a further interest in any

one or more of the financial products available in the

multi-product offering on or after 1 July 2014;

do not treat the acquisition of the interest, or further interest,

mentioned in paragraph (d) as having occurred on or after 1 July

2014.

Relationship with regulation 7.7A.16

(7) If this regulation and regulation 7.7A.16 are able to apply in

relation to the benefit, disregard regulation 7.7A.16.

7.7A.16BA Sale of business

The application of regulation 7.7A.16, 7.7A.16A or 7.7A.16B in

relation to a benefit is not affected only because the benefit, or the

right to the benefit, is transferred as part of the sale of a business,

or a part of a business.

Note: This means that the buyer of a business will have the same protection

for benefits that the seller of the business had.

7.7A.16C Application of ban on conflicted remuneration—employer

and employee (Division 4 of Part 7.7A of Chapter 7 of the

Act does not apply)

(1) This regulation:

(a) is made for subsection 1528(2) of the Act; and

(b) prescribes circumstances in which Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply to a benefit.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.16C

82 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: Subsection 1528(1) of the Act sets out a rule about when Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply to a benefit given to

a financial services licensee, or a representative of a financial services

licensee. Subsection 1528(2) of the Act permits regulations to

prescribe circumstances in which that Division applies, or does not

apply, to a benefit.

Remuneration arrangement relating to enterprise agreement or

collective agreement-based transitional instrument

(2) A circumstance is that:

(a) the benefit is paid under a remuneration arrangement

between an employer and an employee; and

(b) the benefit is paid in accordance with an enterprise agreement

(including its associated documents), or a collective

agreement-based transitional instrument (including its

associated documents), that was entered into before the

application day, within the meaning of subsection 1528(4) of

the Act.

When subregulation (2) ceases to apply

(3) If:

(a) an enterprise agreement referred to in paragraph (2)(b) was in

force immediately before the application day; and

(b) the nominal expiry date of the agreement had not passed

immediately before the application day;

the circumstance in subregulation (2) ceases to apply at the end of

18 months after the nominal expiry date of the agreement.

(4) If:

(a) an enterprise agreement referred to in paragraph (2)(b) was in

force immediately before the application day; and

(b) the nominal expiry date of the agreement passed before the

application day;

the circumstance in subregulation (2) ceases to apply on 1 July

2015.

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Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.16D

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Remuneration arrangement not relating to enterprise agreement or

collective agreement-based transitional instrument

(5) A circumstance is that:

(a) the benefit is paid under a remuneration arrangement

between an employer and an employee; and

(b) the benefit is not paid in accordance with an enterprise

agreement (including its associated documents) or a

collective agreement-based transitional instrument (including

its associated documents); and

(c) the benefit is payable in relation to a period that ends before

1 July 2015.

Definitions

(6) In this regulation:

collective agreement-based transitional instrument has the

meaning given by subitem 2(5) of Schedule 3 to the Fair Work

(Transitional Provisions and Consequential Amendments) Act

2009.

enterprise agreement has the same meaning as in the Fair Work

Act 2009.

7.7A.16D Application of ban on conflicted remuneration—new

arrangement entered into on or after application day

(Division 4 of Part 7.7A of Chapter 7 of the Act does not

apply)

(1) This regulation:

(a) is made for subsection 1528(2) of the Act; and

(b) prescribes a circumstance in which Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply to a benefit.

Note: Subsection 1528(1) of the Act sets out a rule about when Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply to a benefit given to

a financial services licensee, or a representative of a financial services

licensee. Subsection 1528(2) of the Act permits regulations to

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.16E

84 Corporations Regulations 2001

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prescribe circumstances in which that Division applies, or does not

apply, to a benefit.

(2) The circumstance is that:

(a) the benefit is paid under an arrangement (the new

arrangement) that was entered into on or after the

application day, within the meaning of subsection 1528(4) of

the Act; and

(b) the new arrangement is on the same terms as an arrangement

(the previous arrangement) that was in place immediately

before the application day, except that the new arrangement

does not provide for the giving of remuneration that would

not be permissible under section 1528 of the Act or

regulations made for that section; and

(c) the previous arrangement was terminated as a result of the

application of Division 4 of Part 7.7A of Chapter 7 of the

Act.

7.7A.16E Application of ban on conflicted remuneration—change of

party to an arrangement (Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply)

(1) This regulation:

(a) is made for subsection 1528(2) of the Act; and

(b) prescribes a circumstance in which Division 4 of Part 7.7A of

Chapter 7 of the Act does not apply to a benefit.

Note: Subsection 1528(1) of the Act sets out a rule about when Division 4 of

Part 7.7A of Chapter 7 of the Act does not apply to a benefit given to

a financial services licensee, or a representative of a financial services

licensee. Subsection 1528(2) of the Act permits regulations to

prescribe circumstances in which that Division applies, or does not

apply, to a benefit.

(2) The circumstance is that:

(a) the benefit is given under an arrangement that was entered

into before the application day, within the meaning of

subsection 1528(4) of the Act; and

(b) a party to the arrangement changes.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Conflicted remuneration Division 4

Regulation 7.7A.16F

Corporations Regulations 2001 85

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7.7A.16F Application of ban on conflicted remuneration—benefit is

a pass through of a grandfathered benefit (benefit is not

conflicted remuneration)

A benefit is not conflicted remuneration to the extent that:

(a) the benefit is a pass through of a benefit (a grandfathered

benefit) to which Division 4 of Part 7.7A of Chapter 7 of the

Act does not apply because of subsection 1528(1) or (3) of

the Act or a regulation made for subsection 1528(2) of the

Act; and

(b) the benefit, as passed through, was given under an

arrangement:

(i) that was entered into before the application day, within

the meaning of subsection 1528(4) of the Act; or

(ii) by which an authorised representative of a financial

services licensee became an authorised representative of

another financial services licensee; or

(iii) by which a representative of a financial services

licensee, or an employee of an authorised representative

of a financial services licensee, became an authorised

representative of the licensee or a related body corporate

of the licensee; and

(c) the benefit, as passed through, is consistent with purposes of

the arrangement under which the grandfathered benefit was

paid; and

(d) the total amount of the benefit, as passed through, does not

exceed 100 per cent of the grandfathered benefit.

Subdivision 3—Asset-based fees on borrowed amounts

7.7A.17 Financial services licensees

For subsection 964D(4) of the Act, a circumstance in which

subsections 964D(1) and (2) of the Act do not apply is that the

asset-based fee being charged is a brokerage fee within the

meaning of regulation 7.7A.12D.

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Chapter 7 Financial services and markets

Part 7.7A Best interests obligations and remuneration

Division 4 Conflicted remuneration

Regulation 7.7A.18

86 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.7A.18 Authorised representatives

For subsection 964E(3) of the Act, a circumstance in which

subsection 964E(1) of the Act does not apply is that the asset-based

fee being charged is a brokerage fee within the meaning of

regulation 7.7A.12D.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Best interests obligations and remuneration Part 7.7A

Exemptions from application of Part 7.7A of the Act Division 6

Regulation 7.7A.40

Corporations Regulations 2001 87

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Division 6—Exemptions from application of Part 7.7A of

the Act

7.7A.40 Exemption from application of Part 7.7A of the Act

For paragraph 1368(d) of the Act, Part 7.7A of the Act does not

have effect in relation to a financial services licensee or an

authorised representative in respect of financial services provided

to retail clients who are not in this jurisdiction.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.01

88 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.8—Other provisions relating to conduct etc

connected with financial products and

financial services, other than financial

product disclosure

7.8.01 Obligation to pay money into an account

(1) For subparagraph 981B(1)(a)(i) of the Act, the reference in that

subparagraph to an account with an Australian ADI does not

prevent a financial services licensee that is an ADI from paying

money into an account held by itself.

(2) For subparagraph 981B(1)(a)(ii) of the Act, the following accounts

are prescribed:

(a) an account with an approved foreign bank;

(b) a cash management trust.

(3) For subparagraph 981B(1)(b)(iv) of the Act, if, in accordance with

an agreement mentioned in paragraph 7.8.02(3)(a), a financial

services licensee is required to pay an amount mentioned in

subparagraph 7.8.02(3)(a)(iv), that amount is money which must

be paid into an account to which that subparagraph applies.

(4) For subparagraph 981B(1)(b)(iv) of the Act:

(a) money paid to a financial services licensee:

(i) from or on behalf or an insured or intending insured for

or on account of an insurer; and

(ii) in connection with a contract of insurance or proposed

contract of insurance;

is money which may be paid into an account to which that

subparagraph applies; and

(b) money paid to a financial services licensee from or on behalf

of an insurer for or on account of an insured or intending

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Regulation 7.8.01

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insured is money which may be paid into an account to

which that subparagraph applies.

(4A) For subparagraph 981B(1)(b)(iv) of the Act, if a financial services

licensee is required, by the market integrity rules or the operating

rules of a licensed market, to pay an amount into an account to

which section 981B relates, the amount is money which may be

paid into that account.

(5) For paragraph 981B(1)(c) of the Act, a financial services licensee

must:

(a) operate an account to which that paragraph applies as a trust

account; and

(b) designate the account to be a trust account; and

(c) hold all moneys paid into the account (other than moneys

paid to the financial services licensee under the financial

services licensee’s obligation to call margins from clients

under the market integrity rules, the operating rules of a

licensed market or the operating rules of a licensed CS

facility) on trust for the benefit of the person who is entitled

to the moneys.

(6) For subparagraph 981B(1)(b)(iv) of the Act, money received under

section 1017E of the Act is money which may be paid into:

(a) an account to which section 981B relates; or

(b) an insurance broking account maintained under section 26 of

the Insurance (Agents and Brokers) Act 1984.

(7) For paragraph 981B(1)(c) of the Act, if money received under

section 1017E of the Act is paid into an account under

subregulation (6), Part 7.8 of the Act applies to the money.

Note: See also subregulation 7.9.08(3).

(8) For paragraph 981B(1)(c) of the Act, if a financial services

licensee is required to call margins from a client under the market

integrity rules, the operating rules of a licensed market or the

operating rules of a licensed CS facility:

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.01

90 Corporations Regulations 2001

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(a) the financial services licensee may operate an account to

which that paragraph applies as:

(i) a clients’ segregated account; or

(ii) a trust account;

in accordance with the operating rules or market integrity

rules; and

(b) if:

(i) the account is operated outside Australia; and

(ii) the law in force in the jurisdiction where it is maintained

requires the account to be designated in a particular

way;

the financial services licensee must designate the account in

that way.

Note: The operating rules or market integrity rules may require client

moneys, including moneys used for margining, to be held in either a

clients’ segregated account or a trust account.

(9) For subparagraph 981B(1)(b)(iv) of the Act, if an account is

operated in accordance with subregulation (8), all money received

by the financial services licensee under Subdivision A of

Division 2 of Part 7.8 of the Act is money that may be paid into

that account.

(10) Subregulation (8) does not affect the operation of section 981E of

the Act.

(11) For subparagraph 981B(1)(b)(iv) of the Act, each of the following

is money that may be paid into an account:

(a) mixed money;

(b) unidentified money.

(12) For paragraph 981B(1)(c) of the Act, if mixed money is paid into

an account under subregulation (11), the licensee must, as soon as

practicable, but within 1 month after the mixed money is paid into

the account, remove from the account the part of the money that is

not section 981B money.

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Other provisions relating to conduct etc connected with financial products and financial

services, other than financial product disclosure Part 7.8

Regulation 7.8.02

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(13) For paragraph 981B(1)(c) of the Act, if unidentified money is paid

into an account under subregulation (11), the licensee must, as

soon as practicable after the unidentified money is paid into the

account:

(a) identify any part of the money that is section 981B money;

and

(b) remove from the account any part of the money that is not

section 981B money.

(14) For subregulations (11) to (13):

mixed money means money that:

(a) is received by the licensee as a single payment; and

(b) is not wholly section 981B money, but includes section 981B

money.

section 981B money means:

(a) money to which Subdivision A of Division 2 of Part 7.8 of

the Act applies; or

(b) money that is allowed to remain in the account because of the

operation of subparagraphs 981B(1)(b)(ii) and (iii) of the

Act; or

(c) money mentioned in subregulation (4).

unidentified money means money that:

(a) is received by the licensee as a single payment; and

(b) at the time of receipt, is unable to be identified as

section 981B money or mixed money; and

(c) might include section 981B money.

7.8.02 Accounts maintained for section 981B of the Act

Withdrawals from account

(1) For paragraph 981C(a) of the Act, payments may be made out of

an account maintained for section 981B of the Act in any of the

following circumstances:

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.02

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(a) making a payment to, or in accordance with the written

direction of, a person entitled to the money;

(b) defraying brokerage and other proper charges;

(c) paying to the financial services licensee money to which the

financial services licensee is entitled;

(d) making a payment of moneys due to an insurer in connection

with a contract of insurance;

(e) making a payment that is otherwise authorised by law;

(f) paying to the financial services licensee money to which the

financial services licensee is entitled pursuant to the market

integrity rules or the operating rules of a licensed market.

(1A) For paragraph 981C(a) and subparagraph 981B(1)(b)(iv) of the

Act, if, under paragraph (1)(a), a financial services licensee (the

paying licensee) withdraws money from an account maintained for

section 981B of the Act and pays it to another financial services

licensee (the receiving licensee):

(a) the paying licensee must ensure that the receiving licensee is

notified, at the same time as the payment is made or as soon

as practicable, that the money:

(i) has been withdrawn from an account of the paying

licensee maintained for section 981B of the Act; and

(ii) should be paid into an account of the receiving licensee

maintained for section 981B of the Act; and

(b) not later than the day after the receiving licensee receives the

payment, the receiving licensee must pay the money into an

account of the receiving licensee maintained for section 981B

of the Act.

Permissible investments

(2) For paragraph 981C(a) of the Act, and subject to subregulations

(3), (4) and (5), the following kinds of investment may be made in

relation to an account maintained for section 981B of the Act:

(a) investment in any manner in which trustees are for the time

being authorised by law to invest trust funds;

(b) investment on deposit with an eligible money market dealer;

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(c) investment on deposit at interest with an Australian ADI;

(d) the acquisition of cash management trust interests;

(e) investment in a security issued or guaranteed by the

Commonwealth or a State or Territory;

(f) investment on deposit with a licensed CS facility.

(3) A financial services licensee must not invest an amount in a way

permitted by subregulation (2) unless:

(a) the financial services licensee has obtained the client’s

written agreement to the following matters:

(i) the making of the investment;

(ii) how earnings on the investment are to be dealt with

(including whether or not the earnings are to be shared,

and whether or not the earnings are to be paid into the

account);

(iii) how the realisation of the investment is to be dealt with

(including whether or not the capital invested, and the

proceeds of the investment, are to be deposited into the

account);

(iv) how any losses made on the investment are to be dealt

with (including the circumstances in which the financial

services licensee is required to pay an amount equal to

the difference between the amount invested and the

amount received, into the account or otherwise);

(v) the fee (if any) that the financial services licensee

proposes to charge for the investment; and

(b) the money is money to which the client is entitled.

Note: The investment arrangement may be a managed investment scheme.

(4) For paragraph 981A(4)(a) of the Act, subregulation (3) does not

apply to money to which subregulation 7.8.01(4) applies.

(5) In subregulation (2):

investment does not include the making of an investment in

accordance with the specific direction of a client.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.02

94 Corporations Regulations 2001

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Note: Paragraph (1)(a) deals with the withdrawal of money from an account

in accordance with the written direction of a person entitled to the

money.

(6) For paragraph 981C(b) of the Act, in relation to moneys received

in relation to insurance products, the financial services licensee

must ensure that:

(a) the balance of moneys in an account maintained by the

financial services licensee under section 981B of the Act; and

(b) the total amount previously withdrawn from the account and

currently invested under subregulation (2);

is at least the sum of:

(c) any amounts that an insurer is entitled to receive from the

account; and

(d) any amounts that an insured or intending insured is entitled to

receive from the account.

(6A) For paragraph (6)(c), if, at a particular time, money received by a

financial services licensee for or on account of an insurer as

mentioned in paragraph 7.8.01(4)(a) is paid into the account, the

insurer is taken to be entitled to receive payment of:

(a) the amount; or

(b) if any deductions from the amount are authorised by a written

agreement between the insurer and the broker—the amount

less the deductions;

throughout the period:

(c) beginning at that time; and

(d) ending when the payment is actually made to the insurer;

whether or not the amount has been invested under

subregulation (2).

(6B) For paragraph (6)(d), if, at a particular time, money received by a

financial services licensee for or on account of an insured or

intending insured as mentioned in paragraph 7.8.01(4)(b) is paid

into an account, the insured or intending insured is taken to be

entitled to receive payment of the amount throughout the period:

(a) beginning at that time; and

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services, other than financial product disclosure Part 7.8

Regulation 7.8.03

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(b) ending when the payment is actually made to the insured or

intending insured;

whether or not the amount has been invested under

subregulation (2).

(6C) On application by a financial services licensee in the prescribed

form, ASIC may consent in writing to the minimum balance of

monies received in relation to insurance products being less than

the level specified in subregulation (6).

(7) For paragraph 981C(c) of the Act, if money is held in an account

maintained for section 981B of the Act:

(a) the financial services licensee is entitled to the interest on the

account; and

(b) the interest on the account is not required to be paid into the

account;

only if the financial services licensee discloses to the client that the

financial services licensee is keeping the interest (if any) earned on

the account.

Interest and other earnings on investments

(8) For paragraph 981C(d) of the Act, interest or other earnings on:

(a) an investment of money withdrawn from an account

maintained for section 981B of the Act; or

(b) the proceeds of the realisation of such an investment;

must be dealt with in accordance with the written agreement

between the financial services licensee and the client under

subregulation (3).

7.8.03 How money to be dealt with if licensee ceases to be licensed etc

(1) For paragraph 981F(a) of the Act, this regulation applies if a

financial services licensee ceases to be licensed (including a

cessation because the financial services licensee’s licence has been

suspended or cancelled).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.03

96 Corporations Regulations 2001

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(2) For paragraph 981F(b) of the Act, this regulation applies if a

financial services licensee:

(a) becomes insolvent under an administration; or

(b) is the subject of any of the following arrangements:

(i) the appointment of an administrator under section 436A,

436B or 436C of the Act;

(ii) the commencement of winding up;

(iii) the appointment of a receiver of property of the

financial services licensee, whether by a court or

otherwise;

(iv) the appointment of a receiver and manager of property

of the financial services licensee, whether by a court or

otherwise;

(v) entry into a compromise or arrangement with creditors

of the financial services licensee, or a class of creditors;

(vi) if the financial services licensee is deceased—

administration of the estate of the financial services

licensee under Part XI of the Bankruptcy Act 1966;

(vii) if the financial services licensee is deceased—

administration of the estate of the financial services

licensee under the law of an external Territory that

provides for the administration of the insolvent estate of

a deceased person;

(viii) an arrangement under the law of a foreign country that

provides for a matter mentioned in subparagraphs (i) to

(vii).

(3) For paragraph 981F(d) of the Act, this regulation applies if:

(a) a financial services licensee ceases to carry on a particular

activity authorised by the financial services licence; and

(b) money is paid in connection with that activity.

(4) For each person who is entitled to be paid money from an account

of the financial services licensee maintained for section 981B of

the Act, the account is taken to be subject to a trust in favour of the

person.

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Regulation 7.8.03

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(5) If money in an account of the financial services licensee

maintained for section 981B of the Act has been invested, for each

person who is entitled to be paid money from the account, the

investment is taken to be subject to a trust in favour of the person.

(6) Money in the account of the financial services licensee maintained

for section 981B of the Act is to be paid as follows:

(a) the first payment is of money that has been paid into the

account in error;

(b) if money has been received on behalf of insureds in

accordance with a contract of insurance, the second payment

is payment to each insured person who is entitled to be paid

money from the account, in the following order:

(i) the amounts that the insured persons are entitled to

receive from the moneys in the account in respect of

claims that have been made;

(ii) the amounts that the insured persons are entitled to

receive from the moneys in the account in respect of

other matters;

(c) if:

(i) paragraph (b) has been complied with; or

(ii) paragraph (b) does not apply;

the next payment is payment to each person who is entitled to

be paid money from the account;

(d) if the money in the account is not sufficient to be paid in

accordance with paragraph (a), (b) or (c), the money in the

account must be paid in proportion to the amount of each

person’s entitlement;

(e) if there is money remaining in the account after payments

made in accordance with paragraphs (a), (b) and (c), the

remaining money is taken to be money payable to the

financial services licensee.

(7) This regulation applies despite anything to the contrary in the

Bankruptcy Act 1966 or a law relating to companies.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.04

98 Corporations Regulations 2001

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7.8.04 Money to which Subdivision A of Division 2 of Part 7.8 of the

Act applies taken to be held in trust: breach of financial

services law

For paragraph 981H(3)(b) of the Act, if client money is held by an

investment mentioned in subregulation 7.8.02(5) following a

breach of a financial services law:

(a) the money is subject to a trust in favour of the client to the

extent that the client is entitled to the money; and

(b) any investment of the money is subject to a trust in favour of

the client to the extent that the client is entitled to the

investment; and

(c) the proceeds of a realisation of an investment of the money

are subject to a trust in favour of the client to the extent that

the client is entitled to the proceeds.

7.8.05 Money to which Subdivision A of Division 2 of Part 7.8 of the

Act applies taken to be held in trust: risk accepted by

insurer

(1) For paragraph 981H(3)(b) of the Act, this regulation applies if, in

relation to an insurance product:

(a) a financial services licensee is holding money to which

Subdivision A of Division 2 of Part 7.8 of the Act applies;

and

(b) the risk in relation to the insurance product has been accepted

by an insurer.

(2) The financial services licensee holds the money on trust for the

insurer in accordance with Division 2 of Part 7.8 of the Act, subject

to the agreement of the insurer.

(3) This regulation does not affect the operation of regulations 7.8.03

and 7.8.08.

(4) For paragraph 981C(c) of the Act, if money to which this

regulation applies is held in an account maintained for

section 981B of the Act:

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Regulation 7.8.06

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(a) the financial services licensee is entitled to the interest on the

account; and

(b) the interest on the account is not required to be paid into the

account.

7.8.06 Statement setting out terms of loan etc

For subsection 982C(1) of the Act, the financial services licensee

must give a client a disclosure document that contains, as far as

practicable, the matters required for Division 2 of Part 7.9 of the

Act.

7.8.06A Property exempt from Division 3 of Part 7.8 of the Act

For paragraph 984A(2)(a) of the Act, property given as security for

a standard margin lending facility is exempt from Division 3 of

Part 7.8 of the Act.

Note: Paragraph 984A(2)(a) of the Act provides that the regulations may

exempt property given in specified circumstances from some or all of

the provisions of Division 3 of Part 7.8 of the Act.

7.8.07 How property to which Division 3 of Part 7.8 of the Act to be

dealt with

(1) For paragraph 984B(1)(a) of the Act, this regulation sets out

requirements in relation to property to which Division 3 of Part 7.8

of the Act applies.

(2) The financial services licensee must hold the property on trust for

the benefit of the person who is entitled to it.

(3) If the client requests the financial services licensee, in writing, to

deposit the property in safe custody with an ADI:

(a) the licensee must deposit the property; or

(b) if the licensee does not comply with the request for any

reason, the licensee must notify the client, as soon as

practicable, of the failure to comply with the request.

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Regulation 7.8.07

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(4) If the client requests the financial services licensee, in writing, to

deposit the property in safe custody with a financial services

licensee that provides a custodial or depositary service for

section 766E of the Act:

(a) the licensee must deposit the property; or

(b) if the licensee does not comply with the request for any

reason, the licensee must notify the client, as soon as

practicable, of the failure to comply with the request.

(5) If the client requests the financial services licensee, in writing, to

deposit the property in safe custody in the place where the property

was deposited with, or received by, the licensee:

(a) the licensee must deposit the property in accordance with the

request; and

(b) if the licensee does not comply with the request for any

reason, the licensee must notify the client, as soon as

practicable, of the failure to comply with the request.

(6) If the client requests that the body corporate that issued or made

available the securities or managed investment products underlying

the property register the property in the name of a nominee

controlled by the financial services licensee, the financial services

licensee must arrange for the body corporate to register the

securities or managed investment products in that way.

(7) If:

(a) none of subsections (3) to (6) applies; and

(b) the property is not registered in the client’s name by the body

corporate that issued or made available the securities or

managed investment products underlying the property;

the financial services licensee must arrange to have the property

registered in the client’s name.

(8) A financial services licensee must not deposit property as security

for a loan or advance to the financial services licensee unless:

(a) the client owes the financial services licensee an amount in

connection with a transaction entered into by the financial

services licensee on the client’s behalf; and

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(b) the financial services licensee gives the client a written notice

that identifies the property and states that the dealer proposes

to deposit it as security for a loan or advance to the financial

services licensee; and

(c) the amount, or total of the amounts, that the client owes on

the day of the deposit is at least the amount of the loan or

advance.

(9) If a financial services licensee deposits property as security for a

loan or advance to the financial services licensee, in accordance

with subregulation (8):

(a) the financial services licensee must, not later than 1 business

day after the amount, or total of the amounts, that the client

owes on the day of the deposit are repaid, withdraw the

property from that deposit; and

(b) if, at the end of 3 months after the day of that deposit, or at

the end of any subsequent interval of 3 months, the property

has not been withdrawn from that deposit—the financial

services licensee must give the client written notice of that

fact.

(10) In this regulation:

property includes scrip, but does not include money.

7.8.08 Debts of financial services licensee in relation to premiums etc

(1) Subregulations (2) to (4) apply if:

(a) money is received by a financial services licensee:

(i) from, or on behalf of, an insured or intending insured, or

from another financial services licensee on behalf of an

insured or intending insured; and

(ii) as a premium or an instalment of a premium in

connection with a contract of insurance or a proposed

contract of insurance; and

(b) the risk, or a part of the risk, to which the contract or

proposed contract relates is accepted by or on behalf of an

insurer; and

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(c) the financial services licensee who so received the money is

informed of, or otherwise ascertains, the amount of the

premium or instalment to be paid.

(2) The financial services licensee who received the money must pay

to the insurer an amount equal to the amount of the premium or

instalment to be paid:

(a) in the period of 90 days (the relevant period) after:

(i) the day on which the cover provided by the insurer

under the contract starts to have effect; or

(ii) the first day of the period to which the instalment

relates; or

(b) if it is not practicable for the financial services licensee to

pay the amount in the relevant period—as soon as practicable

after the end of that period.

(3) If the financial services licensee has not received the amount of the

premium, or of an instalment of the premium, payable in respect of

a contract of insurance at the end of the relevant period, the

financial services licensee must notify the insurer in writing, not

later than 7 days after the end of the relevant period, that the

financial services licensee has not received the amount.

(4) Subregulation (3) does not apply if the financial services licensee

receives the amount:

(a) in the period of 7 days mentioned in subregulation (3); and

(b) before notifying the insurer in accordance with

subregulation (3).

(5) Subregulations (6) and (7) apply if:

(a) a financial services licensee receives money from, or on

behalf of:

(i) an insured or intending insured; or

(ii) another financial services licensee on behalf of an

insured or intending insured;

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as a premium or an instalment of a premium in connection

with a contract of insurance or a proposed contract of

insurance; and

(b) the risk, or a part of the risk, to which the contract or

proposed contract relates is accepted by or on behalf of an

insurer; and

(c) the financial services licensee who received the money has

not been informed of, and has not otherwise ascertained, the

amount of the premium or instalment to be paid.

(6) The financial services licensee who received the money must pay

the amount mentioned in subregulation (7) to the insurer:

(a) in the period of 90 days (the relevant period) after:

(i) the day on which the cover provided by the insurer

under the contract starts to have effect; or

(ii) the first day of the period to which the instalment

relates; or

(b) if it is not practicable for the financial services licensee to

pay the amount in the relevant period—as soon as practicable

after the end of that period.

(7) For subregulation (6), the amount is:

(a) for a new contract of insurance, an amount not less than the

lesser of:

(i) the amount of the money received; or

(ii) 75% of the amount fairly estimated by the financial

services licensee to be the premium or instalment that is

to be paid; and

(b) for a renewal of a contract of insurance, an amount not less

than the lesser of:

(i) the amount of the money so received; or

(ii) 75% of the previous year’s premium for the risk, or of

the last instalment of that years premium.

(8) Subregulation (9) applies if:

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(a) the risk, or a part of the risk, to which a contract of insurance

or a proposed contract of insurance relates is accepted by or

on behalf of an insurer; and

(b) the contract of insurance or proposed contract of insurance

has been, or is being, arranged or effected by a financial

services licensee (licensee 1), either directly or through

another financial services licensee; and

(c) licensee 1 has not been informed of, and has not otherwise

ascertained, the amount of a premium or of an instalment of a

premium to be paid in connection with the contract or

proposed contract.

(9) Licensee 1 must, notify the insurer in writing, within 10 days after

the day on which the risk, or that part of the risk, was accepted,

that:

(a) the risk, or that part of the risk, has been accepted; and

(b) licensee 1 does not know the amount of the premium or

instalment to be paid;

unless licensee 1 is informed of, or otherwise ascertains, the

amount of the premium or instalment to be paid before notifying

the insurer.

(10) Nothing in this regulation prevents:

(a) an insurer from making a contract or arrangement with a

financial services licensee providing for the financial services

licensee to pay an amount to the insurer before the time by

which the financial services licensee is required by the

provision concerned to pay that amount to the insurer; or

(b) an insurer from authorising a financial services licensee in

writing to pay on behalf of the insurer, out of the money

received by the financial services licensee as a premium or

instalment of a premium in respect of a contract of insurance

arranged with the insurer, any charges required by law to be

paid by the insurer in respect of the contract; or

(c) a financial services licensee from exercising any legal right

available to the financial services licensee to deduct from any

moneys payable by the financial services licensee to the

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insurer any remuneration payable by the insurer to the

financial services licensee in relation to a contract of

insurance.

(11) For subregulation (1) or (5), if the risk, or a part of the risk, to

which a contract or proposed contract mentioned in that

subregulation is accepted on behalf of an insurer by an insurance

intermediary other than the insurance financial services licensee

who received the moneys from or on behalf of the insured or

intending insured, the payment of the premium, or part of the

premium, by the financial services licensee to the intermediary is

taken to be a payment of the premium or part of the premium by

the financial services licensee to the insurer.

(12) For subregulation (3) or (8), if:

(a) a financial services licensee is required to notify an insurer in

accordance with that subregulation; and

(b) an insurance intermediary other than the financial services

licensee has accepted the risk, or a part of the risk, to which

the contract or proposed contract relates on behalf of the

insurer;

a notification by the financial services licensee to the intermediary

is taken to be a notification by the financial services licensee to the

insurer.

(13) Subregulations (14) and (15) apply if:

(a) a financial services licensee receives money from, or on

behalf of, an insured or intending insured in connection with

a contract of insurance or proposed contract of insurance; and

(b) at the end of 30 days after the day on which the money was

received, the risk, or a part of the risk, to which the contract

or proposed contract relates has not been accepted.

(14) If the risk has not been accepted, the financial services licensee

must, within 7 days after the end of the 30 day period:

(a) give notice to the insured or intending insured, in a form (if

any) approved by ASIC for this paragraph, that the risk has

not been accepted; and

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(b) return the money to the insured or intending insured.

(15) If a part of the risk to which the contract or proposed contract

relates has not been accepted, the financial services licensee must,

within 7 days after the end of the 30 day period:

(a) give notice to the insured or intending insured, in a form (if

any) approved by ASIC for this paragraph, of the extent to

which the risk has not been accepted; and

(b) return that part of the money that relates to the part of the risk

that has not been accepted to the insured or intending

insured.

(16) If a financial services licensee receives money from, or on behalf

of, an insurer for payment to, or on behalf of, an insured, the

financial services licensee must pay an amount equal to the money

to, or on behalf of, the insured:

(a) within 7 days after the day on which the financial services

licensee received the money; or

(b) if it is not practicable for the financial services licensee to

pay the amount in that period—as soon as practicable after

the end of the period.

(17) Nothing in subregulation (16) prevents:

(a) an insured from making a contract or arrangement with a

insurance financial services licensee providing for the

financial services licensee to pay an amount mentioned in

that subregulation to or on behalf of the insured before the

time by which the financial services licensee is required by

that subregulation to pay that amount to or on behalf of the

insured; or

(b) a financial services licensee from exercising any legal right

available to the financial services licensee to deduct from an

amount payable by the financial services licensee to the

insured any money payable by the insured to the financial

services licensee in connection with a contract of insurance.

(18) A person is guilty of an offence if the person contravenes

subregulation (2), (3), (6), (9), (14) or (16), whether or not it was

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done with the consent of the insurer or of the insured or intending

insured.

Penalty: 10 penalty units.

(19) Subregulation (18) does not apply if the person has a reasonable

excuse.

Note: A defendant bears an evidential burden in relation to the matter in

subregulation (18) (see subsection 13.3(3) of the Criminal Code).

(20) Strict liability applies to subregulation (18).

Note: For strict liability, see section 6.1 of the Criminal Code.

(21) If:

(a) under subregulation (2), (3), (6) or (9), a financial services

licensee is required to pay an amount to, or to notify, an

insurer; and

(b) under the contract or proposed contract of insurance

concerned the insurer is an underwriting member of Lloyd’s;

it is sufficient compliance with the subregulation if the financial

services licensee pays the amount to, or notifies, as the case may

be, the Lloyd’s broker concerned.

7.8.08A Limit of margin lending facility taken to be increased

(1) For paragraph 985E(3)(a) of the Act, the limit of a margin lending

facility is taken to be increased, despite subsection 985E(2) of the

Act, if:

(a) the increase is a result of a contribution of further secured

property or transferred securities that occurs without the prior

knowledge or agreement of the provider; and

(b) the provider permits the increase to continue; and

(c) the increase is no more than 5% of the current limit of the

margin lending facility (within the meaning given by

subsection 761EA(11) of the Act).

(2) If the limit of a margin lending facility is taken to be increased in

the circumstances mentioned in subregulation (1),

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Regulation 7.8.08A

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subsection 985E(1) of the Act is modified by omitting ‘before the

critical day:’ and inserting ‘after the critical day:’.

Note: Paragraph 992C(1)(c) of the Act provides that the regulations may

provide that Part 7.8 of the Act applies as if specified provisions were

omitted, modified or varied as specified in the regulations.

(3) For subregulation (1), if:

(a) more than one contribution of further secured property or

transferred securities under the margin lending facility occurs

on a day; and

(b) each of the contributions is taken to increase the limit of the

facility; and

(c) either:

(i) the cumulative increase is no more than 5% of the

current limit of the margin lending facility; or

(ii) if the cumulative increase is more than 5% of the

current limit of the margin lending facility, the provider

ensures that the increases are reduced so that the

cumulative increase becomes no more than 5% of the

current limit of the margin lending facility;

the increases are taken to be one increase for this regulation.

Increase prior to assessment only to occur once

(4) Subregulation (5) applies if:

(a) the limit of a margin lending facility is taken to be increased

in the circumstances mentioned in subregulation (1); and

(b) an assessment has not yet been made in accordance with

section 985F of the Act.

(5) If the limit of the margin lending facility would be taken to

increase further in accordance with subregulation (1):

(a) the limit is taken not to be further increased until:

(i) an assessment has been made in accordance with

section 985F of the Act; and

(ii) it is assessed that the facility will not be unsuitable for

the client if the limit is increased; and

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(b) the provider must ensure that the increase does not continue

unless paragraph (a) permits it.

If facility assessed as unsuitable

(6) If:

(a) the limit of a margin lending facility is taken to be increased

in the circumstances mentioned in subregulation (1); and

(b) the assessment made in accordance with section 985F of the

Act assesses that the facility is unsuitable for the client

because of the increased limit;

the limit is taken to be reduced to the limit of the margin lending

facility before the increase, and the provider must ensure that the

limit is reduced within 90 days of the day the assessment is made.

Facility not unsuitable for subsection 985K(4) of the Act

(7) For subsection 985K(4) of the Act, a margin lending facility is

taken not to be unsuitable if:

(a) the limit of the margin lending facility is taken to be

increased in the circumstances mentioned in

subregulation (1); and

(b) the assessment made in accordance with section 985F of the

Act assesses that the facility:

(i) is not unsuitable for the client; or

(ii) is unsuitable for the client because of the increased

limit; and

(c) in the case of subparagraph (b)(ii), the provider ensures that

the limit is reduced, within 90 days of the day the assessment

is made, to the limit of the margin lending facility before the

increase.

7.8.08B Exemption from requirement to make unsuitability

assessment

(1) For paragraph 992C(1)(a) of the Act, a person is exempt from the

requirement in paragraph 985E(1)(c) of the Act to make an

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assessment if the margin lending facility mentioned in

paragraph 985E(1)(a) or (b) of the Act is a facility mentioned in

subregulation (2):

(a) in respect of the full amount of the loan, including any

interest, fees and charges; and

(b) in relation to which the client has not taken out a loan to fund

the secured property contributed by the client for establishing

the margin lending facility.

(2) For subregulation (1), the facility is a standard margin lending

facility (within the meaning given by subsection 761EA(2) of the

Act) under the terms of which:

(a) the credit provided must be applied wholly:

(i) to acquire one or more marketable securities, or a

beneficial interest in one or more marketable securities;

or

(ii) to repay another credit facility, under the terms of which

the credit provided was applied wholly to acquire one or

more marketable securities, or a beneficial interest in

one or more marketable securities; and

(b) the secured property mentioned in paragraphs (c) and (d) of

that subsection:

(i) consists wholly of one or more marketable securities, or

a beneficial interest in one or more marketable

securities; or

(ii) consists:

(A) partly of one or more marketable securities, or a

beneficial interest in one or more marketable

securities; and

(B) partly of cash given to the provider and held in

trust for the client for the sole purpose of

servicing obligations under the facility; and

(c) the liability of the client to the provider is limited to the

rights relating to the secured property.

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7.8.09 Reasonable inquiries etc about retail client: inquiries

(1) For paragraph 985G(1)(c) of the Act, the following inquiries about

a client are prescribed in relation to a margin lending facility, or a

margin lending facility whose limit is proposed to be increased,

within the meaning of subsection 761EA(1) of the Act:

(a) reasonable inquiries as to whether the client has taken out a

loan to fund the secured property or transferred securities

contributed by the client for establishing the margin lending

facility;

Note: This is sometimes referred to as ‘double gearing’.

(b) if a loan to fund the secured property or transferred securities

contributed by the client for establishing the margin lending

facility has been taken out—reasonable inquiries as to

whether the security for the loan includes the primary

residential property of the client;

(c) if there is a guarantor for the margin lending facility—

reasonable inquiries as to whether the guarantor has been

appropriately informed of, and warned about, the risks and

possible consequences of providing the guarantee;

(d) reasonable inquiries as to the amount of any other debt

incurred by the client;

(e) any other matter that ASIC has specified in a legislative

instrument for subregulation (2).

(2) ASIC may specify in a legislative instrument any matter ASIC

considers to be relevant for the purpose of establishing whether the

margin lending facility, or the margin lending facility with the

increased limit, is unsuitable for the client.

7.8.09A Modification of section 985G of the Act

For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if section 985G of the Act were modified by inserting after

subsection (2) the following subsection:

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‘(2A) The regulations may provide that ASIC may specify in a

legislative instrument matters ASIC considers to be relevant

for the purposes of paragraph 985G(1)(c) of the Act.’

7.8.10 Circumstances in which margin lending facility is unsuitable

For paragraph 985H(2)(b) of the Act, a margin lending facility, or

a margin lending facility whose limit is proposed to be increased,

within the meaning of subsection 761EA(1) of the Act is unsuitable

for a retail client if the client:

(a) is, on an ongoing basis, unable to be contacted by any of the

usual means of communication; and

(b) has not appointed an agent to act on the client’s behalf.

7.8.10A Margin lending facility taken not to be unsuitable

For subsection 985K(4) of the Act, a margin lending facility is

taken not to be unsuitable:

(a) if:

(i) an assessment of unsuitability was undertaken in

accordance with the Act; and

(ii) the assessment reasonably concluded that the margin

lending facility is not unsuitable; or

(b) if a person is exempt under regulation 7.8.08B from the

requirement to make an assessment of unsuitability in

relation to the margin lending facility.

7.8.11 Particular categories of information to be shown in records

For paragraph 988E(g) of the Act, the following matters are

specified:

(a) all underwriting transactions entered into by the financial

services licensee;

(b) all financial products dealt with by the licensee under

instructions from another person;

(c) each person who gave instructions to deal with financial

products;

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(d) all property:

(i) that is not the property of the financial services licensee;

and

(ii) for which the financial services licensee, or a nominee

controlled by the financial services licensee, is

accountable;

(e) each person by whom, or for whom, property mentioned in

paragraph (d) is held;

(f) the extent to which property mentioned in paragraph (d) is:

(i) held in safe custody; or

(ii) deposited with a third party as security for a loan or

advance made to the financial services licensee;

(g) all transactions in relation to insurance products entered into

with, or on behalf of, foreign insurers.

7.8.11A Particular categories of information to be shown in records:

records of non-monetary benefit that is not conflicted

remuneration

(1) This regulation is made for paragraph 988E(g) and section 988F of

the Act.

(2) The following table sets out matters in relation to a non-monetary

benefit that:

(a) is given to a financial services licensee or a representative of

a financial services licensee; and

(b) either:

(i) is not conflicted remuneration in accordance with

paragraph 963C(b) of the Act, and is over $100; or

(ii) is not conflicted remuneration in accordance with

paragraph 963C(c) or (d) of the Act; or

Note: Particulars of the matters must be shown in the records kept by the

financial services licensee.

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Item Matter

1 A description of the benefit

2 Either:

(a) the value of the benefit; or

(b) if the value is not known, the estimated value of the

benefit;

expressed as a dollar amount or as a range of dollars

3 The date on which the benefit was given

4 The name of the person who gave the benefit and, if

relevant, the number of the person’s financial services

licence

5 Whether the benefit was given to the licensee or to a

representative of the licensee

6 If the benefit was given to an authorised representative of

the licensee, the name and contact details of the authorised

representative

7 If the benefit was given to another representative of the

licensee, the name and contact details of the other

representative

(3) At the request of a person, a financial services licensee must give

the person the particulars in its records relating to the matters in

items 1 to 4 of the table for the last financial year.

(4) The licensee may require the person making the request to pay a

charge for obtaining the particulars.

(5) The amount of the charge must not exceed the reasonable costs that

the licensee incurs that are reasonably related to giving the

particulars (including any costs incurred in photocopying the

document containing the particulars).

Note: This would include the costs of collating the information.

(6) The licensee must give the particulars to the person as soon as

practicable, and no later than one month after the person makes the

request to the licensee.

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7.8.12 Requirements in relation to financial records of financial

services licensees

(1) For section 988F of the Act, the financial records of a financial

services licensee must be kept in sufficient detail as to show or

include, for basic deposit products:

(a) separate particulars of every transaction by the financial

services licensee; and

(b) the day on which, or the period during which, each

transaction by the financial services licensee took place.

(2) For section 988F of the Act, the financial records of a financial

services licensee must be kept in sufficient detail as to show or

include, for all financial products other than basic deposit products:

(a) the information mentioned in subregulation (1); and

(b) if the financial services licensee is not a partner in a firm—

separate particulars of each transaction by the financial

services licensee with, or for the account of:

(i) clients of the financial services licensee; or

(ii) the financial services licensee’s own account; or

(iii) other financial services licensees; or

(iv) representatives of the financial services licensee; or

(v) employees of the financial services licensee; and

(c) if the financial services licensee is a partner in a firm—

separate particulars of each transaction by the financial

services licensee with, or for the account of:

(i) clients of the financial services licensee other than the

partners in the firm; or

(ii) the partners in the firm; or

(iii) the financial services licensee’s own account; or

(iv) other financial services licensees; or

(v) representatives of the financial services licensee; or

(vi) employees of the financial services licensee; and

(d) copies of acknowledgments of the receipt of financial

products or documents of title to financial products.

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.12A

116 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.8.12A Modification of section 989B of the Act

(1) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if subsection 989B(3) were modified to read as follows:

“(3) The licensee must, with the statement and balance sheet, lodge

with ASIC:

(a) for a licensee who is a limited licensee for the whole of a

financial year—a compliance certificate containing the

information and matters required by the regulations; or

(b) for a licensee who is a limited licensee for part of a financial

year:

(i) a compliance certificate containing the information and

matters required by the regulations for the part of the

financial year that the licensee was a limited licensee;

and

(ii) an auditor’s reporting containing the information and

matters required by the regulations for the part of the

financial year that the licensee was not a limited

licensee; or

(c) for all other licensees—an auditor’s report containing the

information and matters required by the regulations.

Note: Failure to comply with this subsection is an offence (see

subsection 1311(1)).”.

(2) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if section 989B of the Act were modified by inserting after

subsection 989B(3) the following subsection:

“(4) In this section:

class of product advice means financial product advice about a

class of products but does not include a recommendation about a

specific product in the class.

Example: A financial services licensee may give a recommendation about term

deposit products but must not make a specific recommendation that a

person deposit their money into a term deposit product offered by a

particular bank or building society.

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Financial services and markets Chapter 7

Other provisions relating to conduct etc connected with financial products and financial

services, other than financial product disclosure Part 7.8

Regulation 7.8.12A

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limited financial service means the following financial services:

(a) financial product advice on self-managed superannuation

funds;

(b) financial product advice on superannuation products in

relation to a person’s existing holding in a superannuation

product but only to the extent required for:

(i) making a recommendation that the person establish a

self-managed superannuation fund; or

(ii) providing advice to the person on contributions or

pensions under a superannuation product;

(c) class of product advice on the following:

(i) superannuation products;

(ii) securities;

(iii) simple managed investment schemes;

(iv) general insurance products;

(v) life risk insurance products;

(vi) basic deposit products;

(d) arrange to deal in an interest in a self-managed

superannuation fund.

Note 1: See section 761A for the meaning of basic deposit product, financial

product advice, general insurance product, life risk insurance

product, self-managed superannuation fund and superannuation

product.

Note 2: Financial product advice on self-managed superannuation funds

includes advice about acquiring or disposing of an interest in a

self-managed superannuation fund.

limited licensee means a financial services licensee that:

(a) does not deal with money to which Division 2 of Part 7.8 of

the Act applies; and

(b) is only licensed to provide one or more limited financial

services.

simple managed investment scheme has the same meaning as in

the regulations.”.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.13

118 Corporations Regulations 2001

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7.8.13 Auditor’s report with annual profit and loss statement and

balance sheet

(1) For subparagraph 989B(3)(b)(ii) or paragraph 989B(3)(c) of the

Act, an auditor’s report lodged with a true and fair profit and loss

statement and balance sheet in respect of a financial year must be

lodged with ASIC in the prescribed form.

(2) For subparagraph 989B(3)(b)(ii) or paragraph 989B(3)(c) of the

Act, an auditor’s report lodged with a true and fair profit and loss

statement and balance sheet in respect of a financial year must

contain a statement of the auditor’s opinion on the following

matters:

(a) the effectiveness of internal controls used by a financial

services licensee to comply with:

(i) Divisions 2, 3, 4, 5 and 6 of Part 7.8 of the Act; and

(ii) Division 7 of Part 7.8 of the Act other than

section 991A;

(b) whether each account required by sections 981B and 982B of

the Act to be maintained by the financial services licensee

has been operated and controlled in accordance with those

sections;

(c) whether all necessary records, information and explanations

were received from the financial services licensee.

7.8.13A Compliance certificate with profit and loss statement and

balance sheet

For paragraph 989B(3)(a) and subparagraph 989B(3)(b)(i) of the

Act, a compliance certificate lodged by a licensee with a true and

fair profit and loss statement and balance sheet in respect of a

financial year must:

(a) be lodged with ASIC in the prescribed form; and

(b) be signed by:

(i) if the licensee is an individual—the licensee; or

(ii) if the licensee is a corporation—an officer of the

corporation; or

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services, other than financial product disclosure Part 7.8

Regulation 7.8.14

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(iii) if the licensee is a partnership or the trustees of a trust—

a partner or trustee who performs duties in relation to

financial services.

7.8.14 Contents of annual profit and loss statement and balance

sheet and applicable accounting procedures

For paragraph 989C(a) of the Act, a true and fair profit and loss

statement and balance sheet in respect of a financial year must

contain a declaration by the financial services licensee that:

(a) the profit and loss statement and balance sheet give a true

and fair view of the matters stated in it; and

(b) if the licensee is required to lodge an auditor’s report under

subparagraph 989B(3)(b)(ii) or paragraph 989B(3)(c) of the

Act—the auditor’s report lodged with the profit and loss

statement and balance sheet is a true copy of the report on the

profit and loss statement and balance sheet of the financial

services licensee; and

(c) if the licensee is required to lodge a compliance certificate

under paragraph 989B(3)(a) or subparagraph 989B(3)(b)(i) of

the Act—the information in the compliance certificate lodged

with the profit and loss statement and balance sheet is

complete and accurate.

7.8.14A Lodgement of annual profit and loss statement and balance

sheet

For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if paragraph 989D(1)(b) were modified to read as follows:

‘(b) if the licensee is:

(i) a body corporate that is a disclosing entity or a

registered scheme—the day that is 3 months

after the end of that financial year; or

(ii) a body corporate that is not a disclosing entity

or a registered scheme—the day that is 4

months after the end of that financial year.’.

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.14B

120 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.8.14B Modification of section 990B of the Act

(1) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if subsection 990B(1) of the Act were modified by:

(a) omitting “must, within 1 month after beginning to hold the

licence,” and substituting “who is not a limited licensee

must”; and

(b) omitting “(4) and (5)” and substituting “(4), (5) and (5A)”.

(2) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if section 990B of the Act were modified by inserting after

subsection 990B(5) the following subsection:

“(5A) The licensee must appoint an auditor or auditors within:

(a) if the licensee was a limited licensee—one month after the

licensee ceased to be a limited licensee; or

(b) for all other licensees—one month after beginning to hold the

licence.”.

(3) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if subsection 990B(9) of the Act were modified to read as follows:

“(9) In this section:

class of product advice means financial product advice about a

class of products but does not include a recommendation about a

specific product in the class.

Example: A financial services licensee may give a recommendation about term

deposit products but must not make a specific recommendation that a

person deposit their money into a term deposit product offered by a

particular bank or building society.

limited financial services means the following financial services:

(a) financial product advice on self-managed superannuation

funds;

(b) financial product advice on superannuation products in

relation to a person’s existing holding in a superannuation

product but only to the extent required for:

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services, other than financial product disclosure Part 7.8

Regulation 7.8.15

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(i) making a recommendation that the person establish a

self-managed superannuation fund; or

(ii) providing advice to the person on contributions or

pensions under a superannuation product;

(c) class of product advice on the following:

(i) superannuation products;

(ii) securities;

(iii) simple managed investment schemes;

(iv) general insurance products;

(v) life risk insurance products;

(vi) basic deposit products;

(d) arrange to deal in an interest in a self-managed

superannuation fund.

Note 1: See section 761A for the meaning of basic deposit product, financial

product advice, general insurance product, life risk insurance

product, self-managed superannuation fund and superannuation

product.

Note 2: Financial product advice on self-managed superannuation funds

includes advice about acquiring or disposing of an interest in a

self-managed superannuation fund.

limited licensee means a financial services licensee that:

(a) does not deal with money to which Division 2 of Part 7.8 of

the Act applies; and

(b) is only licensed to provide one or more limited financial

services.

person means:

(a) an individual auditor; or

(b) an authorised audit company.

simple managed investment scheme has the same meaning as in

the regulations.”.

7.8.15 Appointment of auditor by financial services licensee

(1) For subsections 990B(7) and (8) of the Act, this regulation:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.15

122 Corporations Regulations 2001

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(a) sets out matters related to the appointment of a firm as

auditor of the financial statements of a financial service

licensee; and

(b) modifies the effect of section 990E of the Act.

(1A) If an applicant for a financial services licence:

(a) specifies, in the application for the licence, the name of a

person or firm that is to be, or has been, appointed to audit

the applicant’s financial statements; and

(b) the auditor or auditors specified are appointed before the end

of 1 month after the licence takes effect;

the applicant is taken to have lodged a notice under

subsection 990B(6) of the Act.

(2) The appointment is taken to be an appointment of each person who

is:

(a) a member of the firm; and

(b) a registered company auditor;

whether the person is resident in Australia or not at the date of the

appointment.

(3) Unless subregulation (4) applies, the appointment of the members

of a firm as auditors that is taken by subregulation (2) to have been

made because of the appointment of the firm as auditor of the

holder is not affected by the dissolution of the firm.

(4) If a firm that has been appointed as auditor is reconstituted because

of the death, retirement or withdrawal of a member or members, or

because of the admission of a new member or new members, or

both:

(a) a person who:

(i) was taken under subregulation (2) to be an auditor of the

financial services licensee; and

(ii) has retired or withdrawn from the firm as previously

constituted;

is taken to have resigned as auditor as from the day of the

retirement or withdrawal; and

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Regulation 7.8.15

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(b) a person who:

(i) is a registered company auditor; and

(ii) is admitted to the firm;

is taken to have been appointed as an auditor of the holder as

from the date of the admission; and

(c) the reconstitution of the firm does not affect the appointment

of the continuing members of the firm who are registered

company auditors as auditors; and

(d) nothing in paragraphs (a) to (c) affects the operation of

section 990C of the Act.

(5) Sections 990F to 990H of the Act do not apply to a resignation

mentioned in paragraph (4)(a) unless:

(a) the person who is taken to have resigned was the only

member of the firm who was a registered company auditor;

and

(b) there is no member of the firm who is a registered company

auditor after the retirement or withdrawal of that person.

(6) A report or notice that purports to be made or given by a firm

appointed as auditor is taken not to have been duly made or given

unless it is signed by a member of the firm who is a registered

company auditor:

(a) in the firm’s name; and

(b) in his or her own name.

(7) If a vacancy in the office of an auditor continues, the surviving or

continuing auditor or auditors (if any) may act as auditor while the

vacancy continues.

(8) If a vacancy occurs in the office of an auditor, and there is no

surviving or continuing auditor of the financial services licensee,

the financial services licensee must, within 14 days after the

vacancy occurs appoint as auditor:

(a) a person who is eligible to act as auditor; or

(b) 2 or more persons each of whom is eligible to act as auditor;

or

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.16

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(c) a firm that is eligible to act as auditor; or

(d) 2 or more firms each of which is eligible to act as auditor; or

(e) a combination of persons and firms each of which is eligible

to act as auditor.

(9) If an auditor ceases to hold office in accordance with

paragraph 990E(a) or (d) of the Act, the financial services licensee

for which the auditor acted must lodge with ASIC a notice in the

prescribed form stating that the auditor has ceased to hold the

office.

7.8.16 When person is ineligible to act as auditor of financial services

licensee

(1) For section 990C of the Act, a person is ineligible to act as auditor

of a financial services licensee in any of the following

circumstances:

(a) the person is not a registered company auditor;

(b) the person is indebted in an amount exceeding $5 000 to:

(i) the financial services licensee; or

(ii) if the financial services licensee is a body corporate—to

a body corporate related to the financial services

licensee;

(c) a body corporate in which the person has a substantial

holding is indebted in an amount exceeding $5 000 to:

(i) the financial services licensee; or

(ii) if the financial services licensee is a body corporate—to

a body corporate related to the financial services

licensee;

(d) the person is a partner or employee of the financial services

licensee;

(e) if the financial services licensee is a body corporate—the

person is:

(i) an officer of the body; or

(ii) a partner, employer or employee of an officer of the

body; or

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(iii) a partner or employee of an employee of an officer of

the body.

(2) For section 990C of the Act, a firm is ineligible to act as auditor of

a financial services licensee at a particular time unless:

(a) at least 1 member of the firm is a registered company auditor

who is ordinarily resident in Australia; and

(b) if the business name under which the firm is carrying on

business is not registered under a law of a State or

Territory—a return has been lodged in the prescribed form

showing, in relation to each member of the firm:

(i) the member’s full name; and

(ii) the member’s address at that time; and

(c) no member of the firm is indebted in an amount exceeding

$5 000 to:

(i) the financial services licensee; or

(ii) if the financial services licensee is a body corporate—to

a body corporate related to the financial services

licensee; and

(d) no body corporate in which any member of the firm has a

substantial holding is indebted in an amount exceeding

$5 000 to:

(i) the financial services licensee; or

(ii) if the financial services licensee is a body corporate—to

a body corporate related to the financial services

licensee; and

(e) no member of the firm is a partner or employee of the

financial services licensee; and

(f) if the financial services licensee is a body corporate—no

member of the firm is:

(i) an officer of the body; or

(ii) a partner, employer or employee of an officer of the

body; or

(iii) a partner or employee of an employee of an officer of

the body; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.16

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(g) if the financial services licensee is a body corporate—no

officer of the financial services licensee receives any

remuneration from the firm for acting as a consultant to it on

accounting or auditing matters.

(3) For paragraphs (1)(b), (1)(c), (2)(c) and (2)(d), a debt owed by a

natural person to a body corporate is to be disregarded if:

(a) the body corporate is:

(i) an Australian ADI; or

(ii) a body corporate registered under the Life Insurance Act

1995; and

(b) the debt arose because of a loan that the body corporate or

entity made to the person in the ordinary course of its

ordinary business; and

(c) the person used the amount of the loan to pay the whole or

part of the purchase price of premises that the person uses as

their principal place of residence.

(4) For subregulations (1) and (2), a person is taken to be an officer of

a body corporate if:

(a) the person is an officer of a related body corporate; or

(b) unless ASIC directs that this paragraph not apply in relation

to the person—the person has, at any time within the

immediately preceding period of 12 months, been an officer

or promoter of the body corporate or of a related body

corporate.

(5) For this regulation, a person is not taken to be an officer of a body

corporate by reason only of being or having been the liquidator of

the body corporate or of a related body corporate.

(6) For this regulation, a person is not taken to be an officer of a body

corporate:

(a) by reason only of having been appointed as an auditor of that

body corporate or of a related body corporate; or

(b) for any purpose relating to taxation, a public officer of a body

corporate; or

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services, other than financial product disclosure Part 7.8

Regulation 7.8.17

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(c) by reason only of being or having been authorised to accept

on behalf of the body corporate or a related body corporate:

(i) service of process; or

(ii) any notices required to be served on the body corporate

or related body corporate.

7.8.17 Priority to clients’ orders

(1) For paragraph 991B(3)(b) of the Act, if a participant in a licensed

market:

(a) enters into a transaction; and

(b) complies with all of the participant’s obligations in relation

to the transaction under the market integrity rules and the

operating rules of the licensed market;

subsection 991B(2) of the Act does not apply in relation to the

transaction.

(2) Subject to subregulation (3), for paragraph 991B(3)(b) of the Act,

subsection 991B(2) of the Act does not apply to a transaction if, at

the time that the instruction is issued, the financial services

licensee is not a participant in the licensed market on which the

particular financial product is being traded.

(3) Subregulation (2) does not apply if:

(a) the financial services licensee deals, or has dealt, in a

financial product traded on that market:

(i) on the licencee’s own behalf (whether directly or

through an agent or other representative); or

(ii) on behalf of a client; or

(b) an associate of the financial services licensee is a participant

in the market mentioned in that subregulation.

7.8.18 Instructions to deal through licensed markets

(1) For section 991C of the Act, this regulation applies in relation to

all instructions received by a financial services licensee to deal in

financial products through licensed markets, except to the extent

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Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.18

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that the market integrity rules, or the operating rules of a licensed

market in relation to which the financial services licensee is a

participant, otherwise provide.

(2) Subject to subregulation (3), the financial services licensee must

transmit, in the sequence in which they are received, all

instructions to deal in a class of financial products at or near the

market price for financial products of that class prevailing

immediately before execution of the instructions.

(3) If:

(a) a financial services licensee proposes to deal in a class of

financial products on the financial services licensee’s own

account; and

(b) the person by whom or on whose instructions the instructions

for the dealing are to be transmitted is aware of instructions

of a client of the financial services licensee to deal in that

class of financial products at or near the market price for a

financial product of that class prevailing at that time (being

instructions that have not been transmitted);

that person must not transmit, and must not give instructions to any

other person to transmit, the instructions to give effect to the

proposal of the financial services licensee to deal in that class of

financial products before the instructions of the client are

transmitted.

(4) If:

(a) during a particular period, a financial services licensee

transmits instructions (whether or not those instructions

consist of, or include, instructions giving effect to a proposal

of the financial services licensee to deal in the class of

financial products concerned on the financial services

licensee’s own account) to deal in a class of financial

products at or near the market price for a financial product of

that class prevailing immediately before execution of the

instructions; and

(b) dealings in that class of financial products are effected

pursuant to those instructions;

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Regulation 7.8.19

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the financial services licensee must allocate the dealings to those

instructions:

(c) in the sequence in which the dealings were effected; and

(d) in the sequence in which the financial services licensee

transmitted the instructions.

(5) A financial services licensee (licensee 1), or a director, partner,

officer or employee of a financial services licensee, must not

disclose to any other financial services licensee, or to a person

engaged or employed in the business of licensee 1 or any other

financial services licensee, instructions of a client to deal in a class

of financial products, except:

(a) to the extent necessary to execute the instructions; or

(b) as required by this Act or any other law.

(6) In this regulation, a reference to the transmission by a financial

services licensee of instructions to deal in a class of financial

products is a reference:

(a) if the financial services licensee has direct access to the

licensed market on which the instructions are to be

executed—to the transmission of the instructions to that

licensed market; or

(b) if the financial services licensee has access to the licensed

market on which the instructions are to be executed only

through another financial services licensee—to the

transmission of the instructions to that other financial

services licensee.

7.8.19 Records of instructions to deal on licensed markets and

foreign markets

(1) For section 991D of the Act, this regulation applies in relation to:

(a) instructions received by a financial services licensee to deal

in financial products, on behalf of a client, through licensed

markets or through other financial markets (whether inside or

outside Australia); and

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Part 7.8 Other provisions relating to conduct etc connected with financial products and

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Regulation 7.8.19

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(b) instructions received by a financial services licensee to deal

in financial products, on the financial service licensee’s own

account, through licensed markets or through other financial

markets (whether inside or outside Australia).

(2) The financial services licensee must keep records setting out brief

particulars of the following matters:

(a) the instructions;

(b) if the instructions were received on behalf of a client—the

client;

(c) the person who gave the instructions to the financial services

licensee;

(d) the date and time of receipt of the instructions, and the person

who received the instructions;

(e) the date and time of transmission of the instructions, and the

person who transmitted the instructions;

(f) the date and time of execution of the instructions.

(3) For subregulation (2), if:

(a) a financial services licensee transmits for execution on a

financial market outside Australia and the external Territories

instructions to deal in financial products; and

(b) it is not reasonably practicable for the financial services

licensee to set out the date and time of execution of those

instructions in its records;

the financial services licensee must set out the date and time as

precisely as is reasonably practicable.

(4) The financial services licensee must keep records relating to

instructions given by a client to deal in financial products in a

manner that makes the records identifiable separately from records

relating to instructions to deal in financial products on the financial

services licensee’s own account.

(5) The financial services licensee must keep the records mentioned in

subregulation (2) for at least 5 years after the particulars are

created.

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services, other than financial product disclosure Part 7.8

Regulation 7.8.20

Corporations Regulations 2001 131

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.8.20 Dealings with non-licensees

(1) For subsection 991E(1) of the Act:

(a) section 991E does not apply in relation to the sale or

purchase of financial products mentioned in

paragraph 764A(1)(a) of the Act by the body corporate by

which the financial products were made available if the

financial products are made available in accordance with

Chapters 5C and 6D of the Act; and

(b) section 991E does not apply to the sale or purchase of

financial products mentioned in paragraph 764A(1)(b) of the

Act by the body corporate by which the financial products

were made available if the financial products are made

available in accordance with Chapters 5C and 7 of the Act.

(1A) Subject to subregulation (1B), for subsection 991E(1) of the Act,

the subsection does not apply to a transaction if, at the time of the

transaction, the financial services licensee is not a participant in the

licensed market on which the particular financial product is being

traded.

(1B) Subregulation (1A) does not apply if:

(a) the financial services licensee deals, or has dealt, in a

financial product traded on that market:

(i) on the licensee’s own behalf (whether directly or

through an agent or other representative); or

(ii) on behalf of a client; or

(b) an associate of the financial services licensee is a participant

in the market mentioned in that subregulation.

(2) For subsection 991E(2) of the Act:

(a) a disclosure referred to in paragraph 991E(1)(c) of the Act

must be given by the financial services licensee to the

non-licensee:

(i) in writing; and

(ii) if the transaction is an on-market transaction—in

relation to the particular transaction, a class of

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.20

132 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

on-market transactions which includes the transaction,

or all on-market transactions; and

(b) a consent referred to in paragraph 991E(1)(d) of the Act:

(i) may be given orally, or in writing, by the non-licensee;

and

(ii) is effective until it is revoked, either orally or in writing,

by the non-licensee; and

(c) if the non-licensee gives an oral consent to the financial

services licensee, or revokes a consent orally, the financial

services licensee must:

(i) make a written record of the consent or revocation; and

(ii) provide a copy of the written record to the non-licensee

within 10 business days after the day on which the

consent is given or revoked.

(3) For subsection 991E(3) of the Act, a brokerage, commission or

other fee is permitted in respect of a transaction between a

financial services licensee and a non-licensee only if:

(a) the financial services licensee is a participant in a licensed

market; and

(b) the financial services licensee has complied with all of the

financial services licensee’s obligations in relation to the

transaction under the market integrity rules and the operating

rules of the relevant licensed market; and

(c) the market integrity rules or the operating rules permit a

brokerage, commission or fee to be charged to non-licensees

of the same kind as the non-licensee; and

(d) the non-licensee has authorised the financial services licensee

to charge the non-licensee in respect of the transaction; and

(e) the financial services licensee discloses to the non-licensee

the amount of the brokerage, commission or fee, or the basis

on which it will be calculated, before the non-licensee gives

the authorisation mentioned in paragraph (d); and

(f) the amount of the brokerage, commission or fee is reasonable

having regard to the amount that would have been charged by

the financial services licensee to the non-licensee if the

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services, other than financial product disclosure Part 7.8

Regulation 7.8.20

Corporations Regulations 2001 133

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

financial services licensee had entered the transaction with

the non-licensee as agent and not on its own behalf.

(4) For subregulation (3):

(a) an authorisation given to the financial services licensee by

the non-licensee:

(i) may be given orally, or in writing, by the non-licensee;

and

(ii) is effective until it is revoked, either orally or in writing,

by the non-licensee; and

(b) if the non-licensee gives an oral authorisation to the financial

services licensee, or revokes an authorisation orally, the

financial services licensee must:

(i) make a written record of the authorisation or revocation;

and

(ii) provide a copy of the written record to the non-licensee

within 10 business days after the day on which the

authorisation is given or revoked; and

(c) a disclosure of the amount of the brokerage, commission or

fee, or the basis on which it will be calculated must be given

by the financial services licensee to the non-licensee:

(i) in writing: and

(ii) if the transaction is an on-market transaction—in

relation to the particular transaction, a class of

on-market transactions that includes the transaction, or

all on-market transactions.

(5) For subsection 991E(7) of the Act, a financial services licensee

must:

(a) keep records of the following matters relating to each

financial products transaction entered into by the financial

services licensee on the financial service licensee’s own

behalf:

(i) a description of the financial products transaction;

(ii) the date and time of receipt of the instructions for the

financial products transaction;

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.20A

134 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) the date and time of transmission of the instructions to

the licensed market concerned;

(iv) the date and time of execution of the instructions;

(v) the source of the funds, or financial products, used to

effect the financial products transaction; and

(b) keep the records in a manner that makes the records

identifiable separately from records of the financial services

licensee.

Note: Other requirements for record-keeping are in Division 6 of Part 7.8 of

the Act.

7.8.20A Dealings involving employees of financial service licensees—

risk insurance products

For subsection 991F(1) of the Act, a financial services licensee and

one or more employees of the financial services licensee may, on

their own behalves, jointly acquire a financial product if it is a risk

insurance product as defined in section 761A of the Act.

7.8.21 Dealings involving employees of financial services licensees

(1) For subsection 991F(2) of the Act, that subsection does not have

effect in relation to:

(a) a bank; or

(b) a body corporate that gives credit in good faith to a person

(not being a director of the body corporate) employed by the

body corporate, or by another body corporate that is related

to the first body corporate, to enable the person to acquire

financial products that are:

(i) fully paid shares in the body corporate; and

(ii) to be held in beneficial ownership by the person.

(1A) For subsection 991F(2) of the Act, that subsection does not have

effect in relation to a financial services licensee that gives credit in

good faith to a person employed by:

(a) the financial services licensee; or

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services, other than financial product disclosure Part 7.8

Regulation 7.8.21

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(b) a person related to the financial services licensee;

to enable the person to acquire an insurance product in relation to a

credit facility provided by the financial services licensee to the

person.

Example: Mortgage insurance is an insurance product in relation to a credit

facility.

(2) For subsection 991F(3) of the Act, a body corporate that is related

to a financial services licensee may act as the agent of an employee

of the financial services licensee, in respect of the acquisition

mentioned in that subsection, only if:

(a) before the acquisition, the employee has informed the related

body corporate that the employee is acquiring, or agreeing to

acquire, the financial product on the employee’s own behalf;

and

(b) the financial services licensee has in place arrangements with

the related body corporate to allow the licensee to be

informed of, and to gain access to records relating to, the

acquisition.

(3) For subsection 991F(3) of the Act, a body corporate may act as the

agent of a person who is an employee of a financial services

licensee that is a participant in a licensed market and is so

employed in connection with a business of dealing in financial

products, in respect of an acquisition mentioned in that subsection,

if:

(a) the body corporate holds an Australian financial services

licence; and

(b) the body corporate is a participant in the same licensed

market as the licensee; and

(c) the employer has given consent in writing to the particular

acquisition before the acquisition takes place; and

(d) the employee gives the employer a copy of the confirmation

of the transaction.

(4) For subsection 991F(3) of the Act, a person who is:

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

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Regulation 7.8.21A

136 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) an employee of a financial services licensee that is a

participant in a licensed market; and

(b) employed in connection with a business of dealing in

financial products;

may, on the person’s own behalf, acquire, or agree to acquire, a

financial product that is able to be traded on that licensed market,

without the licensee’s acting as an agent in respect of the

transaction, if the person’s employment is not directly connected

with the licensee’s business of dealing in financial products on that

licensed market.

(5) Subject to subregulation (6), for subsection 991F(3) of the Act, the

subsection does not apply unless:

(a) the particular financial product that is acquired or proposed

to be acquired is a financial product traded on a market in

which the financial services licensee is not a participant at the

time of the acquisition or the proposed acquisition; or

(b) the particular financial product is a derivative the value of

which is derived from a financial product mentioned in

paragraph (a).

(6) Subregulation (5) does not apply if:

(a) the financial services licensee deals, or has dealt, in a

financial product traded on that market:

(i) on the licensee’s own behalf (whether directly or

through an agent or other representative); or

(ii) on behalf of a client; or

(b) an associate of the financial services licensee is a participant

in the market mentioned in that subregulation.

7.8.21A Anti-hawking provisions if no Product Disclosure Statement

is required

For paragraph 992C(1)(c), Part 7.8 of the Act applies as if the

following subsection was inserted after subsection 992A(3):

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Financial services and markets Chapter 7

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services, other than financial product disclosure Part 7.8

Regulation 7.8.21B

Corporations Regulations 2001 137

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

“(3AA) Paragraphs 992A(3)(c), (d) and (e) do not apply to a person that

offers a financial product mentioned in paragraph 1012D(7A)(a) if

the regulated person complies with the requirements of paragraphs

1012D(7A)(b) to (e) in respect of the product.”

7.8.21B Anti-hawking provisions if no Product Disclosure Statement

is required—carbon units, Australian carbon credit units

and eligible international emissions units

For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies in

relation to a carbon unit, an Australian carbon credit unit or an

eligible international emissions unit as if paragraphs 992A(3)(c),

(d) and (e) (including the note) read as follows:

“(c) informed that:

“(i) for a carbon unit, the person should consider all

information about the financial product that is published

on the website of the Clean Energy Regulator as

mentioned in section 202 of the Clean Energy Act 2011

before becoming bound to acquire a financial product;

and

(ii) for an Australian carbon credit unit, the person should

consider all information about the financial product that

is published on the website of the Clean Energy

Regulator as mentioned in section 162 of the Carbon

Credits (Carbon Farming Initiative) Act 2011 before

becoming bound to acquire a financial product; and

(iii) for an eligible international emissions unit, the person

should consider all information about the financial

product that is published on the website of the Clean

Energy Regulator as mentioned in section 61 of the

Australian National Registry of Emissions Units Act

2011 before becoming bound to acquire a financial

product; and

(d) clearly informed of the importance of using that information

when making a decision to acquire a financial product; and

(e) given the option of having the information on that website

read out to that person.

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.22

138 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: Failure to comply with this subsection is an offence (see

subsection 1311(1)).”.

7.8.22 Hours for hawking certain financial products

For paragraph 992A(3)(a) of the Act, the prescribed hours are from

8 am to 9 pm on a day in the State or Territory in which the person

to whom the offer is made is located, excluding:

(a) any Sunday; and

(b) New Year’s Day; and

(c) Australia Day; and

(d) Good Friday; and

(e) the Monday following Good Friday (Easter Monday); and

(f) Anzac Day; and

(g) Christmas Day; and

(h) 26 December (Boxing Day).

7.8.22A Modification of Part 7.8

(1) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if paragraph 992A(3)(e) of the Act were modified so as to read:

‘(e) given:

(i) the name and contact details of the product

issuer; and

(ii) an indication of the nature of the information

contained in the Product Disclosure Statement

relating to the product; and

(iii) the option of receiving, by way of oral

communication, any information that is

required to be included in a Product Disclosure

Statement for the product.’.

(2) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act applies as

if the following subsection were added after subsection 992A(3A)

of the Act:

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Other provisions relating to conduct etc connected with financial products and financial

services, other than financial product disclosure Part 7.8

Regulation 7.8.22B

Corporations Regulations 2001 139

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

‘(3B) A regulated person must not influence a client’s decision to

elect not to receive the information mentioned in

paragraph (3)(e) (other than by asking the client if he or she

wishes to do so).’.

7.8.22B Return of financial product: first home saver accounts

(1) For paragraph 992A(4)(b) of the Act, this regulation applies in

relation to an FHSA.

(2) If the FHSA holder has never held another FHSA, it is a

requirement of the exercise of the right to return the FHSA in

circumstances in which the moneys paid to acquire the FHSA are

subject to payment restrictions that:

(a) the FHSA holder must:

(i) notify the FHSA provider, in writing or electronically,

that the FHSA holder wishes to exercise the right to

return the FHSA; and

(ii) ask the FHSA provider to pay the entire balance of the

FHSA to the FHSA holder; and

(iii) give the FHSA provider a written declaration that the

FHSA holder has never previously held an FHSA; or

(b) the FHSA holder must:

(i) notify the FHSA provider, in writing or electronically,

that the FHSA holder wishes to exercise the right to

return the FHSA; and

(ii) no later than 1 month after notifying the FHSA

provider, ask the FHSA provider to pay the entire

balance of the FHSA to another FHSA nominated in the

request.

(3) If the FHSA holder has held another FHSA, it is a requirement of

the exercise of the right to return the FHSA in circumstances in

which the moneys paid to acquire the FHSA are subject to payment

restrictions that the FHSA holder must:

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Chapter 7 Financial services and markets

Part 7.8 Other provisions relating to conduct etc connected with financial products and

financial services, other than financial product disclosure

Regulation 7.8.23

140 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) notify the FHSA provider, in writing or electronically, that

the FHSA holder wishes to exercise the right to return the

FHSA; and

(b) no later than 1 month after notifying the FHSA provider, ask

the FHSA provider to pay the entire balance of the FHSA to

another FHSA nominated in the request.

7.8.23 Return of financial product: transfer between superannuation

entities or RSAs

(1) For paragraph 992A(4)(b) of the Act, this regulation applies in

relation to a superannuation product or an RSA product that has

been issued to the holder of the product as a result of a transfer

between superannuation entities or RSAs.

(2) It is a requirement of the exercise of the right to return the

superannuation product or RSA product that, if the money to be

repaid includes:

(a) restricted non-preserved benefits; or

(b) preserved benefits;

the holder of the superannuation product, or the RSA holder, must

nominate a superannuation fund, approved deposit fund or RSA

into which the money representing restricted non-preserved

benefits or preserved benefits is to be repaid.

(3) For paragraph 992A(4)(b) of the Act, if the right of return is

exercised, the responsible person must return the money as

directed.

7.8.24 Right of return not to apply

For subparagraph 992A(4)(c)(i) of the Act, the following

subclasses of financial products are excluded from

subsection 992A(4) of the Act:

(a) a financial product offered or issued under a distribution

reinvestment plan or switching facility;

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Other provisions relating to conduct etc connected with financial products and financial

services, other than financial product disclosure Part 7.8

Regulation 7.8.25

Corporations Regulations 2001 141

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(b) a financial product the acquisition of which is an additional

contribution required by an existing agreement or contract;

(c) a financial product issued as consideration for an offer made

under a takeover bid under Chapter 6 of the Act;

(d) an interim contract of insurance within the meaning of

subsection 11(2) of the Insurance Contracts Act 1984;

(e) a superannuation product that is issued in relation to:

(i) a non-public offer superannuation entity; or

(ii) a public offer superannuation entity mentioned in

paragraph 7.6.01(1)(b), (c) or (d);

(f) a risk insurance product that is:

(i) of less than 12 months duration; and

(ii) a renewal of an existing product on the terms and

conditions to which the product is currently subject.

7.8.25 Variation of amount to be repaid

For paragraph 992A(4)(b) of the Act, if a financial product is

subject to a distribution, the amount that would otherwise be repaid

on the exercise of the right to return the financial product may be

reduced by the amount of that distribution.

7.8.26 Exemption from application of section 992A of the Act

For paragraph 992C(1)(a) of the Act, section 992A of the Act does

not apply to a person to the extent that the person is offering a

financial product for issue or sale in relation to:

(a) a litigation funding scheme mentioned in

regulation 5C.11.01; or

(b) a litigation funding arrangement mentioned in

regulation 5C.11.01.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 1 Preliminary

Regulation 7.9.01

142 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.9—Financial product disclosure and other

provisions relating to issue and sale of

financial products

Division 1—Preliminary

7.9.01 Interpretation

(1) In this Part:

amount includes a nil amount.

annuity has the same meaning as in regulation 1.05 of the SIS

Regulations.

contact details, in relation to a superannuation entity, means:

(a) the name of the superannuation entity and, if relevant, of the

sub-plan; and

(b) a contact address for the superannuation entity; and

(c) a contact person and telephone number for the contact

person.

contact person, in relation to a superannuation entity, means a

named individual, or a person holding a designated office or

position, who is available to receive and deal with inquiries or

complaints by product holders (as the case may be).

contribution includes a benefit that is rolled over or transferred to

a fund.

exit charge means a charge that:

(a) is made against:

(i) a product holder’s benefits in a fund or financial

product; or

(ii) a product holder or another person on the product

holder’s behalf; and

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products Part 7.9

Preliminary Division 1

Regulation 7.9.01

Corporations Regulations 2001 143

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) is only made when a payment is:

(i) made in respect of a product holder; or

(ii) transferred.

fund information:

(a) in relation to a superannuation product, means information:

(i) relating to the management, financial condition and

investment performance of either or both of a

superannuation entity and any relevant sub-plan (within

the meaning of section 1017DA of the Act); and

(ii) required to be given under this Division; and

(b) in relation to an RSA product, means information:

(i) relating to the management, financial condition and

investment performance of an RSA; and

(ii) required to be given under this Division.

fund reporting period means a reporting period for fund

information.

Government co-contribution means a Government co-contribution

payable under the Superannuation (Government Co-contribution

for Low Income Earners) Act 2003.

legal personal representative has the meaning given by section 10

of the SIS Act.

lost member has the meaning given by the SIS regulations.

lost RSA holder has the meaning given by the RSA regulations.

net amount of Government co-contribution received means all

amounts of Government co-contributions credited to the member

of a superannuation fund (other than a self-managed

superannuation fund) or an RSA holder, less any amounts deducted

by the superannuation provider or providers to reimburse it or them

for repaying a co-contribution amount to the Commissioner of

Taxation, during the reporting period.

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Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 1 Preliminary

Regulation 7.9.01

144 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

net earnings means the investment return on the assets of a fund

after payment of transaction costs, government charges, taxes and

duties and charges relating to the management of investment of

fund assets.

prescribed net earnings rate, in relation to a fixed-rate option

offered by a capital guaranteed fund for a period, means the net

earnings rate declared, in advance, by the fund.

remuneration, for an Australian financial services licensee or an

authorised representative, means a payment that:

(a) is made to the Australian financial services licensee or

authorised representative because a superannuation interest is

issued to a member; and

(b) is not made under an agreement by which the member, or

another person on the member’s behalf, has retained the

Australian financial services licensee or authorised

representative on a fee-for-service basis.

Note: Also see subregulation (5).

RSA has the meaning given by section 8 of the Retirement Savings

Accounts Act 1997.

sub-fund, in relation to a capital guaranteed fund, means a segment

of a public offer superannuation fund that has the following

characteristics:

(a) the sub-fund has separately identifiable assets and separately

identifiable beneficiaries;

(b) the interest of each beneficiary of the sub-fund is determined

by reference only to the conditions governing that sub-fund;

(c) there is no transfer of assets, benefits or money between the

sub-fund and another sub-fund without a transfer of a

corresponding beneficial interest;

(d) the insurance and administration costs of the sub-fund are

attributable only to that sub-fund.

superannuation provider means any of the following:

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products Part 7.9

Preliminary Division 1

Regulation 7.9.01

Corporations Regulations 2001 145

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(a) the trustee of a complying superannuation fund, within the

meaning of subsection 995-1(1) of the Income Tax

Assessment Act 1997;

(b) the provider of an RSA, within the meaning of section 12 of

the Retirement Savings Accounts Act 1997;

(c) the trustee of a constitutionally protected fund, within the

meaning of subsection 995-1(1) of the Income Tax

Assessment Act 1997.

transaction cost means:

(a) brokerage paid because of an investment transaction; or

(b) a cost arising from maintenance of a property investment; or

(c) stamp duty on an investment transaction.

unfunded defined benefits fund means a defined benefits fund

under which all or some of the amounts that will be required for

the payment of a benefit are not paid into the fund until the

member concerned becomes entitled to receive the benefit.

withdrawal benefit has the same meaning as in the SIS

Regulations.

(2) In this Part, unless the contrary intention appears, a reference to a

member is taken to mean:

(a) in relation to a superannuation entity—a person who:

(i) is a member of the entity; or

(ii) receives a pension from the entity; or

(iii) has deferred his or her entitlement to receive a benefit

from the entity; and

(b) in relation to an approved deposit fund—a depositor in the

fund; and

(c) in relation to a pooled superannuation trust—a unit-holder.

(3) In a Division of this Part, a reference to a fund is a reference to a

fund of the kind to which the Division applies.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 1 Preliminary

Regulation 7.9.02

146 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) For the definition of remuneration, payment is taken to have been

given to an Australian financial services licensee or an authorised

representative for issuing an interest to a member if:

(a) issuing the interest is taken into account to increase the

payment given to the Australian financial services licensee or

authorised representative for other matters (for example,

bonus commission); or

(b) the payment is given after the interest is issued and only if

the member remains a member of the fund (for example,

trailing commission).

7.9.02 Sub-plans

(1) This regulation applies if the trustee of a regulated superannuation

fund proposes to make a determination as to whether a sub-plan

should be made.

(2) In making a determination, the trustee must have regard to all

relevant matters, including each of the following:

(a) whether there is a common factor in a segment of the fund

(for example, whether a group of members of the fund have

the same employer);

(b) whether the governing rules of the fund provide for a

particular segment to be a sub-plan.

(3) For subsection 1017C(9) of the Act, the sub-plan is a relevant

sub-plan.

(4) For paragraph 761E(7)(a) of the Act, if:

(a) a person is a member of a superannuation fund in relation to

a sub-plan; and

(b) either:

(i) the person’s membership changes to membership in

relation to another sub-plan; or

(ii) the person holds interests in 2 or more sub-plans at the

same time;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Preliminary Division 1

Regulation 7.9.02A

Corporations Regulations 2001 147

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the change to membership in relation to the other sub-plan is taken

to be the issue of a new interest in the superannuation fund.

(5) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to the fund (including a

sub-plan) as set out in Part 1 of Schedule 10A.

7.9.02A Alternative ways of giving Statement

(1) For subsection 1015C(4) of the Act, the following are alternative

ways of giving a Statement to a person:

(a) making the Statement available to the person in any way that:

(i) is agreed to by the person; and

(ii) allows the regulated person to be satisfied, on

reasonable grounds, that the person has received the

Statement;

(b) making the Statement available to the person’s agent in any

way that:

(i) is agreed to by the agent; and

(ii) allows the regulated person to be satisfied, on

reasonable grounds, that the agent has received the

Statement.

(2) If a provision of the Act or these Regulations imposes additional

requirements in relation to a matter in subregulation (1), the

alternative way of giving a Statement is subject to the

requirements.

Note: Regulation 7.9.02B is an example of an additional requirement.

7.9.02B Product Disclosure Statement in electronic form

(1) For paragraph 1015C(5)(b) of the Act, a statement that is to be

given in electronic form must, as far as practicable, be presented in

a way that will allow the person to whom it is given to keep a copy

of it so that the person can have ready access to it in the future.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 1 Preliminary

Regulation 7.9.02B

148 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A statement that is to be given in electronic form must be presented

in a way that clearly identifies the information that is part of the

statement.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Arrangements for Product Disclosure Statements in relation to superannuation products

and RSA products Division 2

Regulation 7.9.03

Corporations Regulations 2001 149

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Arrangements for Product Disclosure

Statements in relation to superannuation

products and RSA products

Subdivision 2.1—Preliminary

7.9.03 Application of Division 2

This Division applies in relation to superannuation products and

RSA products.

Note: See paragraphs 764A(1)(g) and (h) of the Act.

Subdivision 2.2—Late provision of Product Disclosure

Statement for certain members of regulated

superannuation fund, public offer superannuation

fund or successor fund

7.9.04 Product Disclosure Statement to be provided later

(1) For section 1012F of the Act, the following superannuation

products are specified:

(a) a superannuation interest issued by the trustee of a regulated

superannuation fund that is not a public offer superannuation

fund, other than:

(ii) a financial product taken to be issued because of

regulation 7.1.04E; or

(iii) an annuity or pension taken to be issued because of

subregulation 7.9.02(4); or

(iv) an interest in a self-managed superannuation fund that is

not acquired at the time that the fund is established;

(b) a pension issued by a superannuation fund the rules of which

do not allow a member to receive accumulated benefits in a

form other than a pension from that fund;

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2 Arrangements for Product Disclosure Statements in relation to

superannuation products and RSA products

Regulation 7.9.05

150 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) a superannuation interest issued by the trustee of a successor

fund in relation to the transfer of benefits in the fund.

(2) For paragraph 1020G(1)(c) of the Act:

(a) section 1012B of the Act is modified in its application in

relation to the specified superannuation product as set out in

Part 17 of Schedule 10A; and

(b) section 1012I of the Act is modified in its application in

relation to the specified superannuation product as set out in

Part 17 of Schedule 10A.

Subdivision 2.3—Product Disclosure Statement for retirement

savings account

7.9.05 Situation in which Product Disclosure Statement is not

required

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to an RSA product as set out

in Part 2 of Schedule 10A.

Subdivision 2.4—Additional obligations for eligible rollover

funds

7.9.06A Relevant superannuation entities

For the definition of relevant superannuation entity in

subsection 1016A(1) of the Act, a public offer superannuation

entity is specified.

7.9.06B Application forms

(1) For paragraph 1016A(2)(f) of the Act, the following situation in

which a restricted issue occurs is prescribed:

(a) the financial product is a superannuation product;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Arrangements for Product Disclosure Statements in relation to superannuation products

and RSA products Division 2

Regulation 7.9.07

Corporations Regulations 2001 151

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the interest is issued by the trustee of a public offer

superannuation entity in relation to the payment of benefits to

the entity:

(i) from an EPSSS; and

(ii) in accordance with an application made under the

provisions of section 243 of the SIS Act, as applied by

subregulation (2) (the applied provisions);

(c) if the application is the first application under the applied

provisions made to the trustee of the public offer

superannuation entity by the trustee of the EPSSS on behalf

of any person—the application is an eligible application.

(2) For paragraph (1)(b), section 243 of the SIS Act applies in relation

to the payment of benefits from the EPSSS to a public offer

superannuation entity as if:

(a) a reference in that section to a transferor fund were a

reference to the EPSSS; and

(b) a reference in that section to an eligible rollover fund were a

reference to the public offer superannuation entity.

Subdivision 2.5—Product Disclosure Statement for insurance

options

7.9.07 Modification of Act: Product Disclosure Statement in relation

to insurance options

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to a superannuation entity or

an RSA as set out in Part 3 of Schedule 10A.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2A Product Disclosure Statement for warrants

Regulation 7.9.07A

152 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2A—Product Disclosure Statement for warrants

7.9.07A Warrants

(1) This regulation applies in relation to warrants.

(2) For paragraph 1020G(2)(a) of the Act, section 1010A of the Act is

modified by adding after subsection 1010A(1):

‘(1A) Despite subsection (1), this Part applies in relation to a

financial product to which regulation 7.9.07A of the

Corporations Regulations 2001 applies.’.

(3) For paragraph 761E(7)(a) of the Act, if the financial product is

entered into, or acquired, on a financial market through an

arrangement made by a financial services licensee acting on behalf

of another person:

(a) the financial services licensee is not taken to be the issuer of

the financial product; and

(b) the warrant issuer is taken to be the issuer of the financial

product.

(4) For paragraph 761E(7)(a) of the Act, if the financial product is

entered into, or acquired, on a financial market through an

arrangement made by an authorised representative of a financial

services licensee acting on behalf of another person (not being the

licensee):

(a) the financial services licensee is not taken to be the issuer of

the financial product; and

(b) the warrant issuer is taken to be the issuer of the financial

product.

(5) For paragraph 1013F(2)(f) of the Act:

(a) information that is, or is required to be, disclosed to the

market in relation to the underlying thing from which a

warrant derives its value, including information published by

a market operator in relation to financial products (including

warrants and types of warrants) in the form of market data or

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Product Disclosure Statement for warrants Division 2A

Regulation 7.9.07A

Corporations Regulations 2001 153

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

educational material which is generally made available to the

public by the market operator is a matter that may be taken

into account for section 1013F of the Act; and

(b) other information that a market operator is required to

disclose to the market, in accordance with the Act, including:

(i) information that was required to be disclosed to the

market operator; and

(ii) information that the operator was required to disclose in

order to meet its obligations under the Act;

is a matter that may be taken into account for section 1013F

of the Act; and

(c) information that is generally made available to the public by

a market operator in relation to financial products, including

information published about a warrant that is entered into or

acquired on a financial market in the form of market data or

educational material, is a matter that may be taken into

account for section 1013F of the Act.

(6) For paragraph 1017B(3)(c) of the Act, a way in which the warrant

issuer may notify a holder of a matter to which that paragraph

applies is by giving the relevant information to the operator of the

financial market on which the warrant was entered into or

acquired.

(7) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

in relation to a warrant as if the words ‘but not more than 3 months

after, the change or event occurs’ in item 1 of the table in

subsection 1017B(5) of the Act were omitted.

(8) In this regulation:

warrant issuer, in relation to a warrant, means the person who:

(a) determines the terms of the warrant, including the rights and

conditions of the warrant; and

(b) is responsible for obligations owed under the terms of the

warrant.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2B Product Disclosure Statement for market-traded derivatives

Regulation 7.9.07B

154 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2B—Product Disclosure Statement for

market-traded derivatives

7.9.07B Product Disclosure Statements for certain market-traded

derivatives

(1) For paragraph 1020G(1)(c) of the Act, subregulations (2) and (3)

apply if:

(a) the standard terms and conditions relating to a type of

derivative are:

(i) specified by the market operator; and

(ii) made generally available to the public; and

(b) the financial services licensee in relation to the derivative is

taken to be the issuer of the derivative under

subsection 761E(6) of the Act; and

(c) a retail client for the derivative has agreed to the terms and

conditions as applicable to the financial product or products

that are the subject of the transaction.

(2) Subsection 1013D(1) of the Act is modified in its application to the

derivative as if the information required by paragraphs

1013D(1)(b), (c), (d) and (f) were required to be included as

general information about the type of derivative, including, for

example:

(a) general information about exercise prices for the type of

derivative; and

(b) general information about expiry dates for the type of

derivative; and

(c) general information about exercise styles for the type of

derivative.

(3) For paragraph 1013F(2)(f) of the Act:

(a) information that is, or is required to be, disclosed to the

market in relation to the underlying thing from which a

derivative derives its value, including information published

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Product Disclosure Statement for market-traded derivatives Division 2B

Regulation 7.9.07C

Corporations Regulations 2001 155

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

by a market operator in relation to financial products

(including derivatives and types of derivatives) in the form of

market data or educational material which is generally made

available to the public by the market operator is a matter that

may be taken into account for section 1013F of the Act; and

(b) other information that a market operator is required to

disclose to the market, in accordance with the Act, including:

(i) information that was required to be disclosed to the

market operator; and

(ii) information that the operator was required to disclose in

order to meet its obligations under the Act;

is a matter that may be taken into account for section 1013F

of the Act; and

(c) information that is generally made available to the public by

a market operator in relation to financial products, including

information published about derivatives and types of

derivatives in the form of market data or educational

material, is a matter that may be taken into account for

section 1013F of the Act.

7.9.07C Remedies for Product Disclosure Statements for certain

market-traded derivatives

For paragraph 1016F(7)(a) of the Act, financial products that are

derivatives are excluded from section 1016F if the operating rules

of a licensed market or a licensed CS facility permit the closing out

of the derivatives by the matching up of the arrangement with

another arrangement of the same kind under which a person has

assumed an offsetting position.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2BA Product Disclosure Statement for discretionary mutual funds

Regulation 7.9.07CA

156 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2BA—Product Disclosure Statement for

discretionary mutual funds

7.9.07CA Extension of Product Disclosure Statement requirements

to wholesale clients

(1) For paragraph 949B(1)(e) of the Act, a regulated person must give

a wholesale client a Product Disclosure Statement or a

Supplementary Product Disclosure Statement for a financial

product if:

(a) the financial product is offered or issued by a discretionary

mutual fund (within the meaning given by subsections 5(5)

and (6) of the Financial Sector (Collection of Data) Act

2001); and

(b) the regulated person would be required to give the Statement

if the product were offered or issued to a retail client.

(2) The Product Disclosure Statement or Supplementary Product

Disclosure Statement required to be given under this regulation

must be the same as that which would be given to a retail client.

Note: Failure to comply with this regulation is an offence punishable by a

fine of up to 50 penalty units or imprisonment for 1 year, or both—see

section 1311 and item 272A of Schedule 3 to the Corporations Act

2001.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Situations where a Product Disclosure Statement is not required Division 2C

Regulation 7.9.07D

Corporations Regulations 2001 157

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2C—Situations where a Product Disclosure

Statement is not required

7.9.07D Product Disclosure Statement not required for offers of

bundled contracts of insurance

For paragraph 1020G(1)(c) of the Act, section 1012D of the Act is

modified by adding before subsection 1012D(10):

‘(9G) In an issue situation or a sale situation, the regulated person

does not have to give the client a Product Disclosure

Statement for a financial product if:

(a) the financial product is a general insurance product; and

(b) the product would be provided to the person as a retail

client; and

(c) the financial product would be provided as part of a

contract of insurance that offers more than one kind of

insurance cover; and

(d) the regulated person reasonably believes that the client

does not intend to acquire the product.

7.9.07E Product Disclosure Statement not required if offer of

financial product is declined

For paragraph 1020G(1)(c) of the Act, section 1012D of the Act is

modified by adding before subsection 1012D(10):

‘(9J) In an issue situation or sale situation, the regulated person

does not have to give the client a Product Disclosure

Statement for a financial product if:

(a) the situation is an offer to issue or sell the financial

product; and

(b) the client informs the regulated person, in the course of

the contact during which the offer is made, that the

client does not intend to acquire the financial product;

and

(c) no issue or sale results from the offer.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2C Situations where a Product Disclosure Statement is not required

Regulation 7.9.07F

158 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(9K) For paragraph (9J)(c), the client must inform the regulated

person explicitly but may inform the regulated person orally

or in any other way.’.

7.9.07F Product Disclosure Statement not required if the client is not

contactable

For paragraph 1020G(1)(c) of the Act, section 1012D of the Act is

modified by adding before subsection 1012D(10):

‘(9L) In an issue situation, the regulated person does not have to

give the client a Product Disclosure Statement, if:

(a) the regulated person has not given the client a Product

Disclosure Statement because the regulated person did

not need to give a Product Disclosure Statement at or

before the time when it would otherwise be required to

be given because of the operation of section 1012F or

1012G of the Act, regulation 7.9.04 or Part 17 of

Schedule 10A; and

(b) either:

(i) the regulated person:

(A) has an address for the client; and

(B) is satisfied, on reasonable grounds that

the address is incorrect; and

(C) has taken reasonable steps to locate the

client but is unable to do so; or

(ii) the regulated person:

(A) does not have an address for the client;

and

(B) is unable to obtain an address for the

client; and

(C) has taken reasonable steps to locate the

client but has been unable to do so.

(9M) If a regulated person does not give a client a Product

Disclosure Statement in reliance on subsection (9L), and the

regulated person becomes aware of the address or location of

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Situations where a Product Disclosure Statement is not required Division 2C

Regulation 7.9.07FA

Corporations Regulations 2001 159

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the client, the regulated person must give the client a Product

Disclosure Statement as soon as practicable.’.

7.9.07FA Product Disclosure Statement not required for certain

specified products

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1012D of the Act were modified by inserting the

following subsection after subsection 1012D(7):

‘Recommendation, issue or sale situation—when Product

Disclosure Statement not required

(7A) In a recommendation situation, an issue situation or a sale

situation, the regulated person does not have to give the client a

Product Disclosure Statement for the financial product if:

(a) the product is:

(i) a basic deposit product; or

(ii) a facility for making non-cash payments (see

section 763D) that is related to a basic deposit product;

or

(iii) a traveller’s cheque; and

(b) the regulated person has provided information about the cost

of the product (if any) to the client; and

(c) the regulated person has informed the client as to whether or

not any amounts will or may be payable by the holder of the

product, in respect of the product, after its acquisition; and

(ca) if the product is a protected account under the Banking Act

1959—the regulated person has informed the client that:

(i) the account-holder may be entitled to payment under the

financial claims scheme; and

(ii) payments under the scheme are subject to a limit for

each depositor; and

(iii) information about the financial claims scheme can be

obtained from the APRA website at

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2C Situations where a Product Disclosure Statement is not required

Regulation 7.9.07FB

160 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

http://www.apra.gov.au and the APRA hotline on

1300 13 10 60; and

(d) the regulated person has asked the client whether or not the

client would like further information about the amounts

mentioned in paragraph (c); and

(e) if the client indicates that the client would like the further

information about the amounts mentioned in paragraph (c)—

the regulated person has provided that information.’.

7.9.07FB Product Disclosure Statement not required if client not in

this jurisdiction

For paragraph 1020G(1)(c) of the Act, section 1012D of the Act is

modified by inserting after subsection 1012D(8):

“(8A) In a recommendation situation, an issue situation or a sale

situation, the regulated person does not have to give the client a

Product Disclosure Statement for the financial product if the client

is not in this jurisdiction.”

7.9.07FC Product Disclosure Statement not required general

insurance situation

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified by adding after section 1014E of the Act the following

section:

“1014EA General insurance product situation in which only a

supplementary product disclosure statement need be

given

(1) This section applies if:

(a) a person (the client) acquires a general insurance product (the

original product) from another person (the regulated

person); and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Situations where a Product Disclosure Statement is not required Division 2C

Regulation 7.9.07FC

Corporations Regulations 2001 161

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the client received a Product Disclosure Statement (the

original PDS) relating to the product as required by the Act;

and

(c) the contract of insurance provides a renewable insurance

cover (within the meaning of subsection 58(1) of the

Insurance Contracts Act 1984); and

(d) the regulated person offers to renew the client’s contract of

insurance (the new product); and

(e) the regulated person is required to give the client a Product

Disclosure Statement (the new PDS) relating to the new

product; and

(f) the original PDS contains some but not all of the information

that the new PDS is required to contain.

(2) The regulated person may give the client a new PDS.

(3) If the regulated person does not give the client a new PDS, the

regulated person must give the client a supplementary Product

Disclosure Statement that contains the additional information.

(4) If the regulated person gives the client a supplementary Product

Disclosure Statement under subsection (3), for the purposes of this

Act:

(a) the original PDS is taken to be the new PDS; and

(b) the new PDS is taken to have been given to the client as

required by this Act.”

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2D Preparation and content of Product Disclosure Statements

Regulation 7.9.07J

162 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2D—Preparation and content of Product

Disclosure Statements

7.9.07J Only 1 responsible person for a Product Disclosure

Statement

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1013A of the Act were modified by adding after

subsection 1013A(3):

‘(3A) A Product Disclosure Statement for a product that is not a

jointly issued product may be prepared by, or on behalf of,

only 1 responsible person.’.

7.9.07K Definition of defective: Product Disclosure Statement,

Short-Form PDS or Replacement Product Disclosure

Statement

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1022A of the Act were varied by omitting

paragraph (b) of the definition of defective in subsection (1) and

the following paragraph were inserted:

‘(b) if it is a Product Disclosure Statement, a Short-Form PDS or

a Replacement Product Disclosure Statement—either:

(i) it is not prepared in accordance with section 1013A; or

(ii) there is an omission from the Product Disclosure

Statement, Short-Form PDS or Replacement Product

Disclosure Statement of material required by

section 1013C, other than material required by

section 1013B or 1013G; or’.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Obligation to make information publicly available: registrable superannuation entities

Division 2E

Regulation 7.9.07L

Corporations Regulations 2001 163

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2E—Obligation to make information publicly

available: registrable superannuation entities

Subdivision 2E.1—Obligation to make product dashboard

publicly available

7.9.07L Modification of Act

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1017BA of the Act were modified as set out in Part 6A

of Schedule 10A.

7.9.07M Source of power for this Subdivision

This Subdivision is made for paragraphs 1017BA(1)(c) and (e) and

subsection 1017BA(2) of the Act.

7.9.07N Definitions

In this Subdivision:

lifecycle exception has the meaning given by subsection 29TC(2)

of the SIS Act.

lifecycle MySuper product means a MySuper product to which a

lifecycle exception applies.

lifecycle stage, of a MySuper product offered by a regulated

superannuation fund, means a subclass of members of the fund

who hold the MySuper product, determined on the basis of:

(a) age; or

(b) age and the factors mentioned in regulation 9.47 of the SIS

Regulations.

offering period means:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2E Obligation to make information publicly available: registrable

superannuation entities

Regulation 7.9.07N

164 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) for a MySuper product other than a lifecycle MySuper

product:

(i) if the MySuper product has been offered for less than 10

financial years and there is no predecessor product—the

number of whole financial years for which the product

has been offered; or

(ii) if the MySuper product and a predecessor product have

been offered for a total of less than 10 financial years—

the number of whole financial years for which the

products have been offered; or

(b) for a lifecycle stage of a lifecycle MySuper product:

(i) if the lifecycle stage of the MySuper product has been

offered for less than 10 financial years and there is no

equivalent lifecycle stage of a predecessor product—the

number of whole financial years for which the lifecycle

stage has been offered; or

(ii) if the lifecycle stage of the MySuper product and an

equivalent lifecycle stage of a predecessor product have

been offered for a total of less than 10 financial years—

the number of whole financial years for which the

lifecycle stage of the MySuper product and the

predecessor product have been offered.

predecessor product, in relation to a MySuper product, means a

default investment option in existence on 30 June 2013 in relation

to which, if a member’s accrued default amount were attributed to

the MySuper product, the RSE licensee would be exempted from

disclosure requirements under subregulation 9.46(2) of the SIS

Regulations.

reporting standard means a reporting standard determined by

APRA under subsection 13(1) of the Financial Sector (Collection

of Data) Act 2001, as in force from time to time.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Obligation to make information publicly available: registrable superannuation entities

Division 2E

Regulation 7.9.07P

Corporations Regulations 2001 165

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.07P Meaning of MySuper product dashboard reporting standards

For this Subdivision, a reporting standard is a MySuper product

dashboard reporting standard if the reporting standard contains a

clause stating that it relates to information that will be included in a

product dashboard for a MySuper product.

7.9.07Q Product dashboard—how information must be set out

(1) Information for a MySuper product must be set out in a product

dashboard as follows (including the headings):

PRODUCT DASHBOARD

Return target

Return

Comparison between return target

and return

Level of investment risk

Statement of fees and other costs

(2) For a lifecycle MySuper product, the information mentioned in

each item of the table must be set out in relation to each lifecycle

stage of the product.

7.9.07R Product dashboard—return target

(1) The return target for a MySuper product other than a lifecycle

MySuper product must be worked out in accordance with the

MySuper product dashboard reporting standards.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2E Obligation to make information publicly available: registrable

superannuation entities

Regulation 7.9.07S

166 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The return target for a lifecycle MySuper product must be worked

out in relation to each lifecycle stage of the product in accordance

with the MySuper product dashboard reporting standards.

(3) The period in relation to which the return target must be worked

out is the period of 10 years starting at the beginning of the current

financial year.

7.9.07S Product dashboard—return

MySuper product other than lifecycle MySuper product

(1) The return for a MySuper product other than a lifecycle MySuper

product must be worked out in accordance with the MySuper

product dashboard reporting standards.

(2) The period in relation to which the return must be worked out is:

(a) the last 10 whole financial years, if:

(i) the MySuper product has been offered for at least 10

financial years; or

(ii) the MySuper product and a predecessor product have

been offered for a total of at least 10 financial years; or

(b) the offering period.

Lifecycle MySuper product

(3) The return for a lifecycle MySuper product must be worked out in

relation to each lifecycle stage of the product in accordance with

the MySuper product dashboard reporting standards.

(4) The period in relation to which the return in relation to a lifecycle

stage of a lifecycle MySuper product must be worked out is:

(a) the last 10 whole financial years, if:

(i) the lifecycle stage of the MySuper product has been

offered for at least 10 financial years; or

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Obligation to make information publicly available: registrable superannuation entities

Division 2E

Regulation 7.9.07T

Corporations Regulations 2001 167

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the lifecycle stage of the MySuper product and an

equivalent stage of a predecessor product have been

offered for a total of at least 10 financial years; or

(b) the offering period.

7.9.07T Product dashboard—comparison between return target and

return

MySuper product other than lifecycle MySuper product

(1) The comparison between the return target and the return for a

MySuper product other than a lifecycle MySuper product must be

worked out in accordance with the MySuper product dashboard

reporting standards.

(2) The period in relation to which the comparison must be worked out

is:

(a) the last 10 whole financial years, if:

(i) the MySuper product has been offered for at least 10

financial years; or

(ii) the MySuper product and a predecessor product, or a

lifecycle stage have been offered for a total of at least

10 financial years; or

(b) the offering period.

Lifecycle MySuper product

(3) The comparison between the return target and the return for a

lifecycle MySuper product must be worked out in relation to each

lifecycle stage of the product in accordance with the MySuper

product dashboard reporting standards.

(4) The period in relation to which the comparison in relation to a

lifecycle stage of a MySuper product must be worked out is:

(a) the last 10 whole financial years, if:

(i) the lifecycle stage of the MySuper product has been

offered for at least 10 financial years; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 2E Obligation to make information publicly available: registrable

superannuation entities

Regulation 7.9.07U

168 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the lifecycle stage of the MySuper product and an

equivalent stage of a predecessor product have been

offered for a total of at least 10 financial years; or

(b) the offering period.

7.9.07U Comparison to be set out as a graph

(1) A product dashboard must set out a comparison mentioned in

regulation 7.9.07T as a graph.

(2) The graph must contain:

(a) a column representing the return for each year in the

comparison period; and

(b) a line representing the moving average return target for the

comparison period; and

(c) a line representing the moving average return for the

comparison period.

(3) The column and the lines mentioned in subregulation (2) must be

identified in accordance with the MySuper product dashboard

reporting standards.

(4) In this regulation:

comparison period means the period mentioned in

subregulation 7.9.07S(3) that is applicable in the circumstances.

moving average return has the meaning given by the MySuper

product dashboard reporting standards.

moving average return target has the meaning given by the

MySuper product dashboard reporting standards.

7.9.07V Product dashboard—level of investment risk

(1) The level of investment risk for a MySuper product other than a

lifecycle MySuper product must be worked out in accordance with

the MySuper product dashboard reporting standards.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Obligation to make information publicly available: registrable superannuation entities

Division 2E

Regulation 7.9.07W

Corporations Regulations 2001 169

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The level of investment risk for a lifecycle MySuper product must

be worked out in relation to each lifecycle stage of the product in

accordance with the MySuper product dashboard reporting

standards.

(3) The level of investment risk must be expressed using the relevant

risk label set out in the MySuper product dashboard reporting

standards.

(4) The period in relation to which the level of investment risk must be

worked out is the current financial year.

7.9.07W Product dashboard—statement of fees and other costs

(1) The statement of fees and other costs for a MySuper product other

than a lifecycle MySuper product must be worked out in

accordance with the MySuper product dashboard reporting

standards.

(2) The statement of fees and other costs for a lifecycle MySuper

product must be worked out in relation to each lifecycle stage of

the product in accordance with the MySuper product dashboard

reporting standards.

(3) The period in relation to which the statement of fees and other

costs must be worked out is the current financial year.

(4) For paragraph 1017BA(1)(c) of the Act, the period is 14 days after

a change to the fees or other costs.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 3 Dealing with money received for financial product before the product is

issued

Regulation 7.9.08

170 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Dealing with money received for financial

product before the product is issued

7.9.08 Accounts

(1) For subparagraph 1017E(2)(a)(ii) of the Act, the following

accounts are prescribed:

(a) an account with a foreign deposit taking institution that is

regulated by a foreign regulatory body that ASIC has

approved in writing for this paragraph;

(b) an account with a cash management trust;

(c) a statutory fund under section 29 of the Life Insurance Act

1995.

(2) For paragraph 1017E(2)(c) of the Act, a product provider to which

subsection 1017E(2) of the Act applies must:

(a) operate an account to which paragraph 1017E(2)(a) of the

Act applies as a trust account; and

(b) designate the account to be a trust account; and

(c) hold all moneys paid into the account on trust for the benefit

of the person who is entitled to the moneys.

(3) For paragraph 1020G(1)(c) of the Act, if money received under

section 1017E of the Act is paid into an account under

subregulation 7.8.01(6), Part 7.8 of the Act applies to the money.

Note: See also subregulation 7.8.01(7).

(4) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1017E of the Act were modified by omitting

paragraph 1017E(2)(b) and inserting the following paragraph:

‘(b) any money may be paid into the account, provided that:

(i) money to which this section applies; and

(ii) interest on the amount from time to time standing to the

credit of the account;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Dealing with money received for financial product before the product is issued

Division 3

Regulation 7.9.08A

Corporations Regulations 2001 171

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

is identified and held in accordance with all other provisions

of this section; and’.

7.9.08A Dealing with interest

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1017E of the Act were modified by adding after

subsection 1017E(2C):

‘(2D) In relation to money to which this section applies:

(a) the product provider is entitled to the interest on the

account; and

(b) the interest on the account is not required to be paid into

the account;

only if the product provider discloses to the person who paid

the money that the product provider is keeping the interest (if

any) earned on the account.’.

7.9.08B Crediting of payments before money is received

(1) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1017E of the Act were modified by adding after

subsection 1017E(1):

‘(1A) This section also applies to money paid by a product provider

in the following circumstances:

(a) the product provider knows, or believes on reasonable

grounds, that money (the client’s money) will be paid to

the product provider to acquire, or acquire an increased

interest in, one or more of the financial products

mentioned in paragraph (1)(a) or (b) from the product

provider (whether or not the acquisition would be by a

person as a retail client);

(b) either:

(i) the financial product or increased interest was

offered in this jurisdiction; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 3 Dealing with money received for financial product before the product is

issued

Regulation 7.9.08C

172 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the application for the financial product or

increased interest was made in this jurisdiction;

or

(iii) the money will be received in this jurisdiction;

(c) before receiving the client’s money, the product

provider pays an equivalent amount of money (the

product provider’s money) into an account described in

subsection (2).’.

(2) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1017E of the Act were modified by adding after

subsection 1017E(5):

‘(5A) If subsection (1A) applies:

(a) the product provider is not required to comply with this

section in relation to the client’s money; and

(b) subsections (2A), (2B), (2C), (2D), (3), (4), (5) and (6)

apply to the product provider’s money as if the money

had been paid by the person who paid, or is expected to

pay, the client’s money.’.

(3) For paragraph 1017E(3)(d) of the Act, money may be taken out of

an account if:

(a) the circumstances described in the modified

subsection 1017E(1A) of the Act exist; and

(b) after paying the product provider’s money, the product

provider becomes aware, or has reasonable grounds to

believe, that the client’s money will not be paid.

7.9.08C Money held in trust for a superannuation product or RSA

product

For subsection 1017E(2C) of the Act, if money is paid to a product

provider for a financial product that is a superannuation product or

an RSA product, as defined in section 761A of the Act:

(a) subsection 1017E(2A) of the Act does not apply in relation to

the money; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Dealing with money received for financial product before the product is issued

Division 3

Regulation 7.9.08D

Corporations Regulations 2001 173

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the money is taken to be held in trust by the product provider

for the benefit of the person who is entitled to the money.

7.9.08D Statutory funds under the Life Insurance Act 1995

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

in relation to an account mentioned in paragraph 7.9.08(1)(c) of

these Regulations as if paragraph 1017E(2)(b) were omitted.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 3A Rights and obligations related to Product Disclosure Statement—first

home saver accounts

Regulation 7.9.08E

174 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3A—Rights and obligations related to Product

Disclosure Statement—first home saver accounts

7.9.08E Application forms

For paragraph 1016A(2)(f) of the Act, the following situation in

which a restricted issue occurs is prescribed:

(a) an FHSA has become inactive as described in

subsection 22(1) of the First Home Saver Accounts Act 2008;

(b) the FHSA provider has sought to pay the entire balance of

the FHSA to the superannuation interest mentioned in

subsection 22(3) of that Act.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.09

Corporations Regulations 2001 175

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Content of Product Disclosure Statements

Subdivision 4.1—Preliminary

7.9.09 Application of Division 4

(1) This Division applies in relation to:

(a) superannuation products; and

(b) RSA products; and

(c) annuity products; and

(d) FHSA products; and

(e) a margin loan; and

(f) a superannuation product to which Subdivision 4.2B of

Division 4 of Part 7.9 applies; and

(g) a simple managed investment scheme to which

Subdivision 4.2C of Division 4 of Part 7.9 applies.

(2) Each of the Subdivisions of this Division has an application

provision:

(a) stating the types of entity in relation to which the Subdivision

applies; and

(b) referring to any provisions that limit or restrict the

application of the Subdivision or a particular provision.

Note: Information content requirements are set out in the main provisions of

section 1013D of the Act. These Regulations set out a more detailed

statement of the information required under subsection 1013D(1) that

the retail clients of superannuation products and RSA products would

reasonably require for the purpose of making a decision whether to

acquire the financial product.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.09A

176 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 4.1A—No Product Disclosure Statement for carbon

units, Australian carbon credit units and eligible

international emissions units

7.9.09A Application of Subdivision

This Subdivision applies:

(a) to a person who, apart from this Subdivision, would be

required to give a Product Disclosure Statement for a carbon

unit, an Australian carbon credit unit or an eligible

international emissions unit; and

(b) in relation to a carbon unit, an Australian carbon credit unit

or an eligible international emissions unit.

7.9.09B Provisions of Part 7.9 of Act that do not apply in relation to

carbon units, Australian carbon credit units and eligible

international emissions units

For paragraph 1020G(1)(b) of the Act, the following provisions of

Part 7.9 of the Act do not apply in relation to a carbon unit, an

Australian carbon credit unit or an eligible international emissions

unit:

(a) subparagraph 1012A(3)(b)(i);

(b) subparagraph 1012A(3)(b)(ii);

(c) subparagraph 1012B(3)(a)(ii);

(d) paragraph 1012C(3)(b);

(e) paragraph 1012C(4)(c);

(f) subsection 1012C(6);

(g) section 1013A;

(h) section 1013B;

(i) section 1013C;

(j) section 1013D;

(k) section 1013E;

(l) section 1013F;

(m) section 1013G.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.09C

Corporations Regulations 2001 177

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.09C Modification of Act

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application to a carbon unit, an Australian carbon

credit unit or an eligible international emissions unit as set out in

Part 19 of Schedule 10A.

Subdivision 4.2—Content of Product Disclosure Statements for

First Home Saver Accounts

7.9.10 Application of Subdivision

(1) This Subdivision applies to:

(a) a person required to give a Product Disclosure Statement for

an FHSA product; and

(b) a Product Disclosure Statement for an FHSA product.

(2) However, if a Product Disclosure Statement consists of 2 or more

documents, this Subdivision (other than regulation 7.9.10C) applies

only to the document describing the default investment option for

the product.

7.9.10A Definitions

(1) In this Subdivision and in Schedule 10B:

default investment option, for a multiple investment option FHSA

product, is the investment option which is applied to the product if

the person who acquires the product does not choose an investment

option.

multiple investment option FHSA product means an FHSA

product that has 2 or more investment options.

(2) If a term used in this Subdivision or in Schedule 10B is used in the

First Home Saver Accounts Act 2008, the term has the same

meaning in this Subdivision or in Schedule 10B as it does in that

Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.10B

178 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: The following terms used in this Subdivision or in Schedule 10B are

defined in the First Home Saver Accounts Act 2008:

 contribution

 FHSA eligibility requirements

 FHSA holder

 FHSA mortgage payment

 FHSA payment conditions

 FHSA provider

 FHSA trust

 genuine mortgage

 Government FHSA contribution

 personal FHSA contribution

 qualifying interest.

(3) In this Subdivision and in Schedule 10B, a provision of the Act

modified in accordance with regulation 7.9.10B is referred to as

modified.

Example: Subparagraph 1013C(1)(a)(i) of the Act as modified by item 5.4 of

Part 5 of Schedule 10A is referred to in this Subdivision as ‘modified

subparagraph 1013C(1)(a)(i)’.

7.9.10B Modification of Act

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application to FHSA products as set out in Part 5 of

Schedule 10A.

7.9.10C Product Disclosure Statement consisting of 2 or more

documents

(1) For modified subsection 1013L(7) of the Act, a Product Disclosure

Statement for an FHSA product must not consist of 2 or more

documents.

(2) However, the Product Disclosure Statement for a multiple

investment option FHSA product may consist of 2 or more

documents if:

(a) the document describing the default investment option

complies with this Subdivision; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.10D

Corporations Regulations 2001 179

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the other documents comply with the provisions of:

(i) the Act; and

(ii) regulations; and

(iii) any instruments made under the Act and the regulations;

that would apply to those documents but for the operation of

this Subdivision.

7.9.10D Manner of giving Product Disclosure Statement for first

home saver accounts

(1) For paragraph 1015C(5)(a) of the Act:

(a) if a Product Disclosure Statement:

(i) relates only to 1 or more FHSA products; and

(ii) is given to a person or the person’s agent personally;

the Statement for the FHSA product or products must be the

first document about FHSA products that is given to the

person or agent at that time, other than a covering letter of no

more than 1 page; but

(b) paragraph (a) does not require the Statement for the FHSA

product or products to be given to the person or agent at that

time before other documents that do not relate to the FHSA

product or products.

(2) For paragraph 1015C(5)(a) of the Act:

(a) if a Product Disclosure Statement:

(i) relates only to 1 or more FHSA products; and

(ii) is given by sending it to the address or fax number of a

person or the person’s agent;

the Statement for the FHSA product or products must be the

first document about FHSA products that is given to the

person or agent at that time, other than a covering letter or

fax coversheet of no more than 1 page; but

(b) paragraph (a) does not require the Statement for the FHSA

product or products to be given to the person or agent at that

time before other documents that do not relate to the FHSA

product or products.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.10E

180 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.10E Form and content of Product Disclosure Statement

(1) For modified subparagraphs 1013C(1)(a)(i) and (ii) of the Act, a

Product Disclosure Statement must:

(a) include the information and statements mentioned in

Schedule 10B; and

(b) be in the form mentioned in Schedule 10B.

(2) However, if strict compliance with subregulation (1) would result

in the Statement being misleading, the Statement must contain

explanations or qualifications so as to make the Statement no

longer misleading.

(3) Subregulation (2) does not require explanation or qualification of a

statement the text of which is specified in subitem 4(1), 5(1) or

6(1) of Schedule 10B.

(4) Also, ASIC may determine, in writing, that a provision of this

Subdivision or of Schedule 10B:

(a) does not apply to a Product Disclosure Statement for an

FHSA product; or

(b) applies to a Product Disclosure Statement for an FHSA

product as if specified provisions were omitted or modified

as set out in the determination.

Subdivision 4.2A—Form and content of Product Disclosure

Statement for margin loan

7.9.11 Application of Subdivision 4.2A

This Subdivision applies to:

(a) a person who is required to prepare a Product Disclosure

Statement for a margin loan; and

(b) a Product Disclosure Statement for a margin loan.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11A

Corporations Regulations 2001 181

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.11A Provisions of Part 7.7 of Act that do not apply in relation to

margin loan

For paragraph 951C(1)(b) of the Act, section 942DA of the Act

does not apply in relation to a margin loan.

7.9.11B Definitions for Subdivision 4.2A

(1) In this Subdivision and in Schedule 10C:

Approved Securities List means the list of secured properties that

are acceptable for the provider or potential provider of a margin

loan as security for the margin loan and includes the amount of

credit the provider will give for each of the properties.

(2) In this Subdivision and in Schedule 10C, a provision of the Act

that is modified in accordance with regulation 7.9.11C is referred

to as modified.

Example: Paragraphs 1013C(1)(a) and (b) of the Act as modified by

subitem 5A.2(1) of Part 5A of Schedule 10A are referred to in this

Subdivision as ‘modified paragraphs 1013C(1)(a) and (b)’.

7.9.11C Modification of Act—margin loan

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application to a margin loan as set out in Part 5A of

Schedule 10A.

7.9.11D Form and content of Product Disclosure Statement for

margin loan

(1) For modified paragraph 1013C(1)(a) of the Act, a Product

Disclosure Statement for a margin loan must include the

information and statements mentioned in Schedule 10C.

(2) For modified paragraph 1013C(1)(b) of the Act, a Product

Disclosure Statement for a margin loan must be in the form

mentioned in Schedule 10C.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11E

182 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.11E Requirements for references to incorporated information

for margin loan

(1) For subsection 1013C(1D) of the Act, as modified by Part 5A of

Schedule 10A, this regulation prescribes requirements for

applying, adopting or incorporating, in a Product Disclosure

Statement for a margin loan, a matter contained in writing.

(2) A Product Disclosure Statement may apply, adopt or incorporate a

matter only if a provision of these Regulations requires or permits

the matter to be applied, adopted or incorporated by the Statement.

(3) If a Product Disclosure Statement applies, adopts or incorporates a

matter:

(a) the matter must be:

(i) in writing; and

(ii) clearly distinguishable from any other matters that are

not applied, adopted or incorporated; and

(iii) publicly available in a document other than the

Statement; and

(b) the responsible person for the Statement must identify the

matter by:

(i) including in the Statement a concise description of the

matter; and

(ii) ensuring that the reference to the matter is clearly

distinguishable from the other contents of the

Statement; and

(c) the responsible person for the Statement must:

(i) identify each version of the matter (by including the

date on which the version was prepared) so that a person

who, at a particular time, is considering a margin loan

can identify the version that is relevant to the margin

loan at that time; and

(ii) state the date on which the version was prepared in a

prominent position at or near the front of the version;

and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11E

Corporations Regulations 2001 183

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) the responsible person for the Statement must ensure that a

person who is relying on the Statement is able to have access

to:

(i) the matter; or

(ii) if there is more than 1 version of the matter—each

version;

reasonably easily and reasonably quickly.

(4) The responsible person for the Product Disclosure Statement must

also ensure that the Statement includes the statements in the

following table relating to the matter, and sets them out in each

place at which the matter has been applied, adopted or

incorporated.

Item Statement

1 You should read the important information about [the subject] before making a

decision. Go to [location of the matter that has been applied, adopted or

incorporated]

2 The material relating to [matter] may change between the time when you read

this Statement and the day when you sign the application form

(5) The responsible person for the Product Disclosure Statement must

also ensure that each document mentioned in subregulation (3)

includes the statement in the following table relating to the matter.

Item Statement

1 The information in this document forms part of the Product Disclosure

Statement [identification by name, date and version (if applicable) of each

Statement]

(6) For the avoidance of doubt:

(a) the giving of a Product Disclosure Statement to which this

Subdivision applies is taken to be the giving of every matter

that is applied, adopted or incorporated in accordance with

subregulations (1) to (5); and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11F

184 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) if a document mentioned in subparagraph (3)(a)(iii) refers to

more than one PDS, the document:

(i) must include a statement to the effect that the

information in the document forms part of the Product

Disclosure Statement offered by the responsible entity;

but

(ii) is not required to name each Product Disclosure

Statement of which it forms part.

(7) If the Product Disclosure Statement applies, adopts or incorporates

a matter, the information dealing with the matter is taken to have

been given to a person on the day on which the person signs the

application form accompanying the Statement.

7.9.11F Retention of copies of Product Disclosure Statement for

margin loan

(1) The responsible person for a Product Disclosure Statement for a

margin loan must retain a copy of each version of the Statement

that the responsible person issues for a period of 7 years starting on

the day on which the version is prepared.

(2) The responsible person for the Product Disclosure Statement must

retain a copy of the document from which a matter is applied,

adopted or incorporated by the Statement as mentioned in

paragraph 7.9.11E(3)(c) for a period of 7 years commencing on the

day on which the Statement is prepared.

(3) If a document from which a matter is adopted, applied or

incorporated by the Product Disclosure Statement as mentioned in

paragraph 7.9.11E(3)(c) is changed in a way that changes the

description of, or reference to, the matter, the responsible person

for the Statement must retain a copy of the document for a period

of 7 years commencing on the day on which the document is

changed.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11G

Corporations Regulations 2001 185

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.11G Requirement to provide copy of Product Disclosure

Statement for margin loan free of charge

(1) For paragraph 1015C(5)(a) of the Act, this regulation specifies

requirements as to the manner in which a Product Disclosure

Statement for a margin loan must be given to a person if the person

requests a copy of the Statement.

(2) The responsible person for the Product Disclosure Statement must

give the person, free of charge:

(a) a copy of the Statement within 8 business days; and

(b) a copy of a matter in writing that is applied, adopted or

incorporated by the Statement within 8 business days.

7.9.11H Notification about change to Approved Securities List or

current interest rate for margin loan

(1) For paragraph 1017B(1A)(b) of the Act, a change to the Approved

Securities List or current interest rate for a margin loan is specified.

(2) For paragraph 1017B(3)(c) of the Act, the issuer of the margin loan

must notify the holder of the change by:

(a) sending notice of the change to the holder:

(i) by pre-paid post to a postal address nominated by the

holder; or

(ii) to an email address nominated by the holder; or

(b) placing a notice on a webpage that is likely to come to the

holder’s attention if the holder is monitoring the holder’s

margin loan.

Subdivision 4.2B—Content of Product Disclosure Statement for

superannuation product

7.9.11K Application of Subdivision 4.2B

(1) This Subdivision applies to:

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Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

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Division 4 Content of Product Disclosure Statements

Regulation 7.9.11L

186 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) a superannuation trustee that is required to prepare a Product

Disclosure Statement for a superannuation product; and

(b) a Product Disclosure Statement for a superannuation product.

(2) However, this Subdivision does not apply to the following

financial products:

(a) an interest in a superannuation product that is solely a

defined benefit interest;

(b) a superannuation product that is solely a pension product;

(c) a superannuation product that has no investment component

(also known as a risk-only superannuation product).

7.9.11L Provisions of Part 7.7 of Act that do not apply in relation to

superannuation product

For paragraph 951C(1)(b) of the Act, section 942DA of the Act

does not apply in relation to a superannuation product.

7.9.11LA Attribution of accrued default amount to MySuper

product—exemption from significant event notice

requirements

For paragraph 1020G(1)(a) of the Act, a person is exempt from

section 1017B of the Act in relation to the attribution or transfer of

an accrued default amount if the person:

(a) is an RSE licensee within the meaning of the Superannuation

Industry (Supervision) Act 1993; and

(b) must comply with a requirement under regulation 9.46 of the

Superannuation Industry (Supervision) Regulations 1994 in

relation to the attribution or transfer.

7.9.11LB Attribution of accrued default amount to MySuper

product—modification of significant event notice

requirements

If a person:

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Content of Product Disclosure Statements Division 4

Regulation 7.9.11M

Corporations Regulations 2001 187

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) is an RSE licensee within the meaning of the Superannuation

Industry (Supervision) Act 1993; and

(b) is exempted under subregulation 9.46(2) of the

Superannuation Industry (Supervision) Regulations 1994

from notice requirements in relation to the attribution or

transfer of an accrued default amount;

then, for paragraph 1020G(1)(c) of the Act, section 1017B of the

Act applies to the person as if subsection 1017B(4) were omitted

and the following subsection were substituted:

(4) The notice must mention the following:

(a) the accrued default amount that was attributed or transferred;

(b) the name of the MySuper product to which the amount was

attributed or transferred;

(c) how the member may obtain a product disclosure statement

for the MySuper product;

(d) any other information that the member needs to understand

the attribution or transfer.

7.9.11M Provisions of Part 7.9 of Act that do not apply in relation to

superannuation product

(1) For paragraph 1020G(1)(b) of the Act, Subdivision D of Division 2

of Part 7.9 of the Act does not apply in relation to a superannuation

product.

(2) If a person:

(a) proposes to prepare a Product Disclosure Statement or a

supplementary Product Disclosure Statement for a

superannuation product during the period commencing on the

day on which this subregulation commences and ending on

22 June 2012; and

(b) is permitted to decide, in accordance with regulation 4 of the

Corporations Amendment Regulations 2010 (No. 5), to

prepare the Product Disclosure Statement or supplementary

Product Disclosure Statement in accordance with Subdivision

D of Division 2 of Part 7.9 of the Act; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11N

188 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) prepares the Product Disclosure Statement or supplementary

Product Disclosure Statement in accordance with that

Subdivision;

the preparation of the Product Disclosure Statement or

supplementary Product Disclosure Statement is taken to be full

compliance with all requirements of Part 7.9 of the Act and these

Regulations relating to how the Product Disclosure Statement or

supplementary Product Disclosure Statement is to be prepared.

Note: The Corporations Amendment Regulations 2010 (No. 5) amended

these Regulations to make new arrangements for the preparation of

Product Disclosure Statements for superannuation products, including

identifying that Subdivision D of Division 2 of Part 7.9 of the Act

would no longer apply. However, the transitional arrangements in

subregulations 4(1) to (7) of the Amendment Regulations allowed

certain persons to decide to rely on Subdivision D of Division 2 of

Part 7.9 of the Act for the purpose of preparing the Product Disclosure

Statement.

7.9.11N Modification of Act—superannuation product

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application to a superannuation product to which

this Subdivision applies as set out in Part 5B of Schedule 10A.

7.9.11O Form and content of Product Disclosure Statement for

superannuation product

(1) For modified paragraph 1013C(1)(a) of the Act, a Product

Disclosure Statement for a superannuation product to which this

Subdivision applies must include the information and statements

mentioned in Schedule 10D.

(2) For modified paragraph 1013C(1)(b) of the Act, a Product

Disclosure Statement for a superannuation product to which this

Subdivision applies must be in the form mentioned in

Schedule 10D.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11P

Corporations Regulations 2001 189

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.11P Requirements for references to incorporated information

for superannuation product

(1) For subsection 1013C(1D) of the Act, as modified by Part 5B of

Schedule 10A, this regulation prescribes requirements for

applying, adopting or incorporating, in a Product Disclosure

Statement for a superannuation product to which this Subdivision

applies, a matter contained in writing.

(2) A Product Disclosure Statement may apply, adopt or incorporate a

matter only if a provision of these Regulations requires or permits

the matter to be applied, adopted or incorporated by the Statement.

(3) If a Product Disclosure Statement applies, adopts or incorporates a

matter:

(a) the matter must be:

(i) in writing; and

(ii) clearly distinguishable from any other matters that are

not to be applied, adopted or incorporated; and

(iii) if the superannuation product is not issued to a standard

employer-sponsored member within the meaning of the

Superannuation Industry (Supervision) Act 1993

publicly available in a document other than the

Statement; and

(b) the responsible person for the Statement must identify the

matter by:

(i) including in the Statement a concise description of the

matter; and

(ii) ensuring that the reference to the matter is clearly

distinguishable from the other contents of the

Statement; and

(c) the responsible person for the Statement must:

(i) identify each version of the matter (by including the

date on which the version was prepared) so that a person

who, at a particular time, is considering a

superannuation product can identify the version that is

relevant to the superannuation product at that time; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11P

190 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) state the date on which a version was prepared in a

prominent position at or near the front of the version;

and

(d) the responsible person for the Statement must ensure that a

person who is relying on the Statement is able to have access

to:

(i) the document containing the matter; or

(ii) if there is more than 1 version of the document

containing the matter—each version;

reasonably easily and reasonably quickly.

(4) The responsible person for the Product Disclosure Statement must

also ensure that the Statement includes the statements in the

following table relating to the matter, and sets them out in each

place at which the matter has been applied, adopted or

incorporated.

Item Statement

1 You should read the important information about [the subject] before making a

decision. Go to [location of the matter that has been applied, adopted or

incorporated]

2 The material relating to [matter] may change between the time when you read

this Statement and the day when you acquire the product

(5) The responsible person for the Product Disclosure Statement must

also ensure that each document mentioned in subregulation (3)

includes the statement in the following table relating to the matter.

Item Statement

1 The information in this document forms part of the Product Disclosure

Statement [identification by name, date and version (if applicable) of each

Statement]

(6) For the avoidance of doubt, the giving of a Product Disclosure

Statement to which this Subdivision applies is taken to be the

Federal Register of Legislative Instruments F2015C00303

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products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11Q

Corporations Regulations 2001 191

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

giving of every matter that is applied, adopted or incorporated in

accordance with subregulations (1) to (5).

(7) If the Product Disclosure Statement applies, adopts or incorporates

a matter, the information dealing with the matter is taken to have

been given to a person on the day on which the product is acquired.

7.9.11Q Retention of copies of Product Disclosure Statement for

superannuation product

(1) This regulation applies if:

(a) section 1015B of the Act does not apply to require a Product

Disclosure Statement to be lodged with ASIC; and

(b) the Statement is for a superannuation product to which this

Subdivision applies.

(2) The responsible person for the Product Disclosure Statement must

retain a copy of each version of the Statement that the responsible

person issues for a period of 7 years starting on the day on which

the version is prepared.

(3) The responsible person for the Product Disclosure Statement must

retain a copy of the document from which a matter is applied,

adopted or incorporated by the Statement as mentioned in

paragraph 7.9.11P(3)(c) for a period of 7 years commencing on the

day on which the Statement is prepared.

(4) If a document from which a matter is adopted, applied or

incorporated by the Product Disclosure Statement as mentioned in

paragraph 7.9.11P(3)(c) is changed in a way that changes the

description of, or reference to, the matter, the responsible person

for the Statement must retain a copy of the document for a period

of 7 years commencing on the day on which the document is

changed.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11R

192 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.11R Requirement to provide copy of Product Disclosure

Statement for superannuation product free of charge

(1) For paragraph 1015C(5)(a) of the Act, this regulation specifies

requirements as to the manner in which a Product Disclosure

Statement for a superannuation product to which this Subdivision

applies must be given to a person if the person requests a copy of

the Statement.

(2) The responsible person for the Product Disclosure Statement must

give the person, free of charge:

(a) a copy of the Statement within 8 business days; and

(b) a copy of a matter in writing that is applied, adopted or

incorporated by the Statement within 8 business days.

Subdivision 4.2C—Content of Product Disclosure Statement for

simple managed investment scheme

7.9.11S Application of Subdivision 4.2C

(1) This Subdivision applies to:

(a) a person that is required to prepare a Product Disclosure

Statement for a simple managed investment scheme; and

(b) a Product Disclosure Statement for a simple managed

investment scheme.

(2) This Subdivision does not apply to the extent that the simple

managed investment scheme relates to a financial product (known

as a “quoted product”) which is, or is intended to be, traded on a

prescribed financial market.

(3) This Subdivision does not apply to the extent that the simple

managed investment scheme relates to a financial product (known

as a “stapled security”) to which the following requirements apply:

(a) the product consists of interests in 2 or more financial

products;

(b) the interests include at least 1 interest in a registered

managed investment scheme;

Federal Register of Legislative Instruments F2015C00303

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products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11T

Corporations Regulations 2001 193

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) under the terms on which each of the interests is to be traded,

the interests must be transferred together;

(d) there are no financial products in the same class as the

interests which may be transferred separately.

(4) This Subdivision does not apply to the extent that the simple

managed investment scheme is a managed investment scheme that

has a constitution that provides that:

(a) a member may direct that an amount of money corresponding

to part or all of the amount invested by the member in the

scheme be invested in accessible investments; and

(b) the distributions of capital and income from the scheme to

the member in relation to the member’s interests in the

scheme will be determined by reference to amounts received

by the responsible entity or a custodian in relation to the

accessible investments acquired in accordance with the

direction.

7.9.11T Provisions of Part 7.7 of Act that do not apply in relation to

simple managed investment scheme

For paragraph 951C(1)(b) of the Act, section 942DA of the Act

does not apply in relation to a simple managed investment scheme

to which this Subdivision applies.

7.9.11U Provisions of Part 7.9 of Act that do not apply in relation to

simple managed investment scheme

(1) For paragraph 1020G(1)(b) of the Act, Subdivision D of Division 2

of Part 7.9 of the Act does not apply in relation to a simple

managed investment scheme to which this Subdivision applies.

(2) If a person:

(a) proposes to prepare a Product Disclosure Statement or a

supplementary Product Disclosure Statement for a simple

managed investment scheme to which this Subdivision

applies during the period commencing on the day on which

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11V

194 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

this subregulation commences and ending on 22 June 2012;

and

(b) is permitted to decide, in accordance with regulation 4 of the

Corporations Amendment Regulations 2010 (No. 5), to

prepare the Product Disclosure Statement or supplementary

Product Disclosure Statement in accordance with Subdivision

D of Division 2 of Part 7.9 of the Act; and

(c) prepares the Product Disclosure Statement or supplementary

Product Disclosure Statement in accordance with that

Subdivision;

the preparation of the Product Disclosure Statement or

supplementary Product Disclosure Statement is taken to be full

compliance with all requirements of Part 7.9 of the Act and these

Regulations relating to how the Product Disclosure Statement or

supplementary Product Disclosure Statement is to be prepared.

Note: The Corporations Amendment Regulations 2010 (No. 5) amended

these Regulations to make new arrangements for the preparation of

Product Disclosure Statements for simple managed investment

schemes, including identifying that Subdivision D of Division 2 of

Part 7.9 of the Act would no longer apply. However, the transitional

arrangements in subregulations 4(1) to (7) of the Amendment

Regulations allowed certain persons to decide to rely on Subdivision

D of Division 2 of Part 7.9 of the Act for the purpose of preparing the

Product Disclosure Statement.

7.9.11V Modification of Act—simple managed investment scheme

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application to a simple managed investment scheme

to which this Subdivision applies as set out in Part 5C of

Schedule 10A.

7.9.11W Form and content of Product Disclosure Statement for

simple managed investment scheme

(1) For modified paragraph 1013C(1)(a) of the Act, a Product

Disclosure Statement for a simple managed investment scheme to

Federal Register of Legislative Instruments F2015C00303

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products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11X

Corporations Regulations 2001 195

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

which this Subdivision applies must include the information and

statements mentioned in Schedule 10E.

(2) For modified paragraph 1013C(1)(b) of the Act, a Product

Disclosure Statement for a simple managed investment scheme to

which this Subdivision applies must be in the form mentioned in

Schedule 10E.

7.9.11X Requirements for references to incorporated information

for simple managed investment scheme

(1) For subsection 1013C(1D) of the Act, as modified by Part 5C of

Schedule 10A, this regulation prescribes requirements for

applying, adopting or incorporating, in a Product Disclosure

Statement for a simple managed investment scheme to which this

Subdivision applies, a matter contained in writing.

(2) A Statement may apply, adopt or incorporate a matter only if a

provision of these Regulations requires or permits the matter to be

applied, adopted or incorporated by the Statement.

(3) If a Product Disclosure Statement applies, adopts or incorporates a

matter:

(a) the matter must be:

(i) in writing; and

(ii) clearly distinguishable from any other matters that are

not applied, adopted or incorporated; and

(iii) publicly available in a document other than the

Statement; and

(b) the responsible person for the Statement must identify the

matter by:

(i) including in the Statement a concise description of the

matter; and

(ii) ensuring that the reference to the matter is clearly

distinguishable from the other contents of the

Statement; and

(c) the responsible person for the Statement must:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11X

196 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) identify each version of the matter (by including the

date on which the version was prepared) so that a person

who, at a particular time, is considering a simple

managed investment scheme to which this Subdivision

applies can identify the version that is relevant to the

simple managed investment scheme at that time; and

(ii) state the date on which the version was prepared in a

prominent position at or near the front of the version;

and

(d) the responsible person for the Statement must ensure that a

person who is relying on the Statement is able to have access

to:

(i) the matter; or

(ii) if there is more than 1 version of the matter—each

version;

reasonably easily and reasonably quickly.

(4) The responsible person for the Product Disclosure Statement must

also ensure that the Statement includes the statements in the

following table relating to the matter, and sets them out in each

place at which the matter has been applied, adopted or

incorporated.

Item Statement

1 You should read the important information about [the subject] before making a

decision. Go to [location of the matter that has been applied, adopted or

incorporated]

2 The material relating to [matter] may change between the time when you read

this Statement and the day when you acquire the product

(5) The responsible person for the Product Disclosure Statement must

also ensure that each document mentioned in subregulation (3)

includes the statement in the following table relating to the matter.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.11Y

Corporations Regulations 2001 197

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Statement

1 The information in this document forms part of the Product Disclosure

Statement [identification by name, date and version (if applicable) of each

Statement]

(6) For the avoidance of doubt:

(a) the giving of a Product Disclosure Statement to which this

Subdivision applies is taken to be the giving of every matter

that is applied, adopted or incorporated in accordance with

subregulations (1) to (5); and

(b) if a document mentioned in subparagraph (3)(a)(iii) refers to

more than one PDS, the document:

(i) must include a statement to the effect that the

information in the document forms part of the Product

Disclosure Statement offered by the responsible entity;

but

(ii) is not required to name each Product Disclosure

Statement of which it forms part.

(7) If the Product Disclosure Statement applies, adopts or incorporates

a matter, the information dealing with the matter is taken to have

been given to a person on the day on which the product is acquired.

7.9.11Y Retention of copies of Product Disclosure Statement for

simple managed investment scheme

(1) The responsible person for a Product Disclosure Statement for a

simple managed investment scheme to which this Subdivision

applies must retain a copy of each version of the Statement that the

responsible person issues for a period of 7 years starting on the day

on which the version is prepared.

(2) The responsible person for the Product Disclosure Statement must

retain a copy of the document from which a matter is applied,

adopted or incorporated by the Statement as mentioned in

paragraph 7.9.11X(3)(c) for a period of 7 years commencing on the

day on which the Statement is prepared.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.11Z

198 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) If a document from which a matter is adopted, applied or

incorporated by the Product Disclosure Statement as mentioned in

paragraph 7.9.11X(3)(c) is changed in a way that changes the

description of, or reference to, the matter, the responsible person

for the Statement must retain a copy of the document for a period

of 7 years commencing on the day on which the document is

changed.

7.9.11Z Requirement to provide copy of Product Disclosure

Statement for simple managed investment scheme free of

charge

(1) For paragraph 1015C(5)(a) of the Act, this regulation specifies

requirements as to the manner in which a Product Disclosure

Statement for a simple managed investment scheme to which this

Subdivision applies must be given to a person if the person

requests a copy of the Statement.

(2) The responsible person for the Product Disclosure Statement must

give the person, free of charge:

(a) a copy of the Statement within 8 business days; and

(b) a copy of a matter in writing that is applied, adopted or

incorporated by the Statement within 8 business days.

Subdivision 4.3—Other arrangements for Product Disclosure

Statements and application forms

7.9.12 Modification of Act: Product Disclosure Statements and

application forms for standard employer-sponsors and

successor funds

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to superannuation products

and RSA products as set out in Part 6 of Schedule 10A.

Federal Register of Legislative Instruments F2015C00303

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products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.13

Corporations Regulations 2001 199

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.13 Offer of superannuation interest without application or

eligible application

(1) For paragraph 1016A(4)(a) of the Act, if a trustee of a public offer

entity issues a superannuation interest in the entity to a person

without first receiving an application, or an eligible application, the

trustee is taken not to have contravened section 1016A of the Act

if:

(a) the entity is a standard employer-sponsored fund; and

(b) the person holds the interest as a standard

employer-sponsored member of the entity; and

(c) after issuing the interest, the trustee makes reasonable efforts:

(i) to obtain an application or eligible application (as the

case requires under paragraph 1016A(2)(b) or (c) of the

Act) from the person’s standard employer-sponsor; or

(ii) to obtain an eligible application mentioned in

paragraph 1016A(2)(a) of the Act from the person; and

(d) if the trustee has not obtained the application or eligible

application within 90 days after issuing the interest, the

trustee does not accept any more contributions from the

standard employer-sponsor in respect of the person until the

trustee receives the application or eligible application.

(2) For paragraph 1016A(4)(b) of the Act, if a trustee has not obtained

the application or eligible application under subregulation (1)

within 90 days after issuing the interest, the trustee must not

intentionally or recklessly accept any more contributions from the

standard employer-sponsor in respect of the person until the trustee

receives the application or eligible application.

Penalty: 50 penalty units.

(3) Subregulation (2) does not apply if the person has a reasonable

excuse.

Note: A defendant bears an evidential burden in relation to the matter in

subregulation (2) (see subsection 13.3(3) of the Criminal Code).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.13A

200 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) Strict liability applies to subregulation (2).

Note: For strict liability, see section 6.1 of the Criminal Code.

7.9.13A Remedies for person acquiring financial product under

defective Product Disclosure Statement: first home saver

accounts

(1) For subsection 1016F(3) of the Act, this regulation applies in

relation to an FHSA.

(2) If the FHSA holder has never held another FHSA, to exercise a

right of return for the financial product in circumstances in which

the moneys paid to acquire the FHSA are subject to payment

restrictions:

(a) the FHSA holder must:

(i) notify the FHSA provider, in writing, that the FHSA

holder wishes to exercise the right to return the FHSA;

and

(ii) ask the FHSA provider to pay the entire balance of the

FHSA to the FHSA holder; and

(iii) give the FHSA provider a written declaration that the

FHSA holder has never previously held an FHSA; or

(b) the FHSA holder must:

(i) notify the FHSA provider, in writing, that the FHSA

holder wishes to exercise the right to return the FHSA;

and

(ii) no later than 1 month after notifying the FHSA

provider, ask the FHSA provider to pay the entire

balance of the FHSA to another FHSA nominated in the

request.

(3) If the FHSA holder has held another FHSA, to exercise a right of

return for the financial product in circumstances in which the

moneys paid to acquire the FHSA are subject to payment

restrictions, the FHSA holder must:

(a) notify the FHSA provider, in writing, that the FHSA holder

wishes to exercise the right to return the FHSA; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.14

Corporations Regulations 2001 201

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) no later than 1 month after notifying the FHSA provider, ask

the FHSA provider to pay the entire balance of the FHSA to

another FHSA nominated in the request.

7.9.14 Remedies for person acquiring financial product under

defective Product Disclosure Statement: superannuation

and RSAs

(1) This regulation applies to a financial product:

(a) that is:

(i) a superannuation product to which requirements of the

SIS Act relating to preservation rules and cashing

restrictions apply; or

(ii) an RSA product to which requirements of the RSA

Regulations relating to preservation rules and cashing

restrictions apply; and

(b) that has been issued or sold in contravention of

section 1016E of the Act.

(2) For subsection 1016F(3) of the Act, to exercise a right of return for

the financial product in circumstances in which the moneys paid to

acquire the financial product are subject to the preservation rules

and cashing restrictions, the client must:

(a) nominate a superannuation entity or RSA into which the

monies subject to the preservation rules and cashing

restrictions, and to which preservation conditions apply, are

to be repaid; and

(b) make the nomination not later than 1 month after notifying

the responsible person of the right to exercise the right of

return.

(2A) The right of return is taken to have been exercised only on receipt

by the responsible person of the nomination.

(3) The client must notify the responsible person in writing or by

electronic means.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4 Content of Product Disclosure Statements

Regulation 7.9.14A

202 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) For subsection 1016F(6) of the Act, the responsible person must

repay the monies as directed.

(5) For subsection 1019B(7) of the Act, if:

(a) a financial product mentioned in this regulation is subject to

the nomination of a further superannuation entity or RSA;

and

(b) the application in relation to the financial product is not

accepted by the nominated superannuation entity or RSA;

the responsible person may rollover or transfer the client’s benefits

to an eligible rollover fund.

7.9.14A Treatment of arrangements under which a person can

instruct another person to acquire a financial product

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if the definition of instruction in subsection 1012IA(1) of the

Act were modified by adding at the end ‘, including a direction to

follow an investment strategy mentioned in paragraph 52(4)(a) of

the Superannuation Industry (Supervision) Act 1993’.

Subdivision 4.4—Product information for certain insurance

products

7.9.14B Product information

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to financial products as if:

(a) that Part applied to a financial product mentioned in

paragraph 7.1.14(2)(d); and

(b) the following section were inserted after section 1019B of the

Act:

‘1019C Information about certain vehicle insurance

(1) This section applies in relation to the issue of a financial

product mentioned in paragraph 7.1.14(2)(d) of the

Corporations Regulations 2001.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Content of Product Disclosure Statements Division 4

Regulation 7.9.14B

Corporations Regulations 2001 203

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The product issuer of the financial product must, as soon as

practicable after issuing the financial product, give the holder

of the financial product a statement that contains the

information mentioned in paragraphs 1013D(1)(a) and (b)

unless:

(a) the product holder already has a statement containing

that information; or

(b) the product issuer believes on reasonable grounds that

the product holder has already received a statement

containing that information.

(3) The product issuer must give the statement in the same way

as a Product Disclosure Statement is to be given under

subsection 1015C.

(4) The product issuer is not required to comply with any other

requirements in Divisions 2 to 6 (inclusive) in relation to the

issue of the financial product.

(5) The product issuer must not refuse, or intentionally or

recklessly fail, to comply with subsections (2) and (3).

Penalty: 50 penalty units.

(6) Subsection (5) does not apply to the extent that the product

issuer has a reasonable excuse.

Note: A defendant bears an evidential burden in relation to the matter in subsection (6A), see subsection 13.3(3) of the Criminal Code.

(7) Divisions 1 and 7 do not apply in relation to the product

issuer in relation to the financial product mentioned in

paragraph 7.1.14(2)(d) of the Corporations

Regulations 2001.’.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.14C

204 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4A—General

7.9.14C Labour standards and environmental, social and ethical

considerations

For paragraph 1013D(4)(c) of the Act, the more detailed

information to be included in a Product Disclosure Statement about

the extent to which labour standards or environmental, social or

ethical considerations are taken into account in the selection,

retention or realisation of an investment is:

(a) a statement that the product issuer does, or does not, take into

account labour standards for the purpose of selecting,

retaining or realising the investment; and

(b) a statement that the product issuer does, or does not, take into

account environmental, social or ethical considerations for

the purpose of selecting, retaining or realising the

investment; and

(c) if the Product Disclosure Statement includes a statement that

the product issuer does take into account labour standards for

the purpose of selecting, retaining or realising the

investment—a statement outlining:

(i) the standards that the product issuer considers to be

labour standards for that purpose; and

(ii) the extent to which the product issuer takes those

standards into account in the selection, retention or

realisation of the investment; and

(d) if the Product Disclosure Statement includes a statement that

the product issuer does take into account environmental,

social or ethical considerations for the purpose of selecting,

retaining or realising the investment—a statement outlining:

(i) the considerations that the product issuer regards as

environmental, social or ethical considerations for that

purpose; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.14D

Corporations Regulations 2001 205

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the extent to which the product issuer takes those

considerations into account in the selection, retention or

realisation of the investment.

7.9.14D Further statements required in Product Disclosure

Statement—financial claims scheme

(1) For paragraph 1013D(1)(k) of the Act, the following further

statements must be included in a Product Disclosure Statement that

relates to a protected policy issued by a general insurer or a

protected account issued by an authorised deposit-taking

institution:

(a) if the Product Disclosure Statement relates to a protected

policy—a statement that:

(i) the person entitled to claim under insurance cover under

a protected policy may be entitled to payment under the

financial claims scheme; and

(ii) access to the scheme is subject to eligibility criteria;

(b) if the Product Disclosure Statement relates to a protected

account—a statement that:

(i) the account-holder may be entitled to payment under the

financial claims scheme; and

(ii) payments under the scheme are subject to a limit for

each depositor;

(c) a statement that information about the scheme can be

obtained from the APRA website at http://www.apra.gov.au

and the APRA hotline on 1300 13 10 60.

(2) In this regulation:

authorised deposit-taking institution has the meaning given by

subsection 5(1) of the Banking Act 1959.

financial claims scheme means:

(a) the scheme provided for in Division 2AA of Part II of the

Banking Act 1959; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.15

206 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the scheme provided for in Part VC of the Insurance Act

1973.

general insurer has the meaning given by section 11 of the

Insurance Act 1973.

protected account has the meaning given by subsections 5(4) to (7)

of the Banking Act 1959.

protected policy has the meaning given by subsection 3(1) of the

Insurance Act 1973.

7.9.15 More detailed information in Product Disclosure Statement:

unauthorised foreign insurer

(1) For paragraph 1013D(4)(c) of the Act, the more detailed

information that must be included in a Product Disclosure

Statement that relates to a financial product issued by an

unauthorised foreign insurer is:

(a) a statement that the product issuer is:

(i) an unauthorised foreign insurer; and

(ii) not authorised under the Insurance Act 1973 to conduct

insurance business in Australia; and

(b) a statement that an insurer of that kind is not subject to the

provisions of the Insurance Act 1973, which establishes a

system of financial supervision of general insurers in

Australia; and

(c) a statement that the person should consider whether to obtain

further information, including:

(i) the country in which the product issuer is incorporated,

and whether the country has a system of financial

supervision of insurers; and

(ii) the paid up capital of the product issuer; and

(iii) which country’s laws will determine disputes in relation

to the financial product; and

(d) a statement that an insurer of that kind cannot be a declared

general insurer for the purpose of Part VC of the Insurance

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.15A

Corporations Regulations 2001 207

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Act 1973, and, if the insurer becomes insolvent, the person

will not be covered by the financial claims scheme provided

under Part VC of that Act.

(2) In this regulation:

unauthorised foreign insurer means:

(a) an insurer that:

(i) does not have an authority under the Insurance Act 1973

to carry on insurance business; and

(ii) is not a person who, because of section 5 of that Act, is

not required to have such an authority; and

(iii) carries on insurance business outside Australia and the

external Territories to which the Insurance Act 1973

extends; or

(b) if a direction is in force under section 74 of the Insurance Act

1973—a Lloyd’s underwriter.

7.9.15A Product Disclosure Statements—requirement to state

information as amounts in dollars

(1) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if paragraph 1013D(1)(m) of the Act were modified to read as

follows:

‘(m) unless, in accordance with the regulations and a

determination by ASIC, information to be disclosed in

accordance with paragraphs (b), (d) and (e) must be

stated as amounts in dollars.’.

(2) For paragraph 1020G(1)(a) of the Act, an issuer of a financial

product does not have to provide the information mentioned in

paragraph 1013D(1)(m) of the Act in the form required by that

paragraph, in a Product Disclosure Statement prepared before

1 January 2005.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.15B

208 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.15B Product Disclosure Statements—disclosure of dollar

amounts

(1) For paragraph 1013D(1)(m) of the Act, if ASIC determines that,

for a compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 1013D(1)(b), (d) or (e) as

an amount in dollars, the information may be set out as a

description of the benefit, cost, amount or payment as a percentage

of a specified matter (including worked dollar examples, unless

that is inappropriate).

(2) For paragraph 1013D(1)(m) of the Act, if ASIC determines that,

for a compelling reason, it is not possible to state information to be

disclosed in accordance with paragraph 1013D(1)(b), (d) or (e) as

an amount in dollars, or to describe the amount as a percentage, the

information may be set out as a description of the method of

calculating the benefit, cost, amount or payment (including worked

dollar examples, unless that is inappropriate).

(3) A determination under subregulation (1) or (2) must be:

(a) in writing; and

(b) published in the Gazette.

7.9.15C Product Disclosure Statements—disclosure of dollar

amounts

(1) For paragraph 1013D(1)(m) of the Act, if ASIC determines that,

for a compelling reason based on the nature of a financial product

or service, or the nature of the information, to state the information

as an amount in dollars:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a client, or a class of clients;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.15C

Corporations Regulations 2001 209

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(2) For paragraph 1013D(1)(m) of the Act, if ASIC determines that,

for a compelling reason, based on the nature of a financial product

or service, or the nature of the information, to state the information

as an amount in dollars, or to describe the amount as a percentage:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the method of

calculating the charge or benefit (including worked dollar

examples, unless that is inappropriate).

(3) A determination under subregulation (1) or (2) must be:

(a) in writing; and

(b) published in the Gazette.

(4) For paragraph 1013D(1)(m) of the Act, for a Product Disclosure

Statement that is required in relation to a general insurance

product, if:

(a) information is required to be stated in dollars; and

(b) the amount can only be determined:

(i) after the responsible person assesses the risk of the

insured; or

(ii) after the insured has nominated desired levels of

insurance cover;

the responsible person may comply with the requirement to state

the information by either of the ways mentioned in

subregulation (5).

(5) For subregulation (4), the responsible person may state the

information by:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.15CA

210 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) stating an amount in dollars in the Product Disclosure

Statement; or

(b) giving to the insured:

(i) a document containing the information, as soon as

practicable (but in any case, not later than 5 business

days after the responsible person issues the general

insurance product); and

(ii) a statement in the Product Disclosure Statement that sets

out the information in at least 1 of the following

formats:

(A) as a range of amounts in dollars;

(B) as a percentage of a matter that is mentioned in

the statement;

(C) as a description.

7.9.15CA Less information in Product Disclosure Statement—

financial claims scheme

(1) This regulation applies from 18 April 2010 to 11 October 2011.

(2) For paragraph 1013D(4)(b) of the Act, paragraphs 1013D(1)(b)

and (f) of the Act do not require a Product Disclosure Statement to

contain information relating to Division 2AA of Part II of the

Banking Act 1959 or Part VC of the Insurance Act 1973.

7.9.15D Less information in product disclosure statement: general

insurance product

For paragraph 1013D(4)(a) of the Act, the following provisions do

not apply to a Product Disclosure Statement that relates to a

general insurance product:

(a) paragraph 1013D(1)(c);

(b) subparagraph 1013D(1)(d)(iii);

(c) paragraph 1013D(1)(e);

(d) paragraph 1013D(1)(h);

(e) paragraph 1013D(1)(j);

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.15DA

Corporations Regulations 2001 211

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(f) paragraph 1013D(1)(l).

7.9.15DA Statement or information not included in a Product

Disclosure Statement

(1) For paragraph 1020G(1)(c) of the Act, and subject to

subregulation (1A) and (4), a responsible person is not required to

include a statement or information mentioned in Part 7.9 of the Act

in a Product Disclosure Statement if:

(a) the statement or information is in writing and is publicly

available in a document other than the Product Disclosure

Statement; and

(b) the Product Disclosure Statement:

(i) refers to the statement or information; and

(ii) provides sufficient details about the statement or

information to enable a person:

(A) to identify by a unique identifier the document,

or part of the document, that contains the

statement or information; and

(B) to locate the statement or information; and

(C) to decide whether or not to read the statement

or information or obtain a copy of the statement

or information; and

(iii) states that a copy of the statement or information may

be obtained from the responsible person on request, at

no charge; and

(c) the statement or information is not a statement or information

that is in a Short-Form Product Disclosure Statement.

(1A) This regulation does not apply if the Product Disclosure Statement

is for:

(a) a margin loan; or

(b) a superannuation product to which Subdivision 4.2B of

Division 4 of Part 7.9 applies; or

(c) a simple managed investment scheme to which

Subdivision 4.2C of Division 4 of Part 7.9 applies.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.15DB

212 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If the client requests a copy of the statement or information that the

responsible person is not required to include in accordance with

subregulation (1), the responsible person must provide the copy as

soon as practicable, at no charge.

(3) If a statement or information is not included in a Product

Disclosure Statement because of subregulation (1), the statement or

information is taken to be included in the Product Disclosure

Statement.

(4) Despite subregulation (3), if a responsible person does not include

a statement or information in a Product Disclosure Statement in

accordance with subregulation (1), the responsible person must

include the following information in the Product Disclosure

Statement:

(a) for information required by paragraph 1013D(1)(b) or (f) of

the Act—a description, in summary, of the purpose and key

features of the product;

(b) for information required by paragraph 1013D(1)(c) of the

Act—a description, in summary, of the key risks of the

product;

(c) the information required by:

(i) paragraphs 1013D(1)(a), (g) and (i) of the Act; and

(ii) Divisions 1 and 2 of Part 2 of Schedule 10; and

(iii) paragraphs 209(e) and (h) of Division 4 of Part 2 of

Schedule 10; and

(iv) Divisions 5 and 6 of Part 2 of Schedule 10;

(d) the Consumer Advisory Warning in Division 7 of Part 2 of

Schedule 10.

7.9.15DB Requirement to keep record of Product Disclosure

Statement and other documents

(1) If section 1015B of the Act does not require a copy of a Product

Disclosure Statement to be lodged with ASIC, the Statement and a

document, or part of a document, mentioned in the Statement must

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.15DC

Corporations Regulations 2001 213

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

be retained by the responsible person for that Statement for 7 years

after the date of the Statement.

Note: Responsible person has the same meaning as in section 1011B of the

Act.

(2) This regulation does not apply if the Product Disclosure Statement

is for:

(a) a margin loan; or

(b) a superannuation product to which Subdivision 4.2B of

Division 4 of Part 7.9 applies; or

(c) a simple managed investment scheme to which

Subdivision 4.2C of Division 4 of Part 7.9 applies.

7.9.15DC Requirement to lodge documents mentioned in a Product

Disclosure Statement with ASIC

(1) A document, or part of a document, mentioned in a Product

Disclosure Statement that was required to be lodged with ASIC

under section 1015B of the Act must be lodged with ASIC as if the

document, or part of the document, were a Statement within the

meaning of section 1015B of the Act.

(2) This regulation does not apply if the Product Disclosure Statement

is for:

(a) a margin loan; or

(b) a superannuation product to which Subdivision 4.2B of

Division 4 of Part 7.9 applies; or

(c) a simple managed investment scheme to which

Subdivision 4.2C of Division 4 of Part 7.9 applies.

7.9.15E More detailed information in product disclosure statement:

general insurance product

For paragraph 1013D(4)(c) of the Act, the more detailed statement

of the information, for paragraph 1013D(1)(f), that must be

included in a Product Disclosure Statement that relates to a general

insurance product is:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.15F

214 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the terms and conditions of the policy document (within the

meaning of the Insurance Contracts Act 1984) being terms

and conditions that are not provided in a Schedule to the

policy document; and

(b) information that, if the issuer were seeking to rely on

subsection 35(2) and section 37 of the Insurance Contracts

Act 1984, the issuer would have had to provide to the insured

before the contract of insurance was entered into.

7.9.15F Product disclosure statement: general insurance product

For paragraph 1020G(1)(b) of the Act, Part 7.9 of the Act applies

to general insurance products as if subparagraph 1013C(1)(a)(ii)

and section 1013E were omitted.

7.9.15FA Transitional arrangements for regulations 7.9.15D, 7.9.15E

and 7.9.15F

(1) If, at any time during the transition period, a Product Disclosure

Statement for a general insurance product complies with the

requirements of old sections 1013C and 1013D, the Product

Disclosure Statement is taken to comply with the requirements of:

(a) sections 1013C and 1013D of the Act; and

(b) the provisions of any regulations made for the purposes of, or

modifying, sections 1013C and 1013D of the Act;

as in force at that time.

(2) In this regulation:

commencing day means the day on which this regulation

commences.

old sections 1013C and 1013D means:

(a) sections 1013C and 1013D of the Act; and

(b) the provisions of any regulations made for the purposes of, or

modifying, those sections;

as in force immediately before the commencing day.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.15G

Corporations Regulations 2001 215

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

transition period means the period starting on the commencing day

and ending at the end of 30 June 2008.

Note: Before the commencement of this regulation, transitional

arrangements in similar terms were provided for regulations 7.9.15D,

7.9.15E and 7.9.15F by item 2 of Schedule 5 to the Corporations

Amendment Regulations 2005 (No. 5) (SLI 2005 No. 324).

7.9.15G Business days

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if paragraph 1019B(3)(b) were modified by omitting “5th day”

and substituting “fifth business day”.

7.9.15H New section 1012G: product disclosure statement may

sometimes be provided later

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if section 1012G were omitted and the following section were

substituted:

“1012G Product disclosure statement may sometimes be provided

later: financial products subject to a cooling off period

Application of section

(1) The regulated person may deal with a financial product under this

section only if the financial product is one for which an application

form is not required under section 1016A and section 1019B

(cooling off period) will apply if the client enters into a legal

obligation to acquire the product pursuant to the recommendation

or offer that constitutes the relevant conduct.

No need to give Product Disclosure Statement in certain

circumstances

(2) In a recommendation situation or an issue situation, the regulated

person need not give the client a Product Disclosure Statement for

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.15H

216 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the financial product at or before the time when it would otherwise

be required to be given if:

(a) the client expressly instructs the regulated person that they

require:

(i) in a recommendation situation—the advice constituting

the recommendation; or

(ii) in an issue situation—the financial product;

to be provided or issued immediately, or by a specified time;

and

(b) it is not reasonably practicable, while complying with the

client’s instructions, to give the client the Product Disclosure

Statement at or before the time when it would otherwise be

required to be given.

The regulated person must comply instead with subsection (3).

Requirements to be complied with to be able to give Product

Disclosure statement later

(3) The regulated person must:

(a) at or before the time referred to in paragraph (2)(b), orally

communicate the following information to the client:

(i) the name and contact details of the issuer of the

financial product;

(ii) information about the cooling off regime that applies in

respect of acquisitions of the product (whether this

regime is provided for by law or otherwise);

(iii) that the client should consider the information in the Product Disclosure Statement that will be provided to the client;

(iv) the further information (if any) requested by the client

in response to a question under paragraph (b); and

(b) at or before the time referred to in paragraph (2)(b), ask the

client whether the client would like further information about

the financial product; and

(c) give the client the Product Disclosure Statement as soon as

practicable after that time, and in any event not later than:

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Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.15I

Corporations Regulations 2001 217

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the time when the confirmation requirement (if

applicable) is complied with; or

(ii) the end of the fifth business day after the day on which

the financial product was issued or sold to the client.

How information to be communicated

(4) The information referred to in paragraph (3)(a) must be

communicated in a clear, concise and effective manner.

How confirmation requirement to be complied with

(5) For the purposes of subparagraph (3)(c)(i), the confirmation

requirement is complied with when:

(a) the client receives confirmation, as mentioned in

paragraph 1017F(5)(a), of the transaction by which they

acquired the financial product; or

(b) confirmation of that transaction is available to the client by a

facility as mentioned in paragraph 1017F(5)(b).”

7.9.15I Modification of section 1012IA

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if subparagraph 1012IA(4)(b)(ii) were omitted and the following

subparagraph was inserted:

“(ii) subsection 1012G(3) applies in relation to the provider, the client and the regulated acquisition as if the reference to the regulated person were instead a reference to the provider, as if subparagraph 1012G(3)(c)(i) were omitted and as if the reference in subparagraph 1012G(3)(c)(ii) to the day on which the financial product was issued or sold to the client were instead a reference to the day on which the regulated acquisition occurs.”

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4A General

Regulation 7.9.16

218 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.16 More detailed information in Product Disclosure Statement:

consumer credit insurance product

(1) For paragraph 1013D(4)(c) of the Act, the more detailed

information that must be included in a Product Disclosure

Statement that relates to a consumer credit insurance product is:

(a) a brief explanation of the purposes of consumer credit

insurance; and

(b) an outline statement of general areas covered by the

consumer credit insurance product, or the kind of consumer

credit insurance product; and

(c) a statement that it is important that the insured read the

Product Disclosure Statement carefully to understand the

extent of cover provided by the consumer credit insurance

product, and its limitations; and

(d) if all of the following matters apply under the consumer

credit insurance product:

(i) a person who applies for, or obtains, consumer credit

insurance is not obliged to buy the consumer credit

insurance;

(ii) cover is provided under the consumer credit insurance

product in respect of losses caused by certain

contingencies;

(iii) the extent of loss to the consumer credit insurance

product applies is measured by reference to the liability

of the insured under the credit agreement to which the

consumer credit insurance applies;

a statement to that effect, accompanied by examples of the

contingencies; and

(e) a table of the benefit limits applicable under the consumer

credit insurance product; and

(f) a statement that the insured:

(i) is required to be truthful; and

(ii) is able to arrange consumer credit insurance through a

different insurer; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General Division 4A

Regulation 7.9.16A

Corporations Regulations 2001 219

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(g) a statement of the commission paid or payable in relation to

the provision of the consumer credit insurance product.

(2) In this regulation:

consumer credit insurance product means a general insurance

product provided by a class of contracts of insurance that is:

(a) declared, in accordance with the Insurance Contracts Act

1984 to be a class of contracts to which Division 1 of Part V

of that Act applies; and

(b) identified as consumer credit insurance as part of that

declaration.

7.9.16A Small scale offerings of managed investment and other

prescribed financial products (20 issues or sales in 12

months)

For paragraph 1012E(1)(b) of the Act, interests in unregistered

managed investment schemes are prescribed.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4B Ongoing disclosure

Regulation 7.9.16G

220 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4B—Ongoing disclosure

7.9.16G Ongoing disclosure of material changes and significant

events

(1) For paragraph 1017B(1)(d) of the Act, the circumstances in

subregulation (2) are specified.

(2) The circumstances are that the product issuer issued a financial

product that was acquired by a holder as a retail client:

(a) in a sale situation in which the issuer is not required to give a

Product Disclosure Statement for the product under

section 1012C of the Act; or

(b) in a situation in which a Product Disclosure Statement is not

required because of the operation of section 1012D of the Act

other than subsection (1), (2), (2A) or (2B) of that section; or

(c) in an offer situation in which a Product Disclosure Statement

is not required under section 1012E of the Act.

(3) For paragraph 1017B(1A)(c) of the Act, the attribution, on the

recommendation of the trustee, of an amount in relation to a

member in a MySuper product to another class of beneficial

interest in the fund is specified.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Fee Disclosure for certain financial products Division 4C

Regulation 7.9.16J

Corporations Regulations 2001 221

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4C—Fee Disclosure for certain financial products

Subdivision 4C.1—Application

7.9.16J Application of Division 4C to financial products

This Division applies to:

(a) superannuation products other than:

(i) self-managed superannuation funds; and

(ii) superannuation products that have no investment

component (also known as risk-only superannuation

products); and

(iii) annuities (except market-linked annuities); and

(iv) non-investment or accumulation life insurance policies

offered through a superannuation fund; and

(b) managed investment products.

7.9.16JA Application of Division 4C to financial products—

temporary arrangements

For paragraph 1020G(1)(a) of the Act:

(a) an issuer of a superannuation product to which this Division

applies does not have to provide the information mentioned

in subparagraph 1013D(1)(d)(iii) of the Act in a Product

Disclosure Statement issued before 1 July 2005; and

(b) an issuer of a financial product, other than a superannuation

product to which this Division applies, does not have to

provide the information mentioned in

subparagraph 1013D(1)(d)(iii) of the Act in a Product

Disclosure Statement issued before 1 July 2006.

7.9.16K Application of Division 4C to periodic statements and

Product Disclosure Statements

This Division applies:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4C Fee Disclosure for certain financial products

Regulation 7.9.16L

222 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) in relation to superannuation products:

(i) to periodic statements (other than exit statements) in

relation to a reporting period commencing on or after

1 July 2005; and

(ii) to periodic statements that are exit statements issued on

or after 1 July 2006; and

(iii) to Product Disclosure Statements issued on or after

1 July 2005; and

(b) in relation to managed investment products:

(i) to periodic statements (other than exit statements) in

relation to a reporting period commencing on or after

1 July 2006; and

(ii) to periodic statements that are exit statements issued on

or after 1 July 2007; and

(iii) to Product Disclosure Statements issued on or after

1 July 2006.

Subdivision 4C.2—Product Disclosure Statements

7.9.16L More detailed information about fees and costs

(1) For paragraph 1013D(4)(c) of the Act, a Product Disclosure

Statement must include the details of fees and costs set out in

Part 2 of Schedule 10.

(2) This regulation does not apply if the Product Disclosure Statement

is for:

(a) a margin loan; or

(b) a superannuation product to which Subdivision 4.2B of

Division 4 of Part 7.9 applies; or

(c) a simple managed investment scheme to which

Subdivision 4.2C of Division 4 of Part 7.9 applies.

7.9.16M Modification of section 1015C of the Act

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

in relation to a product mentioned in regulation 7.9.16J as if

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Fee Disclosure for certain financial products Division 4C

Regulation 7.9.16N

Corporations Regulations 2001 223

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

paragraph 1015C(5)(b) of the Act were modified to omit the words

‘that is to be given in electronic form’.

7.9.16N Presentation, structure and format of fees and costs in

Product Disclosure Statements

(1) For paragraph 1015C(5)(b) of the Act, the information required by

paragraphs 1013D(1)(d) and (e) of the Act must be set out in a

single section of the Product Disclosure Statement (fees section)

with the heading ‘Fees and other costs’.

(2) The fees section of a Product Disclosure Statement must include:

(a) the Fees and Costs Template, comprising the template and

the additional explanation of fees and costs set out in Part 2

of Schedule 10; and

(b) an example of annual fees and costs and associated notes as

set out in Part 2 of Schedule 10; and

(c) the boxed Consumer Advisory Warning Statement set out in

Part 2 of Schedule 10.

Subdivision 4C.3—Periodic statements

7.9.16O Presentation, structure and format of fees and charges in

periodic statements

(1) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

in relation to a product mentioned in regulation 7.9.16J as if

section 1017D of the Act were modified to add, after

subsection (7):

‘(8) The regulations may specify requirements as to the

presentation, structure and format of a periodic statement.’.

(2) For subsection 1017D(8) of the Act, the information required by

paragraph 1017D(5)(c) of the Act must be set out in the periodic

statement:

(a) in the manner specified in Part 3 of Schedule 10; and

(b) using the terminology used in Part 3 of Schedule 10.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 4D Other requirements relating to Product Disclosure Statements and

Supplementary Product Disclosure Statements

Regulation 7.9.16T

224 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4D—Other requirements relating to Product

Disclosure Statements and Supplementary

Product Disclosure Statements

Subdivision 4D.1—Requirement to lodge a notice with ASIC

7.9.16T Variation of paragraph 1015D(2)(b) of the Act

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if paragraph 1015D(2)(b) of the Act were omitted and the

following paragraph and note were inserted:

‘(b) a change is made to the fees and charges set out in the

enhanced fee disclosure table in the Statement;

Note: The templates for the enhanced fee disclosure table are set out in

items 201 and 202 of Schedule 10 to the Corporations

Regulations 2001.’.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Ongoing requirements for product disclosure after person becomes a member Division

5

Regulation 7.9.17

Corporations Regulations 2001 225

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—Ongoing requirements for product disclosure

after person becomes a member

Subdivision 5.1—Preliminary

7.9.17 Application of Division 5

This Division applies in relation to the following entities:

(a) a regulated superannuation fund;

(b) an approved deposit fund;

(c) a pooled superannuation trust;

(d) an RSA.

Subdivision 5.2—Periodic statements for retail clients for

financial products that have an investment

component: regulated superannuation funds, ADFs

and RSAs

7.9.18 Application of Subdivision 5.2

This Subdivision applies in relation to:

(a) a regulated superannuation fund; and

(b) an approved deposit fund; and

(c) an RSA.

7.9.19 Specific requirements for periodic statements: superannuation

funds (other than self managed superannuation funds)

and RSAs

For paragraph 1017D(5)(g) of the Act, a periodic statement for a

superannuation product, given to a member of a superannuation

fund (other than a self-managed superannuation fund) or an RSA

product given to an RSA holder must include the following details:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5 Ongoing requirements for product disclosure after person becomes a

member

Regulation 7.9.19

226 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the contact details of the fund or the RSA provider;

(b) the amount of withdrawal benefit for the member or RSA

holder at the start of the reporting period;

(c) the amount of the withdrawal benefit for the member or RSA

holder at the end of the reporting period, and the method by

which that amount was worked out;

(d) the amount (if any) of the withdrawal benefit for the member

or RSA holder, at the end of the reporting period, that

consists of preserved benefits;

(e) the amount (if any) of the withdrawal benefit for the member

or RSA holder, at the end of the reporting period, that

consists of restricted non-preserved benefits;

(f) the amount (if any) of the withdrawal benefit for the member

or RSA holder, at the end of the reporting period, that

consists of unrestricted non-preserved benefits;

(g) if, in providing details of the amount of the withdrawal

benefit at the end of the reporting period, a deduction for

fees, charges or expenses has been made or might be made—

details of the deduction;

(h) if relevant, a statement informing the product holder that:

(i) the information about the withdrawal benefit for the

product holder at the end of the reporting period is

based on notional amounts that would have been

attributable to the product holder if the product holder

had disposed of his or her interest in the product on the

date shown in the statement; and

(ii) the amounts on which that information is based might

change; and

(iii) before disposing of that product, the product holder

should seek information from the product issuer on the

withdrawal benefit at that time;

(i) a statement informing the product holder that the product

issuer is obliged to provide a member with any information

that he or she reasonably requires to understand his or her

benefit entitlements;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Ongoing requirements for product disclosure after person becomes a member Division

5

Regulation 7.9.19A

Corporations Regulations 2001 227

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(j) a statement of the way in which a product holder is able to

gain access to information in relation to his or her investment

in the financial product.

7.9.19A Withdrawal benefit—fees, charges or expenses

(1) For subsection 1017D(5A) of the Act, in providing details of a

deduction for fees, charges or expenses in accordance with

paragraph 7.9.19(g), the amount must be stated in dollars.

(2) If ASIC determines that, for a compelling reason, it is not possible

to state the amount of a deduction in dollars the amount of the

deduction may be set out as a description of the fees, charges or

expenses as a percentage of a specified matter (including worked

dollar examples, unless that is inappropriate).

(3) If ASIC determines that, for a compelling reason, it is not possible

to state the amount of a deduction in dollars, or to set out the

amount as a percentage, the product issuer may provide:

(a) a statement informing the holder of the product that amounts

for fees, charges or expenses are applicable; and

(b) if information about access to the information about the

amount of the deduction is not provided in the statement

mentioned in paragraph 7.9.19(h)—details of the means by

which a product holder can gain access to information

relating to the amount of the deduction.

(4) A determination under subregulation (2) or (3) must be:

(a) in writing; and

(b) published in the Gazette.

7.9.19B Withdrawal benefit—fees, charges and expenses

(1) For subsection 1017D(5A) of the Act, this regulation applies to

details of a deduction for fees, charges or expenses in accordance

with paragraph 7.9.19(g).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5 Ongoing requirements for product disclosure after person becomes a

member

Regulation 7.9.19B

228 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If ASIC determines that, for a compelling reason based on the

nature of a financial product or service, or the nature of the

information, to state the information as an amount in dollars:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a product holder, or a class of

product holders;

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(3) If ASIC determines that, for a compelling reason, based on the

nature of a financial product or service, or the nature of the

information, to state the information as an amount in dollars, or to

describe the amount as a percentage:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a product holder, or a class of

product holders;

the product issuer must provide the information in

subregulation (4).

(4) If subregulation (3) applies, the product issuer must provide:

(a) a statement informing the product holder that amounts for

fees, charges or expenses are applicable; and

(b) if information about access to the information is not provided

in the statement mentioned in paragraph 7.9.19(i)—details of

the means by which a product holder can gain access to

information relating to the amount of the deduction.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Ongoing requirements for product disclosure after person becomes a member Division

5

Regulation 7.9.20

Corporations Regulations 2001 229

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) A determination under subregulation (2) or (3) must be:

(a) in writing; and

(b) published in the Gazette.

7.9.20 Specific requirements for certain periodic statements:

superannuation funds (other than self managed

superannuation funds)

(1) For paragraph 1017D(5)(g) of the Act, a periodic statement for a

member of a fund (other than a self managed superannuation fund)

must include the following details:

(a) the amount of the member’s contributions during the

reporting period;

(b) the amount of benefits rolled-over or otherwise transferred

into the fund during the reporting period;

(c) the amount of withdrawals during the reporting period;

(d) the information about costs of transactions mentioned in

regulation 7.9.75;

(e) the amount of any allotment of employer contributions

during the reporting period;

(f) the amount of any allotment of net earnings during the

reporting period (including, for a unitised product, the

presentation of changes in price as amounts in dollars);

(g) the rate of any allotment of net earnings during the reporting

period;

(h) the amount of bonuses that have accrued at the end of the

reporting period;

(i) the amount of the sum assured;

(j) the amount payable in the event of the member’s death:

(i) at the end of the reporting period; or

(ii) on the first day of the next reporting period;

or the method by which that amount is worked out;

(k) for a reporting period (within the meaning of

subsection 1017D(2) of the Act) commencing before 1 July

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5 Ongoing requirements for product disclosure after person becomes a

member

Regulation 7.9.20

230 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

2004—details, including the amount or method of working

out, of other significant benefits, including, in particular,

disability benefits;

(ka) for a reporting period (within the meaning of

subsection 1017D(2) of the Act) commencing on or after

1 July 2004:

(i) details of other significant benefits, including disability

benefits, and the amount of the benefits at the end of the

reporting period, or the method of working out the

amount of the benefits; and

(ii) if the periodic statement includes an amount mentioned

in subparagraph (i)—a statement informing the holder

of the product that:

(A) the details of the significant benefit reflects the

situation for the member on the date shown in

the statement and the amount might change;

and

(B) the issuer is obliged to provide product holders

with any information they reasonably require

for the purpose of understanding their benefit

entitlements; and

(iii) details of the means by which a product holder is able to

gain access to information relating to the amount of a

significant benefit;

(kb) if, in providing details of other significant benefits for a

reporting period, a deduction for fees, charges or expenses

has been made or might be made—details of the deduction;

(l) if the trustee is aware, or ought reasonably to be aware, of

contributions that are due and payable during the reporting

period but have not been paid to the fund at, or shortly

before, the date of issue of the report, details of the amount of

those contributions and of action that the trustee has taken, or

proposes to take, to have the contributions paid;

(m) the net amount of Government co-contribution received

during the reporting period;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Ongoing requirements for product disclosure after person becomes a member Division

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Regulation 7.9.20AA

Corporations Regulations 2001 231

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(n) for a regulated superannuation fund—a statement of

long-term returns, in accordance with regulation 7.9.20AA,

of:

(i) the MySuper product or investment option within a

choice product in which a member is invested; or

(ii) the sub-plan, or, if none, the fund in which the member

holds an interest;

(o) for a regulated superannuation fund, if the trustee is required

to make publicly available a product dashboard for the

investment option, under section 1017BA of the Act—the

latest product dashboard for the investment option.

(2) For paragraph (1)(g), if the earnings rate for members of the fund

is reflected in the price of units of the fund, rather than being

credited or debited against the accounts of members, an earnings

rate allotted to members in respect of a period is taken to be a

change in the value of the members’ units being determined by the

trustee in respect of that period.

(2A) For paragraph (1)(m), the periodic statement may state separately:

(a) the amount of Government co-contributions received; and

(b) the amount of low income superannuation contributions

received.

Note: See section 12B of the Superannuation (Government Co-contribution

for Low Income Earners) Act 2003 for the way in which a law that

applies in relation to a Government co-contribution applies in relation

to a low income superannuation contribution.

(3) A nil amount need not be disclosed.

7.9.20AA Specific requirements for certain periodic statements:

superannuation funds (other than self managed

superannuation funds)—long-term returns

(1) For paragraph 7.9.20(1)(n), this regulation sets out requirements

that apply to a trustee of a regulated superannuation fund (other

than a self managed fund).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5 Ongoing requirements for product disclosure after person becomes a

member

Regulation 7.9.20AA

232 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Requirements from 1 July 2009 until 30 June 2010

(2) The trustee must provide to each member of the regulated

superannuation fund, in or with the periodic statement for a

reporting period that is provided during the period starting on

1 July 2009 and ending at the end of 30 June 2010:

(a) a statement of the long-term returns of the investment option

in which the member is invested at the end of the reporting

period, if the member is invested in an investment option; or

(b) a statement of the long-term returns of the sub-plan, or, if

none, the fund in which the member holds an interest at the

end of the reporting period.

(3) For paragraph (2)(a), the long-term returns must be stated as the

compound average effective rate of net earnings of the investment

option for the period of 5 years ending at the end of the last

financial year or reporting period before the provision of the

periodic statement.

(4) For paragraph (2)(b), the long-term returns must be stated as the

compound average effective rate of net earnings of the sub-plan or

fund for the period of 5 years ending at the end of the last financial

year or reporting period before the provision of the periodic

statement.

(5) If:

(a) the trustee provides the statement of long-term returns on an

insert to the periodic statement; and

(b) the insert includes the long-term returns of investment

options in which the member is not invested, as well as the

long term returns of the investment option in which the

member is invested;

the periodic statement must include a statement of which

investment option the member is invested in.

(6) If the trustee provides the long-term returns in the periodic

statement, the trustee must include in the periodic statement, near

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Ongoing requirements for product disclosure after person becomes a member Division

5

Regulation 7.9.20AA

Corporations Regulations 2001 233

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

to the statement of long-term returns, a statement to the effect that

the returns are not the returns of the member’s investment in the

investment option, sub-plan or fund.

(7) If the trustee provides the long-term returns on an insert to the

periodic statement, the trustee must include in the periodic

statement, and on the insert near to the statement of long-term

returns, a statement to the effect that the returns are not the returns

of the member’s investment in the investment option, sub-plan or

fund.

Requirements from 1 July 2010

(8) The trustee must provide the following, in the periodic statement

for a reporting period that is provided from 1 July 2010, to each

member of the regulated superannuation fund:

(a) if the member is invested in an investment option at the end

of the reporting period—a statement of the long-term returns

of the investment option;

(b) if the member is not invested in an investment option at the

end of the reporting period—a statement of the long term

returns of the sub-plan, or, if none, the fund in which the

member holds an interest at the end of the reporting period.

(9) For paragraph (8)(a), the long-term returns must be stated as:

(a) the compound average effective rate of net earnings of the

investment option for the period of 5 years ending at the end

of the last financial year or reporting period before the

provision of the periodic statement; and

(b) the compound average effective rate of net earnings of the

investment option for the period of 10 years ending at the end

of that financial year or reporting period.

(10) For paragraph (8)(b), the long-term returns must be stated as:

(a) the compound average effective rate of net earnings of the

sub-plan or fund for the period of 5 years ending at the end of

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Regulation 7.9.20A

234 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the last financial year or reporting period before the provision

of the periodic statement; and

(b) the compound average effective rate of net earnings of the

sub-plan or fund for the period of 10 years ending at the end

of that financial year or reporting period.

(11) The trustee must include in the periodic statement, near to the

statement of long-term returns, a statement to the effect that the

returns are not the returns of the member’s investment in the

investment option, sub-plan or fund.

General requirements

(12) For subregulations (3), (4), (9) and (10), if the investment option,

sub-plan or fund has been in operation for less than the 5-year or

10-year period to be reported on, the trustee must provide:

(a) the long-term return for the period in which the investment

option, sub-plan or fund has been in operation; and

(b) the date on which the investment option, sub-plan or fund

came into operation.

(13) If the long-term returns are provided in the periodic statement, they

must be positioned near to the statement of the rate of any

allotment of earnings during the reporting period.

(14) The long-term returns must be presented in a clear, concise and

effective manner.

7.9.20A Details of other significant benefits—disclosure of fees,

charges or expenses

(1) For subsection 1017D(5A) of the Act, in providing details of a

deduction for fees, charges or expenses in accordance with

paragraph 7.9.20(1)(kb):

(a) the amount must be stated in dollars; or

(b) if ASIC determines that, for a compelling reason, it is not

possible to state the amount of a deduction in dollars the

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Regulation 7.9.20B

Corporations Regulations 2001 235

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

amount of the deduction may be set out as a description of

the fees, charges or expenses as a percentage of a specified

matter (including worked dollar examples, unless that is

inappropriate); or

(c) if ASIC determines that, for a compelling reason, it is not

possible to state the amount of a deduction in dollars, or to

set out the amount as a percentage, the product issuer may

provide:

(i) a statement informing the holder of the product that

amounts for fees, charges or expenses are applicable;

and

(ii) if information about the deduction is not provided in the

statement mentioned in

sub-subparagraph 7.9.20(1)(ka)(ii)(B)—details of the

means by which a product holder can gain access to

information relating to the amount.

(2) A determination under paragraph (1)(b) or (c) must be:

(a) in writing; and

(b) published in the Gazette.

7.9.20B Other significant benefits—disclosure of fees, charges or

expenses

(1) For subsection 1017D(5A) of the Act, this regulation applies to

details of a deduction for fees, charges or expenses mentioned in

paragraph 7.9.20(1)(kb).

(2) If ASIC determines that, for a compelling reason based on the

nature of a financial product or service, or the nature of the

information, to state the amount of the deduction in dollars:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

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Regulation 7.9.20B

236 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) would not be in the interests of a product holder, or a class of

product holders;

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(3) If ASIC determines that, for a compelling reason, based on the

nature of a financial product or service, or the nature of the

information, to state the amount of a deduction in dollars, or, to

describe the amount as a percentage:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a product holder, or a class of

product holders;

the product issuer must provide the information in

subregulation (4).

(4) If subregulation (3) applies, the product issuer must provide:

(a) a statement informing the product holder that amounts for

fees, charges or expenses are applicable; and

(b) if information about the deduction is not provided in the

statement mentioned in

sub-subparagraph 7.9.20(1)(ka)(ii)(B)—details of the means

by which a product holder can gain access to information

relating to the amount of the deduction.

(5) A determination under subregulation (2) or (3) must be:

(a) in writing; and

(b) published in the Gazette.

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Regulation 7.9.21

Corporations Regulations 2001 237

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.21 Specific requirements in particular cases: member (other than

capital guaranteed member) of fund other than a self

managed superannuation fund

(1) For paragraph 1017D(5)(g) of the Act, and in addition to

regulations 7.9.19 and 7.9.20, a periodic statement for a member

(other than a capital guaranteed member) of a fund (other than a

self managed superannuation fund) must include the following

details:

(a) if the fund is an unfunded defined benefits fund—details of

the surcharge debt account kept by the trustee, under

subsection 16(2) of the Superannuation Contributions Tax

(Assessment and Collection) Act 1997, for the member,

including:

(i) the balance of the account at the start of the reporting

period; and

(ii) the amount debited to the account for superannuation

contributions surcharge assessed, by the Commissioner

of Taxation, to be payable on the member’s

surchargeable contributions; and

(iii) the amount of interest debited, under subsection 16(4)

of that Act, to the account during the reporting period;

and

(iv) the balance of the account at the end of the reporting

period;

(b) if the trustee reduced the member’s benefits in connection

with payment of a superannuation contributions surcharge or

an advance instalment of surcharge:

(i) the amount deducted; and

(ii) if there is a difference between the amount deducted and

the amount assessed under subsection 15(1) of the

Superannuation Contributions Tax (Assessment and

Collection) Act 1997 or between the amount deducted

and the amount determined under subsection 15(2) of

that Act—a statement explaining the difference;

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Regulation 7.9.22

238 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) a description of the nature, effect and significant features of

surcharge debt accounts.

(2) A nil amount need not be disclosed.

7.9.22 Specific requirements: capital guaranteed funds and RSAs

(1) For paragraph 1017D(5)(g) of the Act, and in addition to

regulations 7.9.19 and 7.9.20, a periodic statement for a member of

a capital guaranteed fund must include the following details:

(a) a statement that outlines the means by which the fund is to be

maintained as a capital guaranteed fund and sets out the name

of the institution providing the investments that back the

fund;

(b) a statement that outlines the effect of the

lower-risk/lower-return nature of the product on possible

benefits in the long term;

(c) a statement that the member may wish to consider:

(i) other superannuation arrangements that may provide a

greater return over the long term; and

(ii) seeking advice on alternative investment arrangements

that may be more suitable.

(2) For paragraph 1017D(5)(g) of the Act, and in addition to

regulation 7.9.19, a periodic statement for an RSA holder must

include the following details:

(a) a statement that outlines the effect of the

lower-risk/lower-return nature of the product on possible

benefits in the long term;

(b) a suggestion that the RSA holder may wish to consider:

(i) other superannuation arrangements that may provide a

greater return over the long term; and

(ii) seeking advice on alternative investment strategies that

may be more suitable.

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Regulation 7.9.23

Corporations Regulations 2001 239

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.23 Information for capital guaranteed fund: benefits reach

$10 000

For paragraph 1017D(5)(g) of the Act, and in addition to

regulations 7.9.19 and 7.9.22, if the amount of the benefits of a

member in a capital guaranteed fund at the end of a reporting

period is at least $10 000, the periodic statement for that reporting

period must include the following details:

(a) a statement of that fact;

(b) a statement that the information contained in the periodic

statement is important and that the notice must be read

carefully;

(c) a statement that outlines the effect of the

lower-risk/lower-return nature of the product on possible

benefits in the long term;

(d) a statement that the member may wish to consider:

(i) other superannuation arrangements that may provide a

greater return over the long term; and

(ii) seeking advice on alternative investment arrangements

that may be more suitable.

7.9.24 Modification of Act: pensioners, members subject to

compulsory protection of small amounts and members

with small amounts that are expected to grow quickly

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to a superannuation entity or

an RSA to which this Subdivision applies as set out in Part 7 of

Schedule 10A.

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Regulation 7.9.25

240 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 5.3—Periodic statements for retail clients for

financial products that have an investment

component: information for RSAs

7.9.25 Application of Subdivision 5.3

This Subdivision applies in relation to an RSA provider.

7.9.26 Specific requirements where applicable: RSAs

(1) For paragraph 1017D(5)(g) of the Act, and in addition to

regulation 7.9.19, a periodic statement for an RSA holder must

include details of the following matters in respect of the RSA

holder so far as they are applicable:

(a) the amount of the RSA holder’s contributions during the

reporting period;

(b) the amount of employer contributions during the reporting

period;

(c) the amount of benefits rolled-over or transferred into the

RSA during the reporting period;

(d) the amount of withdrawals during the reporting period;

(e) information about the cost of transactions mentioned in

Division 8;

(f) the amount of interest credited to the RSA during the

reporting period;

(g) the annual effective rate of net interest applied to the RSA

during the reporting period;

(h) a statement of:

(i) the annual effective rate of net earnings in each of the

most recent reporting periods that, in total, constitute a

period of at least 5 years; and

(ii) the compound average effective rate of net earnings for

the period of 5 years ending at the end of the reporting

period;

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Regulation 7.9.26

Corporations Regulations 2001 241

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the effect of the RSA holder-protection standards under the

RSA Regulations;

(j) the amount of bonuses that have accrued at the end of the

reporting period;

(k) if a risk insurance product is held by the RSA provider—the

amount of the sum assured;

(l) the circumstances when benefits may be paid to an eligible

rollover fund, the effect of that payment and the contact

details of the eligible rollover fund;

(m) the amount payable in the event of the RSA holder’s death:

(i) at the end of the reporting period; or

(ii) on the first day of the next reporting period;

or the method by which that amount is worked out;

(n) the amount, or method of working out, of other benefits

including, in particular, disability benefits;

(o) if the RSA provider reduced the RSA holder’s benefits in

connection with payment of a superannuation contributions

surcharge or an advance instalment of surcharge:

(i) the amount deducted; and

(ii) if there is a difference between the amount deducted and

the amount assessed under subsection 15(1) of the

Superannuation Contributions Tax (Assessment and

Collection) Act 1997 or between the amount deducted

and the amount determined under subsection 15(2) of

that Act—a statement explaining the difference;

(p) the net amount of Government co-contribution received

during the reporting period.

(2) A nil amount need not be disclosed.

(3) If, at the end of a reporting period, an RSA has not been in

existence for 5 years, the references in paragraph (1)(h) to 5 years

are taken to be references to the whole period of existence of the

RSA.

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Regulation 7.9.27

242 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.27 Modification of Act: periodic statements for RSA holders

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to an RSA to which this

Subdivision applies as set out in Part 8 of Schedule 10A.

7.9.28 Information for RSA: amount reaches $10 000

For paragraph 1017D(5)(g) of the Act, if the amount of an RSA at

the end of a reporting period is at least $10 000, the periodic

statement for that reporting period must include the following, in

addition to the details mentioned in regulations 7.9.19 and 7.9.22:

(a) a statement of that fact;

(b) a statement that the information contained in the periodic

statement is important and that the notice must be read

carefully;

(c) a statement that outlines the effect of the lower-risk/

lower-return nature of the RSA on possible benefits in the

long term;

(d) a suggestion that the RSA holder may wish to consider:

(i) other superannuation arrangements that may provide a

greater return over the long term; and

(ii) seeking advice on alternative investment strategies that

may be more suitable.

Subdivision 5.4—Periodic statements for retail clients for

financial products that have an investment

component: additional information for

superannuation entities and RSA providers

7.9.29 Application of Subdivision 5.4

This Subdivision applies in relation to a superannuation entity and

an RSA provider.

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Regulation 7.9.30

Corporations Regulations 2001 243

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.30 Additional information for change to choices

(1) For paragraph 1017D(5)(g) of the Act, a periodic statement for a

holder of a financial product must include, if relevant, either of the

following details (in addition to the details mentioned in

regulation 7.9.20 or 7.9.26, as appropriate):

(a) details of:

(i) other investment strategies available to the holder (if

applicable); and

(ii) other contribution levels available to the holder; and

(iii) other insurance coverage available to the holder in

relation to the financial product;

(b) a statement:

(i) that the details in paragraph (a) are available on request

from the responsible person; and

(ii) about how to ask for the details.

(2) The details or statement must relate to:

(a) an interest in the same sub-plan; or

(b) if there is no sub-plan—an interest in the same

superannuation entity or an RSA.

(3) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to a superannuation entity

and an RSA provider as set out in Part 9 of Schedule 10A.

Subdivision 5.4A—Periodic statements for retail clients for

financial products that have an investment

component: additional information for margin

lending facilities

7.9.30A Application of Subdivision 5.4A

(1) This Subdivision applies in relation to the provider of a margin

lending facility within the meaning of subsection 761EA(1) of the

Act.

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Regulation 7.9.30B

244 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) For the purposes of this Subdivision, subsection 1017D(5) of the

Act is modified to omit paragraphs (a) to (f).

Note: Paragraph 1020G(1)(c) of the Act provides that the regulations may

provide that Part 7.9 of the Act applies as if specified provisions were

omitted, modified or varied as specified in the regulations.

7.9.30B Details to be included in periodic statements for margin

lending facilities

For paragraph 1017D(5)(g) of the Act, a periodic statement for a

holder of a financial product must include the following details

about the margin lending facility:

(a) the outstanding loan amount;

(b) the loan credit limit;

(c) the current interest rate, and any changes to the interest rate

since the last statement was provided;

(d) an itemised list of the property by which the credit is secured,

including:

(i) the value of each item used for calculating the current

LVR; and

(ii) the loan to value ratio (if any) of each property item

listed;

(e) a summary of the loan to security ratios, showing separately:

(i) the allowable loan to security ratio; and

(ii) the maximum loan to security ratio, including any

buffer allowed under the terms of the facility; and

(iii) the current LVR;

(f) a summary of all transactions affecting the margin lending

facility during the reporting period.

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Regulation 7.9.31

Corporations Regulations 2001 245

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 5.5—Fund information for retail clients for

financial products that have an investment

component: superannuation

7.9.31 Application of Subdivision 5.5

This Subdivision applies in relation to:

(a) a regulated superannuation fund; and

(b) an approved deposit fund; and

(c) a pooled superannuation trust.

7.9.32 Reporting periods: general

(1) For subsection 1017DA(2) of the Act, fund information as

mentioned in Subdivisions 5.6 and 5.7 must be provided, in

accordance with this regulation, to the product holder in a periodic

statement for each fund reporting period during which the holder

holds the product.

(2) The following provisions apply in relation to fund reporting

periods:

(a) each reporting period lasts for:

(i) a period not exceeding 1 year, fixed by the issuer; or

(ii) a longer period fixed by ASIC on the application of the

issuer to which the period relates;

(b) the first reporting period starts when the holder acquired the

product;

(c) each subsequent reporting period starts at the end of the

preceding reporting period.

(3) The periodic fund statement must be given as soon as practicable

after, and in any event within 6 months after the end of the

reporting period to which it relates.

(4) In relation to a fund reporting period, information required to be

given under Subdivisions 5.5 to 5.7 need only be given to persons

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Regulation 7.9.33

246 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

who are product holders on the day on which the fund report

containing the information is completed.

(5) For subsection 1017DA(2) of the Act, fund information in relation

to a particular product holder that is provided in accordance with

an obligation under section 1017DA of the Act to provide fund

information in accordance with Subdivisions 5.5 to 5.7 need not be

given in respect of the same fund reporting period.

Example: A superannuation fund may choose to report:

(a) some fund information in respect of a 6-month period; and

(b) further fund information, and a periodic report, in respect of a 9-month period; and

(c) the remaining fund information in respect of a 12-month period.

7.9.33 Use of more than 1 document

For subsection 1017DA(2) of the Act, a reference in

Subdivisions 5.5 to 5.7 to a periodic fund report, or fund

information:

(a) includes 2 or more documents that include all of the

information required by those Subdivisions; and

(b) is to be read as if subsections 1013L(1), (2), (3), (5) and (7)

of the Act were included in those Subdivisions, and referred

to a periodic statement instead of a Product Disclosure

Statement.

Subdivision 5.6—Fund information for retail clients for

financial products that have an investment

component: fund information for regulated

superannuation funds and ADFs

7.9.34 Application of Subdivision 5.6

This Subdivision applies in relation to:

(a) a regulated superannuation fund; and

(b) an approved deposit fund.

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Regulation 7.9.35

Corporations Regulations 2001 247

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.35 General requirement

For paragraph 1017DA(1)(a) of the Act, fund information must

include all information that the responsible person reasonably

believes a product holder would reasonably need for the purpose

of:

(a) understanding the management and financial condition of the

fund and of the relevant sub-plan (if any); and

(b) understanding the investment performance of the relevant

sub-plan or, if none, of the fund.

7.9.36 Specific requirements in all cases

For paragraph 1017DA(1)(a) of the Act, fund information must

include all of the following items of information:

(a) the contact details of the fund;

(b) in respect of the relevant sub-plan or, if none, of the fund—a

description of:

(i) the investment strategy of the fund trustee, having

regard to the requirements of paragraph 52(2)(f) of the

SIS Act; and

(ii) the investment objectives.

7.9.37 Specific requirements in particular cases

(1) For paragraph 1017DA(1)(a) of the Act, fund information must

include all of the following, so far as they are applicable:

(a) in respect of the relevant sub-plan or, if none, of the fund—

the names of investment managers appointed by the trustee;

(b) in the case of a standard employer-sponsored fund that is not

a public offer superannuation fund and does not have a

trustee approved under subsection 92(10) of the SIS Act:

(i) if the trustee of the fund is a body corporate, the name

of that body corporate and the names of all its directors

during the whole or any part of the reporting period and,

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Regulation 7.9.37

248 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

in respect of each of those directors, details of how and

by whom they were appointed;

(ii) if the trustees of the fund are individuals, the names of

the trustees of the fund during the whole or any part of

the relevant reporting period and, in respect of each of

those trustees, details of how and by whom they were

appointed;

(c) in the case of a fund other than a fund mentioned in

paragraph (b):

(i) the name of each corporate trustee of the fund during

the relevant reporting period; and

(ii) in respect of the relevant policy committee (if any),

details of the committee (including the names of the

committee members as at the end of that reporting

period and, in respect of each of the members, details of

how and by whom they were appointed);

(d) a statement as to whether or not any indemnity insurance has

been taken out by the trustee;

(e) either:

(i) the audited fund accounts, the auditor’s report and, if

there is a relevant sub-plan, abridged financial

information relating to that sub-plan; or

(ii) each of the following:

(A) abridged financial information relating to the

relevant sub-plan or, if none, to the fund;

(B) information as to when the audited fund

accounts and the auditor’s report will be sent to

members or will be available to members on

request, as the case may be;

(f) in respect of the relevant sub-plan or, if none, of the fund—a

statement of assets as at the end of:

(i) the relevant reporting period; and

(ii) the immediately preceding reporting period;

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Regulation 7.9.37

Corporations Regulations 2001 249

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

that includes all information that the responsible person

reasonably believes a member would reasonably need to

understand the asset allocation at those times;

(g) details of:

(i) each investment that has a value in excess of 5% of the

total assets of the relevant sub-plan or, if none, of the

fund; and

(ii) each combination of investments that the trustee knows

or ought reasonably to know are invested in, directly or

indirectly, a single enterprise or single group of

associated enterprises and that have a combined value in

excess of 5% of the total assets of the relevant sub-plan

or, if none, of the fund;

(h) a statement regarding the funds policy toward the use of

derivative securities;

(i) if the derivatives charge ratio of the fund (as defined in the

SIS Regulations) exceeded 5% at any time during the

reporting period:

(i) the derivatives charge ratio as at the end of the reporting

period; and

(ii) the highest derivatives charge ratio attained during the

reporting period; and

(iii) an explanation of why the derivatives charge ratio

exceeded 5%; and

(iv) an explanation of the meaning of derivatives charge

ratio in, or to the effect of the following:

‘The derivatives charge ratio is the percentage of the

total market value of the assets of the fund (other than

cash) that the trustee has charged as security for

derivatives investments made by the trustee.’;

(k) if the fund maintains reserves—in respect of the relevant

sub-plan or, if none, of the fund, details of movements of

reserves during the most recent reporting periods that, in

total, constitute at least 3 years;

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Regulation 7.9.37

250 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(l) if the net earnings of the fund are allotted to members’

accounts—in respect of the relevant sub-plan or, if none, of

the fund, the manner in which the allotment is made;

(m) if the fund maintains reserves—in respect of the relevant

sub-plan or, if none, of the fund, a description of the

management strategy of the fund trustee in relation to the

reserves, having regard to the requirements of

paragraph 52(2)(g) of the SIS Act;

(n) details of any penalties imposed on the responsible person

under:

(i) section 38A of the SIS Act; or

(ii) section 182 of the RSA Act;

(o) if the fund is:

(i) a defined benefit fund; and

(ii) the contributions paid by the employer-sponsor in the

reporting period are less than the amount that an actuary

has approved as sufficient contributions in that period;

and

(iii) the difference is material;

in respect of the relevant sub-plan or, if none, of the fund—a

statement to the effect that the matters stated in

subparagraphs (ii) and (iii) apply, and statements of:

(iv) the consequences for the fund of the shortfall; and

(v) any action that the trustee has taken, or proposes to take,

in relation to the matter;

(p) the ultimate source (including, for example, the fund’s

reserves, the members’ accounts or the employer) from

which payments in connection with superannuation

contributions surcharges or advance instalments of surcharge

will be drawn;

(q) if there are circumstances in which the trustee would pay the

member’s benefit to an eligible rollover fund:

(i) details of those circumstances; and

(ii) the contact details of the eligible rollover fund; and

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Regulation 7.9.38

Corporations Regulations 2001 251

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) a statement of the effect of the payment of benefits to

the eligible rollover fund.

(2) A nil amount need not be disclosed.

(3) For subparagraph (1)(g)(ii), investments in a trust are taken not to

be invested in the trustee of the trust.

(5) In this regulation:

abridged financial information, in relation to a reporting period of

a fund or a sub-plan, means information derived from the fund’s

accounts or records that gives a reasonable summary of either:

(a) both:

(i) changes in the financial position of the fund or sub-plan

during the reporting period; and

(ii) the financial position of the fund or sub-plan at the end

of the reporting period; or

(b) both:

(i) changes in the net assets of the fund or sub-plan during

the reporting period; and

(ii) the net assets of the fund or the sub-plan at the end of

the reporting period.

7.9.38 Specific information in particular case: self managed

superannuation fund

For subsection 1017DA(1) of the Act, fund information for a self

managed superannuation fund must include only the information

mentioned in paragraph 7.9.37(1)(p).

7.9.39 Benefits determined by life insurance products

(1) Paragraphs 7.9.37(1)(e), (f) and (g) do not apply to funds from

which the benefits paid to each member are wholly determined by

reference to life insurance products.

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Regulation 7.9.40

252 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If:

(a) subregulation (1) does not apply only because shares in the

life insurance company issuing the life insurance products

were acquired because the company was demutualised; and

(b) the shares have been held for not more than 18 months after

the date of acquisition;

paragraphs 7.9.37(1)(e), (f) and (g) do not apply to funds from

which the benefits paid to each individual member would

otherwise be wholly determined by reference to life insurance

products.

(3) If subregulation (1) or (2) applies, the fund information must

include the reason why the information for paragraphs 7.9.37(1)(e),

(f) and (g) has not been given.

Subdivision 5.7—Fund information for retail clients for

financial products that have an investment

component: fund information for pooled

superannuation trusts

7.9.40 Application of Subdivision 5.7

This Subdivision applies in relation to a pooled superannuation

trust.

7.9.41 Specific requirements in all cases

For subsection 1017DA(1) of the Act, fund information must

include the following:

(a) in respect of the pooled superannuation trust—a description

of the investment strategy of the pooled superannuation trust

trustee, having regard to:

(i) the requirements of paragraph 52(2)(f) of the SIS Act;

and

(ii) the investment objectives of the pooled superannuation

trust;

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Regulation 7.9.42

Corporations Regulations 2001 253

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(b) a statement to the effect that other information is available on

request.

7.9.42 Specific requirements in particular cases

(1) For subsection 1017DA(1) of the Act, and subject to

subregulations (2) and (3), fund information must include the

following, so far as they are applicable:

(a) in respect of the pooled superannuation trust—the names of

investment managers appointed by the trustee;

(b) the name of each approved trustee of the pooled

superannuation trust during the relevant reporting period;

(c) either:

(i) the audited accounts of the pooled superannuation trust

and the auditor’s report; or

(ii) each of the following:

(A) abridged financial information relating to the

pooled superannuation trust;

(B) information as to when the audited accounts of

the pooled superannuation trust and the

auditor’s report will be sent to unit-holders or

will be available to unit-holders on request, as

the case may be;

(d) in respect of the pooled superannuation trust—a statement of

assets as at the end of:

(i) the relevant reporting period; and

(ii) the immediately preceding reporting period;

that includes sufficient information to enable unit-holders to

understand the asset allocation at those times;

(e) details of:

(i) each investment that has a value in excess of 5% of the

total assets of the pooled superannuation trust; and

(ii) details of each combination of investments that the

trustee knows or ought reasonably to know are invested,

directly or indirectly, in a single enterprise or single

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Regulation 7.9.42

254 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

group of associated enterprises and that have a

combined value in excess of 5% of the total assets of the

pooled superannuation trust;

(f) in respect of the pooled superannuation trust—the effective

rate of net earnings of the pooled superannuation trust in the

most recent reporting periods that, in total, constitute a period

of at least 3 years;

(g) the information about costs of transactions mentioned in

regulation 7.9.75;

(h) details of any penalties imposed on the trustee under:

(i) section 38A of the SIS Act; or

(ii) section 182 of the RSA Act.

(2) A nil amount need not be disclosed.

(3) For subparagraph (1)(e)(ii), investments in a trust are taken not to

be invested in the trustee of the trust.

(4) In this regulation:

abridged financial information, in relation to a reporting period of

a pooled superannuation trust, means information derived from the

pooled superannuation trust’s accounts that gives a reasonable

summary of:

(a) changes in the pooled superannuation trust’s financial

position during the reporting period; and

(b) the pooled superannuation trust’s financial position at the end

of the reporting period.

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Regulation 7.9.43

Corporations Regulations 2001 255

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 5.8—Ongoing disclosure of material changes and

significant events

7.9.43 Modification of Act: disclosure of material changes and

significant events in relation to superannuation products

and RSA products

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to:

(a) a regulated superannuation fund (other than a self managed

superannuation fund); and

(b) an approved deposit fund (other than an excluded approved

deposit fund); and

(c) a pooled superannuation trust; and

(d) an RSA;

as set out in Part 10 of Schedule 10A.

7.9.44 Benefits to be paid to eligible rollover fund

(1) For subsection 1017DA(1) of the Act, if the benefits of a

superannuation product holder or RSA product holder will be paid

(otherwise than under a payment split) to an eligible rollover fund

unless the holder chooses, within a specified period, another

superannuation entity, an EPSSS or an RSA to which those

benefits will be paid, the responsible person must give a notice to

the product holder within a reasonable period to allow a decision to

be made.

(2) The notice must include:

(a) information about the payment to the eligible rollover fund

that will assist the product holder to decide between having

the benefits paid to that other superannuation entity, the

EPSSS, the RSA or the eligible rollover fund; and

(b) so much of the following information as is relevant:

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256 Corporations Regulations 2001

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(i) an explanation why the product issuer (the transferor)

intends to pay the product holder’s benefits to the

eligible rollover fund if the product holder does not

make the choice within the period;

(ii) a statement of the effect of the payment of benefits to

the eligible rollover fund;

(iii) the contact details of the eligible rollover fund;

(iv) subject to subregulation (3), the amount, of the product

holder’s benefits that will be paid from the transferor;

(v) a statement to the effect that, if the product holder

chooses a superannuation entity, EPSSS or RSA that

refuses to accept the payment of the product holder’s

benefit, or the product holder makes no choice within

the specified period, the responsible person will pay the

product holder’s benefits to the eligible rollover fund.

(3) For subparagraph (2)(b)(iv), the product issuer may inform a

product holder of the approximate amount of the product holder’s

benefits if, at the time the information is to be given, the

responsible person cannot determine the exact amount of the

product holder’s benefits that will be paid from the superannuation

entity or RSA.

(4) This regulation does not require the responsible person of the

transferor to provide information about RSAs, EPSSSs or

superannuation entities other than the eligible rollover fund.

(5) The notice may be given in writing or electronic form.

(6) In this regulation:

responsible person means:

(a) a trustee of a superannuation entity; or

(b) an RSA provider.

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Regulation 7.9.45

Corporations Regulations 2001 257

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Subdivision 5.9—Information on request: members

7.9.45 Regulated superannuation funds, ADFs and pooled

superannuation trusts

(1) This regulation applies in relation to:

(a) a regulated superannuation fund (other than a self managed

superannuation fund); and

(b) an approved deposit fund (other than an excluded approved

deposit fund); and

(c) a pooled superannuation trust.

(2) For paragraph 1017C(5)(a) of the Act, the following are prescribed

documents:

(a) the governing rules of the fund or pooled superannuation

trust;

(b) audited accounts of the fund or pooled superannuation trust,

together with (whether or not specifically requested) the

auditor’s report in relation to the accounts;

(c) for a fund—the most recent actuarial report (as referred to in

regulation 9.30 of the SIS Regulations) on the fund, and any

subsequent written advice by an actuary to the trustee, to the

extent that those documents are relevant to:

(i) the overall financial condition of the fund; or

(ii) the entitlements of a person;

(d) a copy of the fund information given under section 1017DA

of the Act, or Subdivision 2.4.3 of the SIS Regulations, that

was most recently given to the members;

(f) if, for a pooled superannuation trust:

(i) fund information prepared for Subdivision 5.7 of

Division 5; or

(ii) information similar to fund information prepared for the

SIS Regulations;

is relevant to the pooled superannuation trust, the fund

information.

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Regulation 7.9.46

258 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) If the person requesting the information is not a concerned person

or an employer-sponsor, the documents mentioned in

paragraphs (1)(a) and (c) are not prescribed documents.

7.9.46 RSAs

(1) This regulation applies in relation to an RSA.

(2) For paragraph 1017C(5)(a) of the Act, the terms and conditions of

the RSA are a prescribed document.

Subdivision 5.10—Information on request: payments

7.9.47 Modification of Act: charges for information requested

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to a superannuation entity or

an RSA provider as set out in Part 11 of Schedule 10A.

Subdivision 5.11—Information about complaints

7.9.48 Source of power for this Subdivision

This Subdivision is made for section 1017DA of the Act.

7.9.48A Definitions

In this Subdivision:

decision-maker means:

(a) the trustee of a regulated superannuation fund or approved

deposit fund; or

(b) an RSA provider.

eligible person means any of the following:

(a) a beneficiary of a relevant entity;

(b) a former beneficiary of a relevant entity;

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Regulation 7.9.48B

Corporations Regulations 2001 259

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(c) the executor or administrator of the estate of a former

beneficiary of a relevant entity;

(d) for a complaint that relates to the payment of a death

benefit—a person who:

(i) has an interest in the death benefit; or

(ii) claims to be, or to be entitled to death benefits through,

a person mentioned in subparagraph (i).

relevant entity means any of the following:

(a) a regulated superannuation fund;

(b) an approved deposit fund;

(c) an RSA.

7.9.48B Complaints—general

(1) This regulation applies to a decision-maker if:

(a) an eligible person makes a complaint; and

(b) the decision-maker makes a decision in relation to the

complaint in accordance with the relevant entity’s internal

dispute resolution mechanism.

(2) The decision-maker must, within 30 days of making the decision,

inform the eligible person:

(a) of the date of the decision; and

(b) about the external dispute resolution system that covers

complaints by eligible persons; and

(c) about how that system may be accessed.

Example: Information about the Superannuation Complaints Tribunal.

7.9.48C Complaints about benefits other than death benefits—

decision made

(1) This regulation applies to a decision-maker if:

(a) an eligible person makes a complaint; and

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Regulation 7.9.48D

260 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the complaint is not a complaint that relates to the payment

of a death benefit; and

(c) the decision-maker makes a decision in relation to the

complaint in accordance with the relevant entity’s internal

dispute resolution mechanism.

(2) The decision-maker must, within 30 days of making the decision,

inform the eligible person:

(a) that the eligible person may, in writing, request written

reasons for the decision; and

(b) that the reasons mentioned in paragraph (a) must be given:

(i) within 28 days of the eligible person’s request under

paragraph (a); or

(ii) if the Regulator gives the decision-maker an

extension—within the extended period.

7.9.48D Complaints about benefits other than death benefits—no

decision made

(1) This regulation applies to a decision-maker if:

(a) an eligible person makes a complaint; and

(b) the complaint is not a complaint that relates to the payment

of a death benefit; and

(c) the decision-maker has not made a decision in relation to the

complaint.

(2) The decision-maker must, within 45 days of the complaint, inform

the eligible person:

(a) that if the decision is not made within 90 days of the

complaint, the eligible person may, in writing, request

written reasons for the failure to make the decision; and

(b) that the reasons mentioned in paragraph (a) must be given:

(i) within 28 days of the eligible person’s request under

paragraph (a); or

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Regulation 7.9.48A

Corporations Regulations 2001 261

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(ii) if the Regulator gives the decision-maker an

extension—within the extended period.

7.9.48A Definitions

In this Subdivision:

decision-maker means:

(a) the trustee of a regulated superannuation fund or approved

deposit fund; or

(b) an RSA provider.

eligible person means any of the following:

(a) a beneficiary of a relevant entity;

(b) a former beneficiary of a relevant entity;

(c) the executor or administrator of the estate of a former

beneficiary of a relevant entity;

(d) for a complaint that relates to the payment of a death

benefit—a person who:

(i) has an interest in the death benefit; or

(ii) claims to be, or to be entitled to death benefits through,

a person mentioned in subparagraph (i).

relevant entity means any of the following:

(a) a regulated superannuation fund;

(b) an approved deposit fund;

(c) an RSA.

7.9.48B Complaints—general

(1) This regulation applies to a decision-maker if:

(a) an eligible person makes a complaint; and

(b) the decision-maker makes a decision in relation to the

complaint in accordance with the relevant entity’s internal

dispute resolution mechanism.

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Regulation 7.9.49

262 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The decision-maker must, within 30 days of making the decision,

inform the eligible person:

(a) of the date of the decision; and

(b) about the external dispute resolution system that covers

complaints by eligible persons; and

(c) about how that system may be accessed.

Example: Information about the Superannuation Complaints Tribunal.

Subdivision 5.12—Periodic report when product holder ceases

to hold product: superannuation products and RSA

products

7.9.49 Application of Subdivision 5.12

For paragraph 1017D(5)(g) of the Act, this Subdivision applies in

relation to:

(a) superannuation products; and

(b) RSA products.

7.9.50 Exit reporting period

In this Subdivision, exit reporting period, in relation to a person

who ceases to hold a product to which this Subdivision applies,

means the reporting period mentioned in paragraph 1017D(2)(d) of

the Act.

7.9.51 Time for compliance

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to a fund as set out in Part 12

of Schedule 10A.

7.9.52 General requirement

For paragraph 1020G(2)(b) of the Act, subsections 1017D(2) and

(4) of the Act are modified, in its application in relation to a person

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Regulation 7.9.53

Corporations Regulations 2001 263

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

who ceases to hold a superannuation product or an RSA product

(other than a product issued by a capital guaranteed fund) by

requiring the issuer of the product to give all information to:

(a) if the person is alive—the person; or

(b) if the person is deceased—each person receiving a benefit as

a result of the person’s death;

that the trustee reasonably believes such a person would reasonably

need for the purpose of understanding his or her investment in the

financial product.

7.9.53 Information on death of product holder

For paragraph 1017D(5)(g) of the Act, if a person ceases by death

to hold a superannuation product (other than an interest in a pooled

superannuation trust) or an RSA product, the periodic report given

to each person receiving a benefit from the issuer of the product as

a result of the person’s death must include:

(a) a statement setting out details (in summary form) of

arrangements that the issuer has made to deal with inquiries

and information about the dispute resolution system that

covers complaints; or

(b) a statement that the details are available on request.

7.9.54 Specific requirements in all cases

For paragraph 1017D(5)(g) of the Act, if a reporting period is the

exit reporting period, the issuer of a superannuation product (other

than the trustee of a self managed superannuation fund or pooled

superannuation trust) must include in the periodic report given to a

person who ceases, otherwise than by death to hold the product:

(a) the information mentioned in regulation 7.9.19; and

(b) in relation to a death or disability benefit that ceases or

reduces, because the person has ceased to hold the product:

(i) either:

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Regulation 7.9.55

264 Corporations Regulations 2001

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(A) the amount of the death or disability benefit

immediately before the person ceased to hold

the product or at the end of the last reporting

period; or

(B) the method of working out the death or

disability benefit; and

(ii) whether a continuation option is available to the person

and, if it is, details of the option, a contact person who is

available to discuss the option and a telephone number

for the contact person.

7.9.55 Specific requirements in particular cases

(1) For paragraph 1017D(5)(g) of the Act, if a reporting period is the

exit reporting period, the issuer of a superannuation product (other

than the trustee of a self managed superannuation fund or pooled

superannuation trust) must include in the periodic report given to a

person who ceases, otherwise than by death to hold the product, the

information mentioned in regulation 7.9.20.

(2) A nil amount need not be disclosed.

7.9.56 Exceptions to exit reporting period provisions:

superannuation products and RSA products

This Subdivision does not apply in relation to a superannuation

product holder who has been provided with the relevant

information in the circumstances described in Part 13 of

Schedule 10A.

7.9.57 Exception—members subject to compulsory protection of

small amounts

For paragraph 1017D(5)(g) of the Act, if a protected holder of a

superannuation product or RSA product ceases to hold the product,

a periodic statement must include the following information for the

exit reporting period:

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Regulation 7.9.58

Corporations Regulations 2001 265

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(a) the contact details of the product provider;

(b) the amount of the product holder’s withdrawal benefit;

(c) the amount of any deduction, from the product holder’s

benefits, in connection with payment of a superannuation

contributions surcharge, or an advance instalment of

surcharge, during the exit reporting period;

(d) if there is a difference between the amount deducted and the

amount assessed under subsection 15(1) of the

Superannuation Contributions Tax (Assessment and

Collection) Act 1997, or between the amount deducted and

the amount determined under subsection 15(2) of that Act—a

statement explaining the difference;

(e) for a superannuation product provided by an unfunded

defined benefits fund—details of the surcharge debt account

kept by the issuer, under subsection 16(2) of the

Superannuation Contributions Tax (Assessment and

Collection) Act 1997, for the holder including:

(i) the balance of the account at the start of the exit

reporting period; and

(ii) the amount debited to the account during the exit

reporting period for superannuation contributions

surcharge that is assessed, by the Commissioner of

Taxation, to be payable on the member’s surchargeable

contributions; and

(iii) the amount of interest debited to the account, under

subsection 16(4) of that Act, during the exit reporting

period; and

(iv) the balance of the account at the end of the exit

reporting period.

7.9.58 Information to be given in cases other than death of RSA

holder

(1) For paragraph 1017D(5)(g) of the Act, if a reporting period for an

RSA is the exit reporting period to which paragraph 1017D(2)(d)

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Regulation 7.9.59

266 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

of the Act applies for an RSA holder who ceases to be an RSA

holder, otherwise than by death:

(a) the RSA provider must give the RSA holder the information

mentioned in regulation 7.9.19; and

(b) regulation 7.9.22 does not apply.

(2) A nil amount need not be disclosed.

7.9.59 Information to be given where applicable

(1) For paragraph 1017D(5)(g) of the Act, if a reporting period for an

RSA is the exit reporting period to which paragraph 1017D(2)(d)

of the Act applies for an RSA holder who ceases to be an RSA

holder, otherwise than by death, the RSA provider must give the

RSA holder:

(a) the information mentioned in regulation 7.9.26 (other than

paragraphs 7.9.26(1)(h), (i), (l) and (m); and

(b) in the case of a death benefit that ceases or reduces, or will

cease or reduce, because the person has closed the RSA:

(i) either:

(A) the amount of the death benefit immediately

before the person closed the RSA or at the end

of the last RSA holder reporting period; or

(B) the method of working out the death benefit;

and

(ii) whether a continuation option for insurance cover is

available to the person and, if it is, details of the option,

a contact person who is available to discuss the option

and a telephone number for the contact person.

(2) A nil amount need not be disclosed.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Ongoing requirements for product disclosure after person becomes a member Division

5

Regulation 7.9.60

Corporations Regulations 2001 267

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.60 Modification of Act: exceptions to exit reporting period

provisions

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to an RSA as set out in

Part 13 of Schedule 10A.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5AA General requirements for financial disclosure

Regulation 7.9.60A

268 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5AA—General requirements for financial

disclosure

7.9.60A Modification of Act: disclosure

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to the obligation to give

information about financial products as set out in Part 14 of

Schedule 10A.

7.9.60B Disclosure of transactions in periodic statements

(1) This regulation applies to the following periodic statements:

(a) for a financial product other than a superannuation product, a

managed investment product or an investment life insurance

product—a periodic statement in relation to a reporting

period commencing on or after 1 July 2005;

(b) for a superannuation product:

(i) if the periodic statement is not an exit statement—a

periodic statement in relation to a reporting period

commencing on or after 1 July 2005; and

(ii) if the periodic statement is an exit statement—a periodic

statement issued on or after 1 July 2006;

(c) for a managed investment product:

(i) if the periodic statement is not an exit statement—a

periodic statement in relation to a reporting period

commencing on or after 1 July 2006; and

(ii) if the periodic statement is an exit statement—a periodic

statement issued on or after 1 July 2007;

(d) for an investment life insurance product:

(i) if the periodic statement is not an exit statement—a

periodic statement in relation to a reporting period

commencing on or after 1 July 2005; and

(ii) if the periodic statement is an exit statement—a periodic

statement issued on or after 1 July 2006.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

General requirements for financial disclosure Division 5AA

Regulation 7.9.60B

Corporations Regulations 2001 269

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) For paragraph 1017D(5)(c) of the Act, the periodic statement must

include a brief description of each transaction in relation to the

product during the reporting period.

(3) The amount of a transaction must include, if applicable:

(a) GST; and

(b) stamp duty; and

(c) income tax, after deductions have been taken into account.

(4) The description of a contribution paid into a superannuation

account must be sufficient to identify the source of the

contribution, if that information has been recorded by the fund.

(5) A transaction (other than a contribution) of the same kind as

another transaction may be described with the other transaction in a

single item in the periodic statement if:

(a) it is practicable to do so; and

(b) the items are described together on a consistent basis in the

periodic statement.

Example: If a member incurs a weekly management cost, the transactions may

be grouped consistently on a monthly basis in the member’s periodic

statement.

(6) For a superannuation product or a managed investment product, the

only fees and costs that need to be itemised in a periodic statement

are the fees and costs shown in the fees and costs template for a

Product Disclosure Statement in Part 2 of Schedule 10.

(7) The fees and costs mentioned in subsection (6) must be described

using the terms used in the template.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5AB Short-Form Product Disclosure Statements

Regulation 7.9.61AA

270 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5AB—Short-Form Product Disclosure Statements

7.9.61AA Modification of the Act: Short-Form Product Disclosure

Statements

Definition of Short-Form Product Disclosure Statement

(1) For the provisions of the Act set out in column 2 of the following

table, the Parts of the Act specified in column 3 apply as if

section 761A of the Act were modified by inserting after the

definition of self-managed superannuation fund the following

definition:

Short-Form Product Disclosure Statement, or Short-Form PDS,

means a short-form Product Disclosure Statement that complies

with the requirements of Division 3A of Part 7.9.”

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 951C(1)(c) Part 7.7

2 paragraph 992C(1)(c) Part 7.8

3 paragraph 1020G(1)(c) Part 7.9

Definition of Supplementary Short-Form Product Disclosure

Statement

(2) For the provisions of the Act set out in column 2 of the following

table, the Parts of the Act specified in column 3 apply as if

section 761A of the Act were modified by inserting after the

definition of Supplementary Product Disclosure Statement the

following definition:

Supplementary Short-Form Product Disclosure Statement, or

Supplementary Short-Form PDS, has the meaning given by

section 1017L.”

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Short-Form Product Disclosure Statements Division 5AB

Regulation 7.9.61AA

Corporations Regulations 2001 271

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 951C(1)(c) Part 7.7

2 paragraph 992C(1)(c) Part 7.8

3 paragraph 1020G(1)(c) Part 7.9

Further modifications in Schedule 10BA

(3) For paragraph 951C(1)(c) of the Act, Part 7.7 of the Act is

modified in its application in relation to Short-Form Product

Disclosure Statements as set out in Schedule 10BA.

(4) For paragraph 992C(1)(c) of the Act, Part 7.8 of the Act is

modified in its application to Short-Form Product Disclosure

Statements as set out in Schedule 10BA.

(5) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application to Short-Form Product Disclosure

Statements as set out in Schedule 10BA.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5A Dealing with money received for financial product before the product is

issued

Regulation 7.9.61A

272 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5A—Dealing with money received for financial

product before the product is issued

7.9.61A Lost application money

(1) This regulation applies if:

(a) a product provider is not able to return money in compliance

with subsection 1017E(4) of the Act; and

(b) the product provider is not able to issue or transfer a financial

product to, or in accordance with the instructions of, the

person who paid that money in compliance with

subsection 1017E(4); and

(c) the money is to be transferred to ASIC to be dealt with under

Part 9.7 of the Act.

(2) This regulation also applies if:

(a) money is taken out of an account mentioned in

subsection 1017E(2) of the Act by a product provider for the

purpose of returning it to the person by whom it was paid in

compliance with paragraph 1017E(3)(a); and

(b) the product provider is not able to return the money in

compliance with subsection 1017E(4).

(3) For paragraph 1017E(3)(d) of the Act, the situations mentioned in

subregulations (1) and (2) are situations in which money may be

taken out of an account mentioned in section 1017E.

(4) For paragraph 1017E(4)(c) of the Act, the product provider must,

after taking the money out of the account:

(a) transfer the money to ASIC to be dealt with under Part 9.7 of

the Act; and

(b) give ASIC any information in the possession of the product

provider that could reasonably assist ASIC to assess a claim

by a person that the person is entitled to the money.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Dealing with money received for financial product before the product is issued

Division 5A

Regulation 7.9.61B

Corporations Regulations 2001 273

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.61B Issue of substitute insurance product

(1) This regulation applies if:

(a) money is paid to acquire an insurance product (the new

product); and

(b) the product provider issues another product (the other

product) which is the same as the new product except for the

date on which it ceases to have effect; and

(c) the product provider has not issued the new product.

(2) For paragraph 1017E(3)(d) of the Act, the situation mentioned in

subregulation (1) is a situation in which money may be taken out of

an account mentioned in section 1017E.

(3) For paragraph 1017E(4)(c) of the Act, the product provider must,

after taking the money out of the account:

(a) issue the new product before the date on which the other

product ceases to have effect; or

(b) return the money to the person by whom it was paid before

the date on which the other product ceases to have effect.

7.9.61C Cheques

For paragraph 1020G(1)(c) of the Act, Part 7.9 applies as if

section 1017E of the Act were modified by adding, after

subsection 1017E(6):

‘(7) For this section, if a payment is made by cheque, the

payment is taken to have been paid to, and received by, the

product provider when the cheque is honoured.’.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5B Confirming transactions

Regulation 7.9.61D

274 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5B—Confirming transactions

7.9.61D Transactions involving superannuation products

(1) For paragraph 1020G(1)(c) of the Act, this regulation applies in

relation to the following financial products:

(a) an interest in a regulated superannuation fund that is not a

public offer superannuation fund;

(b) an RSA product that has been issued to the product holder

because of the operation of subsection 52(4) of the RSA Act;

(c) an interest in an eligible rollover fund of which the product

holder became a member under section 243 of the SIS Act;

(d) an interest in an eligible rollover fund of which the product

holder became a member in the circumstances mentioned in

section 89 of the RSA Act;

(e) an interest in a public offer superannuation fund that is not a

successor fund if:

(i) the product holder is a standard employer-sponsored

member of the fund; or

(ii) the product holder is a person who became a member of

the fund in the circumstances mentioned in

regulation 7.9.06B.

(2) Part 7.9 of the Act applies in relation to the financial products as if

the following subsection were inserted after subsection 1017F(5A)

of the Act:

‘(5B) For a financial product mentioned in regulation 7.9.61D of

the Corporations Regulations 2001:

(a) subsection (5A) does not apply if the responsible person

in relation to a transaction involving the financial

product provides the holder of the financial product with

a facility that is able to be accessed by the holder:

(i) by phone; or

(ii) by writing; or

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Confirming transactions Division 5B

Regulation 7.9.61D

Corporations Regulations 2001 275

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) by another method that the responsible person

knows, or reasonably believes, that the product

holder is able to use; and

(b) confirmation may be provided by means of the facility

mentioned in paragraph (a).’.

(3) Part 7.9 of the Act applies in relation to the financial products as if

paragraph 1017F(6)(a) of the Act were replaced by the following

paragraph:

‘(a) must be:

(i) by telephone; or

(ii) by writing; or

(iii) by another method that the responsible person

knows, or reasonably believes, that the product

holder is able to use; and’.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 5C CGS depository interests

Regulation 7.9.61E

276 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5C—CGS depository interests

7.9.61E CGS depository interest information website

(1) This regulation is made for section 1020AH of the Act.

(2) The CGS depository interest information website is the website at

www.australiangovernmentbonds.gov.au.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Confirmation of transactions Division 6

Regulation 7.9.62

Corporations Regulations 2001 277

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—Confirmation of transactions

7.9.62 Confirmation of transaction: superannuation products and

RSAs

(1) For paragraph 1017F(4)(e) of the Act, a transaction is not required

to be confirmed by the trustee of a superannuation fund, an ADF or

pooled superannuation trust if:

(a) the transaction relates to the termination of a superannuation

product; and

(b) the trustee has provided information in accordance with

section 1017D of the Act and Subdivision 5.12 of these

Regulations about having left the superannuation fund, ADF

or pooled superannuation trust.

(1A) For paragraph 1017F(4)(e) of the Act, a transaction is not required

to be confirmed by the trustee of a superannuation fund if the

transaction relates to a superannuation product provided by a self

managed superannuation fund.

(2) For paragraph 1017F(4)(e) of the Act, a transaction is not required

to be confirmed to the product holder by an RSA provider if:

(a) the transaction relates to an RSA; and

(b) the trustee has provided information in accordance with

section 1017D of the Act and Subdivision 5.12 of these

Regulations about closing the RSA.

(3) For paragraph 1017F(4)(e) of the Act, the following transactions in

relation to a financial product are not required to be confirmed:

(a) debiting for fees, taxes or charges in respect of the financial

product or other transactions involving the financial product;

(b) debiting for charges or duties on deposits into, or

withdrawals from, the financial product that are payable

under a law of the Commonwealth or of a State or Territory;

(c) debiting an amount from a basic deposit product or an FHSA

product if:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 6 Confirmation of transactions

Regulation 7.9.62

278 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the holder of the product has been given a periodic

statement under section 1017D of the Act not later than

6 months after the transaction occurs; and

(ii) the periodic statement contains the information about

the transaction that is required by that section;

(d) crediting an amount to a basic deposit product or an FHSA

product if:

(i) the holder of the product has been given a periodic

statement under section 1017D of the Act not later than

6 months after the transaction occurs; and

(ii) the periodic statement contains the information about

the transaction that is required by that section.

(4) For paragraph 1017F(4)(e) of the Act, the following transactions in

relation to a financial product are not required to be confirmed:

(a) a transaction that is required or authorised by a law of the

Commonwealth or of a State or Territory;

(b) a transaction:

(i) consisting solely of an additional contribution towards

the financial product; and

(ii) in relation to which the holder has agreed to the timing

and amount, or method of calculating the amount, of the

additional contribution;

(c) a transaction:

(i) consisting solely of a withdrawal from the financial

product; and

(ii) in relation to which the holder has agreed to the timing

and amount, or method of calculating the amount, of the

withdrawal;

(d) a transaction:

(i) consisting solely of the acquisition of managed

investment products; and

(ii) in relation to which the holder has agreed to the timing

and amount, or method of calculating the amount, of the

acquisition; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Confirmation of transactions Division 6

Regulation 7.9.62

Corporations Regulations 2001 279

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) in relation to which the holder of the managed

investment products, before agreeing to the acquisition,

already held or had agreed to acquire managed

investment products that were interests in the same

registered managed investment scheme as the managed

investment products that are to be acquired under the

agreement;

(e) a transaction that relates to:

(i) a superannuation product or an RSA product; and

(ii) a superannuation surcharge liability for a product holder

arising under section 10 of the Superannuation

Contribution Tax (Assessment and Collections) Act

1997;

(f) the acceptance or settlement of a claim relating to an

insurance product;

(g) a transaction consisting of:

(i) the generating by a financial product of a financial

return or other benefit for the holder of the product; or

(ii) the payment to that holder of that return or other benefit,

if the holder has agreed to the method by which the

payment will be made; or

(iii) crediting negative interest to a member’s notional

account in a superannuation fund, ADF or pooled

superannuation trust account;

(h) a transaction that relates to:

(i) a superannuation product or an RSA product; and

(ii) a Government co-contribution arising under section 6 of

the Superannuation (Government Co-contribution for

Low Income Earners) Act 2003.

(5) For paragraph 1017F(4)(e) of the Act, a transaction in relation to a

financial product is not required to be confirmed if:

(a) the transaction is debiting an amount from a basic deposit

product in the circumstances in paragraph (3)(c); and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 6 Confirmation of transactions

Regulation 7.9.63

280 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the transaction involves the use of a facility for making

non-cash payments that is linked to the basic deposit product;

and

(c) the amount is debited from the basic deposit product for the

purpose of making a payment.

(6) For paragraph 1017F(4)(e) of the Act, a transaction in relation to a

financial product is not required to be confirmed if:

(a) the transaction is crediting an amount to a credit facility; and

(b) the transaction involves the use of a facility for making

non-cash payments that is linked to the credit facility; and

(c) the amount is credited to the credit facility for the purpose of

making a payment.

7.9.63 Confirmation of transactions: precise costs of transaction not

known

(1) For subparagraph 1017F(8)(c)(iii) of the Act, the confirmation of a

transaction of a financial product is not required to include details

of the amount payable by the holder of the financial product if the

amount is not known at the time of the confirmation.

(2) For subparagraph 1017F(8)(c)(iv) of the Act, the confirmation of a

transaction of a financial product is not required to give details of

the taxes and stamp duties payable in relation to the transaction if

the amount of the taxes and stamp duties is not known at the time

of the confirmation.

(3) For paragraph 1017F(9)(c) of the Act, section 1017F of the Act is

modified in relation to its application to a transaction of a financial

product as set out in Part 15 of Schedule 10A.

7.9.63A Persons who must confirm transactions

(1) For paragraph 1017F(9)(a) of the Act, this regulation modifies

subsection 1017F(2) of the Act to change the person required to

provide confirmation of a transaction.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Confirmation of transactions Division 6

Regulation 7.9.63A

Corporations Regulations 2001 281

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A transaction:

(a) that is not the issue of a financial product (other than a

derivative that is not a warrant); and

(b) in which a financial services licensee deals in the financial

product on behalf of the holder of the financial product; and

(c) by which the holder acquires or disposes of all or part of the

financial product;

must be confirmed by the financial services licensee.

(3) A transaction:

(a) to which subregulation (2) does not apply; and

(b) by which a financial product is issued to a holder;

must be confirmed by the issuer of the financial product.

(4) A transaction:

(a) that is a sale pursuant to an offer to which section 1012C of

the Act applies; and

(b) to which subregulation (2) does not apply; and

(c) by which a holder acquires a financial product;

must be confirmed by the seller of the financial product.

(5) A transaction:

(a) to which subregulation (2) does not apply; and

(b) by which the holder of the financial product disposes of all or

part of the financial product to the issuer of the financial

product;

must be confirmed by the issuer of the financial product.

(6) A transaction that:

(a) relates to a financial product held by a particular holder; and

(b) occurs while that holder holds the financial product; and

(c) is not the acquisition or a disposal of all or part of the

financial product;

must be confirmed by the issuer of the financial product.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 6 Confirmation of transactions

Regulation 7.9.63B

282 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.63B Content of confirmation of transactions—general

(1) For paragraph 1017F(8)(d) of the Act, this regulation applies in

relation to a transaction that is the acquisition or disposal of a

financial product.

(2) The confirmation of the transaction must identify:

(a) the financial product; and

(b) the number or amount of financial products that are the

subject of the transaction.

(3) If the transaction takes place in the ordinary course of business on

a licensed market, the confirmation of the transaction must also

identify each licensed market of which the responsible person is a

participant.

(4) If the responsible person is dealing on their own behalf with a

person who is not a financial services licensee, the confirmation of

the transaction must also state that the responsible person is dealing

in that way.

(5) Subregulation (4) does not apply if:

(a) the transaction is the issue of a product; and

(b) the responsible person is the product issuer.

(6) If:

(a) the financial product is able to be traded on a market in

which the responsible person is a participant; and

(b) the transaction did not take place in the ordinary course of

business on a licensed market in which the responsible

person is a participant;

the confirmation of the transaction must also include a statement to

that effect.

(7) If the transaction took place on-market, the confirmation of the

transaction must also include the name by which that market is

generally known.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Confirmation of transactions Division 6

Regulation 7.9.63C

Corporations Regulations 2001 283

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(8) If the transaction involves more than one financial product, the

confirmation of the transaction must also include the price per unit

of the financial products.

(9) For paragraph 1017F(9)(c) of the Act, paragraph 1017F(8)(a) of

the Act is modified in its application to a transaction involving a

basic deposit product (other than an acquisition or disposal of the

product) by omitting ‘and the holder’.

7.9.63C Confirmation of transaction—multiple transactions

(1) For paragraph 1017F(9)(b) of the Act, subregulation (2) applies in

relation to a transaction if:

(a) the responsible person is a participant of a licensed market;

and

(b) the participant has complied with all of the participant’s

obligations in relation to the transaction under the market

integrity rules and the operating rules of the licensed market;

and

(c) the transaction forms part of a series of transactions made to

complete an order placed with a financial services licensee;

and

(d) the holder of the product has given to the financial services

licensee, in relation to that order or all orders (or all orders

included in a class in which that order is included) placed

with the financial services licensee by the holder, prior

authorisation to give to the client a single confirmation in

respect of a series of transactions carried out under the order

instead of an individual confirmation in respect of each

transaction in the series.

(2) Subsection 1017F(5) of the Act is taken to be satisfied if, in respect

of the transaction:

(a) the financial services licensee gives to the holder a single

confirmation in respect of the series of transactions in which

the transaction is included that:

(i) is in accordance with the authorisation; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 6 Confirmation of transactions

Regulation 7.9.63C

284 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) subject to subregulation (4), complies with the Act; and

(b) the confirmation is given:

(i) as soon as practicable; or

(ii) otherwise as permitted by the market integrity rules or

the operating rules of that licensed market.

(3) For paragraph 1017F(9)(c) of the Act, subregulation (4) applies in

relation to a transaction if:

(a) the responsible person is a participant of a licensed market;

and

(b) the participant has complied with all of the participant’s

obligations in relation to the transaction under the market

integrity rules and the operating rules of the licensed market;

and

(c) the transaction forms part of a series of transactions made to

complete an order placed with a financial services licensee;

and

(d) the holder of the product has given to the financial services

licensee, in relation to that order or all orders (or all orders

included in a class in which that order is included) placed

with the financial services licensee by the holder, prior

authorisation to give to the client a single confirmation in

respect of the series of transactions that specifies the average

price per unit of financial products acquired or disposed of in

the series of transactions, instead of an individual

confirmation in respect of each transaction in the series, that

specifies the price per unit of the financial products acquired

or disposed of in the transaction to which each confirmation

relates.

(4) Subregulation 7.9.63B(7) is taken to be satisfied if, in respect of

the transaction:

(a) the financial services licensee gives the confirmation to the

holder in accordance with the authorisation; and

(b) unless otherwise provided by the market integrity rules or the

operating rules of the licensed market, the financial services

licensee, if requested to do so by the client, also gives to the

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Financial services and markets Chapter 7

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Confirmation of transactions Division 6

Regulation 7.9.63D

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holder a document that specifies the price per unit of the

financial products sold or bought in each transaction in the

series.

(5) For this regulation, an authorisation given by a person to a

financial services licensee:

(a) must be given orally, or in writing, by the person; and

(b) is effective until it is revoked, either orally or in writing, by

the person.

(6) If a person gives an oral authorisation to a financial services

licensee, or revokes an authorisation orally, the financial services

licensee must:

(a) make a written record of the authorisation or revocation; and

(b) send a copy of the written record to the person.

(7) In this regulation:

order means an instruction, or a series of instructions, to acquire or

dispose of financial products.

7.9.63D Confirmation of transaction—information about cooling-off

period

(1) For paragraph 1017F(8)(d) of the Act, this regulation applies in

relation to a transaction:

(a) that is the acquisition of a financial product to which:

(i) regulation 7.9.14, 7.9.66 or 7.9.68 applies; and

(ii) to which regulation 7.9.64 does not apply; or

(b) relating to an RSA product to which subsection 1012I(2) of

the Act applies, other than:

(i) an acquisition to which subsection 52(5) of the RSA Act

applies; or

(ii) a transaction in which the product holder disposes of the

holder’s interest in the product before the time that

confirmation of the acquisition is required under

section 1017F of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 6 Confirmation of transactions

Regulation 7.9.63E

286 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The confirmation of the transaction must identify information

about any cooling-off regime that applies in respect of acquisitions

of the product (whether the regime is provided for by a law or

otherwise).

7.9.63E Confirmation of transaction—facility that provides written

confirmation

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

to all financial products and transactions as if subsection 1017F(5)

of the Act were modified by omitting:

‘An arrangement under which the holder may request or

require another person to provide a confirmation does not

count as a facility that satisfies paragraph (b).’

and inserting:

‘An arrangement under which the holder may request or

require another person (other than the responsible person or a

person acting on behalf of the responsible person) to provide

a confirmation does not count as a facility that satisfies

paragraph (b).’.

7.9.63F Confirmation of transaction—acquisition of financial

product

(1) For subparagraph 1017F(8)(c)(iii) of the Act, this regulation

applies in relation to the confirmation of a transaction that is the

acquisition of a financial product.

(2) The details of the transaction relating to the amount paid or

payable by the holder in relation to the transaction need include

only the amount the holder is required to pay to acquire the

product.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Confirmation of transactions Division 6

Regulation 7.9.63G

Corporations Regulations 2001 287

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.63G Confirmation of transaction—disposal of financial product

(1) For paragraph 1017F(8)(d) of the Act, this regulation applies in

relation to the confirmation of a transaction that is the disposal of a

financial product.

(2) The confirmation must include the amount paid or payable to the

holder as a result of the disposal.

7.9.63H Certain product issuers and regulated persons must meet

appropriate dispute resolution requirements—self

managed superannuation funds

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

in relation to a self managed superannuation fund as if

section 1017G of the Act were omitted.

7.9.63I Confirmation of transaction in electronic form

(1) For subparagraph 1017F(6)(a)(ii) of the Act, a confirmation of a

transaction that is to be given in electronic form must, as far as

practicable, be presented in a way that will allow the person to

whom it is given to keep a copy of it so that the person can have

ready access to it in the future.

(2) A confirmation of a transaction that is to be given in electronic

form must be presented in a way that clearly identifies the

information that is part of the confirmation.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 7 Cooling-off periods

Regulation 7.9.64

288 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 7—Cooling-off periods

7.9.64 Cooling-off periods not to apply

(1) For paragraph 1019A(2)(a) of the Act, the following subclasses of

financial products are excluded from paragraph 1019A(1)(a) of the

Act:

(a) a financial product offered or issued under a distribution

reinvestment plan or switching facility;

(b) a financial product the acquisition of which is an additional

contribution made under an existing agreement or contract;

(c) a financial product issued as consideration for an offer made

under a takeover bid under Chapter 6 of the Act;

(d) an interim contract of insurance within the meaning of

subsection 11(2) of the Insurance Contracts Act 1984;

(e) a managed investment product that is not liquid in

accordance with section 601KA of the Act at the time the

managed investment product is issued;

(f) a superannuation product that is issued in relation to a

superannuation entity that is not a public offer

superannuation entity, other than;

(i) a superannuation product taken to be issued because of

regulation 7.1.04E; or

(ii) an annuity or pension taken to be issued because of

subregulation 7.9.02(4);

(fa) a superannuation product that is issued in relation to:

(i) a public offer superannuation entity mentioned in

paragraph 7.6.01(1)(b), (c) or (d); or

(ii) a public offer superannuation entity that is a successor

fund in relation to the transfer of benefits to that fund;

or

(iii) a public offer superannuation entity that is an eligible

rollover fund and in relation to which the

superannuation product is issued pursuant to Part 24 of

the SIS Act or Part 9 of the RSA Act;

Federal Register of Legislative Instruments F2015C00303

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Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Cooling-off periods Division 7

Regulation 7.9.64A

Corporations Regulations 2001 289

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(fb) a superannuation product that is a pension issued by a

superannuation fund the rules of which do not allow a

member to receive accumulated benefits in a form other than

a pension from that fund;

(g) a risk insurance product that is:

(i) of less than 12 months duration; and

(ii) a renewal of an existing product on the terms and

conditions to which the product is currently subject;

(h) a managed investment product in relation to which

subsection 1016D(1) of the Act applies;

(i) a managed investment product:

(i) to which Chapter 6D of the old Corporations Act

applied; and

(ii) that was listed before the FSR commencement.

(2) For paragraph 1020G(1)(a) of the Act, a reference in

paragraph 1019A(3)(a) of the Act to a client does not include a

person who holds a superannuation product as a standard

employer-sponsor member.

7.9.64A Notification of exercise of right of return—risk insurance

products

For paragraph 1019B(2)(c) of the Act, a right of return may be

exercised in relation to a risk insurance product by notifying the

responsible person in a way permitted by the responsible person.

7.9.65 Return of financial product: general

(1) For subsection 1019B(5A) of the Act, the right to return the risk

insurance product for an event that will start and end within the 14

day period mentioned in subsection 1019B(3) of the Act (and to

have money paid to acquire the risk insurance product repaid)

cannot be exercised at any time after the end of the period starting

when the risk insurance product was provided and ending on the

earlier of:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 7 Cooling-off periods

Regulation 7.9.65A

290 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the 14-day period mentioned in subsection 1019B(3) of the

Act; and

(b) the start of the event.

Example: Short-term travel insurance.

(1A) For subsection 1019B(5A) of the Act, if:

(a) a person acquires an interest in a managed investment

scheme; and

(b) the interest is a managed investment product; and

(c) the person acquires one or more other interests in that

managed investment scheme in the course of the same

transaction;

the person cannot exercise a right to return the product otherwise

than by returning all of those interests.

(2) In this regulation:

event means the commencement of the process in relation to which

the risk insurance product was entered into.

Examples:

1 For insurance on household goods during removal, the

commencement of loading a transportation vehicle is the event.

2 For travel insurance, the commencement of the journey is the event.

7.9.65A Return of financial product: first home saver accounts

(1) For subsection 1019B(2) of the Act, this regulation applies in

relation to an FHSA.

(2) If the FHSA holder has never held another FHSA, it is a

requirement of the exercise of the right to return the FHSA in

circumstances in which the moneys paid to acquire the FHSA are

subject to payment restrictions that:

(a) the FHSA holder must:

(i) notify the FHSA provider, in writing, that the FHSA

holder wishes to exercise the right to return the FHSA;

and

Federal Register of Legislative Instruments F2015C00303

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Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Cooling-off periods Division 7

Regulation 7.9.66

Corporations Regulations 2001 291

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(ii) ask the FHSA provider to pay the entire balance of the

FHSA to the FHSA holder; and

(iii) give the FHSA provider a written declaration that the

FHSA holder has never previously held an FHSA; or

(b) the FHSA holder must:

(i) notify the FHSA provider, in writing, that the FHSA

holder wishes to exercise the right to return the FHSA;

and

(ii) no later than 1 month after notifying the FHSA

provider, ask the FHSA provider to pay the entire

balance of the FHSA to another FHSA nominated in the

request.

(3) If the FHSA holder has held another FHSA, it is a requirement of

the exercise of the right to return the FHSA in circumstances in

which the moneys paid to acquire the FHSA are subject to payment

restrictions that the FHSA holder must:

(a) notify the FHSA provider, in writing, that the FHSA holder

wishes to exercise the right to return the FHSA; and

(b) no later than 1 month after notifying the FHSA provider, ask

the FHSA provider to pay the entire balance of the FHSA to

another FHSA nominated in the request.

7.9.66 Return of financial product: superannuation and RSAs

(2) For subsection 1019B(2) of the Act, it is a requirement of the

exercise of the right to return a superannuation product or RSA

product that, if the money to be repaid includes:

(a) restricted non-preserved benefits within the meaning of the

SIS Regulations; or

(b) preserved benefits within the meaning of the SIS

Regulations;

the holder of the product must nominate a superannuation entity or

RSA into which the money representing restricted non-preserved

benefits or preserved benefits is to be repaid.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 7 Cooling-off periods

Regulation 7.9.67

292 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) The right of return is taken to have been exercised only on receipt

by the responsible person of the nomination.

(4) The holder must make the nomination not later than 1 month after

notifying the responsible person of the right to exercise the right of

return.

(5) The holder must notify the responsible person in writing or by

electronic means.

(6) For subsection 1019B(7) of the Act, if:

(a) a holder nominates a superannuation entity or RSA; and

(b) the superannuation entity or RSA does not accept the

nomination;

the responsible person may rollover or transfer the holder’s

benefits to an eligible rollover fund.

(7) For subsection 1019B(7) of the Act, if the right of return is

exercised, the responsible person must return the money as

directed.

7.9.67 Variation of amount to be repaid

(1) For subsection 1019B(8) of the Act, the amount to be repaid on an

exercise of the right to return a financial product is to be varied in

accordance with this regulation.

Investment-linked product

(2) If:

(a) the financial product is:

(i) an investment-linked product within the meaning of the

Insurance Contracts Act 1984; or

(ii) a managed investment product; or

(iii) a superannuation product (subject to the governing rules

of the issuer of the superannuation product relevant to

the redemption of superannuation interests); and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

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products Part 7.9

Cooling-off periods Division 7

Regulation 7.9.67

Corporations Regulations 2001 293

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) on the day on which the responsible person receives

notification from the product holder exercising the holder’s

right to return, the amount that would have been the price at

which the product was acquired (the allocation price) if the

product had been acquired on that day is less than the

allocation price on the day on which the product was

acquired;

the amount that would otherwise be repaid may be reduced by the

adjustment amount.

(3) If:

(a) the financial product is:

(i) an investment-linked product within the meaning given

by the Insurance Contracts Act 1984; or

(ii) a managed investment product; or

(iii) a superannuation product; and

(b) on the day on which the responsible person receives

notification from the product holder exercising the holder’s

right to return, the amount that would have been the price at

which the product was acquired (the allocation price) if the

product had been acquired on that day is greater than the

allocation price on the day on which the product was

acquired;

the amount that would otherwise be repaid is increased by the

adjustment amount.

(4) For subregulations (2) and (3), the adjustment amount is the

difference between:

(a) the price at which the product was acquired; and

(b) the price at which the product could be acquired on the day

on which the responsible person receives notification from

the product holder exercising the holder’s right to return.

(5) If the price referred to in paragraph (4)(b) is not determined under

the relevant contract or legal relationship on the day on which the

responsible person receives notification from the product holder

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 7 Cooling-off periods

Regulation 7.9.67

294 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

exercising the holder’s right to return, the amount to be repaid and

the adjustment amount is to be determined:

(a) on the basis of the most recent day on which a price was

calculated under the contract or legal relationship; or

(b) if there is no day of that kind, as soon as practicable after the

product issuer receives the notification.

Tax

(6) If:

(a) tax or duty of any kind has been paid, or is payable, by the

responsible person because of the issue of the financial

product; and

(b) either:

(i) if the tax or duty has been paid, the responsible person

is unable to obtain a refund of the tax or duty; or

(ii) if the tax or duty has not been paid, the tax or duty does

not cease to be payable as a result of the exercise of the

right to return the financial product;

the amount that would otherwise be repaid is reduced by the

amount of the tax or duty.

Certain financial products

(7) The amount that would otherwise be repaid in relation to the return

of a financial product (other than an RSA product) may be reduced

to account for reasonable administrative and transaction costs

(other than the payment of commissions or similar benefits)

incurred by the responsible person that:

(a) are reasonably related to the acquisition of the financial

product and the subsequent termination of the contract or

legal relationship; and

(b) do not exceed the true cost of an arms’ length transaction.

Financial product issued for specific period

(8) If:

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Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Cooling-off periods Division 7

Regulation 7.9.68

Corporations Regulations 2001 295

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the financial product is:

(i) a risk insurance product; or

(ii) that part of a financial product that is a risk insurance

product; and

(b) either:

(i) the financial product has been issued for a specific

period; or

(ii) the premium for the financial product has been paid in

relation to cover for a specific period; and

(c) a proportion of that period has already passed when the right

to return the risk insurance product is exercised;

the amount that would otherwise be repaid may be reduced by a

proportion equal to the proportion of the period that has passed.

General

(9) If the financial product is subject to a distribution to which

subregulation 7.9.70(2) applies, the amount that would otherwise

be repaid may be reduced by the amount of that distribution.

7.9.68 Modification of section 1019B of the Act: client includes

standard employer-sponsor

(1) For paragraph 1020G(1)(c) of the Act, subsection 1019A(1) and

paragraph 1019A(3)(a) of the Act are modified so that a reference

in those provisions to a client includes a standard

employer-sponsor in respect of the issue of a superannuation

product to an employee of the standard employer-sponsor as a

standard employer-sponsored member in accordance with

subparagraph 1016A(2)(b)(iii) of the Act.

(2) For paragraph 1020G(1)(c) of the Act, subsection 1019B(1) of the

Act is modified in its application to the issue of a superannuation

product mentioned in subregulation (1) as if a reference in

subsection 1019B(1) to money paid to acquire a financial product

were a reference to all monies paid in relation to the

superannuation product.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 7 Cooling-off periods

Regulation 7.9.68

296 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) For subsection 1019B(2) of the Act, it is a requirement of the

exercise of the right to return a superannuation product mentioned

in subregulation (1) that, if the monies to be repaid include

employer contributions (whether or not they are mandated

employer contributions), the standard employer-sponsor must

nominate a superannuation fund, approved deposit fund or RSA

into which the employer contributions are to be repaid.

(4) The right of return is taken to have been exercised only on receipt

by the responsible person of the nomination.

(5) The standard employer-sponsor must make the nomination not

later than 1 month after notifying the responsible person of the

right to exercise the right of return.

(6) The standard employer-sponsor must notify the responsible person

in writing or by electronic means.

(7) For subsection 1019B(7) of the Act, if the right of return is

exercised by a standard employer-sponsor under this regulation,

the responsible person must return the money as directed.

(8) For subsection 1019B(7) of the Act, if the right of return is

exercised by a standard employer-sponsor under this regulation,

and if the monies to be repaid include monies paid in relation to the

superannuation product by the standard employer-sponsored

member (including monies rolled over or transferred from another

superannuation entity or RSA) (the relevant monies) the relevant

monies are to be paid by the responsible person:

(a) in respect of benefits defined under the SIS Regulations as a

restricted non-preserved benefits or preserved benefits

(restricted monies)—to a superannuation entity or RSA as

directed by the standard employer-sponsored member; or

(b) in respect of any other relevant monies paid by the standard

employer-sponsored member—as directed by the standard

employer-sponsored member.

(9) For subsection 1019B(7) of the Act, if:

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Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Cooling-off periods Division 7

Regulation 7.9.69

Corporations Regulations 2001 297

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) a financial product mentioned in this regulation is subject to

the nomination of a further superannuation entity or RSA;

and

(b) the application in relation to the issue of a financial product

is not accepted by the nominated superannuation entity or

RSA;

the responsible person may rollover or transfer the holder’s

benefits to an eligible rollover fund.

7.9.69 Modification of provisions of Division 5 of Part 7.9 of the Act:

terms of contract

(1) For paragraph 1020G(2)(a) of the Act, this regulation applies in

relation to the following financial products:

(a) an investment-linked product within the meaning of the

Insurance Contracts Act 1984;

(b) a managed investment product;

(c) a superannuation product.

(2) Division 5 of Part 7.9 of the Act is modified to the extent necessary

to provide that a contract or legal relationship governing the issue

and redemption of the financial product is taken to include a

provision that:

(a) a product holder may have the right to return a financial

product under the Act; and

(b) the product issuer does not contravene any terms of the

contract or legal relationship by complying with a request to

return a financial product made in accordance with the Act;

and

(c) the amount to be repaid following the exercise of the right to

return a financial product is the amount calculated in

accordance with the Act.

(3) Division 5 of Part 7.9 of the Act, and the regulations made for, or

relating to, provisions of that Division, are also modified to the

extent necessary to give effect to the modification set out in

subregulation (2).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 7 Cooling-off periods

Regulation 7.9.70

298 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.70 Modification of provisions of Division 5 of Part 7.9 of the Act:

distributions

(1) For paragraph 1020G(2)(a) of the Act, this regulation applies in

relation to the holder of:

(a) an investment-linked product within the meaning of the

Insurance Contracts Act 1984; or

(b) a managed investment product; or

(c) a superannuation product.

(2) A reference in paragraph 1019B(5)(a) of the Act to a right or

power does not include the making of a distribution to the holder.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Other requirements Division 8

Regulation 7.9.71

Corporations Regulations 2001 299

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 8—Other requirements

7.9.71 Modification of section 1017D of the Act: use of more than 1

document

For paragraph 1020G(1)(c) of the Act, section 1017D of the Act is

modified:

(a) so that a reference in those sections to a periodic statement

includes 2 or more documents that include all of the

information required by those sections; and

(b) as if subsections 1013L(1), (2), (3), (5) and (7) of the Act

were included in that section, and referred to a periodic

statement instead of a Product Disclosure Statement.

7.9.71A Periodic statements—exemption for passbook accounts

For paragraph 1020G(1)(b) of the Act, a basic deposit product (an

account) for which the holder of the product is provided with, and

keeps, a document commonly referred to as a ‘passbook’ is exempt

from section 1017D of the Act if, under the terms of the operation

of the account:

(a) the client has a right to a reasonable opportunity to present

the passbook to the issuer; and

(b) the issuer enters particulars of each transaction involving the

account including the amount of the transaction and the

current balance of the account; and

(c) there is no fee associated with the passbook or the entry of

particulars into the passbook.

7.9.72 Modification of section 1017D of the Act: information already

given

For paragraph 1020G(1)(c) of the Act section 1017D of the Act is

modified so that if:

(a) a financial product is a superannuation product or an RSA

product; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 8 Other requirements

Regulation 7.9.73

300 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the issuer has provided information in accordance with

Subdivisions 5.2 and 5.3; and

(c) that information has also been provided in accordance with

subsection 1017D(5A) of the Act;

paragraphs 1017D(5)(a), (b), (d) and (e) are omitted.

7.9.73 Reporting periods: general

For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act is

modified in its application in relation to financial products as set

out in Part 16 of Schedule 10A.

7.9.74 Form of application

(1) For paragraph (c) of the definition of eligible application in

subsection 1016A(1) of the Act, an application form for a financial

product, for use by a client, that is attached to, accompanying or

derived from a Product Disclosure Statement must require the

following information:

(a) the applicant’s name;

(b) the applicant’s date of birth;

(c) the applicant’s address.

(2) An application form for a financial product, for use by an employer

that is applying as a prospective standard employer-sponsor, that is

attached to, accompanying or derived from a Product Disclosure

Statement must require the employer’s name and address.

7.9.74A Periodic statements—requirement to state information as

amounts in dollars

(1) For paragraph 1020G(1)(c) of the Act, Part 7.9 of the Act applies

as if subsection 1017D(5A) were modified to read as follows:

‘(5A) Unless in accordance with the regulations and a

determination by ASIC:

Federal Register of Legislative Instruments F2015C00303

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Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Other requirements Division 8

Regulation 7.9.74A

Corporations Regulations 2001 301

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) information to be disclosed in accordance with

paragraphs (5)(a), (b), (c), (d) and (e) must be stated as

amounts in dollars; and

(b) any other information in relation to amounts paid by the

holder of the financial product during the period must

be stated as amounts in dollars.’.

(2) For paragraph 1020G(1)(a) of the Act, the issuer of a financial

product does not have to provide the information mentioned in

subsection 1017D(5A) of the Act in the form required by that

subsection, in a periodic statement prepared before 1 January 2005.

(3) For subsection 1017D(5A) of the Act, as modified in accordance

with subregulation (1), if ASIC determines that, for a compelling

reason based on the nature of a financial product or service, or the

nature of the information, to state information to be disclosed in

accordance with paragraphs 1017D(5)(a), (b), (c), (d) and (e) of the

Act as an amount in dollars:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(4) For subsection 1017D(5A) of the Act, as modified in accordance

with subregulation (1), if ASIC determines that, for a compelling

reason, based on the nature of a financial product or service, or the

nature of the information, to state information to be disclosed in

accordance with paragraphs 1017D(5)(a), (b), (c), (d) and (e) of the

Act as an amount in dollars, or to describe the amount as a

percentage:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

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Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 8 Other requirements

Regulation 7.9.74B

302 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a client, or a class of clients;

the information may be set out as a description of the method of

calculating the charge or benefit (including worked dollar

examples, unless that is inappropriate).

(5) A determination under subregulation (3) or (4) must be:

(a) in writing; and

(b) published in the Gazette.

7.9.74B Periodic statements—additional details for First Home

Saver Accounts

(1) For paragraph 1017D(5)(g) of the Act, a periodic statement for an

FHSA product must include the following words:

The First Home Saver Account is an Australian Government

initiative to help Australians save for their first home.

(2) For paragraph 1017D(5)(g) of the Act, if the holder of an FHSA

product has not acquired a qualifying interest in a dwelling at the

time when a periodic statement is to be provided in relation to the

FHSA product, the periodic statement must include:

(a) the number of financial years after the end of the reporting

period for the statement during which the holder of the

product must make personal FHSA contributions as required

by the First Home Saver Accounts Act 2008 before payment

may be made out of the FHSA product under section 32 of

that Act; or

(b) if the number of financial years is 0—a statement that the

holder may, subject to the First Home Saver Accounts Act

2008, apply for payment out of the FHSA product to acquire

a qualifying interest in a dwelling under that Act.

(3) For paragraph 1017D(5)(g) of the Act, if the holder of an FHSA

product has acquired a qualifying interest in a dwelling at the time

Federal Register of Legislative Instruments F2015C00303

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products Part 7.9

Other requirements Division 8

Regulation 7.9.75

Corporations Regulations 2001 303

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

when a periodic statement is to be provided in relation to the FHSA

product, the periodic statement must include the number of

financial years after the end of the reporting period during which

the holder of the FHSA product will be taken to be making

personal FHSA contributions under the First Home Saver Accounts

Act 2008.

(4) In this regulation:

personal FHSA contribution has the meaning given in section 11

of the First Home Saver Accounts Act 2008.

qualifying interest, in a dwelling, has the meaning given by

section 12 of the First Home Saver Accounts Act 2008.

7.9.75 Content of periodic statements: costs of transactions

(1) For paragraph 1017D(5)(g) of the Act, the prescribed details in

relation to a financial product include:

(a) the amounts paid by the holder of the financial product in

respect of the financial product during the period; and

(b) if the amounts paid in respect of the financial product, and

the amounts paid in respect of other financial products, are

paid into a common fund, and amounts are deducted from the

common fund by way of expenses, fees and charges:

(i) a proportion of the amount deducted that is actually or

notionally attributable to the product holder’s interest;

and

(ii) if applicable—a statement informing the product holder

that the notional proportion of the amount may not give

an accurate estimate of the effect of the deduction on the

product holder’s interest; and

(c) a statement informing the product holder:

(i) that there is a dispute resolution mechanism that covers

complaints by holders of the product; and

(ii) of the means by which a product holder is able to gain

access to that mechanism; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 8 Other requirements

Regulation 7.9.75

304 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) a statement that further information in relation to the

financial product is available on request, and the means by

which the product holder can gain access to that information;

and

(e) in relation to a superannuation product (other than a

self-managed superannuation fund) or a managed investment

product—the details set out in Part 3 of Schedule 10.

(1A) However, for a periodic statement mentioned in an item of the

table that is issued for the financial product mentioned in the item,

and issued at a time described in the item, the prescribed details set

out in paragraph (1)(b) are not required to be included if the

statement includes, or is accompanied by, statements to the effect

that:

(a) amounts for fees, expenses or charges have been deducted

from a common fund to which the product relates in relation

to the reporting period; and

(b) those deductions are borne indirectly by the holders of the

product, and may affect the return to the holders; and

(c) further information about the deductions can be obtained by

contacting the issuer of the product.

Item Kind of statement Product Statement issued

1 Periodic statement

other than exit

statement

Superannuation product to which

Division 4C of this Part applies

in relation to a

reporting period

commencing before

1 July 2005

2 Exit statement Superannuation product to which

Division 4C of this Part applies

before 1 July 2006

3 Periodic statement

other than exit

statement

Financial product other than

superannuation product to which

Division 4C of this Part applies

in relation to a

reporting period

commencing before

1 July 2006

4 Exit statement Financial product other than

superannuation product to which

Division 4C of this Part applies

before 1 July 2007

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Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Other requirements Division 8

Regulation 7.9.75

Corporations Regulations 2001 305

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) For paragraph (1)(a), an amount has been paid in respect of a

financial product if:

(a) the product holder has paid an amount in respect of the

product; or

(b) an amount has been deducted from:

(i) a payment made by the product holder; or

(ii) a payment made to the product holder; or

(c) the product holder has paid an amount or an amount has been

deducted or debited as a fee, expense or charge in relation to

the financial product; or

(d) an amount is held on the product holder’s behalf under the

financial product (excluding any amounts referred to in

paragraph (1)(b) deducted from a common fund).

(3) For paragraph 1017D(5A)(a) of the Act, subregulations (4) and (5)

apply in relation to a financial product that has:

(a) an opening or closing balance mentioned in

paragraph 1017D(5)(a) of the Act; or

(b) the termination value mentioned in paragraph 1017D(5)(b) of

the Act; or

(c) an increase in contributions mentioned in

paragraph 1017D(5)(d) of the Act; or

(d) a return on investment mentioned in paragraph 1017D(5)(e)

of the Act.

(4) If ASIC determines that, for a compelling reason, it is not possible

to state the amount in dollars, the amount may be described as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(5) If ASIC determines that, for a compelling reason, it is not possible

to state the amount in dollars, or to describe the amount as a

percentage, the periodic statement must include:

(a) a statement informing the holder of the product that the

amount is applicable; and

(b) details of the means by which a product holder is able to gain

access to information relating to the amount.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 8 Other requirements

Regulation 7.9.75A

306 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) A determination under subregulation (4) or (5) must be:

(a) in writing; and

(b) published in the Gazette.

7.9.75A Ways of giving information

(1) For paragraph 1017B(3)(c) of the Act, the following are ways in

which a responsible person may notify a holder:

(a) notifying the holder in any way agreed to by the holder;

(b) notifying the holder’s agent in any way agreed to by the

agent.

(2) For paragraph 1017D(6)(c) of the Act, the following are ways of

giving a periodic statement to a holder:

(a) making the periodic statement available to the holder in any

way agreed to by the holder;

(b) making the periodic statement available to the holder’s agent

in any way agreed to by the agent.

(3) For paragraph 1017DA(2)(c) of the Act, the following are ways in

which information mentioned in subsection 1017DA(1) of the Act

may be provided to a person:

(a) in writing;

(b) electronically;

(c) providing the information to the person in any way agreed to

by the person;

(d) making the information available to the person’s agent in any

way agreed to by the agent.

(4) If a provision of the Act or these Regulations imposes additional

requirements in relation to a matter in subregulation (1), (2) or (3),

the ways of notifying a holder, giving a periodic statement and

providing information are subject to the requirements.

Note: Regulation 7.9.75B is an example of an additional requirement.

(5) For this regulation, a notification, a periodic statement or

information may be given or sent to a person’s agent only if the

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products Part 7.9

Other requirements Division 8

Regulation 7.9.75B

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agent is not acting as the person’s agent in one of the capacities

mentioned in subsection 1015C(3) of the Act.

7.9.75B Information in electronic form

(1) For:

(a) paragraph 1017B(3)(b) of the Act; and

(b) paragraph 1017D(6)(b) of the Act; and

(c) paragraph 1017DA(2)(c) of the Act;

a notification, statement or information that is to be given in

electronic form must, as far as practicable, be presented in a way

that will allow the person to whom it is given to keep a copy of it

so that the person can have ready access to it in the future.

(2) A notification or statement that is to be given in electronic form

must be presented in a way that clearly identifies the information

that is part of the notification or statement.

7.9.75BA Fund information made available on a website

(1) For paragraph 1017DA(1)(a) of the Act, the trustee of a regulated

superannuation fund (other than a self managed superannuation

fund) may provide fund information for the fund, mentioned in

Subdivision 5.6 of this Part, to a holder by making it available on a

website that is maintained by or on behalf of the trustee.

(2) The trustee must ensure that the fund information is readily

accessible from the website.

(3) For the first financial year or reporting period in which the trustee

makes the fund information available on the website under this

regulation, the trustee must:

(a) notify each holder that the fund information is available on

the website; and

(b) explain how to access the website; and

(c) notify the holder that the holder may elect to have a hard

copy, or electronic copy if it is available, of the fund

information sent to him or her free of charge.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 8 Other requirements

Regulation 7.9.75C

308 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) The information in subregulation (3) must be provided to the

holder in one document.

(5) If a holder elects to have a hard copy or electronic copy of the fund

information sent to him or her, the trustee must, for each

subsequent financial year or reporting period, send the fund

information for the financial year or reporting period to the holder,

in that form, until the holder notifies the trustee that a hard copy is

no longer required.

(6) If a holder does not elect to have a hard copy or electronic copy

sent to him or her, the trustee must comply with paragraphs (3)(a)

and (b) each year.

(7) The notification mentioned in subregulations (3) and (6) may be

included in other information or materials sent to the holder.

7.9.75C Periodic statements—disclosure of amounts

(1) For paragraph 1017D(5A)(b) of the Act, this regulation applies to a

periodic statement prepared on or after 1 January 2005 in relation

to an amount mentioned in paragraph 7.9.75(1)(a) or (b) of these

Regulations.

(2) If ASIC determines that, for a compelling reason, it is not possible

to state the amount in dollars the amount may be described as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(3) If ASIC determines that, for a compelling reason, it is not possible

to state the amount in dollars, or to describe the amount as a

percentage, the periodic statement must include:

(a) a statement informing the holder of the product that the

amount is applicable; and

(b) details of the means by which a product holder is able to gain

access to information relating to the amount.

(4) A determination under subregulation (2) or (3) must be:

(a) in writing; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Other requirements Division 8

Regulation 7.9.75D

Corporations Regulations 2001 309

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) published in the Gazette.

7.9.75D Periodic statements—disclosure of amounts

(1) For paragraph 1017D(5A)(b) of the Act, this regulation applies to a

periodic statement prepared on or after 1 January 2005 in relation

to an amount mentioned in paragraph 7.9.75(1)(a) or (b) of these

Regulations.

(2) If ASIC determines that, for a compelling reason based on the

nature of a financial product or service, or the nature of the

information, to state the amount of the deduction in dollars:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a product holder, or a class of

product holders;

the information may be set out as a description of the amount as a

percentage of a specified matter (including worked dollar

examples, unless that is inappropriate).

(3) If ASIC determines that, for a compelling reason, based on the

nature of a financial product or service, or the nature of the

information, to state the amount of a deduction in dollars, or to

describe the amount as a percentage:

(a) would impose an unreasonable burden on a product issuer, or

a class of product issuers; or

(b) would impose an unreasonable burden on a product issuer, or

a class of product issuers, within a period specified in the

determination; or

(c) would not be in the interests of a product holder, or a class of

product holders;

the periodic statement must include the information in

subregulation (4).

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 8 Other requirements

Regulation 7.9.76

310 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) If subregulation (3) applies, the periodic statement must include:

(a) a statement informing the product holder that the amount is

applicable; and

(b) details of the means by which a product holder is able to gain

access to information relating to the amount.

(5) A determination under subregulation (2) or (3) must be:

(a) in writing; and

(b) published in the Gazette.

7.9.76 Consents to certain statements

(1) For subsection 1013K(2) of the Act, the period for which a person

must keep a consent or a copy of a consent is 7 years from the date

of the consent.

(2) The copy of the consent may be kept:

(a) in its physical form; or

(b) in an electronic form that is capable of being reproduced in

physical form.

7.9.77 Alternative dispute resolution requirements—product issuer

that is not a financial services licensee

(1) For subparagraph 1017G(2)(a)(i) of the Act, ASIC must take the

following matters into account when considering whether to make

or approve standards or requirements relating to internal dispute

resolution:

(a) Australian Standard AS ISO 10002-2006 Customer

satisfaction—Guidelines for complaints handling in

organizations (ISO 10002:2004 MOD) published by SAI

Global Limited on 5 April 2006;

(b) any other matter ASIC considers relevant.

(2) ASIC may:

(a) vary or revoke a standard or requirement that it has made in

relation to an internal dispute resolution procedure; and

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products Part 7.9

Other requirements Division 8

Regulation 7.9.78

Corporations Regulations 2001 311

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(b) vary or revoke the operation of a standard or requirement that

it has approved in its application to an internal dispute

resolution procedure.

(3) For subparagraph 1017G(2)(b)(i) of the Act, ASIC must take the

following matters into account when considering whether to

approve an external dispute resolution scheme:

(a) the accessibility of the dispute resolution scheme;

(b) the independence of the dispute resolution scheme;

(c) the fairness of the dispute resolution scheme;

(d) the accountability of the dispute resolution scheme;

(e) the efficiency of the dispute resolution scheme;

(f) the effectiveness of the dispute resolution scheme;

(g) any other matter ASIC considers relevant.

(4) ASIC may:

(a) specify a period for which an approval of an external dispute

resolution scheme is in force; and

(b) make an approval of an external dispute resolution scheme

subject to conditions specified in the approval, including

conditions relating to the conduct of an independent review

of the operation of the scheme; and

(c) vary or revoke:

(i) an approval of an external dispute resolution scheme; or

(ii) the specification of a period for which an approval is in

force; or

(iii) a condition to which an approval of an external dispute

resolution scheme is subject.

7.9.78 Additional statement: trustee required to provide benefits

(1) For paragraph 1017D(5)(g) of the Act, the prescribed details in

relation to a superannuation product for which there is in force a

notice under subregulation 6.17A(4) of the SIS Regulations, are:

(a) the person, persons or class, or classes, of persons mentioned

in the notice; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 8 Other requirements

Regulation 7.9.80B

312 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the fact that, in accordance with the notice, the trustee will

pay a benefit in respect of the member, on or after the death

of the member, to the person, persons or class, or classes, of

persons mentioned in the notice if:

(i) the person, or each person, mentioned in the notice is

the legal personal representative or a dependant of the

member; and

(ii) the proportion of the benefit that will be paid to that

person, or to each of those persons, is certain or readily

ascertainable from the notice or a statement under

regulation 6.17B of the SIS Regulations; and

(iii) the notice is in effect; and

(c) the statement of the member about:

(i) the proportion of the benefit that will be paid to the

person, or to each person, mentioned in the notice; or

(ii) how that proportion is to be determined; and

(d) the fact that the member may confirm, amend or revoke the

notice in accordance with subregulation 6.17A(5) of the SIS

Regulations; and

(e) the date when the notice ceases to have effect under

paragraph 6.17A(7)(a) or (b) of the SIS Regulations.

(2) The periodic statement must also include information that the

member may use to confirm, amend or revoke the notice.

(3) In this regulation, a reference to a notice includes a reference to the

notice as confirmed, or amended, under subregulation 6.17A(5) of

the SIS Regulations.

7.9.80B Short selling of certain warrants

For paragraph 1020B(1)(d) of the Act, a financial product that is

transferable and is:

(a) a derivative under section 761D of the Act; or

(b) a financial product that would, apart from the effect of

paragraph 761D(3)(c) of the Act, be a derivative for

section 761D of the Act and is excluded from that paragraph

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Other requirements Division 8

Regulation 7.9.80B

Corporations Regulations 2001 313

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

only because it is a security under paragraph (c) of the

definition of security in section 761A of the Act; or

(c) a legal or equitable right or interest in an interest in a

managed investment scheme of the kind mentioned in

paragraph 764A(1)(ba) of the Act;

is prescribed.

Note: Paragraph 764A(1)(ba) of the Act refers to a managed investment

scheme that is not a registered scheme, other than a scheme (whether

or not operated in this jurisdiction) in relation to which none of

paragraphs 601ED(1)(a), (b) and (c) of the Act are satisfied.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 9 Additional requirements for transfer of lost members and lost RSA holders

Regulation 7.9.81

314 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 9—Additional requirements for transfer of lost

members and lost RSA holders

7.9.81 Lost members

(1) For paragraph 1020G(1)(c) of the Act, this regulation applies in

relation to a restricted issue of a relevant financial product if:

(a) the issue is mentioned in paragraph 1016A(2)(c) of the Act;

and

(b) the recipient is a lost member.

(2) Part 7.9 of the Act applies in relation to the restricted issue as if

paragraph 1016A(2)(c) of the Act included an obligation on the

trustee of the fund that is applying for the issue on behalf of the

recipient to give to the trustee that is to issue the financial product:

(a) a statement that the recipient is a lost member; and

(b) if the recipient has specifically asked the trustee making the

application not to disclose information of a specified kind—a

statement to that effect; and

(c) all information in the possession of the trustee making the

application that could reasonably help the other trustee to

locate or identify the recipient, other than information of a

kind that the recipient has specifically asked the trustee not to

disclose.

7.9.82 Lost RSA holders

(1) For paragraph 1020G(1)(c) of the Act, this regulation applies in

relation to a restricted issue of a relevant financial product if:

(a) the issue is mentioned in paragraph 1016A(2)(d) of the Act;

and

(b) the recipient is a lost RSA holder.

(2) Part 7.9 of the Act applies in relation to the restricted issue as if

paragraph 1016A(2)(d) of the Act included an obligation on the

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Additional requirements for transfer of lost members and lost RSA holders Division 9

Regulation 7.9.82

Corporations Regulations 2001 315

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

RSA provider that is applying for the issue on behalf of the

recipient to give to the trustee that is to issue the financial product:

(a) a statement that the recipient is a lost RSA holder; and

(b) if the recipient has specifically asked the RSA holder not to

disclose information of a specified kind—a statement to that

effect; and

(c) all information in the possession of the RSA holder that

could reasonably help the trustee to locate or identify the

recipient, other than information of a kind that the recipient

has specifically asked the RSA holder not to disclose.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 11 Superannuation to which arrangements apply under the Family Law Act

1975

Regulation 7.9.84

316 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 11—Superannuation to which arrangements apply

under the Family Law Act 1975

7.9.84 Definitions for Division 11

In this Division:

adjusted base amount, in relation to a non-member spouse on a

day, means the adjusted base amount applicable to the non-member

spouse on that day worked out under regulation 47 of the Family

Law (Superannuation) Regulations 2001.

base amount, in relation to a non-member spouse means the

amount mentioned in regulation 45 of the Family Law

(Superannuation) Regulations 2001.

base amount payment split, in relation to a superannuation

interest, means a payment split under which a base amount is

allocated to the non-member spouse in relation to the

superannuation interest under Part VIIIB of the Family Law Act

1975.

flag lifting agreement means a flag lifting agreement under

Part VIIIB of the Family Law Act 1975.

member spouse, in relation to a superannuation interest that is

subject to a payment split, means the person who is the member

spouse in relation to the interest under Part VIIIB of the Family

Law Act 1975.

non-member spouse, in relation to a superannuation interest that is

subject to a payment split, means the person who is the

non-member spouse in relation to the interest under Part VIIIB of

the Family Law Act 1975.

payment split means a payment split under Part VIIIB of the

Family Law Act 1975.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Superannuation to which arrangements apply under the Family Law Act 1975 Division

11

Regulation 7.9.85

Corporations Regulations 2001 317

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

payment split notice means a notice given by a product issuer

under:

(a) regulation 7A.03 of the SIS Regulations; or

(b) regulation 4A.03 of the RSA Regulations.

percentage-only interest has the meaning given by Part VIIIB of

the Family Law Act 1975.

percentage payment split, in relation to a superannuation interest,

means a payment split under a superannuation agreement, flag

lifting agreement or splitting order that specifies a percentage that

is to apply to all splittable payments in respect of the

superannuation interest.

splitting order means a splitting order under Part VIIIB of the

Family Law Act 1975.

superannuation agreement means a superannuation agreement

under Part VIIIB of the Family Law Act 1975.

superannuation interest means a superannuation interest to which

Part VIIIB of the Family Law Act 1975 applies.

7.9.85 Application of Division 11

This Division applies in relation to a superannuation interest.

7.9.86 Acquisition of financial product

For paragraph 761E(7)(a) of the Act, if:

(a) a person is a non-member spouse; and

(b) an entitlement to a benefit in relation to a superannuation

interest under a payment split is first issued, granted or

otherwise made available to that person;

the person is taken to have been issued with a superannuation

product or an RSA product as appropriate.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 11 Superannuation to which arrangements apply under the Family Law Act

1975

Regulation 7.9.87

318 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.87 Modification of Act: Product Disclosure Statement in relation

to superannuation interest under Family Law Act

(1) Subject to subregulation (4), for paragraph 1020G(1)(c) of the Act,

paragraph 1012F(b) of the Act is modified in its application in

relation to:

(a) a superannuation interest; and

(b) the non-member spouse who acquires the superannuation

interest;

in accordance with subregulation (2).

(2) Paragraph 1012F(b) is taken to require a regulated person to give

the non-member spouse a Product Disclosure Statement when the

regulated person gives a payment split notice to the non-member

spouse.

(3) If paragraph 1012F(b), as modified in accordance with

subregulation (2), applies in relation to a superannuation interest,

regulation 7.9.04 does not apply in relation to the interest and the

non-member spouse.

(4) For paragraph 1020G(1)(a) of the Act, if the governing rules of a

superannuation entity do not provide for a non-member spouse to

become a member of a superannuation fund in relation to the

superannuation entity, section 1012B is modified by adding, after

subsection 1012B(1):

‘(1A) This section does not apply in relation to:

(a) a superannuation interest; and

(b) the non-member spouse who acquires the

superannuation interest;

if the governing rules of a superannuation entity do not

provide for a non-member spouse to become a member of a

superannuation fund in relation to the superannuation

entity.’.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Superannuation to which arrangements apply under the Family Law Act 1975 Division

11

Regulation 7.9.88

Corporations Regulations 2001 319

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.88 Statement content in relation to superannuation interest

under Family Law Act: superannuation fund

(1) For subparagraphs 1017DA(1)(a)(ii) and (iii), and

paragraph 1017DA(1)(b), of the Act, a trustee of a superannuation

entity that is a product issuer must give to a non-member spouse in

relation to a superannuation product issued under a payment split a

statement providing the following information:

(a) the contact details for the product issuer;

(b) if the interest is not a percentage-only interest and the

payment split is a base amount payment split:

(i) the base amount allocated to the non-member spouse

under the relevant agreement, flag lifting agreement or

splitting order; and

(ii) the method by which the base amount will be adjusted

on an ongoing basis; and

(iii) whether the governing rules of the fund would allow the

non-member spouse to become a member of the

superannuation entity; and

(iv) information about the options available to the

non-member spouse in relation to the interest under

Part 7A of the SIS Regulations;

(c) if the interest is not a percentage-only interest and the

payment split is a percentage payment split:

(i) the percentage that is to apply to all splittable payments

in respect of the interest; and

(ii) whether the governing rules of the fund would allow the

non-member spouse to become a member of the

superannuation entity; and

(iii) information about the options available to the

non-member spouse in relation to the interest under

Part 7A of the SIS Regulations;

(d) if the interest is a percentage-only interest:

(i) the percentage specified in the relevant superannuation

agreement, flag lifting agreement or splitting order; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 11 Superannuation to which arrangements apply under the Family Law Act

1975

Regulation 7.9.89

320 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) if the payment is under a superannuation agreement or

flag lifting agreement, whether the percentage is to

apply for the purposes of subparagraph 90MJ(1)(b)(i) of

the Family Law Act 1975; and

(iii) if the payment split is under a splitting order, whether

the order is made under paragraph 90MT(1)(c) of the

Family law Act 1975;

(e) the circumstances in which the entitlement of the

non-member spouse will become payable;

(g) information about the dispute resolution system that covers

complaints by holders of the product and about how that

system may be accessed;

(h) details of any amounts payable by the non-member spouse in

respect of the payment split, and arrangements for the

payment of any such amounts.

(2) For paragraph 1017DA(2)(b) of the Act, the statement mentioned

in subregulation (1) is to be provided by a regulated person when

the regulated person gives a payment split notice to the

non-member spouse.

7.9.89 Statement content in relation to superannuation interest

under Family Law Act: RSA

(1) For subparagraphs 1017DA(1)(a)(ii) and (iii), and

paragraph 1017DA(1)(b), of the Act, an RSA provider that is a

product issuer must give to a non-member spouse in relation to an

RSA product issued under a payment split a statement providing

the following information:

(a) the contact details for the product issuer;

(b) if the payment split is a base amount payment split:

(i) the base amount allocated to the non-member spouse

under the relevant superannuation agreement, flag

lifting agreement or splitting order; and

(ii) the method by which the base amount will be adjusted

on an ongoing basis;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Superannuation to which arrangements apply under the Family Law Act 1975 Division

11

Regulation 7.9.90

Corporations Regulations 2001 321

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) if the payment split is a percentage payment split, the

percentage that is to apply to all splittable payments in

respect of the interest;

(d) the circumstances in which the entitlement of the

non-member spouse will become payable;

(e) the options available under Part 4A of the RSA Regulations

in relation to the non-member spouse’s entitlement in respect

of the interest;

(g) information about the dispute resolution system that covers

complaints by holders of the product and about how that

system may be accessed;

(h) details of any amounts payable by the non-member spouse in

respect of the payment split, and arrangements for the

payment of any such amounts.

(2) For paragraph 1017DA(2)(b) of the Act, the statement mentioned

in subregulation (1) is to be provided by a regulated person when

the regulated person gives a payment split notice to the

non-member spouse.

7.9.90 Information for existing holders of superannuation products

and RSA products in relation to superannuation interest

(1) For paragraph 1020G(1)(c) of the Act, this regulation applies in

relation to a non-member spouse.

(2) The definition of concerned person in subsection 1017C(9) of the

Act is modified by adding after paragraph (a) of the definition:

‘(aa) is a non-member spouse in relation to a superannuation

product or an RSA product that is issued in relation to a

payment split; or’.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 11 Superannuation to which arrangements apply under the Family Law Act

1975

Regulation 7.9.91

322 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.91 Periodic statements for retail clients for financial products

that have an investment component—general

(1) For paragraph 1020G(1)(a) of the Act, this regulation applies in

relation to a non-member spouse who holds a superannuation or

RSA product by way of a payment split.

(2) The product issuer in relation to the superannuation product or

RSA product is not required to comply with:

(a) paragraphs 1017D(5)(a) to (f) of the Act; and

(b) regulation 7.9.72 and subregulation 7.9.75(1).

7.9.92 Periodic statements for retail clients for financial products

that have an investment component—superannuation

interest other than percentage-only interest

(1) For paragraph 1017D(5)(g) of the Act, this regulation applies if:

(a) an interest in a superannuation product is subject to a base

amount payment split; and

(b) the interest is not a percentage-only interest; and

(c) the interest is in the growth phase; and

(d) none of the following has occurred under Part 7A of the SIS

Regulations:

(i) a new membership interest has been created for the

non-member spouse in relation to the payment split;

(ii) the transferable benefits of the non-member spouse have

been transferred or rolled out of the superannuation

fund;

(iii) the amount to which the non-member spouse is entitled

under the payment split has been paid, as a lump sum, to

the non-member spouse.

(2) This regulation also applies if:

(a) an interest in an RSA product is subject to a base amount

payment split; and

(b) the interest is in the growth phase; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Superannuation to which arrangements apply under the Family Law Act 1975 Division

11

Regulation 7.9.93

Corporations Regulations 2001 323

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) none of the following has occurred under Part 4A of the RSA

Regulations:

(i) a new RSA has been opened for the non-member

spouse;

(ii) the transferable benefits of the non-member spouse have

been transferred or rolled out of the RSA;

(iii) the amount to which the non-member spouse is entitled

under the payment split has been paid, as a lump sum, to

the non-member spouse.

(3) The periodic statement for the member spouse and the

non-member spouse must include the following information:

(a) the value of the adjusted base amount applicable to the

non-member spouse at the end of the reporting period;

(b) the amount of the adjustment in the reporting period;

(c) the method used to calculate the adjustment, including the

applicable interest rate required under regulation 48 of the

Family Law (Superannuation) Regulations 2001.

7.9.93 Trustees of superannuation entities—additional obligation to

provide information in relation to superannuation

interest

(1) For paragraph 1017DA(2)(a) of the Act, no information is to be

provided to a non-member spouse under section 1017DA of the

Act if the governing rules of a superannuation entity do not provide

for the non-member spouse to become a member of a

superannuation fund in relation to the superannuation entity.

(2) For paragraph 1017DA(2)(b) of the Act, if the governing rules of a

superannuation entity provide for a non-member spouse to become

a member of a superannuation fund in relation to the

superannuation entity:

(a) information is to be provided to the non-member spouse

under section 1017DA of the Act (and Subdivisions 5.5 to

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 11 Superannuation to which arrangements apply under the Family Law Act

1975

Regulation 7.9.94

324 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.7 of Part 7.9 of these Regulations) when the payment split

notice is given to the non-member spouse; and

(b) the information is to be provided with the payment split

notice.

7.9.94 Division 5 of Part 7.9 of the Act not to apply in relation to

non-member spouse

For paragraph 1019A(2)(c) of the Act, Division 5 of Part 7.9 of the

Act does not apply in relation to the issue of a superannuation

product or RSA product to a non-member spouse who acquires the

superannuation interest by means of a payment split.

Note: The non-member spouse may also wish to acquire an interest in the

superannuation fund, or become an RSA holder, by making an

application. In that case, regulation 7.9.94 would not apply and

Division 5 of Part 7.9 of the Act would apply to the extent that that

Division provides.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Medical indemnity insurance Division 12

Regulation 7.9.95

Corporations Regulations 2001 325

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 12—Medical indemnity insurance

7.9.95 Medical indemnity insurance—exemption from product

disclosure provisions

For paragraph 1020G(1)(b) of the Act, a medical indemnity

insurance product is exempt from the provisions of Part 7.9 of the

Act, until the earlier of:

(a) the date specified in a notice, lodged with ASIC by the issuer

of the product, that indicates that the issuer of the product

wants the provisions of Part 7.9 of the Act to apply in

relation to the product from that date; and

(b) 11 March 2004.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 13 Unsolicited offers to purchase financial products off market

Regulation 7.9.96

326 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 13—Unsolicited offers to purchase financial

products off market

7.9.96 Percentage increase or decrease in the market value of a

product

For paragraph 1019J(1)(c) of the Act, 50% is specified.

7.9.97 Off-market trading by professional investors etc

(1) For subparagraph 1019D(1)(d)(viii) of the Act, the following

circumstances are specified:

(a) the offer mentioned in subsection 1019D(1) of the Act is to:

(i) a professional investor; or

(ii) a person who has net assets of at least the amount

specified in regulations made for the purposes of

subparagraph 761G(7)(c)(i) of the Act; or

(iii) a person who has gross income for each of the last 2

financial years of at least the amount specified in

regulations made for the purposes of

subparagraph 761G(7)(c)(ii) of the Act; or

(iv) a business that is not a small business within the

meaning of subsection 761G(12) of the Act;

(b) the minimum amount payable for securities on acceptance of

the offer by the person to whom the offer is made is at least

$500 000;

(c) for a financial product other than securities, the offer for the

financial product is for an amount that equals or exceeds the

amount specified in regulations made for the purposes of

paragraph 761G(7)(a) of the Act.

(2) For paragraph (b), in calculating the amount payable for securities,

disregard any amount payable or paid to the extent to which it is to

be paid, or was paid, out of money lent by the person offering the

securities or an associate of the person offering the securities.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Unsolicited offers to purchase financial products off market Division 13

Regulation 7.9.97A

Corporations Regulations 2001 327

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.9.97A Information in offer document if payment is to be made in

instalments

(1) For paragraph 1019I(2)(f) of the Act, the following information is

specified for an offer document if payment for the financial

products mentioned in the document is to be made in instalments:

(a) the amount of each instalment;

(b) when each instalment will be paid;

(c) how many instalments will be paid;

(d) how each instalment will be paid;

(e) the following text, replacing X with the total present value of

the instalments and Y with the total current value of the

financial products:

‘Money loses value over time. In this case, the value of the total

instalment payments being offered to you is approximately the

same as being paid a single amount of $X today. $X represents the

‘present day value’ of the instalment payments. Commonwealth

legislation sets out a method for calculating the present value of the

offer, using the rate of interest of 1.1% per month. You can assess

this offer by comparing the present day value of the instalment

payments ($X) with the total market price of your shares or other

financial products ($Y).

‘In general, if the present day value of the instalment payments

being offered is less than the market price of your shares or other

financial products, then this offer may not be fair to you.’

(2) For this regulation, the total present value of a series of instalment

payments is the amount:

n

1

R

1.011 p p

t p

where:

n is the number of instalment payments to be made.

Rp is the amount of instalment payment number p, where each

instalment payment is assigned a number from l to n.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 13 Unsolicited offers to purchase financial products off market

Regulation 7.9.97A

328 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

tp is the number of whole months between the date of offer and the

date that the instalment number p is due.

(3) For this regulation, the total current value of a financial product is

the market value for the product on the date of offer as mentioned

in paragraph 1019I(2)(b) of the Act or the fair estimate of the value

of the product on the date of offer as mentioned in

paragraph 1019I(2)(c) of the Act, as applicable.

(4) For this regulation, all money amounts must be represented in

Australian currency.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Exemptions from Parts 7.7, 7.8 and 7.9 of the Act Division 14

Regulation 7.9.98

Corporations Regulations 2001 329

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 14—Exemptions from Parts 7.7, 7.8 and 7.9 of the

Act

7.9.98 Certain providers of financial services exempted from the

requirements of Parts 7.7, 7.8 and 7.9 of the Act

For the provisions of the Act set out in column 2 of the following

table, a person who is providing a financial service in the

circumstances set out subsections 911A(2A) to (2E) is exempt

from the operation of the Parts of the Act specified in column 3 in

relation to the provision of that service.

Column 1 Column 2 Column 3

Item Provisions of Act

1 paragraph 951C(1)(a) Part 7.7

2 paragraph 992C(1)(a) Part 7.8

3 paragraph 1020G(1)(a) Part 7.9

7.9.98A Exemption from application of Part 7.9 of the Act

For paragraph 1020G(1)(a) of the Act, Part 7.9 of the Act does not

apply to a person to the extent that the person is:

(a) issuing or selling:

(i) a litigation funding scheme mentioned in

regulation 5C.11.01; or

(ii) a litigation funding arrangement mentioned in

regulation 5C.11.01; or

(b) making a recommendation to acquire:

(i) a litigation funding scheme mentioned in

regulation 5C.11.01; or

(ii) a litigation funding arrangement mentioned in

regulation 5C.11.01; or

(c) making an offer relating to the issue or sale of:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 14 Exemptions from Parts 7.7, 7.8 and 7.9 of the Act

Regulation 7.9.98A

330 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) a litigation funding scheme mentioned in

regulation 5C.11.01; or

(ii) a litigation funding arrangement mentioned in

regulation 5C.11.01; or

(d) advertising:

(i) a litigation funding scheme mentioned in

regulation 5C.11.01; or

(ii) a litigation funding arrangement mentioned in

regulation 5C.11.01.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Disclosure in relation to short sales covered by securities lending arrangement of listed

section 1020B products Division 15

Regulation 7.9.99

Corporations Regulations 2001 331

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 15—Disclosure in relation to short sales covered

by securities lending arrangement of listed

section 1020B products

7.9.99 Interpretation

(1) In this Division:

reporting day, in relation to a short position, means a day on which

the Sydney office of ASIC is open for business.

Meaning of short position

(2) In this Division, a short position is a position in relation to a

section 1020B product in a listed entity where the quantity of the

product which a person has is less than the quantity of the product

which the person has an obligation to deliver.

(3) In subregulation (2), the person has the product if:

(a) the person is holding the product on the person’s own behalf;

or

(b) another person is holding the product on the person’s behalf;

or

(c) the person has entered into an agreement to buy the product

but has not received it; or

(d) the person has vested title in the product in a borrower, or in

an entity nominated by the borrower, under a securities

lending arrangement.

(4) In subregulation (2), the product which the person has an

obligation to deliver is the product which the person:

(a) has an obligation to deliver under a sale agreement where the

product has not been delivered; or

(b) has an obligation to vest title in a lender under a securities

lending arrangement; or

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 15 Disclosure in relation to short sales covered by securities lending

arrangement of listed section 1020B products

Regulation 7.9.100

332 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) has any other non-contingent legal obligation to deliver.

References to time

(5) A reference in this Division to a time is a reference to the legal

time in Sydney, New South Wales.

7.9.100 Seller disclosure

(1) For paragraph 1020AB(3)(a) of the Act, the particulars that a seller

must give in relation to a sale of a listed section 1020B product

where the seller has a presently exercisable and unconditional right

to vest the product in a buyer under a securities lending

arrangement are as follows:

(a) the number of section 1020B products that the seller will vest

in the buyer under the arrangement;

(b) a description of the product;

(c) the name of the entity that issued the product;

(d) the seller’s short position as at the close of business 3

reporting days before the day the particulars must be given

under subregulation (4).

(2) For subparagraph 1020AB(3)(b)(i) of the Act, in relation to

particulars mentioned in paragraphs (1)(a), (b), and (c):

(a) the seller mentioned in subparagraph 1020AB(1)(a)(i) of the

Act must give the particulars at the time of entering into an

agreement to sell; and

(b) the seller mentioned in subparagraph 1020AB(1)(a)(ii) of the

Act must give the particulars on or before 9 am:

(i) if the sale occurs after the start of the trading day but

before 7 pm—on the next trading day after entering into

an agreement to sell; and

(ii) if the sale occurs after 7 pm but before the start of the

next trading day—on the second trading day after

entering into an agreement to sell.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Disclosure in relation to short sales covered by securities lending arrangement of listed

section 1020B products Division 15

Regulation 7.9.100A

Corporations Regulations 2001 333

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) A reference to trading day in subregulation (2) is to a trading day

of the market where the sale is executed or reported.

(4) For subparagraph 1020AB(3)(b)(i) of the Act, in relation to

particulars mentioned in paragraph (1)(d), the seller must give the

particulars:

(a) on or before 9 am on the third reporting day after entering

into the agreement to sell that causes the short position to

occur; and

(b) on or before 9 am on each subsequent reporting day as long

as the seller has a short position.

(5) Paragraph (4)(b) applies whether or not the particulars about the

short position have changed from that given on the previous day.

(6) For subparagraph 1020AB(3)(b)(ii) of the Act, in relation to

particulars mentioned in paragraph (1)(d), the seller must give the

particulars in the form required by ASIC.

(7) For subparagraphs 1020AB(4)(a)(ii) and (b)(ii) of the Act, in

relation to the particulars mentioned in paragraph (1)(d), the entity

is ASIC.

(8) For subparagraph 1020AB(4)(b)(ii) of the Act, and in relation to

the particulars other than the particulars mentioned in

paragraph (1)(d), if the operator of the licensed market mentioned

in subparagraph 1020AB(1)(a)(ii) of the Act (operator 1) appoints

the operator of another licensed market (operator 2), in writing, as

operator 1’s agent for the purpose of receiving any of those

particulars, operator 2 is the entity for those particulars.

7.9.100A Seller disclosure of existing short position

(1) If a seller has a short position which arises from an agreement to

sell, entered into before commencement of this regulation, the

seller must give particulars about the short position as at the close

of business on the day this regulation commences:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 15 Disclosure in relation to short sales covered by securities lending

arrangement of listed section 1020B products

Regulation 7.9.101

334 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) on or before 9 am on the third reporting day after

commencement of this regulation; and

(b) on or before 9 am on each subsequent reporting day as long

as the seller has a short position.

(2) The particulars must be given to ASIC in the form required by

ASIC.

7.9.101 Licensee disclosure

(1) For paragraph 1020AC(2)(a) of the Act, the particulars that a

financial services licensee must give in relation to information

given to the licensee under section 1020AB of the Act in relation to

a sale of a listed section 1020B product is the information specified

in paragraphs 7.9.100(1)(a), (b) and (c).

(2) For paragraph 1020AC(2)(b) of the Act:

(a) the time for disclosure of the information is on or before 9

am:

(i) if the information is given to the licensee after the start

of the trading day but before 7 pm—on the next trading

day after the licensee is given the information under

section 1020AB of the Act; and

(ii) if the information is given to the licensee after 7 pm but

before the start of the next trading day—on the second

trading day after the licensee is given the information

under section 1020AB of the Act; and

(b) the manner for disclosure of the information is by electronic

transmission to the operator.

(3) A reference to trading day in subregulation (2) is to a trading day

of the market where the information is given.

(4) For paragraph 1020AC(3)(b) of the Act, and in relation to the

particulars mentioned in paragraph 1020AC(3)(a) of the Act, if the

operator of the licensed market mentioned in

paragraph 1020AC(1)(a) of the Act (operator 1) appoints the

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Financial product disclosure and other provisions relating to issue and sale of financial

products Part 7.9

Disclosure in relation to short sales covered by securities lending arrangement of listed

section 1020B products Division 15

Regulation 7.9.102

Corporations Regulations 2001 335

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

operator of another licensed market (operator 2), in writing, as

operator 1’s agent for the purpose of receiving any of those,

operator 2 is the entity for those particulars.

7.9.102 Public disclosure of information

(1) For paragraph 1020AD(2)(a) of the Act, the particulars which the

operator of a licensed market must publicly disclose in relation to

information given to the operator under section 1020AB or

1020AC of the Act in relation to a sale of a listed section 1020B

product are the total number of each kind of section 1020B product

that has been sold on a particular day and disclosed to the operator

under section 1020AB or 1020AC of the Act.

(1A) For paragraph 1020AD(2)(a) of the Act, the particulars which

ASIC must publicly disclose in relation to information given to it

under section 1020AB of the Act in relation to a sale of a listed

section 1020B product are the total of all short positions in a

product issued by a listed entity that have been disclosed to ASIC

under section 1020AB of the Act on the previous reporting day.

(2) For subparagraph 1020AD(2)(b)(i) of the Act, the time for the

disclosure of the information mentioned in subregulation (1) is:

(a) if the information is given to the licensee after the start of the

trading day but before 7 pm—on the next trading day after

the day the agreements to sell were entered into; and

(b) if the information is given to the licensee after 7 pm but

before the start of the next trading day—on the second

trading day after the day the agreements to sell were entered

into.

(3) A reference to trading day in subregulation (2) is to a trading day

of the market in relation to which the operator is responsible for

disclosure of the information.

(3A) For subparagraph 1020AD(2)(b)(i) of the Act, the time for the

disclosure of the information mentioned in subregulation (1A) is

the first reporting day after the day the information is received.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.9 Financial product disclosure and other provisions relating to issue and sale of

financial products

Division 15 Disclosure in relation to short sales covered by securities lending

arrangement of listed section 1020B products

Regulation 7.9.102

336 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) For subparagraph 1020AD(2)(b)(ii) of the Act, the manner of

public disclosure of the information mentioned in subregulation (1)

is by publication:

(a) on the operator’s website; or

(b) in any other form that is easily accessible by the public.

(5) For subparagraph 1020AD(2)(b)(ii) of the Act, the manner of

public disclosure of the information mentioned in

subregulation (1A) is by publication:

(a) on ASIC’s website; or

(b) in any other form that is readily accessible by the public.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Market misconduct and other prohibited conduct relating to financial products and

financial services Part 7.10

Regulation 7.10.01

Corporations Regulations 2001 337

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.10—Market misconduct and other

prohibited conduct relating to financial

products and financial services

7.10.01 Division 3 financial products

For paragraph (d) of the definition of Division 3 financial products

in section 1042A of the Act, superannuation products provided by

a superannuation entity that is not a public offer entity are

prescribed.

7.10.02 Professional standards schemes

For subsection 1044B(2) of the Act, a scheme and any

modifications to the scheme set out in the following table are

prescribed.

Note: Column 2 of the table below is included for information only.

Prescribed professional standards schemes

Item Column 1

Scheme

Column 2

Date prescribed

1 The Institute of Chartered Accountants in Australia

Professional Standards Scheme (NSW), published in

the New South Wales Government Gazette No. 70,

22 August 2014

1 December 2014

2 The Law Society of New South Wales Scheme,

published in the New South Wales Government

Gazette No. 78, 27 July 2012

1 March 2013

3 The New South Wales Bar Association Scheme,

published in the New South Wales Government

Gazette No. 84, 25 June 2010

1 March 2013

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.10 Market misconduct and other prohibited conduct relating to financial

products and financial services

Regulation 7.10.02

338 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Prescribed professional standards schemes

Item Column 1

Scheme

Column 2

Date prescribed

4 The Institute of Chartered Accountants in Australia

Professional Standards Scheme (Victoria), published

in the Victoria Government Gazette No. S 264,

5 August 2014

1 December 2014

5 The Law Institute of Victoria Limited Scheme,

published in the Victoria Government Gazette No. G

10, 11 March 2010, and the following modifications:

(a) the amendments made by instrument published in

the Victoria Government Gazette No. S 164,

1 May 2013;

(b) the amendments made by instrument published in

the Victoria Government Gazette No. G 36,

5 September 2013

The scheme—

1 November 2012

The amendments

mentioned in:

(a) paragraph (a) of

column 1 of this

item—15 March

2014; and

(b) paragraph (b) of

column 1 of this

item—15 March

2014

6 The Victorian Bar Professional Standards Scheme,

published in the Victoria Government Gazette No. S

134, 24 April 2014

14 June 2014

7 The Bar Association of Queensland Scheme,

published in the Queensland Government Gazette

No. 40, 24 June 2013

15 March 2014

8 The Institute of Chartered Accountants in Australia

Professional Standards Scheme (Queensland),

notified by the Queensland Government on

29 August 2014

1 December 2014

9 The Queensland Law Society Scheme, published in

the Queensland Government Gazette No. 64, 25 June

2010

1 March 2013

10 The Institute of Chartered Accountants in Australia

Professional Standards Scheme (WA), published in

the Western Australian Government Gazette No. 122,

8 August 2014

1 December 2014

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Market misconduct and other prohibited conduct relating to financial products and

financial services Part 7.10

Regulation 7.10.03

Corporations Regulations 2001 339

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Prescribed professional standards schemes

Item Column 1

Scheme

Column 2

Date prescribed

11 The Law Society of Western Australia Scheme,

published in the Western Australian Government

Gazette No. 54, 11 April 2014

14 June 2014

12 The Western Australian Bar Association Scheme,

published in the Western Australian Government

Gazette No. 57, 17 April 2014

14 June 2014

13 The Institute of Chartered Accountants in Australia

Professional Standards Scheme (SA), published in

the South Australian Government Gazette No. 63,

21 August 2014

1 December 2014

14 The Law Society of South Australia Professional

Standards Scheme, published in the South Australian

Government Gazette No. 76, 3 November 2011

1 March 2013

15 The South Australian Bar Association Inc Scheme,

published in the South Australian Government

Gazette No. 76, 3 November 2011

1 March 2013

16 The Institute of Chartered Accountants in Australia

Professional Standards Scheme (ACT), approved on

14 July 2014

1 December 2014

17 The Institute of Chartered Accountants in Australia

Professional Standards Scheme (NT), published in

the Northern Territory Government Gazette No. S84,

17 September 2014

1 December 2014

7.10.03 Exemption for market participants of qualifying gas trading

exchange

For paragraph 1045A(1)(a) of the Act, a person is exempt from

Part 7.10 of the Act if the person:

(a) is a participant in relation to a qualifying gas trading

exchange; and

(b) is engaging in trading activities in relation to qualifying gas

exchange products on a qualifying gas trading exchange.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 1 Preliminary

Regulation 7.11.01

340 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.11—Title and transfer

Division 1—Preliminary

7.11.01 Definitions

In this Part:

associate, in relation to a broker or participant, means:

(a) if the broker or participant:

(i) is a member of a firm of brokers or participants; and

(ii) is not a broker’s agent or a participant’s agent;

any other member of the firm; or

(b) if:

(i) the broker or participant is the agent or employee of

another broker or participant; and

(ii) the other broker or participant is not a member of a firm

of brokers or participants;

the other broker or participant; or

(c) if:

(i) the broker or participant is the agent or employee of

another broker or participant; and

(ii) the other broker or participant is a member of a firm of

brokers or participants;

any member of that firm.

ASTC subregister means a subregister of Division 4 financial

products maintained in accordance with the ASTC operating rules.

beneficial owner, in relation to Division 3 securities, means a

person for whom a licensed trustee company, within the meaning

of Chapter 5D of the Act, a Public Trustee of a State or Territory,

or a company listed in Schedule 9 holds (whether alone or together

with any other person or persons) the Division 3 securities in trust

in the ordinary course of its business.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Preliminary Division 1

Regulation 7.11.01

Corporations Regulations 2001 341

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

broker means an Australian financial services licensee who is a

participant of a financial market.

broker’s agent means:

(a) the agent of a broker; or

(b) the employee of a broker.

company includes a body mentioned in regulation 7.11.07.

duly completed, in relation to a transfer document, includes the

requirements set out in regulation 7.11.05.

duly completed Part 1 means a transfer document that has been

duly completed in accordance with Part 1 of Form 1, 2, 3, 5, 6 or 7.

execution time, in relation to a transfer document, means:

(a) for a sufficient transfer under regulation 7.11.11—the time

when the transfer document was stamped with a stamp

purporting to be that of the transferee’s broker; and

(b) for a sufficient transfer under regulation 7.11.12 or 7.11.13—

the time when the transfer document was executed by the

transferor.

identification code, in relation to a participant, means a code that,

for the purposes of the ASTC operating rules, is:

(a) the participant’s identification code; or

(b) one of its identification codes.

in accordance with includes to the effect of.

issuer of a Division 4 financial product means:

(a) an issuer under section 761E of the Act; and

(b) any other person identified as an issuer, or treated as an

issuer, under the ASTC operating rules.

market licensee, in relation to securities specified in a transfer

document, means the market licensee that operates the market for

the securities.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 1 Preliminary

Regulation 7.11.03

342 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.03 Arrangements about Division 4 financial products

(1) A financial product is a Division 4 financial product if the

financial product is:

(a) a Division 3 security other than a security mentioned in

paragraph 1073A(1)(e) of the Act; or

(b) declared by ASIC, under section 1075A of the Act, to be a

financial product the transfer of which will be effected

through ASTC under these Regulations.

(2) Subregulations (3) to (8) apply in relation to a class of Division 4

financial products that is admitted to quotation.

(3) A Division 4 financial product in the class of Division 4 financial

products is not taken to have stopped being quoted merely because

of a temporary suspension of quotation of the class.

(4) If:

(a) there is a suspension of the quotation of a Division 4

financial product in the class; and

(b) during the suspension, the issuer in relation to the Division 4

financial product ceases to be included in the official list of

the market licensee on which the Division 4 financial product

is traded;

the Division 4 financial product is taken to stop being quoted when

the issuer ceases to be included in the official list.

(5) Subregulation (4) does not limit the circumstances in which a

Division 4 financial product in the class may be taken to have

stopped being quoted on a financial market of a market licensee.

(6) For the provisions mentioned in subregulation (8), if:

(a) a Division 4 financial product stops being quoted on a

financial market of a market licensee; and

(b) the ASTC operating rules provide that the Division 4

financial product is to be taken to continue to be quoted for a

specified period;

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Preliminary Division 1

Regulation 7.11.04

Corporations Regulations 2001 343

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the Division 4 financial product is taken to be quoted during the

period.

(7) For the provisions mentioned in subregulation (8), if:

(a) a Division 4 financial product has been issued; and

(b) the Division 4 financial product:

(i) is approved, by a market licensee, to be admitted to

quotation on a financial market of the market licensee;

and

(ii) has not yet been quoted; and

(c) the ASTC operating rules provide that the Division 4

financial product is taken to be quoted for a specified period;

the Division 4 financial product is taken to be quoted during the

period.

(8) The provisions are:

(a) the definitions of:

(i) ASTC certificate cancellation provisions; and

(ii) ASTC-regulated transfer; and

(iii) ASTC subregister; and

(iv) proper ASTC transfer; and

(b) section 653A of the Act; and

(c) Part 7.11 of the Act; and

(d) regulations made for the purposes of Part 7.11 of the Act.

7.11.04 Arrangements for forms

(1) A reference in this Part to a form by number is a reference to:

(a) the form numbered in that way in Schedule 2A; or

(b) a form that has the same effect.

(2) If a form in Schedule 2A refers to the full name of the transferor of

Division 3 securities, the reference includes a reference to the

name of the person shown in the records of the issuer in relation to

those securities as the holder of those securities.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 1 Preliminary

Regulation 7.11.05

344 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.05 Document duly completed in accordance with a particular

form

(1) Subject to subregulation (2), a document is not duly completed in

accordance with one of Forms 1, 2, 3, 4, 5, 6, 7 and 8, or a part of

one of those forms, unless the following requirements are met:

(a) the document must purport to state the transferee’s name and

address where the form or part requires that information;

(b) the document must bear a stamp that purports to be the

transferor’s broker’s stamp where the form or part requires

that information;

(c) the document must bear a stamp that purports to be the

transferee’s broker’s stamp where the form or part requires

that information;

(d) the document must bear a stamp that purports to be a market

licensee’s stamp where the form or part requires that

information.

(2) If a document (the first document) relates to particular Division 3

securities, the following paragraphs apply for the purposes of

determining whether the first document and another document (the

second document) are, together or with 1 or more other

documents, a sufficient transfer of the Division 3 securities:

(a) the first document is not duly completed in accordance with

Part 3 of Form 1, 2, 3, 5, 6 or 7 unless it:

(i) bears a stamp that purports to be the transferee’s

broker’s stamp where that part refers to the transferee’s

broker’s stamp; and

(ii) sets out a string of characters that purports to be the

transfer consolidation number of the first document

where that part refers to the transferee’s broker’s stamp;

(b) the second document is not duly completed in accordance

with Part 1 of Form 4 or 8 unless it sets out a string of

characters that purports to be the transfer consolidation

number of the first document where that part refers to a

transfer consolidation number or transfer consolidation

numbers (whether or not it sets out 1 or more strings of

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Preliminary Division 1

Regulation 7.11.06

Corporations Regulations 2001 345

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

characters that do not purport to be the transfer consolidation

number);

(c) the second document can be duly completed in accordance

with Part 1 of Form 4 or 8 even if it does not set out correctly

the number of Division 3 securities to which it relates.

Note: If the document mentioned in subregulation (1), or the documents

mentioned in subregulation (2), are a sufficient transfer of the

Division 3 securities, the document or documents become transfer

documents for this Part.

7.11.06 Stamping of documents

(1) In this Part (other than regulation 7.11.40):

(a) a reference to the stamping of a document is a reference to

stamping in ink; and

(b) a reference to a stamp on a document, or to a stamp borne by

a document, is a reference to a stamp stamped on the

document in ink.

(2) A reference in regulation 7.11.40 to the stamping of a document is

a reference to stamping the document in any manner.

Examples:

1 Stamping in ink.

2 Affixing a stamp.

3 Impressing a stamp.

7.11.07 Application of Division 3 of Part 7.11 of the Act to certain

bodies

(1) For subparagraph 1073C(a)(ii) of the Act, the Westpac Banking

Corporation is prescribed.

(2) For subparagraph 1073C(b)(iii) of the Act, the Australian Gas

Light Company is prescribed.

Note: The effect of section 1073C of the Act is that Division 3 of Part 7.11

of the Act applies to bodies prescribed for that section as if they were

companies.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 1 Preliminary

Regulation 7.11.08

346 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.08 Interests in registered schemes

For paragraph 1073A(1)(c) of the Act, an interest in a registered

scheme is an interest in a registered scheme if the interest:

(a) is an interest in a managed investment scheme that is

registered under section 601EB of the Act; and

(b) is quoted on the financial market of the Australian Stock

Exchange Limited.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Application of Part 7.11 Division 2

Regulation 7.11.09

Corporations Regulations 2001 347

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Application of Part 7.11

7.11.09 Application

This Part applies to conduct engaged in in this jurisdiction or

otherwise.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 3 Transfer of Division 3 securities effected otherwise than through a

prescribed CS facility

Regulation 7.11.10

348 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Transfer of Division 3 securities effected

otherwise than through a prescribed CS facility

7.11.10 Application of Division 3

This Division is made under section 1073D of the Act, and applies

to transfers of Division 3 securities effected otherwise than through

a prescribed CS facility.

7.11.11 Sufficient transfer: general

(1) A document is a sufficient transfer of Division 3 assets if it:

(a) relates to those assets; and

(b) is duly completed in accordance with the documentation in

any of the following subparagraphs:

(i) Parts 1 and 2 of Form 1;

(ii) Part 1 of Form 1 and Parts 1 and 2 of Form 2 or Form 3;

(iii) Parts 1 and 3 of Form 1 and both parts of Form 4;

(iv) Part 1 of Form 1, Parts 1 and 3 of Form 2 or Form 3 and

both parts of Form 4.

(2) A document is a sufficient transfer of Division 3 rights if it:

(a) relates to those rights; and

(b) is duly completed in accordance with the documentation in

any of the following subparagraphs:

(i) Parts 1 and 2 of Form 5;

(ii) Part 1 of Form 5 and Parts 1 and 2 of Form 6 or Form 7;

(iii) Parts 1 and 3 of Form 5 and both parts of Form 8;

(iv) Part 1 of Form 5, Parts 1 and 3 of Form 6 or Form 7 and

both parts of Form 8.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 3 securities effected otherwise than through a prescribed CS

facility Division 3

Regulation 7.11.12

Corporations Regulations 2001 349

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.12 Sufficient transfer of Division 3 assets: licensed trustee

company or Public Trustee of a State or Territory

(1) This regulation applies to the transfer of Division 3 assets,

otherwise than by way of sale, gift or exchange, by:

(a) a licensed trustee company, within the meaning of

Chapter 5D of the Act; or

(b) a Public Trustee of a State or Territory; or

(c) a company mentioned in Schedule 9;

whether alone or together with any other person or persons, to the

beneficial owner of the Division 3 assets.

(2) A document is a sufficient transfer of the Division 3 assets if it:

(a) relates to those assets; and

(b) is completed in accordance with Form 9.

7.11.13 Sufficient transfer of Division 3 rights: licensed trustee

company or Public Trustee of a State or Territory

(1) This regulation applies to the transfer of Division 3 rights,

otherwise than by way of sale, gift or exchange, by:

(a) a licensed trustee company, within the meaning of

Chapter 5D of the Act; or

(b) a Public Trustee of a State or Territory; or

(c) a company mentioned in Schedule 9;

whether alone or together with any other person or persons, in

favour of the beneficial owner of those rights.

(2) A document is a sufficient transfer of the Division 3 rights if it:

(a) relates to those rights; and

(b) is completed in accordance with Form 10.

7.11.14 Sufficient transfer

(1) A document that is a sufficient transfer of Division 3 assets may be

used:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 3 Transfer of Division 3 securities effected otherwise than through a

prescribed CS facility

Regulation 7.11.15

350 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) as a proper instrument of transfer for section 1071B of the

Act; and

(b) as an instrument of transfer for the purposes of any other law

or instrument governing or relating to those assets.

(2) A document that is a sufficient transfer of Division 3 rights may be

used as an instrument of transfer of those rights for the purposes of

any law or instrument governing or relating to those rights.

7.11.15 Transferee’s execution of transfer of Division 3 assets

(1) If Division 3 assets are transferred by means of a sufficient

transfer:

(a) the transferee is taken to have agreed at the execution time to

accept the Division 3 assets subject to the terms and

conditions on which the transferor held them at that time; and

(b) the terms and conditions are the terms and conditions

applicable as between:

(i) the issuer in relation to the Division 3 assets; and

(ii) the holder for the time being of the Division 3 assets.

(2) If the Division 3 assets are shares, the transferee is also taken to

have agreed, at the execution time:

(a) to become a member of the issuer; and

(b) to be bound, on being registered as the holder of the shares,

by the issuer’s constitution.

7.11.16 Transferee’s execution of transfer of Division 3 rights

(1) If Division 3 rights relating to Division 3 assets are transferred by

means of a sufficient transfer, the transferee is taken:

(a) to have applied at the execution time to the issuer in relation

to the Division 3 assets for the issue to the transferee of the

Division 3 assets; and

(b) to have agreed at the execution time to accept the Division 3

assets subject to the terms and conditions on which the issuer

offers them for subscription.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 3 securities effected otherwise than through a prescribed CS

facility Division 3

Regulation 7.11.17

Corporations Regulations 2001 351

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If the Division 3 assets are shares, the transferee is also taken to

have agreed, at the execution time:

(a) to become a member of the issuer; and

(b) to be bound, on being registered as the holder of the shares,

by the issuer’s constitution.

7.11.17 Transfer document that purports to bear stamp of

transferor's broker

(1) This regulation applies if a transfer document relating to Division 3

assets or Division 3 rights:

(a) is a duly completed Part 1; and

(b) bears a stamp that purports to be a stamp of the transferor’s

broker (the designated broker).

(2) Each associate (if any) of the designated broker is taken to have

warranted:

(a) that the statements in the transfer document that purport to be

certified by the designated broker are accurate; and

(b) that the transferor is:

(i) the registered holder of, or entitled to be registered as

the holder of, the Division 3 assets; or

(ii) is entitled to the Division 3 rights;

and is legally entitled or authorised to sell or dispose of the

Division 3 assets or Division 3 rights.

(3) If the designated broker is not a broker’s agent, the designated

broker is taken to have warranted:

(a) that the statements in the transfer document that purport to be

certified by the designated broker are accurate; and

(b) that the transferor is:

(i) the registered holder of, or entitled to be registered as

the holder of, the Division 3 assets; or

(ii) is entitled to the Division 3 rights;

and is legally entitled or authorised to sell or dispose of the

Division 3 assets or Division 3 rights.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 3 Transfer of Division 3 securities effected otherwise than through a

prescribed CS facility

Regulation 7.11.17

352 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) The following additional arrangements apply if the transfer

document has been duly completed in accordance with Part 1 of

Form 1 or Form 5:

(a) if, when the transfer document was stamped with the stamp

mentioned in paragraph (1)(b), the designated broker had

authority to sell the Division 3 assets or Division 3 rights, on

the transferor’s behalf, to:

(i) the transferee; or

(ii) particular persons who include, or particular classes of

persons at least one of which includes, the transferee; or

(iii) any person at all;

the designated broker is taken to have been authorised to

execute, and to have executed, the transfer document on the

transferor’s behalf;

(b) each associate (if any) of the designated broker is liable to

indemnify:

(i) the issuer in relation to the Division 3 assets or

Division 3 rights; and

(ii) the transferor; and

(iii) the transferee; and

(iv) the transferee’s broker;

against any loss or damage arising if:

(v) the stamp mentioned in paragraph (1)(b) is not the

designated broker’s stamp; or

(vi) apart from paragraph (a), the designated broker was not

authorised to execute the transfer document on the

transferor’s behalf;

(c) if the designated broker is not a broker’s agent, the

designated broker is liable to indemnify:

(i) the issuer in relation to the Division 3 assets or

Division 3 rights; and

(ii) the transferor; and

(iii) the transferee; and

(iv) the transferee’s broker;

against any loss or damage arising if:

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 3 securities effected otherwise than through a prescribed CS

facility Division 3

Regulation 7.11.18

Corporations Regulations 2001 353

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(v) the stamp mentioned in paragraph (1)(b) is not the

designated broker’s stamp; or

(vi) apart from paragraph (a), the designated broker was not

authorised to execute the transfer document on the

transferor’s behalf.

7.11.18 Warranties by market licensee if transfer document

purports to bear its stamp

(1) This regulation applies if a transfer document:

(a) has been duly completed in accordance with Part 1 of Form 3

or Form 7; and

(b) bears a stamp that purports to be a stamp of a market

licensee.

(2) The market licensee is taken to have warranted that:

(a) the statements in the transfer document that purport to be

certified by a market licensee are accurate; and

(b) the transferor is:

(i) the registered holder of, or entitled to be registered as

the holder of, the Division 3 assets; or

(ii) entitled to the Division 3 rights;

and is legally entitled or authorised to sell or dispose of the

Division 3 assets or Division 3 rights.

7.11.19 Indemnities by market licensee and broker if transfer

document purports to bear their stamps

(1) This regulation applies if:

(a) a transfer document (the first document) relating to

Division 3 assets or Division 3 rights:

(i) has been duly completed in accordance with Part 1 of

Form 1 or Form 5; and

(ii) bears a stamp that purports to be the stamp of the

transferor’s broker; and

(b) another transfer document:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 3 Transfer of Division 3 securities effected otherwise than through a

prescribed CS facility

Regulation 7.11.20

354 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) relates to any or all of the Division 3 assets or

Division 3 rights; and

(ii) has been duly completed in accordance with Part 1 of

Form 3 or Form 7; and

(iii) bears a stamp that purports to be the stamp of a market

licensee.

(2) The market licensee is liable to indemnify:

(a) the issuer in relation to the Division 3 assets or Division 3

rights; and

(b) the transferor in relation to the other document; and

(c) the transferee in relation to the other document; and

(d) the broker of the transferee in relation to the other document;

against any loss or damage arising if:

(e) the stamp mentioned in subparagraph (1)(a)(ii) is not the

stamp of the transferor’s broker; or

(f) apart from paragraph 7.11.17(4)(a), the designated broker

was not authorised to execute the first document on behalf of

the transferor in relation to the first document.

(3) Each associate (if any) of the transferor’s broker is liable to

indemnify the market licensee against any loss or damage arising

as mentioned in subregulation (2).

(4) If the transferor’s broker is not a broker’s agent, the transferor’s

broker is liable to indemnify the market licensee against any loss or

damage arising as mentioned in subregulation (2).

(5) Nothing in this regulation limits the operation of anything in

regulation 7.11.17 or 7.11.18 or of anything else in this regulation.

7.11.20 Joint and several warranties and liabilities

(1) If 2 or more persons are taken to have warranted in the terms

mentioned in paragraphs 7.11.17(2)(a) and (b) or 7.11.17(3)(a) and

(b), the persons are taken to have warranted jointly and severally.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 3 securities effected otherwise than through a prescribed CS

facility Division 3

Regulation 7.11.21

Corporations Regulations 2001 355

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If 2 or more persons are liable as mentioned in

paragraph 7.11.17(4)(b) or (c), or subregulation 7.11.19(3) or (4),

the persons are liable jointly and severally.

7.11.21 Registration of certain instruments

(1) This regulation applies if a sufficient transfer under this Part is

lodged with a company for the purpose of:

(a) registering a transfer of Division 3 assets; or

(b) obtaining the issue of Division 3 assets.

(2) If the sufficient transfer is a transfer under regulation 7.11.11, the

company and its officers are, in the absence of knowledge to the

contrary, entitled to assume without inquiry that:

(a) a stamp on the transfer document that purports to be the

transferor’s broker’s stamp is the stamp of that broker; and

(b) a stamp on the transfer document that purports to be the

transferee’s broker’s stamp is the stamp of that broker; and

(c) a stamp on the transfer document that purports to be the

stamp of a market licensee is the stamp of that market

licensee.

(3) If the sufficient transfer is a transfer under regulation 7.11.12 or

7.11.13, the company and its officers are, in the absence of

knowledge to the contrary, entitled to assume without inquiry that:

(a) at the execution time, the licensed trustee company, within

the meaning of Chapter 5D of the Act, a Public Trustee of a

State or Territory, or a company listed in Schedule 9 named

in the instrument held (whether alone or together with any

other person or persons) in the ordinary course of its

business, in trust for or on behalf of the transferee, the

Division 3 assets or Division 3 rights to which the sufficient

transfer relates; and

(b) the transfer was not made by way of a sale, gift or exchange

of the Division 3 assets or Division 3 rights.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 3 Transfer of Division 3 securities effected otherwise than through a

prescribed CS facility

Regulation 7.11.22

356 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.22 Details to be included in instrument of transfer

(1) For subsection 1071B(3) of the Act, for a transfer of unquoted

securities, the State or Territory in this jurisdiction in which the

company is taken to be registered is a prescribed detail.

(2) In this regulation:

unquoted securities means securities (within the meaning of

subsection 1071A(1) of the Act) that are not admitted to quotation

on any of the financial markets operated by the Australian Stock

Exchange Limited, Bendigo Stock Exchange Limited or National

Stock Exchange of Australia Limited.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 4 financial products effected through prescribed CS facility

Division 4

Regulation 7.11.23

Corporations Regulations 2001 357

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Transfer of Division 4 financial products

effected through prescribed CS facility

7.11.23 Application of Division 4

This Division is made under sections 1074A and 1074E of the Act,

and applies to transfers of Division 4 financial products effected

through ASTC.

Note: ASTC—the ASX Settlement and Transfer Corporation Pty Limited—

is a prescribed CS facility for the Act.

7.11.24 Application of ASTC operating rules

If the ASTC operating rules include provisions determining:

(a) which participant effected a proper ASTC transfer; or

(b) when a proper ASTC transfer takes effect;

those provisions have effect for this Division.

7.11.25 Participant’s authority to enter into transaction continues

despite client’s death

(1) This regulation applies if:

(a) a person authorises a participant to enter into a transaction

involving the disposal of a Division 4 financial product (for

example, a sale); and

(b) the person dies before the participant enters into the

transaction; and

(c) the authority is still in force immediately before the person

dies.

(2) The authority continues, despite the person’s death, as if the person

were still alive.

(3) If the participant enters into the transaction while the authority so

continues, the transaction is binding on the person’s legal

representative.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 4 Transfer of Division 4 financial products effected through prescribed CS

facility

Regulation 7.11.26

358 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) The authority can be revoked by the person’s legal representative

in any way that the person could have revoked it while the person

was alive.

7.11.26 Authority to enter into transaction gives authority to

transfer

(1) This regulation applies if a person authorises a participant to enter

into a transaction involving the disposal of a Division 4 financial

product (for example, a sale).

(2) The person is taken to have authorised the participant to effect any

proper ASTC transfer of the Division 4 financial product that the

participant effects, whether or not the transfer has any connection

with the transaction.

Note: The transfer may have no connection with the transaction because of

the operation of the provisions of the ASTC operating rules mentioned

in subregulation 7.5.41(1).

(3) The authority that the person is taken by subregulation (2) to have

given:

(a) is revoked if, before the transaction is entered into, the

authority to enter into the transaction is revoked or otherwise

ceases to have effect; and

(b) cannot otherwise be revoked.

(4) If the person dies after the transaction is entered into, the authority:

(a) continues in force, despite the person’s death, as if the person

were still alive; and

(b) cannot be revoked.

(5) If:

(a) the authority mentioned in subregulations (1) and (2) is given

to a participant mentioned in paragraph (b) of the definition

of participant in section 761A of the Act (the transacting

participant); and

(b) under the market licensee’s operating rules, a participant

mentioned in paragraph (a) of the definition of participant in

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 4 financial products effected through prescribed CS facility

Division 4

Regulation 7.11.27

Corporations Regulations 2001 359

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

section 761A of the Act (the clearing participant) has the

function of completing the relevant transaction;

the clearing participant has the same authority as the transacting

participant has under subregulations (1) and (2).

7.11.27 Effect of proper ASTC transfer on transferee: Division 4

financial products other than rights

(1) If a proper ASTC transfer of a Division 4 financial product (other

than rights) takes effect at a particular time:

(a) the transferee is taken to have agreed at that time to accept

the Division 4 financial product subject to the terms and

conditions on which the transferor held them immediately

before that time; and

(b) the terms and conditions are the terms and conditions

applicable as between the issuer in relation to, and the holder

for the time being of, the Division 4 financial product.

(2) If the Division 4 financial product is shares, the transferee is also

taken to have agreed at that time:

(a) to become a member of the issuer; and

(b) to be bound by the issuer’s constitution.

(3) If the Division 4 financial product is an interest in a managed

investment scheme, the transferee is also taken to have agreed at

that time:

(a) to become a member of the managed investment scheme; and

(b) to be bound by the constitution of the managed investment

scheme to the extent that:

(i) the transferee will comply with any requirement

imposed on the transferee by the constitution; and

(ii) the transferee will not impede compliance by another

person with any requirement imposed on the other

person by the constitution.

(4) In this regulation:

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 4 Transfer of Division 4 financial products effected through prescribed CS

facility

Regulation 7.11.28

360 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

right means a right, whether existing or future, and whether

contingent or not, of a person to have any of the following issued

to the person, whether or not on payment of any money or for any

other consideration:

(a) a share in a company (including a body to which

section 1073C of the Act applies);

(b) a debenture of a company (including a body to which

section 1073C of the Act applies);

(c) an interest in a registered scheme mentioned in regulations

made under paragraph 1073A(1)(c) of the Act.

7.11.28 Effect of proper ASTC transfer on transferee: rights

(1) If a proper ASTC transfer of a Division 4 financial product that is

rights (other than rights that relate to an interest in a managed

investment scheme) takes effect at a particular time, the transferee

is taken:

(a) to have applied at that time to the issuer in relation to the

rights for the issue to the transferee of the Division 4

financial product to which the rights relate; and

(b) to have agreed at that time to accept the Division 4 financial

product to which the rights relate subject to the terms and

conditions on which the issuer offers them for subscription.

(2) If the Division 4 financial product to which the rights (other than

rights that relate to an interest in a managed investment scheme)

relate is shares, the transferee is also taken to have agreed, at that

time:

(a) to become a member of the issuer; and

(b) to be bound, on being registered as the holder of the shares,

by the issuer’s constitution.

(3) If the Division 4 financial product is a right to an interest in a

managed investment scheme, the transferee is also taken to have

agreed at that time:

(a) to have applied at that time to the responsible entity in

relation to the rights for the issue to the transferee of the

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 4 financial products effected through prescribed CS facility

Division 4

Regulation 7.11.29

Corporations Regulations 2001 361

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

interest in a managed investment scheme to which the rights

relate; and

(b) to have agreed at that time to accept the interest in a managed

investment scheme to which the rights relate subject to the

terms and conditions on which they are offered by the

responsible entity; and

(c) to become a member of the managed investment scheme; and

(d) to be bound by the constitution of the managed investment

scheme to the extent that:

(i) the transferee will comply with any requirement

imposed on the transferee by the constitution; and

(ii) the transferee will not impede compliance by another

person with any requirement imposed on the other

person by the constitution.

(4) In this regulation:

right means a right, whether existing or future, and whether

contingent or not, of a person to have any of the following issued

to the person, whether or not on payment of any money or for any

other consideration:

(a) a share in a company (including a body to which

section 1073C of the Act applies);

(b) a debenture of a company (including a body to which

section 1073C of the Act applies);

(c) an interest in a registered scheme mentioned in regulations

made under paragraph 1073A(1)(c) of the Act.

7.11.29 Warranties by participant if identification code is included

in transfer document

(1) This regulation applies if the transfer document for a proper ASTC

transfer of a Division 4 financial product includes a participant’s

identification code as the identification code of the participant

effecting the transfer.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 4 Transfer of Division 4 financial products effected through prescribed CS

facility

Regulation 7.11.29

362 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If the participant is the transferor, the participant is taken to have

warranted that:

(a) the transfer was effected by the participant; and

(b) the transferor was legally entitled or authorised to transfer the

Division 4 financial product.

(3) Subregulation (4) applies if:

(a) the participant is not the transferor; and

(b) the transfer is pursuant to a transaction in relation to which,

or to transactions in relation to each of which, one of the

following conditions is satisfied:

(i) the transaction was entered into in the ordinary course

of trading on a financial market;

(ii) the transaction is, under the operating rules of a market

licensee, described, or to be described, as ‘special’ when

it is reported to the market licensee.

(4) The participant is taken to have warranted that:

(a) the transferor was legally entitled or authorised to transfer the

Division 4 financial product; and

(b) the transfer was effected by the participant; and

(c) the participant was authorised by the transferor to effect the

transfer.

(5) Subregulation (6) applies if:

(a) the participant is not the transferor; and

(b) the transfer is not pursuant to a transaction in relation to

which, or to transactions in relation to each of which, one of

the following conditions is satisfied:

(i) the transaction was entered into in the ordinary course

of trading on a financial market;

(ii) the transaction is, under the operating rules of a market

licensee, described, or to be described, as ‘special’ when

it is reported to the market licensee.

(6) The participant is taken to have warranted that:

(a) the transfer was effected by the participant; and

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 4 financial products effected through prescribed CS facility

Division 4

Regulation 7.11.30

Corporations Regulations 2001 363

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the participant was authorised by the transferor to effect the

transfer.

7.11.30 Indemnities in respect of warranted matters: transfer not

effected by the participant

(1) This regulation applies if:

(a) a participant is taken by regulation 7.11.29 to have

warranted, in relation to a proper ASTC transfer of a

Division 4 financial product, that the transfer was effected by

the participant; and

(b) the transfer was not effected by the participant.

(2) The participant is liable to indemnify each of the following against

any loss or damage arising from the transfer not having been

effected by the participant:

(a) the issuer in relation to the Division 4 financial product;

(b) the transferor;

(c) the transferee;

(d) if a participant acted as the transferee’s agent in the

transfer—that participant;

(e) the prescribed CS facility operated by ASTC;

(f) if TNS Clearing Pty Limited is the counter-party in the

transaction—TNS Clearing Pty Limited;

(g) if Options Clearing House Pty Limited is the counter-party in

the transaction—Options Clearing House Pty Limited.

(3) For this regulation, the effect of regulation 7.11.26 is to be

disregarded in determining whether a person:

(a) was legally entitled or authorised to transfer Division 4

financial products; or

(b) was authorised by another person to effect a transfer of

Division 4 financial products.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 4 Transfer of Division 4 financial products effected through prescribed CS

facility

Regulation 7.11.31

364 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.31 Indemnities in respect of warranted matters: transferor not

legally entitled or authorised to transfer Division 4

financial products

(1) This regulation applies if:

(a) a participant is taken by regulation 7.11.29 to have

warranted, in relation to a proper ASTC transfer of a

Division 4 financial product, that the transferor was legally

entitled or authorised to transfer the Division 4 financial

product; and

(b) the transferor was not legally entitled or authorised to

transfer the Division 4 financial product.

(2) The participant is liable to indemnify each of the following against

any loss or damage arising from the transferor not having been

legally entitled or authorised to transfer the Division 4 financial

product:

(a) the issuer in relation to the Division 4 financial product;

(b) the transferee;

(c) if a participant acted as the transferee’s agent in the

transfer—that participant;

(d) the prescribed CS facility operated by ASTC;

(e) if TNS Clearing Pty Limited is the counter-party in the

transaction—TNS Clearing Pty Limited;

(f) if Options Clearing House Pty Limited is the counter-party in

the transaction—Options Clearing House Pty Limited.

(3) For this regulation, the effect of regulation 7.11.26 is to be

disregarded in determining whether a person:

(a) was legally entitled or authorised to transfer Division 4

financial products; or

(b) was authorised by another person to effect a transfer of

Division 4 financial products.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 4 financial products effected through prescribed CS facility

Division 4

Regulation 7.11.32

Corporations Regulations 2001 365

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.32 Indemnities in respect of warranted matters: participant not

authorised to effect transfer

(1) This regulation applies if:

(a) a participant is taken by regulation 7.11.29 to have

warranted, in relation to a proper ASTC transfer of a

Division 4 financial product, that the participant was

authorised by the transferor to effect the transfer; and

(b) the participant was not authorised by the transferor to effect

the transfer.

(2) The participant is liable to indemnify each of the following against

any loss or damage arising from the participant not having been

authorised by the transferor to effect the transfer:

(a) the issuer in relation to the Division 4 financial product;

(b) the transferor;

(c) the transferee;

(d) if a participant acted as the transferee’s agent in the

transfer—that participant;

(e) the prescribed CS facility operated by ASTC;

(f) if TNS Clearing Pty Limited is the counter-party in the

transaction—TNS Clearing Pty Limited;

(g) if Options Clearing House Pty Limited is the counter-party in

the transaction—Options Clearing House Pty Limited.

(3) For this regulation, the effect of regulation 7.11.26 is to be

disregarded in determining whether a person:

(a) was legally entitled or authorised to transfer Division 4

financial products; or

(b) was authorised by another person to effect a transfer of

Division 4 financial products.

7.11.33 Joint and several warranties and liabilities

(1) If 2 or more persons are taken to have warranted in the terms

mentioned in subregulation 7.11.29(2), (4) or (6), the persons are

taken to have warranted jointly and severally.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 4 Transfer of Division 4 financial products effected through prescribed CS

facility

Regulation 7.11.34

366 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If 2 or more persons are liable as mentioned in regulation 7.11.30,

7.11.31 or 7.11.32, the persons are liable jointly and severally.

7.11.34 ASTC entitled to assume its operating rules complied with

(1) This regulation applies if the prescribed CS facility operated by

ASTC assumes without inquiry, in the absence of knowledge to the

contrary, that anything purporting to be done under the ASTC

operating rules in connection with a transfer of a Division 4

financial product has been done in accordance with those rules.

(2) If the prescribed CS facility operated by ASTC assumes, in

reliance on subregulation (1), that a thing was done in accordance

with the ASTC operating rules, the thing is taken to have been

done in accordance with those rules.

(3) If the prescribed CS facility operated by ASTC:

(a) acts on behalf of the issuer in relation to a Division 4

financial product; and

(b) as part of that function assumes, in reliance on

subregulation (1), that a thing was done in accordance with

the ASTC operating rules;

the issuer is also taken to assume, and to be entitled to assume, that

the thing was done in accordance with the ASTC operating rules.

7.11.35 ASTC-regulated transfer not to be registered unless proper

ASTC transfer

(1) The issuer in relation to a Division 4 financial product must not

register, or otherwise give effect to, an ASTC-regulated transfer of

the Division 4 financial product unless the transfer is a proper

ASTC transfer.

(2) Subregulation (1) has effect despite anything in:

(a) the issuer’s constitution; or

(b) a deed relating to debentures; or

(c) the constitution of a registered scheme; or

(d) a deed relating to interests.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 4 financial products effected through prescribed CS facility

Division 4

Regulation 7.11.36

Corporations Regulations 2001 367

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

7.11.36 Issuer not to refuse to register proper ASTC transfer

The issuer in relation to a Division 4 financial product must not:

(a) refuse or fail to register a proper ASTC transfer of the

Division 4 financial product; or

(b) refuse or fail to give effect to a proper ASTC transfer of the

Division 4 financial product.

7.11.37 Determination of who holds Division 4 financial products for

the purposes of meeting

(1) This regulation applies to a meeting of the holders of securities of a

body corporate if some or all of the securities are Division 4

financial products.

(2) The convener of the meeting may determine that all the securities

of the body corporate that are Division 4 financial products at a

specified time before the meeting are taken, for the purposes of the

meeting, to be held by the persons who held them at the specified

time.

(3) The specified time:

(a) must satisfy any applicable requirements of the ASTC

operating rules; but

(b) in any case, must not be more than 48 hours before the

meeting.

(4) The convenor must make a determination:

(a) in accordance with any applicable requirements of the ASTC

operating rules as to the way in which it must be made; but

(b) in any case, before notice of the meeting is given.

(5) The convenor must include particulars of the determination in the

notice of the meeting.

(6) However, a failure to include particulars of the determination in the

notice of the meeting does not invalidate the determination.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 4 Transfer of Division 4 financial products effected through prescribed CS

facility

Regulation 7.11.38

368 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(7) The convenor’s determination has effect accordingly despite

anything in:

(a) the Act; and

(b) these Regulations; and

(c) any other law (written or unwritten) that applies to the

meeting; and

(d) any document that applies to the meeting (for example, the

body corporate’s constitution or any relevant trust deed).

7.11.38 Determination of who holds Division 4 financial products in

class of Division 4 financial products for the purposes of

meeting

(1) This regulation applies to a meeting of the holders of a class of

securities of a body corporate if some or all of the securities in that

class are Division 4 financial products.

(2) The convener of the meeting may determine that all the securities

of the body corporate in the relevant class that are Division 4

financial products at a specified time before the meeting are taken,

for the purposes of the meeting, to be held by the persons who held

them at the specified time.

(3) The specified time:

(a) must satisfy any applicable requirements of the ASTC

operating rules; but

(b) in any case, must not be more than 48 hours before the

meeting.

(4) The convenor must make a determination:

(a) in accordance with any applicable requirements of the ASTC

operating rules as to the way in which it must be made; but

(b) in any case, before notice of the meeting is given.

(5) The convenor must include particulars of the determination in the

notice of the meeting.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Transfer of Division 4 financial products effected through prescribed CS facility

Division 4

Regulation 7.11.39

Corporations Regulations 2001 369

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) However, a failure to include particulars of the determination in the

notice of the meeting does not invalidate the determination.

(7) The convenor’s determination has effect accordingly despite

anything in:

(a) the Act; and

(b) these Regulations; and

(c) any other law (written or unwritten) that applies to the

meeting; and

(d) any document that applies to the meeting (for example, the

body corporate’s constitution or a relevant trust deed).

7.11.39 Determination of who holds Division 4 financial products for

the purposes of conferring security benefits

(1) If the ASTC operating rules include provisions relating to the

determination, for the purposes of conferring security benefits, of

who holds or is taken to hold Division 4 financial products at a

particular time, those provisions have effect accordingly despite

anything in:

(a) the Act; and

(b) these Regulations; and

(c) any other law (written or unwritten) that applies to the

conferral; and

(d) any document that applies to the conferral (for example, the

body corporate’s constitution or a relevant trust deed).

(2) In subregulation (1), conferring a security benefit means:

(a) paying or transferring money or property to a person because

the person holds or held a Division 4 financial product; or

(b) issuing securities to a person because the person holds or

held a Division 4 financial product; or

(c) conferring a right on a person because the person holds or

held a Division 4 financial product.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 5 Offences

Regulation 7.11.40

370 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—Offences

7.11.40 Stamping of broker’s stamp on sufficient transfer

(1) A broker must not stamp with a broker’s stamp a document (a

transfer document) that:

(a) relates to Division 3 securities; and

(b) may be used as a sufficient transfer under this Part;

unless the transfer document relates to a sale or purchase of the

Division 3 securities, in the ordinary course of the broker’s

business, for a consideration of not less than their unencumbered

market value at the time of the sale or purchase.

(2) A person must not stamp a transfer document with a stamp that

purports to be that of the transferor’s broker unless:

(a) the stamp is the stamp of the transferor’s broker; and

(b) apart from paragraph 7.11.17(4)(a), the transferor’s broker is

authorised to execute the document on the transferor’s

behalf; and

(c) the person is:

(i) the transferor’s broker; or

(ii) authorised to stamp the document on the transferor’s

broker’s behalf.

(3) A market licensee must not stamp with a stamp of the market

licensee a document that may be used as a sufficient transfer under

this Part of Division 3 securities unless:

(a) a duly completed Part 1, relating to the Division 3 securities,

has been lodged with the issuer in relation to the Division 3

securities; or

(b) the market licensee holds a duly completed Part 1 that:

(i) bears a certificate that purports to be that of the

transferor’s broker; and

(ii) states that a duly completed Part 1, relating to the

Division 3 securities, has been lodged or will be lodged

with the issuer in relation to the Division 3 securities.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Offences Division 5

Regulation 7.11.41

Corporations Regulations 2001 371

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) A person must not execute a document that:

(a) may be used as a sufficient transfer under regulation 7.11.12

or 7.11.13; and

(b) relates to a transfer of Division 3 securities:

(i) made by way of a sale, gift or exchange of the

Division 3 securities; or

(ii) to or in favour of a person who is not the beneficial

owner of the Division 3 securities.

(5) A person who is not a licensed trustee company, within the

meaning of Chapter 5D of the Act, a Public Trustee of a State or

Territory, or a company listed in Schedule 9 must not knowingly

cause, authorise or permit to be executed a document that:

(a) relates to Division 3 securities; and

(b) may be used as a sufficient transfer under regulation 7.11.12

or 7.11.13;

but is not a sufficient transfer under that regulation.

(6) A person must not knowingly lodge or cause to be lodged with a

company a document that has been:

(a) stamped in contravention of subregulation (1), (2) or (3); or

(b) executed in contravention of subregulation (4);

for the purpose of securing the registration of the transfer of, or the

issue of, Division 3 securities to the transferee named in the

document.

7.11.41 Inclusion of identification codes in proper ASTC transfers

A person must not include a participant’s identification code in a

document that may be used to effect a proper ASTC transfer

unless:

(a) the person:

(i) is the participant; or

(ii) is authorised so to include the identification code by the

participant; and

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.11 Title and transfer

Division 5 Offences

Regulation 7.11.42

372 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) if:

(i) the identification code is so included as the

identification code of the participant effecting the

transfer; and

(ii) the participant is not the transferor;

the participant is, apart from the effect of regulation 7.11.26,

authorised by the transferor to effect the transfer.

7.11.42 Contravention by participant of the ASTC certificate

cancellation provisions relating to use of cancellation

stamps

A participant must not, intentionally or recklessly, contravene the

ASTC certificate cancellation provisions by affixing, or failing to

affix, a cancellation stamp to a certificate or other document of title

to a Division 4 financial product.

Federal Register of Legislative Instruments F2015C00303

Financial services and markets Chapter 7

Title and transfer Part 7.11

Civil liability Division 6

Regulation 7.11.43

Corporations Regulations 2001 373

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—Civil liability

7.11.43 Contravention by participant of the ASTC certificate

cancellation provisions

(1) This regulation applies to a person who suffers loss or damage

because of conduct of a participant that was engaged in a

contravention of the ASTC certificate cancellation provisions.

(2) The person may, unless the person was involved in the

contravention, recover the amount of the loss or damage by action

against the participant, whether or not the participant has been

convicted of an offence in respect of the contravention.

(3) An action under subregulation (2) must be begun within 6 years

after the day on which the cause of action arose.

(4) This regulation does not affect a liability that a person has under

any other law.

(5) For section 1310B of the Act, an action under subregulation (2) is

taken to be a proceeding in respect of loss or damage arising out of

a contravention of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 7 Financial services and markets

Part 7.12 Miscellaneous

Regulation 7.12.01

374 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7.12—Miscellaneous

7.12.01 Destruction of records by ASIC

For paragraph 1101D(b) of the Act, the period of possession is 7

years.

Federal Register of Legislative Instruments F2015C00303

Mutual recognition of securities offers Chapter 8

Preliminary Part 8.1

Regulation 8.1.01

Corporations Regulations 2001 375

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 8—Mutual recognition of securities

offers

Part 8.1—Preliminary

8.1.01 Prescribed foreign recognition scheme (Act s 1200A(1))

For the definition of foreign recognition scheme in

subsection 1200A(1) of the Act, the provisions of each of the

following comprises a foreign recognition scheme:

(a) Part 5 of the Securities Act 1978 of New Zealand and the

Securities (Mutual Recognition of Securities Offerings—

Australia) Regulations 2008 of New Zealand;

(b) Subpart 6 of Part 9 of the Financial Markets Conduct Act

2013 of New Zealand and the Financial Markets Conduct

Regulations 2014 of New Zealand.

8.1.02 Prescribed offeror (Act s 1200A(1))

For the definition of offeror of securities in subsection 1200A(1) of

the Act:

(a) an offer of an interest in a managed investment scheme

governed by the laws of New Zealand is prescribed as a kind

of offer; and

(b) for that offer:

(i) if the scheme is a unit trust established under the Unit

Trusts Act 1960 of New Zealand—the offeror is the

manager of the scheme as defined in that Act; or

(ii) if the scheme is a scheme within the meaning of the

Securities Act 1978 of New Zealand—the offeror is the

manager of the scheme as defined in that Act; or

(iii) if the scheme is a managed investment scheme within

the meaning of the Financial Markets Conduct Act 2013

of New Zealand—the offeror is the manager of the

managed investment scheme as defined in that Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 8 Mutual recognition of securities offers

Part 8.1 Preliminary

Regulation 8.1.03

376 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

8.1.03 Prescribed recognised jurisdiction (Act s 1200A(1))

For the definition of recognised jurisdiction in

subsection 1200A(1) of the Act, New Zealand is prescribed.

Federal Register of Legislative Instruments F2015C00303

Mutual recognition of securities offers Chapter 8

Foreign offers that are recognised in this jurisdiction Part 8.2

Recognised offers Division 1

Regulation 8.2.01

Corporations Regulations 2001 377

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 8.2—Foreign offers that are recognised in this

jurisdiction

Division 1—Recognised offers

8.2.01 Prescribed offer (Act s 1200C(4))

For subsection 1200C(4) of the Act, each of the following is a

prescribed offer in relation to New Zealand:

(a) an offer of a security to which Part 2 of the Securities Act

1978 of New Zealand (in accordance with Schedule 4 to the

Financial Markets Conduct Act 2013 of New Zealand)

applies;

(b) an offer of a security for which a disclosure document (as

defined in the Financial Markets Conduct Act 2013 of New

Zealand) must be prepared in accordance with the Financial

Markets Conduct Act 2013 of New Zealand or the Financial

Markets Conduct Regulations 2014 of New Zealand.

Note: For the purpose of Chapter 8 of the Act and Chapter 8 of these

regulations, a security does not include all of the financial products

defined as securities in Part 2 of the Securities Act 1978 of New

Zealand or in the Financial Markets Conduct Act 2013 of New

Zealand—see the definition of securities in section 1200A(1) of the

Act. For example, a security does not include an interest in a

superannuation scheme or a life insurance policy.

8.2.02 Prescribed warning statements (Act s 1200E)

(1) For section 1200E of the Act, the statements set out in

subregulation (1A) are prescribed for a recognised offer made

under the Securities Act 1978 of New Zealand and the Securities

(Mutual Recognition of Securities Offerings—Australia)

Regulations 2008 of New Zealand.

(1A) For subregulation (1) the statements are:

(a) this offer to Australian investors is a recognised offer made

under Australian and New Zealand law. In Australia, this is

Federal Register of Legislative Instruments F2015C00303

Chapter 8 Mutual recognition of securities offers

Part 8.2 Foreign offers that are recognised in this jurisdiction

Division 1 Recognised offers

Regulation 8.2.02

378 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 8 of the Corporations Act 2001 and Regulations. In

New Zealand, this is Part 5 of the Securities Act 1978 of

New Zealand and the Securities (Mutual Recognition of

Securities Offerings—Australia) Regulations 2008 of New

Zealand; and

(b) this offer and the content of the offer document are

principally governed by New Zealand, rather than Australian,

law. In the main, the Securities Act 1978 of New Zealand

and the Securities Regulations 2009 of New Zealand set out

how the offer must be made.

(1B) For section 1200E of the Act, the statements set out in

subregulation (1C) are prescribed for a recognised offer made

under the Financial Markets Conduct Act 2013 of New Zealand

and the Financial Markets Conduct Regulations 2014 of New

Zealand.

(1C) For subregulation (1B) the statements are:

(a) this offer to Australian investors is a recognised offer made

under Australian and New Zealand law. In Australia, this is

Chapter 8 of the Corporations Act 2001 and Regulations. In

New Zealand, this is Subpart 6 of Part 9 of the Financial

Markets Conduct Act 2013 of New Zealand and the Financial

Markets Conduct Regulations 2014 of New Zealand; and

(b) this offer and the content of the offer document are

principally governed by New Zealand, rather than Australian,

law. In the main, the Financial Markets Conduct Act 2013 of

New Zealand and the Financial Markets Conduct

Regulations 2014 of New Zealand set out how the offer must

be made.

(1D) For section 1200E of the Act, the following statements are

prescribed for a recognised offer made under the New Zealand

legislation mentioned in subregulation (1) or (1B):

(a) there are differences in how securities and financial products

are regulated under New Zealand, as opposed to Australian,

law. For example, the disclosure of fees for managed

investment schemes is different under New Zealand law;

Federal Register of Legislative Instruments F2015C00303

Mutual recognition of securities offers Chapter 8

Foreign offers that are recognised in this jurisdiction Part 8.2

Recognised offers Division 1

Regulation 8.2.02

Corporations Regulations 2001 379

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the rights, remedies and compensation arrangements

available to Australian investors in New Zealand securities

and financial products may differ from the rights, remedies

and compensation arrangements for Australian securities and

financial products;

(c) both the Australian and New Zealand securities regulators

have enforcement responsibilities in relation to this offer. If

you need to make a complaint about this offer, please contact

the Australian Securities and Investments Commission

(ASIC). The Australian and New Zealand regulators will

work together to settle your complaint;

(d) the taxation treatment of New Zealand securities and

financial products is not the same as that for Australian

securities and products;

(e) if you are uncertain about whether this investment is

appropriate for you, you should seek the advice of an

appropriately qualified financial advisor.

(2) For paragraph 1200E(a) of the Act, the following additional

warning statements are prescribed for offers involving the payment

of proceeds, from securities or financial products, that are not

Australian dollars:

(a) The offer may involve a currency exchange risk. The

currency for the security or financial product is in dollars that

are not Australian dollars. The value of the security or

financial product will go up and down according to changes

in the exchange rate between those dollars and Australian

dollars. These changes may be significant;

(b) If you receive any payments in relation to the security or

financial product that are not in Australian dollars, you may

incur significant fees in having the funds credited to a bank

account in Australia in Australian dollars.

(3) For paragraph 1200E(a) of the Act, the following additional

warning statement is prescribed for offers involving securities and

financial products, able to be traded on a financial market:

If the security or financial product is able to be traded on a

financial market and you wish to trade the security or financial

Federal Register of Legislative Instruments F2015C00303

Chapter 8 Mutual recognition of securities offers

Part 8.2 Foreign offers that are recognised in this jurisdiction

Division 1 Recognised offers

Regulation 8.2.03

380 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

product through that market, you will have to make arrangements

for a participant in that market to sell the security or financial

product on your behalf. If the financial market is a foreign market

that is not licensed in Australia (such as a securities market

operated by the New Zealand Exchange Limited (NZX)) the way

in which the market operates, the regulation of participants in that

market and the information available to you about the security or

financial product and trading may differ from Australian licensed

markets.

8.2.03 Prescribed details to be given in warning statements (Act s

1200E(b))

For paragraph 1200E(b) of the Act, if a matter is referred to in an

item of the Table, the details in the item are prescribed for the

matter.

Item Matter Details to be provided

1 An offer to invest in a

managed investment scheme

is subject to an obligation to

provide for a dispute

resolution process

Details of the dispute resolution

process available in relation to

that offer

2 An offer is subject to

continuous disclosure

obligations

Details of the availability of the

continuous disclosure notices

that relate to that offer

3 An offer of a product that is

currently listed or is to be

listed on a financial market

Details of the financial market

on which the product is listed, or

on which it is proposed to be

listed

8.2.04 Prescribed home regulators (Act s 1200G(13) and (14))

For subsections 1200G(13) and (14) of the Act:

(a) an authority referred to in an item of the Table is prescribed

as a home regulator for New Zealand; and

Federal Register of Legislative Instruments F2015C00303

Mutual recognition of securities offers Chapter 8

Foreign offers that are recognised in this jurisdiction Part 8.2

Recognised offers Division 1

Regulation 8.2.04

Corporations Regulations 2001 381

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) each matter listed in the item in relation to the authority is

prescribed as a matter in relation to which the authority is to

be regarded as the home regulator.

Item Authority Matter(s) in relation to which

the authority is to be regarded

as the home regulator

1 Registrar of Financial

Service Providers of New

Zealand

Each matter mentioned in:

(a) items 1 to 4 of the Table at

subsection 1200G(9) of the

Act; or

(b) item 4 of the Table at

subsection 1200N(1) of the

Act

2 Financial Markets Authority

of New Zealand

Each matter mentioned in

items 5 to 7 of the Table at

subsection 1200G(9) of the Act

Federal Register of Legislative Instruments F2015C00303

Chapter 8 Mutual recognition of securities offers

Part 8.2 Foreign offers that are recognised in this jurisdiction

Division 4 Modification of the Act in relation to its application to recognised offers for

interests in New Zealand managed investment schemes (Act s 1020G, 1200M)

Regulation 8.4.01

382 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Modification of the Act in relation to its

application to recognised offers for interests in

New Zealand managed investment schemes (Act s

1020G, 1200M)

8.4.01 Modification of Part 7.9 of the Act—New Zealand offer

documents replace Product Disclosure Statements

For section 1020G of the Act, Part 7.9 of the Act is modified in its

application in relation to managed investment schemes as set out in

Part 18 of Schedule 10A.

8.4.02 Modification of Part 6D.2 of the Act and Part 7.9 of the Act—

certain disclosure obligations not to apply

For section 1200M of the Act, Part 6D.2 of the Act and Part 7.9 of

the Act are modified in relation to their application in respect of a

recognised offer or a proposed offer of securities that may become

a recognised offer as set out in Part 1 of Schedule 10AA.

Federal Register of Legislative Instruments F2015C00303

 Corporations Regulations 2001

Prepared by the Office of Parliamentary Counsel, Canberra

Corporations Regulations 2001

Statutory Rules No. 193, 2001

made under the

Corporations Act 2001

Compilation No. 113

Compilation date: 31 March 2015

Includes amendments up to: SLI No. 39, 2015

Registered: 9 April 2015

This compilation is in 7 volumes

Volume 1: regulations 1.0.01–6D.5.02

Volume 2: regulations 7.1.02–7.6.08E

Volume 3: regulations 7.7.01–8.4.02

Volume 4: regulations 9.1.01–12.9.03

Volume 5: Schedules 1, 2 and 2A

Volume 6: Schedules 3–12

Volume 7: Endnotes

Each volume has its own contents

Federal Register of Legislative Instruments F2015C00303

About this compilation

This compilation

This is a compilation of the Corporations Regulations 2001 that shows the text

of the law as amended and in force on 31 March 2015 (the compilation date).

This compilation was prepared on 31 March 2015.

The notes at the end of this compilation (the endnotes) include information

about amending laws and the amendment history of provisions of the compiled

law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the

compiled law. Any uncommenced amendments affecting the law are accessible

on ComLaw (www.comlaw.gov.au). The details of amendments made up to, but

not commenced at, the compilation date are underlined in the endnotes. For

more information on any uncommenced amendments, see the series page on

ComLaw for the compiled law.

Application, saving and transitional provisions for provisions and

amendments

If the operation of a provision or amendment of the compiled law is affected by

an application, saving or transitional provision that is not included in this

compilation, details are included in the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as

modified but the modification does not amend the text of the law. Accordingly,

this compilation does not show the text of the compiled law as modified. For

more information on any modifications, see the series page on ComLaw for the

compiled law.

Self-repealing provisions

If a provision of the compiled law has been repealed in accordance with a

provision of the law, details are included in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 i

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Contents

Federal Register of Legislative Instruments F2015C00303

ii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 1—List of forms in Schedule 2 1

Schedule 2—Forms 7

Form 314 12

Form 501 14

Form 502 16

Form 503 18

Form 509A 19

Form 509B 20

Form 509C 21

Form 509E 22

Form 509H 23

Form 521 28

Form 5249 29

Form 527 31

Form 529A 34

Form 529B 35

Form 530 36

Form 531A 37

Form 531B 38

Form 531C 39

Form 532 40

Form 535 41

Form 536 43

Form 537 45

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 iii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 538 46

Form 539 48

Form 541 50

Form 542 53

Form 543 54

Form 544 55

Form 547 57

Form 548 58

Form 549 59

Form 550 60

Form 551 61

Form 552 63

Form 553 64

Form 701 65

Form 719 79

Form 719A 81

Form 719B 83

Form 720 85

Form 721 87

Form 905 88

Form 910 91

Schedule 2A—Forms of transfer of Division 3

securities 94

Form 1 94

Federal Register of Legislative Instruments F2015C00303

iv Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 2 96

Form 3 98

Form 4 100

Form 5 101

Form 6 103

Form 7 105

Form 8 107

Form 9 108

Form 10 109

Federal Register of Legislative Instruments F2015C00303

List of forms in Schedule 2 Schedule 1

Corporations Regulations 2001 1

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 1—List of forms in Schedule 2 (regulation 1.0.03)

Column 1 Column 2 Column 3 Column 4

Item

Provision of the Act or the

Regulations Description of form

No. of

form

Chapter 1 Introductory

1 Regulation 1.0.16 Verification or

certification of a

document

911

1A Regulation 1.0.21 Cover page for office

copy of a court order

105

2 Subsection 117(2)

Subsection 163(3)

Subsection 254X(2)

Subsection 601BC(2)

Certification of

compliance with stamp

duty law

207Z

3 Subparagraph 206F(1)(b)(i) Notice to demonstrate

why disqualification

should not occur

5249

4 Subsection 206F(3) Notice of disqualification

from managing

corporations

587

Chapter 3 Internal administration

23A Section 250P Extension of time for

holding AGM

2501

26 Paragraph 263(2)(b) Notification of further

issue of debentures in a

series

310

30 Paragraph 324(2)(e) Return of members of

firm of auditors

314

31 Paragraph 319(5)(a)

Subsections 324(1) & (2)

Subsections 327(4) & (15)

Paragraph 329(11)(c)

Section 330

Notice of resignation or

removal of auditor

315

Federal Register of Legislative Instruments F2015C00303

Schedule 1 List of forms in Schedule 2

2 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item

Provision of the Act or the

Regulations Description of form

No. of

form

Chapter 4 Various corporations

Chapter 5 External administration

43 Subsection 414(2) Notice to dissenting

shareholder

501

44 Paragraph 414(9)(a) Notice to remaining

shareholder

502

44A Subsection 419A(3) Notice of controller’s

intention not to exercise

property rights

503

51A Subsection 438C(3) Notice to deliver books

of company to the

administrator

509A

51B Subsection 443B(3) Notice of administrator’s

intention not to exercise

property rights

509B

51C Paragraph 445F(2)(a) Notice of meeting of

creditors to vary or

terminate deed of

company arrangement

509C

51E Paragraph 450B(a) Notice to creditors of

execution of a deed of

company arrangement

509E

51H Paragraph 459E(2)(e) Creditor’s statutory

demand for payment of

debt

509H

61 Subsections 494(1) & (2) Declaration of solvency 520

62 Subsection 496(2)

Subregulation 5.6.12(2)

Notice of meeting of

creditors under

section 496

521

68 Paragraph 568(8)(a) Application requiring

liquidator to decide

whether to disclaim

property

527

69 Subsection 601AA(2) De-registration—

voluntary

6010

Federal Register of Legislative Instruments F2015C00303

List of forms in Schedule 2 Schedule 1

Corporations Regulations 2001 3

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item

Provision of the Act or the

Regulations Description of form

No. of

form

71 Subregulation 5.6.12(2) Notice of meeting 529

71A Paragraph 5.6.12(2)(aa) Notice of first meeting of

creditors of company

under administration

529A

71B Subsection 449C(5) Notice of meeting of

creditors to ratify

appointment of

administrator

529B

72 Regulation 5.6.13 Statement in writing of

posting of notice of

meeting

530

73 Paragraph 5.6.27(2)(a) List of persons present at

meeting of members or

contributories

531A

73A Paragraph 5.6.27(2)(b) List of persons present at

meeting of creditors or

debenture holders

531B

73B Paragraph 5.6.27(2)(c) List of persons present at

meeting of committee of

inspection or committee

of creditors

531C

74 Regulation 5.6.29 Appointment of proxy 532

75 Subregulation 5.6.39(3) Notice to submit

particulars of debt or

claim

533

76 Subregulation 5.6.48(3) Notice inviting formal

proof of debt or claim

534

77 Subregulation 5.6.49(2) Formal proof of debt or

claim (General form)

535

78 Subregulation 5.6.49(2) Formal proof of debt or

claim on behalf of

employees

536

79 Subregulation 5.6.54(1) Notice of rejection of

formal proof of debt or

claim

537

Federal Register of Legislative Instruments F2015C00303

Schedule 1 List of forms in Schedule 2

4 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item

Provision of the Act or the

Regulations Description of form

No. of

form

80 Regulation 5.6.58 Provisional list of

contributories

538

81 Subregulation 5.6.59(1) Notice to contributories

of appointment to settle

list of contributories

539

83 Subregulation 5.6.60(2) Certificate of liquidator

of final settlement of list

of contributories

541

84 Subregulation 5.6.61(1) Provisional

supplementary list of

contributories

542

85 Subregulation 5.6.61(1) Certificate of liquidator

of settlement of

supplementary list of

contributories

543

86 Subregulation 5.6.62(4) Notice to contributory of

final settlement of list or

supplementary list of

contributories and of

inclusion in list

544

88 Subregulation 5.6.65(1) Notice of intention to

declare a dividend

546

89 Subregulation 5.6.65(1) Notice to creditor or

person claiming to be a

creditor of intention to

declare a dividend

547

90 Subregulation 5.6.65(1) Notice to creditor or

person claiming to be a

creditor of intention to

declare a final dividend

548

91 Subregulation 5.6.67(3) Notice of declaration of

dividend

549

92 Regulation 5.6.70 Notice to liquidator to

pay dividend to a person

named

550

Federal Register of Legislative Instruments F2015C00303

List of forms in Schedule 2 Schedule 1

Corporations Regulations 2001 5

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item

Provision of the Act or the

Regulations Description of form

No. of

form

93 Subregulation 5.6.71(1) Schedule of

contributories or other

persons to whom a

distribution of surplus is

to be paid

551

94 Subregulation 5.6.71(2) Notice of distribution of

surplus to contributories

or other persons

552

95 Regulation 5.6.72 Authority to liquidator to

pay distribution of

surplus to a person

named

553

Chapter 6 Acquisition of shares

96 Subsection 671B(4) Notice of initial

substantial holder

603

97 Subsection 671B(4) Notice of change of

interests of substantial

holder

604

98 Subsection 671B(4) Notice of ceasing to be a

substantial holder

605

Chapter 7 Financial services and markets

99 Subregulation 7.6.08D(3)

Subregulation 7.6.08E(3)

Data on intermediated

business with

APRA-authorised

general insurers, Lloyd’s

underwriters and

unauthorised foreign

insurers

701

Chapter 9 Miscellaneous

150 Subsection 1287(1) Particulars of cessation

or change relating to

person registered as an

auditor under

subsection 1287(1)

905

Federal Register of Legislative Instruments F2015C00303

Schedule 1 List of forms in Schedule 2

6 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item

Provision of the Act or the

Regulations Description of form

No. of

form

154A Subsection 1302(4) Notice of change of

address

909

155 Section 1313 Penalty notice 910

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 7

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 2—Forms (regulations 1.0.02 and 1.0.03)

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

8 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 9

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

10 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 11

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Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

12 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 314 (paragraph 324(2)(e))

Corporations Act 2001

RETURN OF MEMBERS OF FIRM OF AUDITORS

Name of firm:

Address of firm 1 :

The full names and addresses of all of the members of the firm are:

Surname First or given names Residential address

Dated

Signature 2

1. Give the address of each place of business of the firm. If there is more than

one place of business, indicate the principal place of business.

2. To be signed by one of the members of the firm.

DIRECTION

Requirements relating to annexures are set out in regulation 1.0.06.

NOTE

The completion of this form does not relieve members of the firm from any

obligation under the law relating to business names.

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14 Corporations Regulations 2001

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Form 501 (subsection 414(2))

Australian Company Number:

Corporations Act 2001

NOTICE TO DISSENTING SHAREHOLDER

(Note that in this form “dissenting shareholder” means a shareholder who has

not assented to the scheme or contract mentioned in paragraph B, or who has

failed or refused to transfer his or her shares to the transferee in accordance

with that scheme or contract)

1. To

of

A. (insert name of person giving notice, in this form called “the

transferee”) The transferee on (insert date) made

an offer to the holders of *shares in Limited/ *shares included in class of shares

in Limited for the transfer of those shares

to the transferee, not being an offer made under a scheme or

contract arising out of the making of takeover offers or a takeover

announcement under the law relating to the acquisition of shares;

and

B. the scheme or contract involving the transfer of those shares to

the transferee was on or before (insert date) approved

by the holders of not less than nine-tenths in nominal value of the

shares *in that company/*included in that class of shares, other

than shares already held at the date of the offer by, or by a

nominee for, the transferee (or, if the transferee is a company, its

subsidiary); and

C. you are a dissenting shareholder of shares *in the company/ *included in that class of shares.

2. The transferee gives you notice under subsection 414(2) that the

transferee desires to acquire those shares held by you.

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3. You are entitled under subsection 414(7) to require the transferee, by

a demand in writing served on the transferee within one month after

the date on which this notice is given, to furnish to you a statement in

writing of the names and addresses of all other dissenting

shareholders shown in the register of members.

*4. You are entitled not later than the expiration of one month after the

date on which this notice is given or 14 days after the date on which a

statement is supplied to you under subsection 414(7), whichever is

the later, to elect, by notice to the transferee, which of the alternative

terms offered to the approving shareholders under the scheme or

contract you prefer. The alternative terms are as follows:

5. Unless, on application made by you within one month after the date

on which this notice is given or within 14 days after a statement is

supplied to you under subsection 414(7), the Federal Court of

Australia or the Supreme Court of (State or Territory) orders

otherwise, the transferee will be entitled and bound subject to

subsection 414(7) to acquire your shares:

(a) on the terms on which under the scheme or contract the shares of

the approving shareholders are to be transferred to the transferee;

or

(b) if alternative terms were offered — on the terms for which you

have elected; or

(c) if you have not so elected — on whichever of those terms the

transferee determines unless the Court otherwise orders.

Dated

(signature of transferee) *Omit if not applicable

DIRECTION

Requirements relating to annexures are set out in regulation 1.0.06.

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16 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 502 (subsection 414(9)(a))

Australian Company Number:

Corporations Act 2001

NOTICE TO REMAINING SHAREHOLDER

1. To

of

A. (insert name of person giving notice, in this form called “the

transferee”) The transferee in (insert date) made offers to the holders

of shares *in Limited/*included in class of shares

in Limited for the transfer of those shares to the

transferee, not being offers made under a scheme or contract arising out

of the making of takeover offers or a takeover announcement under the

law relating to the acquisition of shares; and

B. under the scheme or contract the transferee became an (insert date)

beneficially entitled to shares in that company which together with any

other shares in that company to which the transferee, or the transferee

and any corporation related to the transferee, is beneficially entitled,

comprise or include nine-tenths in nominal value of the shares *in Limited/*included in that class of shares

in Limited; and

C. you are the holder of remaining shares *in that company/*included in

that class of shares in that company and have not assented to the

scheme or contract or been given notice in respect of those shares by

the transferee under subsection 414(2).

2. The transferee gives you notice under subsection 414(9) that under that

scheme or contract the transferee on (insert date) become beneficially

entitled to shares in Limited and those shares together

with any other shares in that company to which the transferee, or the

transferee and any corporation related to the transferee, is beneficially

entitled, comprise or included nine-tenths in nominal value of the shares (in

that company/*included in that class of shares in that company.

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3. You are entitled under subsection 414(9) within 3 months after the date on

which this notice is given by notice to the transferee to require the

transferee to acquire your shares. *3. You are entitled under subsection 414(9) within 3 months after the date on

which this notice is given to elect by notice to the transferee which of the

alternative terms offered to the approving shareholders under the scheme or

contract you will accept. The alternative terms are as follows:

4. If you require the transferee to acquire the shares held by you the transferee

will be entitled and bound to acquire those shares:

(a) on the terms that under the scheme or contract were offered to the

approving shareholders; or

(b) if alternative terms were offered—on the terms for which you have

elected;

(c) if you do not so elect

(i) on whichever of the terms the transferee determines or

(ii) on such other terms as are agreed or as the Federal Court of

Australia or the Supreme Court of` on the

application of the transferee or of yourself orders.

Dated

(signature of transferee) *Omit if not applicable

DIRECTION

Requirements relating to annexures are set out in regulation 1.0.06.

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18 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 503 (subsection 419A(3))

Corporations Act 2001

NOTICE OF CONTROLLER’S INTENTION NOT TO EXERCISE

PROPERTY RIGHTS

To: (name), of (address) , the *owner/*lessor of property (“the specified property”) being:

(name and description of property including, if appropriate, relevant reference

numbers and account numbers identifying contracts such as leasing

arrangements in relation to that property)

I (name), of (address), the controller of

property of (name of corporation) (“the corporation”) give you notice that I do

not propose to exercise rights in relation to the specified property as controller

of the specified property, whether on behalf of the corporation or anyone else.

Dated

(Controller’s signature)

*Delete if not applicable

NOTES:

1. Under subsection 419A(4) the controller is not liable for rent or other

amounts by the corporation in relation to the specified property while

this notice in force, but the notice does not affect a liability of the

corporation.

2 Under subsection 419A(5), this notice ceases to have effect if the

controller:

(a) revokes the notice, by writing to the owner/lessor; or

(b) exercises or purports to exercise a right in relation to the specified

property the controller.

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Form 509A (subsection 438C(3))

A.C.N. or A.R.B.N.

Corporations Act 2001

NOTICE TO DELIVER BOOKS OF COMPANY TO THE

ADMINISTRATOR

Limited (administrator appointed)

To: (name) of (address)

1. I (name), of (address), the administrator of the company, give you

notice under subsection 438C(3) that I require you to deliver to me, at

the above address, within (insert number being not less than 3)

business days of the date of this notice, the books specified in the

Schedule, being books of the company, that are in your possession.

2. Note that under subsection 438C(5), you must comply with this

notice except so far as you are entitled as against the company and

the administrator, to retain possession of the books.

SCHEDULE

(insert specified books)

Dated

(administrator’s signature)

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Form 509B (subsection 443B(3))

Corporations Act 2001

NOTICE OF ADMINISTRATOR’S INTENTION NOT TO EXERCISE

PROPERTY RIGHTS

Limited (administrator appointed)

To: (name), of (address), the *owner/*lessor of property (“the

specified property”) being:

(name and description of property, including, if appropriate, relevant reference

numbers and account numbers identifying contracts such as leasing

arrangements in relation to that property)

I (name), of (address) , the administrator of (name

of company) (“the company”) give you notice that I do not propose to exercise

rights in relation to the specified property.

Dated

(administrator’s signature)

*Delete if not applicable

NOTES

1. Under subsection 443B(4), the administrator is not liable for rent or

other amounts payable by the company in relation to the specified

property while this notice is in force, but the notice does not affect a

liability of the company.

2. Under subsection 443B(5), this notice ceases to have effect if:

(a) the administrator revokes the notice, by writing to the owner/

lessor; or

(b) the company exercises or purports to exercise a right in relation to

the specified property.

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Form 509C (paragraph 445F(2)(a))

A.C.N. or A.R.B.N.

Corporations Act 2001

NOTICE OF MEETING OF CREDITORS TO VARY OR TERMINATE

DEED OF COMPANY ARRANGEMENT

Limited (subject to deed of company arrangement)

1. Notice is given that a meeting of the creditors of the company will be

held at (insert address and place of meeting) on (insert date) at

(insert time) *a.m./*p.m.

2. The purpose of the meeting is to consider and vote on the following

resolutions:

(Set out each resolution under section 445A or paragraph 445C(b)

that the administrator of the deed of company arrangement proposes

to be voted on at the meeting or, as the case may be, that creditors, in

a request made under paragraph 445F(1)(b), have proposed to be

voted on at the meeting.)

Dated

(signature of administrator) *Delete if not applicable

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22 Corporations Regulations 2001

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Form 509E (paragraph 450B(a))

Corporations Act 2001

NOTICE TO CREDITORS OF EXECUTION OF A DEED OF COMPANY

ARRANGEMENT

Limited (subject to deed of company arrangement)

*To (name) of (address)

*To creditors of the company

1. Notice is given under section 450B that the company executed a deed

of arrangement on (insert date).

2. A copy of the deed may be inspected at (insert address).

Dated

(Signature of administrator of the

deed of company arrangement) *Delete if not applicable

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Form 509H (paragraph 459E(2)(e))

Corporations Act 2001

CREDITOR’S STATUTORY DEMAND FOR PAYMENT OF DEBT

To (name and A.C.N. or A.R.B.N. of debtor company) of (address of the

company’s registered office)

1. The company owes (name) of (address) (“the creditor”) *the amount of $(insert amount), being the amount of the debt described in

the Schedule. *the amount of $(insert total amount), being the total of the amounts of the

debts described in the Schedule.

*2. The amount is due and payable by the company.

*2. Attached is the affidavit of (insert name of deponent of the affidavit), dated

(insert date of affidavit), verifying that the amount is due and payable by the

company

3. The creditor requires the company, within 21 days after service on the

company of this demand:

(a) to pay to the creditor the *amount of the debt/*total of the amounts of

the debts; or

(b) to secure or compound for the *amount of the debt/*total of the amounts

of the debts, to the creditor’s reasonable satisfaction.

4. The creditor may rely on a failure to comply with this demand within the

period for compliance set out in subsection 459F(2) as grounds for an

application to a court having jurisdiction under the Corporations Act 2001

for the winding up of the company.

5. Section 459G of the Corporations Act 2001 provides that a company served

with a demand may apply to a court having jurisdiction under the

Corporations Act 2001 for an order setting the demand aside. An

application must be made within 21 days after the demand is served and,

within the same period:

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(a) an affidavit supporting the application must be filed with the court; and

(b) a copy of the application and a copy of the affidavit must be served on

the person who served the demand.

A failure to respond to a statutory demand can have very serious

consequences for a company. In particular, it may result in the

company being placed in liquidation and control of the company

passing to the liquidator of the company.

6. The address of the creditor for service of copies of any application and

affidavit is (insert the address for service of the documents in the State or

Territory in which the demand is served on the company, being, if solicitors

are acting for the creditor, the address of the solicitors).

SCHEDULE

Description of the debt Amount of the debt

(indicate if it is a judgment debt,

giving the name of the court

and the date of the order)

*Total Amount

Dated:

signed:

Print name: capacity:

Corporation or partnership name (if applicable):

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NOTES:

1. The form must be signed by the creditor or the creditor’s solicitor. It may be

signed on behalf of a partnership by a partner, and on behalf of a

corporation by a director or by the secretary or an executive officer of the

corporation.

2. The amount of the debt or, if there is more than one debt, the total of the

amounts of the debts, must exceed the statutory minimum of $2,000.

3. Unless the debt, or each of the debts, is a judgment debt, the demand must

be accompanied by an affidavit that:

(a) verifies that the debt, or the total of the amounts of the debts, is due and

payable by the company; and

(b) complies with the rules.

4. A person may make a demand relating to a debt that is owed to the person

as assignee.

5. This form was amended in 2006 as part of amendments of the Corporations

Regulations 2001. For the period of 12 months after the commencement of

those amendments a person may comply with paragraph 459E(2)(e) of the

Corporations Act 2001 in relation to a statutory demand for payment of

debt by using:

(a) the version of this form that was in force immediately before the

commencement of the amendments; or

(b) this version of the form.

*Omit if inapplicable

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28 Corporations Regulations 2001

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Form 521 (subsection 496(2), subregulation 5.6.12(6))

Corporations Act 2001

NOTICE OF MEETING OF CREDITORS UNDER SECTION 496

Limited

I, (insert name) of insert address)

give notice that, under subsection 496(1), a meeting of the creditors of the

company will be held at (insert place of meeting) on (insert date

of meeting) at *a.m./p.m.

The winding up of the company commenced on and I was

appointed liquidator by resolution of the members of the company. As the

directors declared that the company would be able to pay its debts in full within

a period not exceeding 12 months after the commencement of the winding up,

the liquidation is proceeding as a members’ voluntary winding up.

A list of creditors prepared in accordance with subsection 496(2) is annexed.

I have formed the opinion that the company will not be able to pay or provide

for the payment of its debts in full within that period and this meeting is

summoned in order that the creditors may, if they so wish, exercise their right

under subsection 496(5) to appoint some person other than myself to be the

liquidate of the company for the purpose of winding up the affairs and

distributing the property of the company.

A statement of the assets and liabilities of the company will be laid before the

meeting.

Dated

(signature of liquidator)

*Omit if not applicable

DIRECTION

Requirements relating to annexures are set out in regulation 1.0.06.

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Form 5249

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Form 527 (paragraph 568(8)(a))

Australian Company Number:

Corporations Act 2001

APPLICATION REQUIRING LIQUIDATOR TO DECIDE WHETHER TO

DISCLAIM PROPERTY

Limited

To (insert name), the liquidator of the company.

Under paragraph 568(8)(a), application is made to you by (full name, address

and occupation of applicant) requiring you to decide whether you will disclaim

the property described in the Schedule to this notice or not.

The applicant has the following interest in the property:

SCHEDULE

Dated

(signature of applicant)

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34 Corporations Regulations 2001

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Form 529A (subregulation 5.6.12(6))

Corporations Act 2001

NOTICE OF FIRST MEETING OF CREDITORS OF COMPANY UNDER

ADMINISTRATION

Limited (administrator appointed)

1. On (insert date) *the company under section 436A *The liquidator/provisional liquidator of the company under section 436B *a chargee of property of the company under section 436C appointed (insert

name) of (insert address) as the administrator of the company.

2. Notice is now given that a meeting of the creditors of the company will be

held at (insert address and place of meeting) on (insert date) at (insert time) *a.m./*p.m.

3. The purpose of the meeting is to determine:

(a) whether to appoint a committee of creditors; and

(b) if so, who are to be the committee’s members.

4. At the meeting, creditors may also, by resolution:

(a) remove the administrator from office; and

(b) appoint someone else as administrator of the company.

*5. Details of the instrument under the terms of which the administrator was

appointed are:

(a) date of the instrument: (insert date)

(b) nature of instrument: (insert type of instrument, eg mortgage)

(c) place of registration: (insert, if applicable)

(d) registered charge number: (insert, if applicable)

Dated

(administrator’s signature)

*Delete if not applicable

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Form 529B (subsection 449C(5))

Corporations Act 2001

NOTICE OF FIRST MEETING OF CREDITORS TO RATIFY

APPOINTMENT OF ADMINISTRATOR

Limited (administrator appointed)

1. On (insert date) *the company under section 449C(1) and subparagraph 449C(2)(b)(i), *the liquidator/provisional liquidator of the company under

section 449C(2)(b)(ii), *a chargee of property of the company, under subsection 449C(1) and

subparagraph 449C(2)(b)(iii),

appointed (insert name) of (insert address) as the administrator of the

company in place of the previous administrator of the company.

2. The new administrator was appointed because the previous administrator

(here set out the applicable circumstances under paragraph 449C(1)(a), (b)

or (c), as the case may be).

3. Notice is now given that a meeting of the creditors of the company will be

held at (insert address and place of meeting) on (insert date) at (insert time) *a.m./*p.m.

4. The purpose of the meeting is:

(a) to determine whether to remove the person appointed from office; and

(b) if so, to appoint someone else as administrator of the company.

*5. Details of the instrument under the terms of which the previous

administrator was appointed are:

(a) date of the instrument: (insert date)

(b) nature of instrument: (insert type of instrument, eg mortgage)

(c) place of registration: (insert, if applicable)

(d) registered charge number: (insert, if applicable)

Dated

(signature of convenor of the meeting) *Delete if not applicable

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36 Corporations Regulations 2001

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Form 530 (regulation 5.6.13)

A.C.N. or A.R.B.N.:

Corporations Law

STATEMENT IN WRITING OF POSTING OF NOTICE OF MEETING

Limited

I (name) of (address) state:

1. on (date) a notice of the time and place of the meeting (insert a description

of the meeting) in the form of the annexure marked “A” (see note below)

was sent by prepaid post to each person appearing in the books of the

company, or otherwise known to *me/*the convener of the meeting, as a

creditor/*contributory/ *member/*debenture holder;

*2. the notices were addressed to the creditors according to their names and

addresses appearing in the books of the company or to their last known

addresses;

*2 the notices were addressed to the contributories according to their names

and addresses appearing in the books of the company or to their last known

addresses;

*2 the notices were addressed to the debenture holders according to their

names and addresses appearing in the books of the company or to their last

known addresses;

*3 the persons notified and their addresses specified in the notices sent to them

are *set out in the annexed list (see note below) / *identifiable by reference

to the books of the company.

Signature

* Omit if inapplicable.

Note: Requirements relating to annexures are set out in regulation 1.0.06.

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Form 531A (paragraph 5.6.27(2)(a))

Corporations Regulations

A.C.N. or A.R.B.N.:

Corporations Act 2001

LIST OF PERSONS PRESENT AT MEETING OF: *MEMBERS/*CONTRIBUTORIES

Limited

Meeting held at (place of meeting) on (date).

No. Name Represented by *Number of

shares

*Number of

votes

(Signature of

person attending)

(NOTE: If a joint meeting of creditors and members is held, both Form 531A

and 531B should be completed)

*Delete if not applicable

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Form 531B (paragraph 5.6.27(2)(b))

Corporations Regulations

A.C.N. or A.R.B.N.:

Corporations Act 2001

LIST OF PERSONS PRESENT AT MEETING OF: *CREDITORS/*ELIGIBLE EMPLOYEE CREDITORS/*DEBENTURE

HOLDERS

Limited

Meeting held at (place of meeting) on (date).

No. Name Represented

by

(signature of

person

attending)

Amount of

proof

lodged

or

Amount of

debentures

held

Nature of

any

security

Value of

any

security, as

estimated

by the

creditor

**Balance

of

creditor’s

debt after

deducting

the value of

the security

(NOTE: If a joint meeting of creditors and members is held, both Form 531A

and 531B should be completed)

* Delete if not applicable

**Do not complete in the case of a meeting convened under Part 5.3A of the

Corporations Act 2001

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Form 531C (paragraph 5.6.27(2)(c))

Corporations Regulations

A.C.N. or A.R.B.N.

Corporations Act 2001

LIST OF PERSONS PRESENT AT MEETING OF: *COMMITTEE OF

INSPECTION/*COMMITTEE OF CREDITORS

Limited

Meeting held at (place of meeting) on (date).

No. Name Represented by

(Signature of person

attending)

* Delete if not applicable

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40 Corporations Regulations 2001

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Form 532 (regulation 5.6.29)

A.C.N. or A.R.B.N.

Corporations Act 2001

APPOINTMENT OF PROXY

*I/*We (if a firm, strike out “I” and set out the full name of the firm) of

(address), a creditor/*contributory/ *debenture holder/*member of

Limited, appoint (name, address and description of the person

appointed) or in his or her absence as *my/*our *general/*special proxy to vote

at the *meeting of *creditors/*contributories*debenture holders/*members/*joint

meeting of members and creditors to be held on (date), or at any adjournment of

that meeting (if a special proxy add the words “to vote for” or the words “to

vote against” and specify the particular resolutions).

Dated

Signature

CERTIFICATE OF WITNESS

(This certificate is to be completed only if the person giving the proxy is blind or

incapable of writing. The signature of the creditor, contributory, debenture

holder or member must not be witnessed by the person nominated as proxy)

I (name), of (address), certify that the above instrument appointing a proxy was

completed by me in the presence of and at the request of the person appointing

the proxy and read to him or her before she signed or marked at the instrument.

Dated

Signature of witness

Description

Place of residence

* Omit if inapplicable.

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Form 535 (subregulation 5.6.49(2)

A.C.N or A.R.B.N:

Corporations Act 2001

FORMAL PROOF OF DEBT OR CLAIM (GENERAL FORM)

To the liquidator of Limited

1. This is to state that the company was on (date of court order in

winding up by the Court, or date of resolution to wind up, if a

voluntary winding up), and still is, justly and truly indebted to (full

name and address of the creditor and, if applicable, the creditor’s

partners. If prepared by an employee or agent of the creditor, also

insert a description of the occupation of the creditor) for

dollars and cents

Particulars of the debt are:

Date Consideration Amount Remarks

(state how the debt

arose)

(include details of

voucher substantiating

payment)

$ c

2. To my knowledge or belief the creditor has not, nor has any person

by the creditor’s order, had or received any satisfaction or security for

the sum or any part of it except for the following: (insert particulars

of all securities held. If the securities are on the property of the

company, assess the value of those securities. If any bills or other

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

42 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

negotiable securities are held, show them in a schedule in the

following form).

Date Drawer Acceptor Amount Due Date

$ c

*3. I am employed by the creditor and authorised in writing by the

creditor to make this statement. I know that the debt was incurred for

the consideration stated and that the debt, to the best of my

knowledge and belief, remains unpaid and unsatisfied.

*3. I am the creditor’s agent authorised in writing to make this statement

in writing. I know the debt was incurred for the consideration stated

and that the debt, to the best of my knowledge and belief, remains

unpaid and unsatisfied.

Dated

Signature

Occupation

Address

*Do not complete if this proof is made by the creditor personally

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 43

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 536 (subregulation 5.6.49(2))

A.C.N. or A.R.B.N:

Corporations Act 2001

FORMAL PROOF OF DEBT OR CLAIM ON BEHALF OF EMPLOYEES

To the liquidator of Limited

I (full name of person making the statement) of (full address) being

(occupation) state:

1. the company was, on (date of court order in winding up, if winding

up was by the Court, or date of resolution to wind up if a voluntary

winding up), and still is, indebted to the persons whose names,

addresses and descriptions appear in Columns 2, 3 and 4 in the

Schedule;

2. the debt is for wages, salaries, annual leave, retrenchment payments

or long service leave, due to them for services rendered while

employed by the company during the periods set out in Column 5

against the names of the persons;

3. the debt of the company due to each person is for the amount set out

in Column 6 against the name of that person;

4. none of those persons has had or received any satisfaction or security

in respect of that debt;

5. I am authorised as and the source of my

information is as follows:

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

44 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

SCHEDULE

Column 1 Column 2 Column 3 Column 4 Column 5 Column 6

No Full name Address of

employee

Description Period for

which claim

is made (see

note below)

Amount of

claim

Dated

Signature

Note: In case of a claim for annual leave or long service leave, insert a

description of the claim.

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 45

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 537 (subregulation 5.6.54(1))

A.C.N or A.R.B.N:

Corporations Act 2001

NOTICE OF REJECTION OF FORMAL PROOF OF DEBT OR CLAIM

Limited

To

of

1. Your claim against the company set out in the formal proof of debt or

claim of (name of person submitting original proof of debt or claim)

made on (date) has been *wholly disallowed/*disallowed to the extent

of (particulars of part of claim disallowed)/*allowed in the sum of $

/*allowed to the extent of your claim for (particulars of part of

claim allowed).

2. My grounds for disallowance of (particulars of part of claim referred

to) are as follows:

3. If you are dissatisfied with my determination as set out above, you

may appeal against it, no later than (number of days, being not less

than 14) days after the service of this notice or, if the Court allows,

within any further period, to the *Federal Court of Australia/*the

Supreme court of (State or Territory). If you do not do so, your

claim will be assessed in accordance with this determination.

Dated

Signature of liquidator

Address

* Omit if inapplicable

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

46 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 538 (regulation 5.6.58)

A.C.N or A.R.B.N:

Corporations Act 2001

PROVISIONAL LIST OF CONTRIBUTORIES

Limited

The following is a provisional list of persons to be placed on the list of

contributories that I have made from the records of the company, together with

the number of their shares or the extent of their interest, their address and other

participants:

PART 1

PERSONS WHO ARE CONTRIBUTORIES

IN THEIR OWN RIGHT

Serial

No.

Name Address Description

of class of

contributory

Number

of shares

(or

extent of

interest)

Amount

called

up at

date of

start of

winding

up

Amount

paid up

at date

of start

of

winding

up

Amount

not

called

up at

date of

start of

winding

up

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Forms Schedule 2

Corporations Regulations 2001 47

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

PART 2

CONTRIBUTORIES WHO ARE REPRESENTATIVES OF, OR LIABLE

FOR THE DEBTS OF, OTHERS

Serial

No.

Name Address Description

of class of

contributory

and in what

character

included

Number

of shares

(or

extent of

interest)

Amount

called

up at

date of

start of

winding

up

Amount

paid up

at date

of start

of

winding

up

Amount

not

called

up at

date of

start of

winding

up

Dated

Signature of liquidator

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

48 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 539 (subregulation 5.6.59(1))

A.C.N or A.R.B.N:

Corporations Act 2001

NOTICE TO CONTRIBUTORIES OF APPOINTMENT TO SETTLE LIST

OF CONTRIBUTORIES

Limited

Take notice that I (name) of (address), the liquidator of the company, have

appointed (time) *a.m./*p.m. on (date) at (address of place appointed for

settlement), at which I must settle the list of the contributories of the company

that I have made. You are at present included in that list.

Particulars of your inclusion are set out below. Unless, before or at the time

appointed for the settlement, you give me sufficient reason for your exclusion,

your name will be included in the settled list.

Dated

Signature of liquidator

Serial

No.

Name Address Description

of class of

contributory

and in what

character

included

Number

of shares

(or

extent of

interest)

Amount

called

up at

date of

start of

winding

up

Amount

paid up

at date

of start

of

winding

up

Amount

not

called

up at

date of

start of

winding

up

* Strike out whichever is inapplicable.

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Forms Schedule 2

Corporations Regulations 2001 49

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

NOTES

1. Contributories do not have to attend the appointment referred to in

this notice if they are satisfied that the particulars contained in the

notice are correct.

2. A shareholder’s name cannot be omitted from the list of

contributories because he or she is unable to pay calls; this question

will be dealt with when application is made for payment of the calls.

3. A change of address may be notified by giving notice to the

liquidator by post before the date fixed for the appointment.

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

50 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 541 (subregulation 5.6.60(2))

A.C.N. or A.R.B.N.:

Corporations Act 2001

CERTIFICATE OF LIQUIDATOR OF FINAL SETTLEMENT OF LIST OF

CONTRIBUTORIES

Limited

I (name), the liquidator of the company, certify that the result of the settlement

of the list of contributories of the company is as follows:

1. The persons named in Column 2 of Schedule 1 have been included in

the list of contributories as contributories of the company in respect

of the number of shares or extent of interest set out opposite their

names. I have listed in Part 1 of Schedule 1, contributories in their

own right and, in Part 2 of Schedule 1, contributories who are

representatives of, or liable for the debts of, others.

2. The persons named in Column 2 of Schedule 2 were included in the

provisional list of contributories, but have been excluded from the

settled list of contributories.

3. In Column 6 of Schedule 1 and in Column 6 of Schedule 2, I have set

out opposite the name of each person the date when that person was

included in or excluded from the list of contributories.

4. In Columns 7 and 8 of Schedule 1, I have set out opposite the name

of each person the amount called up at the date of the commencement

of the winding up and the amount paid up at that date in respect of the

shares, or interest, of that person.

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Forms Schedule 2

Corporations Regulations 2001 51

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

SCHEDULE 1

PERSONS INCLUDED IN THE LIST OF CONTRIBUTORIES

PART 1: CONTRIBUTIONS IN THEIR OWN RIGHT

1 2 3 4 5 6 7 8 9

Serial No. Name Address Description of

class of

contributory

and in what

character

included

Number of

shares (or

extent of

interest)

Date when

included in list

Amount called

up at date of

start of

winding up

Amount paid

up at date of

start of

winding up

Amount not

called up at

date of start of

winding up

PART 2: CONTRIBUTORIES WHO ARE REPRESENTATIVES OF, OR LIABLE FOR

THE DEBTS OF, OTHERS

1 2 3 4 5 6 7 8 9

No. Name Address Description of

class of

contributory

and in what

character

included

Number of

shares (or

extent of

interest)

Date when

included in list

Amount called

up at date of

start of

winding up

Amount paid

up at date of

start of

winding up

Amount not

called up at

date of start of

winding up

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Schedule 2 Forms

52 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

SCHEDULE 2

PERSONS EXCLUDED FROM THE LIST OF CONTRIBUTORIES

1 2 3 4 5 6

No. Name Address Description of class of

contributory and in

what character

proposed to be

included

Number of shares (or

extent of interest)

Date when included in list

Dated

Signature of liquidator

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 53

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 542 (subregulation 5.6.61(1))

A.C.N or A.R.B.N.:

Corporations Act 2001

PROVISIONAL SUPPLEMENTARY LIST OF CONTRIBUTORIES

Limited

The following is a list of persons that I have found, since making out the

annexed list of contributories dated , to be, or to have been, *holders of shares in/*members of the company, and who to the best of my

knowledge and belief are contributories of the company:

(insert list in the same form as the original list: see Form 538)

Dated

Signature of liquidator

*Omit if inapplicable

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

54 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 543 (subregulation 5.6.61(1))

A.C.N. or A.R.B.N.:

Corporations Act 2001

CERTIFICATE OF LIQUIDATOR OF SETTLEMENT OF

SUPPLEMENTARY LIST OF CONTRIBUTORIES

Limited

I (name), the liquidator of the company, certify that the result of the settlement

of the provisional supplementary list of contributories of the company that I

made out on (date) is as follows:

(set out the Certificate and Schedules as in Form 541)

Dated

Signature of liquidator

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 55

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Form 544 (subregulation 5.6.62(4))

A.C.N. or A.R.B.N.:

Corporations Act 2001

NOTICE TO CONTRIBUTORY OF FINAL SETTLEMENT OF LIST OR

SUPPLEMENTARY LIST OF CONTRIBUTORIES AND OF INCLUSION

IN LIST

Limited

To:

of:

Take notice that I (name), the liquidator of the company, on (date) settled the

list of contributories of the company. You are included in that list. The

character, if applicable, in which, and the number of share, or extent of interest,

for which, you are included, and the amounts called dup, paid up and unpaid in

respect of those shares or that interest are stated in the Schedule.

You may apply to vary the list of contributories, or to remove your name from

the list, by making an application to *the Federal Court of Australia/*the

Supreme court of (State or Territory) within 21 days from the service on you of

this notice or, if the Court allows, any further period.

You may inspect the list at my office at (address) from Monday to Friday

inclusive between the hours of (insert times making up not less than 3 hours

during the normal working day) and

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

56 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

SCHEDULE

No. Name Address Description

of class of

contributory

and in what

character

included

Number of

shares (or

extent of

interest)

Amount

called up at

date of start

of winding

up

Amount

unpaid at

date of start

of winding

up

Amount

unpaid at

date of start

of winding

up

Amount not

called up at

date of start

winding up

Dated

Signature of liquidator

* Omit if not applicable

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 57

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 547 (subregulation 5.6.65(1))

Corporations Act 2001

NOTICE TO CREDITOR OR PERSON CLAIMING TO BE A CREDITOR

OF INTENTION TO DECLARE A DIVIDEND

Limited

A dividend (state the number of the dividend, e.g. “first”, “second”) is to be

declared on (date) for the company.

*You are listed as a creditor in the report on the affairs of the company; *You are known to me to claim to be a creditor, but your debt or claim has not

yet been admitted.

You are required formally to prove your debt or claim on or before (date). If

you do not, you will be excluded from the benefit of the dividend.

Dated

Signature of liquidator

Address

*Omit if inapplicable.

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

58 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 548 (subregulation 5.6.65(1))

Corporations Act 2001

NOTICE TO CREDITOR OR PERSON CLAIMING TO BE A CREDITOR

OF INTENTION TO DECLARE A DIVIDEND

Limited

A final dividend is to be declared on (date) for the company.

You are required formally to prove your debt or claim on or before (date).

If you do not, I will exclude your claim from participation, and I will proceed to

make a final dividend without having regard to it.

Signature of liquidator

Address

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 59

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 549 (subregulation 5.6.67(3))

Corporations Act 2001

NOTICE OF DECLARATION OF DIVIDEND

Limited

(State the number of the dividend, e.g. “First”, “Second”)

dividend.

A dividend at the rate of in the dollar has been declared for the

company and a cheque is attached for $ calculated at that rate on your debt

as admitted to rank for dividend for $ .

Dated

Signature of liquidator

Address

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

60 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 550 (regulation 5.6.70)

Corporations Act 2001

AUTHORITY TO LIQUIDATOR TO PAY DIVIDEND TO A PERSON

NAMED

Limited

To the liquidator

*I/*We authorise and request you to pay to (name) of (address) all dividends as

they are declared for the company, and that become due and payable to *me/*us

in respect of *my/ *our claim for $ against the

company.

*I/*We further request that cheques drawn for those dividends are made payable

to the order of (name).

This authority remains in force until revoked by *me/*us in writing.

Date

Signature of creditor

Name of creditor

*Omit if inapplicable

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 61

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Form 551 (subregulation 5.6.71(1))

Corporations Act 2001

(Note: Before completing this schedule please read carefully the “Direction for

completing Form 551” at the end of this form)

SCHEDULE OF CONTRIBUTORIES OR OTHER PERSONS TO

WHOM A DISTRIBUTION OF SURPLUS IS TO BE PAID

Limited

Serial No. in

settled list

Name of

contributory

as in settled

list

Address Number of

shares held

as set out in

settled list

Total

amount

called up

Total

amount paid

up

SCHEDULE OF CONTRIBUTORIES OR OTHER PERSONS, TO

WHOM A DISTRIBUTION OF SURPLUS IS TO BE PAID

Arrears of calls

at date of

return

Previous

distributions of

capital

appropriated

by liquidator

for arrears of

calls

Amount of

distribution

payable per

share

Net distribution

payable

Date and

particulars of

transfer of

interest or other

variation in list

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62 Corporations Regulations 2001

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Signature of liquidator

Date

DIRECTION FOR COMPLETING FORM 551

If the Articles:

(a) provide that the amount divisible among members or any class of

members must be dividable in proportion to the amount paid up or

that ought to have been paid up at the date of winding up; or

(b) contain any other provision that requires further information before a

distribution can be made; columns should be added showing the amount called up and the amount paid up

a that date in respect of shares then held by those members or that class of

members, or any other facts that may be required.

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Corporations Regulations 2001 63

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Form 552 (subregulation 5.6.71(2))

Corporations Act 2001

NOTICE OF DISTRIBUTION OF SURPLUS TO CONTRIBUTORIES OR

OTHER PERSONS

Limited

A distribution of surplus at the rate of per share has been declared for

the company and a cheque is attached for $ calculated at that rate per share

on your (number) shares.

Dated

Signature of liquidator

Address

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

64 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 553 (regulation 5.6.72)

Corporations Act 2001

AUTHORITY TO LIQUIDATOR TO PAY DISTRIBUTION OF SURPLUS

TO A PERSON NAMED

Limited

To the Liquidator

*I/*We authorise and request you to pay to (name) of (address) any distribution

of surplus payable to *me/*us for the company.

*I/*We further request that the cheque drawn for that distribution be made

payable to the order of (name).

This authority remains in force until revoked by *me/*us in writing.

Dated

Signature

Name(s) of person(s) completing this authority

*Omit if inapplicable.

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Corporations Regulations 2001 65

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Form 701

Data on intermediated business with APRA-authorised general insurers, Lloyd’s underwriters and unauthorised foreign insurers

Australian business number

Australian financial services licence

number

Australian financial services licensee name

Reporting period

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Schedule 2 Forms

66 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

TABLE 1: AGGREGATE DATA ON INTERMEDIATED BUSINESS WITH APRA-AUTHORISED GENERAL INSURERS,

LLOYD’S UNDERWRITERS AND UNAUTHORISED FOREIGN INSURERS

Total business placed with APRA-authorised general insurers, Lloyds

underwriters and unauthorised foreign insurers

Premium invoiced this reporting period

Effective this

reporting period

Effective after the

reporting period end

Effective before the

reporting period start

Total invoiced this

reporting period

a. Business placed directly by the general insurance intermediary with

APRA-authorised general insurers

b. Business placed directly, or indirectly through a foreign intermediary, by

the general insurance intermediary with Lloyd’s underwriters

c. Business placed directly, or indirectly through a foreign intermediary, by

the general insurance intermediary with unauthorised foreign insurers

d. Business placed indirectly through another general insurance

intermediary, by the general insurance intermediary with:

i. APRA-authorised general insurers; or

ii. Lloyds underwriters; or

iii. unauthorised foreign insurers

Total

General insurer is defined in subsection 3(1) of the Insurance Act 1973.

Lloyd’s underwriter is defined in subsection 3(1) of the Insurance Act 1973.

Unauthorised foreign insurer is defined in regulation 4 of the Insurance Regulations 2002.

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Corporations Regulations 2001 67

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

TABLE 2: TRANSACTION LEVEL DATA ON INTERMEDIATED BUSINESS PLACED DIRECTLY, OR INDIRECTLY THROUGH A

FOREIGN INTERMEDIARY, WITH UNAUTHORISED FOREIGN INSURERS

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15

Policy

transaction

type

Client

code

Policy

code

Invoice

date

Effective

date

APRA

class of

business

Premium Currency

of

premium

UFI

name

UFI

country

code

Exemption

type

HVI

limb

HVI

value

(#)

Atypical

risk

class

Customised

reason

Note It is an offence under section 137.1 of the Criminal Code Act 1995 to provide false or misleading information to a Commonwealth entity. The Australian Prudential Regulation Authority is a Commonwealth entity.

Lodgement requirements

If information is to be lodged in Table 1 only, the licensee may lodge the information electronically or in writing.

If information is to be lodged in both Table 1 and Table 2, the licensee must lodge the information electronically. If the licensee is unable to

lodge the information electronically, the licensee must arrange an alternative method of lodgement with APRA.

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

68 Corporations Regulations 2001

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Requirements for forms lodged electronically

A licensee must lodge a form electronically via the licensees portal provided by APRA. A licensee must undertake the steps required by

APRA to become authorised to use the portal.

A document accompanying a form may only be lodged electronically if APRA has approved, in writing, the electronic lodgement of

documents of that kind. If APRA has not approved the electronic lodgement of a document, the document may be lodged in writing.

APRA may approve the electronic lodgement of:

(a) a particular kind of document; or

(b) documents in a particular class of documents.

A document is taken to be lodged with APRA electronically if it is lodged in accordance with APRA’s approval, including any requirements

of the approval as to authentication.

Requirements for forms lodged in writing

If a form is lodged in writing, the form must be signed in accordance with the requirements of section 912CA of the Corporations Act 2001,

as modified by regulation 7.6.08C of the Corporations Regulations 2001.

Licensees lodging by mail or in person must lodge with APRA:

(a) the signed, original form; and

(b) any information, statements, explanations or other matters required by the form; and

(c) any other material required by the form.

Licensees lodging by email must lodge with APRA:

Federal Register of Legislative Instruments F2015C00303

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Corporations Regulations 2001 69

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(a) the signed form in PDF (portable document format); and

(b) any information, statements, explanations or other matters required by the form; and

(c) any other material required by the form.

Licensees lodging by email must retain signed original copies of the forms and attachments for a period of 7 years.

A form, or document, lodged with APRA in writing by, or on behalf of, an entity in an item of the following table, must be signed by

the person specified in the item.

Item Entity Person

1 A body that is not a foreign company A director or secretary

2 A body that is a foreign company (a) a local agent; or

(b) if the local agent is a company — a director or secretary of the company

3 An individual An individual

4 A partnership (a) a partner; or

(b) if the partner is a company — a director or secretary of the company

5 A trust (a) a trustee; or

(b) if the trustee is a body — a director or secretary of the body

Note A body includes a body corporate or an unincorporated body, for example, a society or association — see the definition of body in section 9 of the Act.

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

70 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

The following table must be completed. In the table, the person’s name must be printed next to the person’s signature.

Lodgement details (for the person who physically completes the form)

Firm/organisation

Contact name/position description

ASIC registered agent number (if applicable)

Telephone number

Postal address or DX address

Signature block

Name

Signature

Capacity

Entity name (if entity acting as local agent)

Date signed

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Form 719 (regulations 7.5.90 and 7.5.92)

Corporations Regulations 2001

STATEMENT ABOUT PAYMENTS OUT OF FINANCIAL INDUSTRY

DEVELOPMENT ACCOUNT

1. The name of the market licensee to which this statement relates is (insert

name of market licensee).

2. This statement relates to the financial year ending on (insert date) (the

relevant financial year).

3. Specify in respect of each purpose approved by the Minister under

subregulation 7.5.88 of the Regulations:

(a) the terms of the purpose as so approved are:

(insert terms)

(b) the date of that approval was (date);

(c) the amount of payments made for that purpose during the relevant financial year was $(amount);

(d) the total, as at the end of the relevant financial year, of all payments made for this purpose in the relevant financial year and previous financial years was $(amount);

(e) further payments for this purpose *are / *are not envisaged.

4. The total of payments for all purposes in respect of the relevant financial

year was $(amount).

REPORT OF AUDITOR

*I/We (insert name of the auditor or auditors signing this report), report that:

(a) *I / *We have audited the above statement; and

(b) it accurately represents the payments that it mentions.

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Schedule 2 Forms

80 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Dated

(signature of auditor)

(under the signature add the name under which the auditor practises or the

name of the firm in which the auditor is employed)

* Omit if not applicable

DECLARATION

I (insert name of officer of the market licensee and the office he or she

occupies), declare:

(a) that, to the best of my knowledge and belief, the information contained in the above statement is correct; and

(b) that the Board of (insert name of the market licensee) has accepted the information contained in the statement and resolved that the statement be lodged with ASIC.

Dated

(signature of officer of the market licensee)

(under the signature add the name of the person signing)

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 81

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 719A (subregulation 7.5.56(4))

Corporations Regulations 2001

COMPENSATION FOR LOSSES RESULTING FROM THE

UNAUTHORISED TRANSFER OF RIGHTS, SHARES, DEBENTURES

OR OTHER SECURITIES BY DEALER

This notice relates to the unauthorised transfer of securities by (insert name of

the dealer who is claimed to have transferred securities without authority of

transferor) (in this notice called ‘the dealer’) of (insert residential address of

the dealer) *formerly carrying on / *carrying on business at (insert address of

the principal place of business of the dealer, including State or Territory).

A person wishing to make a claim under regulation 7.5.54 or 7.5.55 of the

Corporations Regulations 2001 in respect of loss suffered as a result of a

transfer of securities executed between (insert date of first day of applicable

period) and (insert date of last day of applicable period, being a date before the

date on which the notice is first to be published) (inclusive) by the dealer

without authority must lodge his or her claim with:

Securities Exchanges Guarantee Corporation

(insert address, including State or Territory and postcode).

The claim must be made in writing before the end of (specify last application

day, at least 3 months after last day of publication of notice).

Under subregulation 7.5.56(3) of the Corporations Regulations 2001, a claim

that is not made before the end of that day is barred unless the Board of the

Securities Exchanges Guarantee Corporation otherwise determines.

The effect of regulation 7.5.54 of the Corporations Regulations 2001 is to allow

a person who:

(a) owned securities that were transferred by a dealer; and

(b) did not authorise the dealer to transfer those securities; and

(c) suffered loss as a result of the transfer;

to make a claim for compensation for the loss suffered in respect of the

securities.

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Schedule 2 Forms

82 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

The effect of subregulation 7.5.55(1) of the Corporations Regulations 2001 is to

allow:

(a) a person to whom securities were transferred by the dealer without the authority of the owner of the securities; or

(b) a successor in title of that person;

to make a claim for compensation for the loss suffered in respect of the securities.

Under regulation 7.5.55 of the Corporations Regulations 2001, the following

persons are not entitled to make a claim:

(a) a person who knew that the owner of the securities had not authorised the dealer to transfer them;

(b) a person who is connected with the dealer in a way described in regulation 7.5.04 of the Corporations Regulations 2001.

(signature of an officer of the SEGC)

(under the signature add the words ‘for the Securities Exchanges Guarantee

Corporation’)

(add the date of signature)

* Omit if not applicable

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 83

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 719B (subregulation 7.5.61(4))

Corporations Regulations 2001

NOTICE CALLING FOR CLAIMS AGAINST SECURITIES

EXCHANGES GUARANTEE CORPORATION

This notice relates to claims for pecuniary loss suffered in respect of a

contravention of the ASTC certificate cancellation provisions by (insert name of

dealer who is claimed to have contravened SCH certificate cancellation

provisions) (in this notice called ‘the dealer’) *formerly carrying on business / *carrying on business at (insert business address of the dealer).

A person wishing to make a claim under subregulation 7.5.60(1) of the

Corporations Regulations 2001 for pecuniary loss suffered in respect of a

contravention by the dealer of the SCH certificate cancellation provisions

during the period beginning on and ending on (insert dates) is required to serve

the claim on:

Securities Exchanges Guarantee Corporation

(insert address including relevant State or Territory and postcode).

The claim must be made in writing and served on or before the end of (specify

last application day — at least 3 months after last day of publication of notice).

(NOTES:

1. Under subregulation 7.5.61(3) of the Corporations Regulations 2001, a

claim that is not served before the end of the day specified will be barred,

unless the Board of the Securities Exchanges Guarantee Corporation

(‘SEGC’) otherwise determines.

2. Regulation 7.5.60 of the Corporations Regulations 2001 provides that a

person who suffers pecuniary loss in respect of a contravention, by a

dealer, of the ASTC certificate cancellation provisions may make a claim

in respect of the loss. ASTC certificate cancellation provisions are

provisions of the ASTC operating rules that deal with brokers cancelling

certificates or other documents of title to Part 4 financial products or with

matters incidental to that function.)

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

84 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

A person may not make a claim under regulation 7.5.60 of the Corporations

Regulations 2001 if:

(a) the loss is in respect of an unauthorised execution (within the meaning of regulation 7.5.53 of those Regulations) in respect of which the person has made, or is entitled to make a claim under Subdivision 4.7 of Part 7.5 of those Regulations; or

(b) the person was involved in the contravention of the ASTC certificate cancellation provisions.

(signature of an officer of the SEGC)

for the Securities Exchanges Guarantee Corporation

(add the date of signature)

* Omit if not applicable

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 85

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 720 (subregulation 7.5.70(1))

Corporations Regulations 2001

NOTICE CALLING FOR CLAIMS AGAINST THE SECURITIES

EXCHANGES GUARANTEE CORPORATION

In relation to (insert name of dealer who has become insolvent) (in this notice

called ‘the dealer’) of (insert residential address of the dealer), *formerly /

carrying on business at (insert address of the principal place of business of the

dealer, including State or Territory), a dealer who has become insolvent.

Persons wishing to make a claim under subregulation 7.5.64(1) of the

Corporations Regulations 2001 in respect of property that was, in the course of,

or in connection with, the dealer’s business of dealing in securities, entrusted to

or received by the dealer (or another person as provided under that

subregulation) are required to lodge their claim with:

The Securities Exchanges Guarantee Corporation

(insert address, including State or Territory and postcode).

The claim must be made in writing on or before (insert date).

Subject to regulation 7.5.70 of the Corporations Regulations 2001, claims not

made on or before that date are barred unless the Board of the Securities

Exchanges Guarantee Corporation otherwise determines.

Subregulation 7.5.64(1) of the Corporations Regulations 2001 provides to the

effect that, where the requirements of that provision are otherwise met, a person

may make a claim in respect of property that was, in the course of, or in

connection with, the dealer’s business of dealing in securities, entrusted to or

received by:

(a) unless paragraph (b) applies, the dealer or an employee of the dealer; or

(b) if the dealer was, at the time the property was so entrusted or received, a partner in a participant, the participant, or a partner in, or an employee of, the participant.

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

86 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(signature of an officer of the SEGC)

(under the signature add the words ‘For the Securities Exchanges Guarantee

Corporation’)

(add the date of signature)

* Omit if not applicable

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 87

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 721 (regulation 7.5.80)

Corporations Regulations 2001

NOTICE OF DISALLOWANCE OF CLAIM AGAINST THE SECURITIES

EXCHANGES GUARANTEE CORPORATION

(Set out the name and address of the claimant or the claimant’s solicitor and an

appropriate form of salutation)

In relation to (insert name of the dealer to whom the claim relates), *formerly

carrying on / *carrying on business at (insert business address of the dealer).

The *Board of the Securities Exchanges Guarantee Corporation / *delegate of

the Board of the Securities Exchanges Guarantee Corporation under

section 890C of the Corporations Act 2001 has considered your claim against

the Corporation in respect of (insert description of the circumstances giving rise

to the claim and the loss allegedly suffered by the claimant).

After considering all the available evidence, the Corporation has decided that

the claim under *regulation (insert relevant regulation number) / *regulations

(insert relevant regulation numbers) should be *disallowed / *partly disallowed

to the extent set out below.

If you are not satisfied with this decision, you may bring proceedings within 3

months after service of this notice (see section 888H of the Act).

Yours sincerely,

(signature of an officer of the Corporation)

(under the signature add the words ‘for the Securities Exchanges Guarantee

Corporation’)

(add the date of signature)

(If the claim has been partly disallowed, insert a heading

‘PARTICULARS OF PARTIAL DISALLOWANCE’

and specify the necessary particulars under it)

* Omit if not applicable

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

88 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 905

Registration no:

Corporations Act 2001

PARTICULARS OF CESSATION OR CHANGE RELATING TO A

PERSON REGISTERED AS AN AUDITOR UNDER

SUBSECTION 1287(1)

Surname First or given names

Residential address

*1. CESSATION

On (insert date) , I ceased to practise as an auditor. I request ASIC to

exercise its discretion under subsection 1290(1) and cancel my registration

as an auditor.

*2. CHANGE OF NAME

On (insert date) , I changed my name

from:

to:

*3. CHANGE IN OTHER PARTICULARS *On (insert date) , the full address of the principal place at which I

practise was changed from:

to: (insert full address)

*On (insert date) , the full address of a place at which I practise was

changed from:

to: (insert full address)

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Forms Schedule 2

Corporations Regulations 2001 89

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

*On (insert date) , I commenced to practise at: (insert full

address)

*On (insert date) , I commenced to practise under a name and style

other than my own at: (insert full address)

*On (insert date) , I ceased to practise at: (insert full address)

*On (insert date) , the *name/*address of a firm of which I am *a

member/*an employee was changed from:

to:

*On (insert date) , I became *a member/*an employee of: (insert

name and full address)

*On (insert date) , I ceased to be *a member/*an employee of: (insert

name and full address)

*On (insert date) , a name or style other than my own under which I

practise was changed from:

to:

Dated: (insert date)

(signature of the registered company auditor)

* Omit if not applicable

Federal Register of Legislative Instruments F2015C00303

Schedule 2 Forms

90 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

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Forms Schedule 2

Corporations Regulations 2001 91

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 910 (section 1313)

Corporations Act 2001

PENALTY NOTICE

To (insert name of person alleged to have committed offence and, if a

corporation, its Australian Company Number or its Australian Registered Body

Number)

1. It is alleged that at (insert place) on (insert date) you committed an

offence under or in relation to (insert provision under or in relation to

which the offence is alleged to have been committed) because you

(set out particulars of alleged offence, including description of

alleged conduct constituting the offence. Where applicable, include

the name and Australia Company Number or Australian Registered

Body Number of any corporation in connection with which the

offence is alleged to have been committed).

This offence is a prescribed offence.

2. Prescribed penalty: $

Payable to: (insert name and address of the office of the Australian Securities

and Investments Commission)

*3. APPLIES IF THE PENALTY NOTICE RELATES TO AN

OFFENCE CONSTITUTED BY A FAILURE TO DO A

PARTICULAR ACT OR THING

Take notice that:

(a) the obligation to (see Note below) continues, despite the service of

this notice or the payment of the prescribed penalty; and

(b) if, within 21 days after the date of service of this notice, you:

(i) pay the prescribed penalty to the authority specified in

paragraph 2; and

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Schedule 2 Forms

92 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) (see Note below);

no further action will be taken against you in relation to the offence

described in paragraph 1; and

(c) if, at the end of 21 days after the date of service of this notice, you:

(i) have not paid the prescribed penalty to the authority specified in

paragraph 2; or

(ii) have not (see Note below);

proceedings may be instituted against you.

*3. APPLIES IF THE PENALTY NOTICE RELATES TO AN

OFFENCE OTHER THAN ONE CONSTITUTED BY A FAILURE

TO DO A PARTICULAR ACT OR THING

Take notice that if, within 21 days after the date of service of this notice, you

pay the prescribed penalty to the authority specified in paragraph 2, no further

action will be taken against you in relation to the offence described in

paragraph 1.

If, at the end of 21 days after the date of service of this notice, you have not paid

the prescribed penalty to the authority specified in paragraph 2, proceedings

may be instituted against you.

4. Payment of the penalty is not an admission of liability: see

subsection 1313(6).

Given by on behalf of the Australian Securities and

Investments Commission at on

* Omit if not applicable

Note: insert a description of the particular act or thing that the person allegedly

failed to do in committing the alleged offence.

Federal Register of Legislative Instruments F2015C00303

Forms Schedule 2

Corporations Regulations 2001 93

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 1

94 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 2A—Forms of transfer of Division 3

securities (regulation 7.11.04)

Form 1

DIVISION 3 SECURITY TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 assets: Class: If not fully

paid, paid to: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Full name(s) of transferor(s):

The transferor(s) hereby transfer(s) the above Division 3 assets to the transferee(s) named in

Part 2 hereof or to the several transferees named in Part 2 of the Broker’s Transfer Form(s),

Split Transfer Form(s) or Consolidated Transfer Form(s) relating to the assets.

This transfer is executed on the transferor’s behalf by the transferor’s broker, who certifies:

(a) as to the validity of documents; and

(b) that stamp duty, if payable, has been or will be paid.

[Transferor’s broker’s stamp]

Affixed at

on

(place and date of affixing stamp)

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 1

Corporations Regulations 2001 95

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

PART 2

Full name(s) and address(es) of transferee(s): Transferee’s broker hereby certifies:

(a) that the Division 3 assets set out in

Part 1 above, having been purchased in

the ordinary course of business, are to

be registered in the name(s) of the

transferee(s) named in this Part; and

(b) that stamp duty, if payable, has been or

will be paid;

and hereby requests that such entries be

made in the register as are necessary to give

effect to this transfer;

[Transferee’s broker’s stamp]

Date of affixing stamp:

PART 3

Transferee’s broker hereby certifies:

(a) that the Division 3 assets set out in Part 1 above, having been purchased in the ordinary

course of business, are to be registered in the name(s) of the transferee(s) named in the

Consolidated Transfer Form relating to the Division 3 assets; and

(b) that stamp duty, if payable, has been or will be paid;

and hereby requests that such entries be made in the register as are necessary to give effect to

this transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 2

96 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 2

BROKER’S TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 assets: Class: If not fully

paid, paid to: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Full name(s) of transferor(s):

Transferor’s broker hereby certifies:

(a) that the Security Transfer Form relating to

the Division 3 assets set out above has been

or will be lodged at the company’s office;

and

(b) that stamp duty, if payable, has been or will

be paid.

[Transferor’s broker’s stamp]

Affixed at

on

(place and date of affixing stamp)

PART 2

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 2

Corporations Regulations 2001 97

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Full name(s) and address(es) of

transferee(s):

Transferee’s broker hereby certifies:

(a) that the Division 3 assets set out in Part 1

above, having been purchased in the

ordinary course of business, are to be

registered in the name(s) of the transferee(s)

named in this Part; and

(b) that stamp duty, if payable, has been or will

be paid;

and hereby requests that such entries be made in

the register as are necessary to give effect to this

transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

PART 3

Transferee’s broker hereby certifies:

(a) that the Division 3 assets set out in Part 1 above, having been purchased in the ordinary

course of business, are to be registered in the name(s) of the transferee(s) named in the

Consolidated Transfer Form relating to the assets; and

(b) that stamp duty, if payable, has been or will be paid;

and hereby requests that such entries be made in the register as are necessary to give effect to

this transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 3

98 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 3

SPLIT TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 assets: Class: If not fully

paid, paid to: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Full name(s) of transferor(s):

The [name of market licensee] hereby certifies that

the Security Transfer Form or the Broker’s

Transfer Form relating to the Division 3 assets set

out above has been or will be lodged at the

company’s office.

[Market licensee stamp]

Affixed at

on

(place and date of affixing stamp)

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 3

Corporations Regulations 2001 99

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

PART 2

Full name(s) and address(es) of

transferee(s)

Transferee’s broker hereby certifies:

(a) that the Division 3 assets set out in Part 1

above, having been purchased in the

ordinary course of business, are to be

registered in the name(s) of the transferee(s)

named in this Part; and

(b) that stamp duty, if payable, has been or will

be paid;

and hereby requests that such entries be made in

the register as are necessary to give effect to this

transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

PART 3

Transferee’s broker hereby certifies:

(a) that the Division 3 assets set out in Part 1 above, having been purchased in the ordinary

course of business, are to be registered in the name(s) of the transferee(s) named in the

Consolidated Transfer Form relating to the Division 3 assets; and

(b) that stamp duty, if payable, has been or will be paid;

and hereby requests that such entries be made in the register as are necessary to give effect to

this transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 4

100 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 4

CONSOLIDATED TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 assets: Class: If not fully

paid, paid to: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Transfer Consolidation Number(s):

PART 2

Full name(s) and address(es) of

transferee(s):

Transferee’s broker hereby certifies:

(a) that the Division 3 assets set out in Part 1 of the

Form(s) whose Transfer Consolidation

Number(s) is (or are) set out in Part 1 above,

having been purchased in the ordinary course of

business, are to be registered in the name(s) of

the transferee(s) named in this Part; and

(b) that stamp duty, if payable, has been or will be

paid;

and hereby requests that such entries be made in the

register as are necessary to give effect to the

transfer(s).

[Transferee’s broker’s stamp]

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 5

Corporations Regulations 2001 101

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 5

SECURITY RENUNCIATION AND

TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 rights: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Full name(s) of transferor(s):

The transferor(s) hereby renounce(s) and transfer(s) the above Division 3 rights in favour of

the transferee(s) named in Part 2 hereof or to the several transferees named in Part 2 of the

Broker’s Renunciation and Transfer Form(s), Renunciation and Split Transfer Form(s) or

Renunciation and Consolidated Transfer Form(s) relating to the above Division 3 rights.

This transfer and renunciation is executed on the transferor’s behalf by the transferor’s

broker, who certifies:

(a) as to the validity of documents; and

(b) that stamp duty, if payable, has been or will be paid.

[Transferor’s broker’s stamp]

Affixed at

on

(place and date of affixing stamp)

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 5

102 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

PART 2

Full name(s) and address(es) of

transferee(s):

Transferee’s broker hereby certifies:

(a) that, the Division 3 rights set out in Part 1 above

having been purchased in the ordinary course of

business, the Division 3 assets to which the

Division 3 rights relate are to be issued to the

transferee(s) named in this Part; and

(b) that stamp duty, if payable, has been or will be

paid;

and hereby requests that the Division 3 assets be issued

by the company to the transferee(s) and such entries be

made in the register as are necessary to give effect to

this renunciation and transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

PART 3

Transferee’s broker hereby certifies:

(a) that, the Division 3 rights set out in Part 1 above having been purchased in the ordinary

course of business, the Division 3 assets to which the rights relate are to be issued to the

transferee(s) named in the Renunciation and Consolidated Transfer Form relating to the

Division 3 rights; and

(b) that stamp duty, if payable, has been or will be paid;

and hereby requests that the Division 3 assets be issued by the company to the transferee(s)

and such entries be made in the register as are necessary to give effect to this renunciation and

transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 6

Corporations Regulations 2001 103

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 6

BROKER’S RENUNCIATION AND

TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 rights: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Full name(s) and address(es) of

transferor(s):

Transferor’s broker hereby certifies:

(a) that the Security Renunciation and Transfer

Form relating to the Division 3 rights set out

above has been or will be lodged at the

company’s office; and

(b) that stamp duty, if payable, has been or will

be paid.

[Transferor’s broker’s stamp]

Affixed at

on

(place and date of affixing stamp)

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 6

104 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

PART 2

Full name(s) and address(es) of

transferee(s):

Transferee’s broker hereby certifies:

(a) that, the Division 3 rights set out in Part 1

above having been purchased in the ordinary

course of business, the Division 3 assets to

which the Division 3 rights relate are to be

issued to the transferee(s) named in this Part;

and

(b) that stamp duty, if payable, has been or will

be paid;

and hereby requests that the Division 3 assets be

issued by the company to the transferee(s) and

such entries be made in the register as are

necessary to give effect to this renunciation and

transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

PART 3

Transferee’s broker hereby certifies:

(a) that, the Division 3 rights set out in Part 1 above having been purchased in the ordinary

course of business, the Division 3 assets to which the Division 3 rights relate are to be

issued to the transferee(s) named in the Renunciation and Consolidated Transfer Form

relating to the rights; and

(b) that stamp duty, if payable, has been or will be paid;

and hereby requests that the Division 3 assets be issued by the company to the transferee(s)

and such entries be made in the register as are necessary to give effect to this renunciation and

transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 7

Corporations Regulations 2001 105

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 7

RENUNCIATION AND SPLIT TRANSFER

FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 rights: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Full name(s) of transferor(s):

The [name of market licensee] hereby certifies that

the Security Renunciation and Transfer Form or

the Broker’s Renunciation and Transfer Form

relating to the Division 3 rights set out above has

been or will be lodged at the company’s office.

[Market licensee stamp]

Affixed at

on

(place and date of affixing stamp)

PART 2

Full name(s) and address(es) of

transferee(s):

Transferee’s broker hereby certifies:

(a) that, the Division 3 rights set out in Part 1

above having been purchased in the ordinary

course of business, the Division 3 assets to

which the Division 3 rights relate are to be

issued to the transferee(s) named in this Part;

and

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 7

106 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) that stamp duty, if payable, has been or will

be paid;

and hereby requests that the Division 3 assets be

issued by the company to the transferee(s) and

such entries be made in the register as are

necessary to give effect to this renunciation and

transfer.

[Transferee’s broker’s stamp]

Date of affixing stamp:

PART 3

Transferee’s broker hereby certifies:

(a) that, the Division 3 rights set out in Part 1 above having been purchased in the ordinary

course of business, the Division 3 assets to which the Division 3 rights relate are to be

issued to the transferee(s) named in the Renunciation and Consolidated Transfer Form

relating to the rights; and

(b) that stamp duty, if payable, has been or will be paid;

and hereby requests that the Division 3 assets be issued by the company to the transferee(s)

and such entries be made in the register as are necessary to give effect to this renunciation and

transfer.

(Transferee’s broker’s stamp)

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 8

Corporations Regulations 2001 107

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 8

RENUNCIATION AND CONSOLIDATION

TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 rights: Register:

Quantity: [Words] [Figures]

Transfer identification number:

Transfer Consolidation Number:

PART 2

Full name(s) and address(es) of

transferee(s):

Transferee’s broker hereby certifies:

(a) that, the Division 3 rights set out in Part 1 of

the Form(s) whose Transfer Consolidation

Number(s) is (or are) set out in Part 1 above

having been purchased in the ordinary

course of business, the Division 3 assets to

which the Division 3 rights relate are to be

issued to the transferee(s) named in this Part;

and

(b) that stamp duty, if payable, has been or will

be paid;

and hereby requests that the Division 3 assets be

issued by the company to the transferee(s) and

such entries be made in the register as are

necessary to give effect to the renunciation(s) and

transfer(s).

[Transferee’s broker’s stamp]

Date of affixing stamp:

Federal Register of Legislative Instruments F2015C00303

Schedule 2A Forms of transfer of Division 3 securities

Form 9

108 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 9

TRUSTEE TRANSFER FORM MARKING STAMP

PART 1

Full name of company:

Description of Division 3 assets: Class: If not fully

paid, paid to: Register:

Quantity: [Words] [Figures]

Transfer identification number, where

appropriate:

Full name(s) of transferor(s):

PART 2

Full name(s) and address(es) of

transferee(s):

Transferor hereby certifies that the Division 3

assets set out in Part 1 above are to be registered in

the name(s) of the transferee(s) named in this Part,

being the person(s) for or on whose behalf the

transferor held them, either alone or together with

another person or other persons, in the ordinary

course of business immediately before the

execution of this transfer, and hereby requests that

such entries be made in the register as are

necessary to give effect to this transfer.

I [or We] hereby transfer the above Division 3 assets to the transferee(s) named in Part 2

hereof.

Execution by the transferor(s):

Date of execution:

Federal Register of Legislative Instruments F2015C00303

Forms of transfer of Division 3 securities Schedule 2A

Form 10

Corporations Regulations 2001 109

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Form 10

TRUSTEE RENUNCIATION AND

TRANSFER FORM

PART 1

Full name of company:

Description of Division 3 rights: Register:

Quantity: [Words] [Figures]

Transfer identification number, where

appropriate:

Full name(s) of transferor(s):

PART 2

Full name(s) and address(es) of

transferee(s):

Transferor hereby certifies that, the Division 3

rights set out in Part 1 above having been

transferred to the person(s) for or on whose behalf

the transferor held them, either alone or together

with another person or other persons, in the

ordinary course of business immediately before

the transfer, the Division 3 assets to which the

Division 3 rights relate are to be issued to the

transferee(s) named in this Part, and hereby

requests that the Division 3 assets be issued by the

company to the transferee(s) and that such entries

be made in the register as are necessary to give

effect to this renunciation and transfer.

I [or We] hereby renounce and transfer the above Division 3 rights in favour of the

transferee(s) named in Part 2 hereof.

Execution by the transferor(s):

Date of execution:

Federal Register of Legislative Instruments F2015C00303

 Corporations Regulations 2001 (consolidated as of 31 March 2015)

Prepared by the Office of Parliamentary Counsel, Canberra

Corporations Regulations 2001

Statutory Rules No. 193, 2001

made under the

Corporations Act 2001

Compilation No. 113

Compilation date: 31 March 2015

Includes amendments up to: SLI No. 39, 2015

Registered: 9 April 2015

This compilation is in 7 volumes

Volume 1: regulations 1.0.01–6D.5.02

Volume 2: regulations 7.1.02–7.6.08E

Volume 3: regulations 7.7.01–8.4.02

Volume 4: regulations 9.1.01–12.9.03

Volume 5: Schedules 1, 2 and 2A

Volume 6: Schedules 3–12

Volume 7: Endnotes

Each volume has its own contents

Federal Register of Legislative Instruments F2015C00303

About this compilation

This compilation

This is a compilation of the Corporations Regulations 2001 that shows the text

of the law as amended and in force on 31 March 2015 (the compilation date).

This compilation was prepared on 31 March 2015.

The notes at the end of this compilation (the endnotes) include information

about amending laws and the amendment history of provisions of the compiled

law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the

compiled law. Any uncommenced amendments affecting the law are accessible

on ComLaw (www.comlaw.gov.au). The details of amendments made up to, but

not commenced at, the compilation date are underlined in the endnotes. For

more information on any uncommenced amendments, see the series page on

ComLaw for the compiled law.

Application, saving and transitional provisions for provisions and

amendments

If the operation of a provision or amendment of the compiled law is affected by

an application, saving or transitional provision that is not included in this

compilation, details are included in the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as

modified but the modification does not amend the text of the law. Accordingly,

this compilation does not show the text of the compiled law as modified. For

more information on any modifications, see the series page on ComLaw for the

compiled law.

Self-repealing provisions

If a provision of the compiled law has been repealed in accordance with a

provision of the law, details are included in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 i

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Contents

Schedule 3—Specified offices 1

Schedule 4—Prescribed amounts 4

Schedule 5C—Conduct of auditor—relevant

relationships 7 1 Money owed—debt ...........................................................................7

2 Money owed—deposit account .........................................................8

3 Public company auditor (annual appointments at AGMs to

fill vacancies) ....................................................................................9

Schedule 6—Availability of names 10

Part 1—Rules for ascertaining whether names are identical 10

Part 2—Names unacceptable for registration 12

Part 3—Restricted words and phrases 14

Part 4—Consent required to use restricted words and phrases 15

Part 5—Names relating to financial institutions for use of

which consent is required 16

Schedule 7—Exemptions from requirements to set out

certain corporate particulars 17 7001 Definitions for Schedule 7...............................................................17

7002 Exemption for certain IATA documents..........................................17

7003 Exemption for bills of lading and sea waybills................................18

7004 Exemptions—quotation of ACNs and ARBNs................................18

Schedule 7A—Content of annual transparency report 20

Part 1—Interpretation for Schedule 7A 20 7A101 Interpretation ...................................................................................20

Federal Register of Legislative Instruments F2015C00303

ii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Prescribed information for audit firm or authorised

audit company 21

Part 3—Prescribed information for individual auditor 23

Schedule 8—Schemes of arrangement under Part 5.1

of the Act 24

Chapter 5—External administration 24

Part 1—Interpretation and application 24

Part 2—Prescribed information relating to proposed

compromise or arrangement with creditors or class

of creditors 25

Part 3—Prescribed information relating to proposed

compromise or arrangement with members or a

class of members 27

Part 4—Prescribed information relating to proposed

compromise or arrangement with members or class

of members for transfer to a trustee 32

Schedule 8A—Deed of company arrangement—

prescribed provisions 33 1 Administrator deemed agent of company ........................................33

2 Powers of administrator...................................................................33

3 Termination of deed where arrangement fails .................................36

4 Priority.............................................................................................36

5 Discharge of debts ...........................................................................36

6 Claims extinguished ........................................................................37

7 Bar to creditors’ claims....................................................................37

8 Making claims .................................................................................38

10 Lodging of accounts ........................................................................38

11 Committee of inspection..................................................................38

12 Termination of deed where arrangement achieves purpose .............39

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 iii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8AA—Trustee companies 41

Schedule 8AB—Prescribed State and Territory

provisions for paragraph 601RAE (4)(a)

of the Act 43

Schedule 8AC—Prescribed State and Territory laws

and provisions for

paragraph 601RAE(4)(b) of the Act—

estate administration 44

Schedule 8AD—Prescribed State and Territory laws

and provisions for

paragraph 601RAE(4)(b) of the Act 45

Schedule 8AE—Relevant State and Territory

provisions 48

Schedule 8B—Option contract—prescribed indexes 49

Schedule 8C—Modifications of Part 7.5 of the Act—

compensation regimes 51

Schedule 8D—Modifications of Division 9 of Part 7.6

of the Act 56

Schedule 9—Companies authorised to effect transfers

under Part 7.11 of the Act 66

Schedule 10—Disclosure of fees and other costs 67

Part 1—Interpretation 67 101 Definitions.......................................................................................67

102 Management costs ...........................................................................70

103 Transactional and operational costs .................................................71

104 Indirect cost ratio.............................................................................71

Federal Register of Legislative Instruments F2015C00303

iv Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Fees and Costs Template, example of annual fees and

costs and Consumer Advisory Warning for Product

Disclosure Statements 73

Division 1—The fees and costs template for superannuation

products 73

201 Template for superannuation products ............................................73

Division 2—The fees and costs template for managed investment

products 75

202 Template for a multiple fee structure—managed investment

products ...........................................................................................75

202A Template for single fee structure—managed investment

products ...........................................................................................77

Division 3—How to fill in the template 79

203 The preamble...................................................................................79

204 Column 2—presentation of amounts ...............................................79

205 Column 2—include information for each MySuper product

or investment option ........................................................................80

206 Presentation of multiple fee payment options..................................80

207 Column 3—how and when fees and costs are payable ....................80

208 Other material to be included in the template ..................................81

Division 4—Additional explanation of fees and costs 82

209 Matters to be included as additional explanation of fees and

costs.................................................................................................82

Division 4A—Defined fees for superannuation products 84

209A Defined fees for superannuation products .......................................84

Division 5—Example of annual fees and costs 87

210 Example of annual fees and costs ....................................................87

211 Superannuation products—Example of annual fees and costs

for a MySuper product.....................................................................87

212 Managed investment products—Example of annual fees and

costs for a balanced investment option ............................................88

213 Defined benefit funds ......................................................................88

Division 6—How to fill in the example of annual fees and costs 90

214 Fees and costs must be ongoing amounts ........................................90

214A Example of annual fees and costs for a MySuper product—

lifecycle MySuper product ..............................................................90

215 Minimum entry balance rule............................................................90

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 v

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

216 Exit fees...........................................................................................90

217 Contribution fees .............................................................................91

218 Administration fees and investment fees for a

superannuation product....................................................................91

218A Management costs for a managed investment product ....................92

219 Withdrawal fees and exit fees..........................................................93

220 If there is no generic MySuper product or balanced

investment option ............................................................................93

Division 7—Consumer Advisory Warning 95

221 Consumer advisory warning ............................................................95

222 Where to place the Consumer Advisory Warning ...........................95

Part 3—Fees and costs in periodic statements 96

Division 1—Other Management Costs 96

301 Indirect costs related to investment and administration of

accounts...........................................................................................96

Division 2—Total fees 97

302 Total of fees in the periodic statement.............................................97

Division 3—Additional Explanation of Fees and Costs 98

303 Matters to be included as additional explanation of fees and

costs.................................................................................................98

Federal Register of Legislative Instruments F2015C00303

vi Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 10A—Modifications of Part 7.9 of the Act 99

Part 1—Modifications relating to sub-plans 99

Part 2—Modifications relating to Product Disclosure

Statements for RSA products 100

Part 3—Modifications relating to insurance options under

contract associated with superannuation interest 101

Part 5—Modifications relating to First Home Saver Accounts 102

Part 5A—Modifications for margin loan 105

Part 5B—Modifications for superannuation products to which

Subdivision 4.2B of Division 4 of Part 7.9 applies 108

Part 5C—Modifications for simple managed investment

scheme 111

Part 6—Modifications relating to application forms and

Product Disclosure Statements for standard

employer-sponsor arrangements and successor funds 114

Part 6A—Modifications relating to MySuper measures 116

Part 7—Modifications relating to life pensioners, members

subject to compulsory protection of small amounts and

members with small amounts that are expected to

grow quickly 117

Part 8—Modifications relating to periodic statements for RSA

providers 120

Part 9—Modifications relating to periodic statements for

superannuation entities and RSA providers 123

Part 10—Modifications relating to ongoing disclosure of

material changes and significant events in relation to

superannuation products and RSAs 124

Part 11—Modifications relating to charges for information

requested 127

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 vii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12—Modifications relating to information when member

leaves a fund 128

Part 13—Modifications relating to exceptions to exit reporting

period provisions 130

Part 14—Modifications relating to obligation to give

information about financial products 132

Part 15—Modifications for confirmation of transactions 136

Part 16—Modifications relating to reporting periods 137

Part 17—Modifications relating to application forms for

specified superannuation products 138

Part 18—Modification of Part 7.9 of the Act—New Zealand

offer documents replace Product Disclosure

Statements where an offer relates to interests in a New

Zealand managed investment scheme 140

Part 19—Modifications for carbon units, Australian carbon

credit units and eligible international emissions units 142

Schedule 10AA—Modifications of the Act in relation

to their application in respect of a

recognised offer or a proposed offer of

securities that may become a recognised

offer 158

Part 1—Modification of Part 6D.2 of the Act—disclosure to

investors not required for recognised offer under

Chapter 8 158

Part 2—Modification of Part 7.9 of the Act—disclosure to

investors not required for recognised offer under

Chapter 8 160

Schedule 10B—Form and content of Product

Disclosure Statement for FHSA product 162

Federal Register of Legislative Instruments F2015C00303

viii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 1—Form and content of Product Disclosure Statement—

general 162 1 Length and font size for Product Disclosure Statement .................162

2 Sections in a Product Disclosure Statement...................................163

3 Product Disclosure Statement must be self-contained ...................163

4 Contents of section 1 (Who can have a First Home Saver

Account) ........................................................................................164

5 Contents of section 2 (How the First Home Saver Account

works)............................................................................................165

6 Contents of section 3 (How the Government helps you save) .......166

7 Contents of section 4 .....................................................................167

8 Contents of section 5 (What happens if your situation

changes).........................................................................................169

9 Contents of section 6 (Using your savings for your first

home).............................................................................................169

10 Contents of section 7 (The fees and costs).....................................170

11 Contents of section 8 (How to open an account) ...........................171

12 Contents of section 9 .....................................................................171

Part 2—Information on fees and costs 173 13 Definitions.....................................................................................173

14 Presentation of information on fees and costs ...............................173

15 Information on fees and costs ........................................................174

16 Example of overall cost .................................................................175

17 Consumer advisory........................................................................178

Schedule 10C—Form and content of Product

Disclosure Statement—margin loan 179 1 Length and font size for Product Disclosure Statement for

margin loan....................................................................................179

2 Minimum content of Product Disclosure Statement for

margin loan....................................................................................179

3 Contents of section 1 (About [name of provider of the

margin loan] and [name of margin loan product]) .........................181

4 Contents of section 2 (Benefits of [name of margin loan

product]) ........................................................................................182

5 Contents of section 3 (How [name of margin loan product]

works)............................................................................................182

6 Contents of section 4 (What is a margin call?) ..............................184

7 Contents of section 5 (The risk of losing money) ..........................184

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 ix

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

8 Contents of section 6 (The costs)...................................................186

9 Contents of section 7 (How to apply) ............................................187

Schedule 10D—Form and content of Product

Disclosure Statement—superannuation

product to which Subdivision 4.2B of

Division 4 of Part 7.9 applies 188 1 Length and font size for Product Disclosure Statement for

superannuation product..................................................................188

2 Minimum content of Product Disclosure Statement for

superannuation product..................................................................189

3 Contents of section 1 (About [name of superannuation

product])........................................................................................190

4 Contents of section 2 (How super works)......................................191

5 Contents of section 3 (Benefits of investing with [name of

superannuation product]) ...............................................................192

6 Contents of section 4 (Risks of super) ...........................................192

7 Contents of section 5 (How we invest your money) ......................193

8 Contents of section 6 (Fees and costs)...........................................195

9 Contents of section 7 (How super is taxed) ...................................198

10 Contents of section 8 (Insurance in your super) ............................199

11 Contents of section 9 (How to open an account) ...........................201

Schedule 10E—Form and content of Product

Disclosure Statement—simple managed

investment scheme 203 1 Length and font size for Product Disclosure Statement for

simple managed investment scheme..............................................203

2 Minimum content of Product Disclosure Statement for

simple managed investment scheme..............................................204

3 Contents of section 1 (About [name of responsible entity]) ..........205

4 Contents of section 2 (How [name of simple managed

investment scheme] works) ...........................................................206

5 Contents of section 3 (Benefits of investing in [name of

simple managed investment scheme]) ...........................................206

6 Contents of section 4 (Risks of managed investment

schemes) ........................................................................................207

7 Contents of section 5 (How we invest your money) ......................208

8 Contents of section 6 (Fees and costs)...........................................211

Federal Register of Legislative Instruments F2015C00303

x Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

9 Contents of section 7 (How managed investment schemes

are taxed) .......................................................................................213

10 Contents of section 8 (How to apply) ............................................214

Schedule 10D—Persons who are not covered by

section 1433 of the Act 215

Schedule 12—ASIC transitional standards 217

Federal Register of Legislative Instruments F2015C00303

Specified offices Schedule 3

Corporations Regulations 2001 1

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 3—Specified offices (regulation 6.2.02)

Column 1 Column 2 Column 3 Column 4

Item Office Law Jurisdiction

1 Treasurer Commonwealth

2 Trustee Parts IV, X and XI of

the Bankruptcy Act

1966

Commonwealth

3 Chairperson of the

Australian Securities

and Investments

Commission

Australian Securities

and Investments

Commission Act 2001

Commonwealth

4 Deputy Chairperson of

the Australian

Securities and

Investments

Commission

Australian Securities

and Investments

Commission Act 2001

Commonwealth

5 Member of the

Australian Securities

and Investments

Commission

Australian Securities

and Investments

Commission Act 2001

Commonwealth

7 Member of the

Takeovers Panel

Australian Securities

and Investments

Commission Act 2001

Commonwealth

8 Treasurer Western Australia

9 Commissioner for

Corporate Affairs

Western Australia

10 Public Trustee Public Trustee Act

1941

Western Australia

11 Master of the Supreme

Court

Supreme Court Act

1935

Western Australia

12 Registrar of the

Supreme Court

Supreme Court Act

1935

Western Australia

13 Treasurer Victoria

14 Commissioner for

Corporate Affairs

Victoria

Federal Register of Legislative Instruments F2015C00303

Schedule 3 Specified offices

2 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item Office Law Jurisdiction

15 Public Trustee Public Trustee Act

1958

Victoria

16 Master of the Supreme

Court

Supreme Court Act

1958

Victoria

17 Treasurer New South Wales

18 Public Trustee Public Trustee Act

1913

New South Wales

19 Master Division 1 of Part VIII

of the Supreme Court

Act 1970

New South Wales

20 Supervisor of Loan

Fund Companies

Loan Fund Companies

Act 1976

New South Wales

21 Protective

Commissioner

Mental Health Act

1958

New South Wales

22 Treasurer Queensland

23 Commissioner for

Corporate Affairs

Queensland

24 Public Trustee Public Trustee Act

1978

Queensland

25 Registrar Supreme Court Acts

1861-1980

Queensland

26 Treasurer South Australia

27 Curator of Prisoners

Property

Criminal Law

Consolidation Act

1935-80

South Australia

28 Public Trustee Administration and

Probate Act 1919-1980

South Australia

29 Master or accountant Supreme Court Act

1935-1980

South Australia

30 Administrator Chapter XLIX of the

Criminal Code

Tasmania

31 Treasurer Tasmania

32 Commissioner for

Corporate Affairs

Tasmania

Federal Register of Legislative Instruments F2015C00303

Specified offices Schedule 3

Corporations Regulations 2001 3

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3 Column 4

Item Office Law Jurisdiction

33 Public Trustee Public Trustee Office

Act 1930

Tasmania

34 Registrar of the

Supreme Court

Supreme Court Act

1959

Tasmania

35 Treasurer Australian Capital

Territory

36 Public Trustee Administration and

Probate Ordinance

1929 and the Public

Trustee Act 1985

Australian Capital

Territory

37 Registrar of the

Supreme Court

Australian Capital

Territory Supreme

Court Act 1933

Commonwealth

38 Master of the Supreme

Court

Australian Capital

Territory Supreme

Court Act 1933

Commonwealth

39 Treasurer Northern Territory

40 Public Trustee Public Trustee Act

1979

Northern Territory

41 Master of the Supreme

Court

Northern Territory

42 Commissioner for

Corporate Affairs

Companies

(Administration) Act

1986

Northern Territory

Federal Register of Legislative Instruments F2015C00303

Schedule 4 Prescribed amounts

4 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 4—Prescribed amounts (regulation 1.1.01)

Column 1 Column 2 Column 3

Item Matter Amount ($)

1 Inspection of registers for the purposes of:

(a) subsection 173(2) or subsection 672DA (7):

(i) if a register is not kept on a computer—for

each inspection 5.00

(ii) if a register is kept on a computer—for

each inspection a reasonable

amount that does

not exceed the

marginal cost to

the company of

providing an

inspection

1AA Supply of copies for subsection 173(3)

In addition:

250.00

(a) for each member about whom information is

provided in excess of 5 000 members and up to

19 999 members

0.05

(b) for each member about whom information is

provided at 20 000 members or more 0.01

1A Inspection of registers or records for:

(a) subsection 271(3)

(b) subsection 668A(3);

for each inspection 5.00

2 Supply under section 139 by a company to a member

of the company of a copy of the company’s

constitution

10.00

3 Supply of copies for subsection 672DA (8):

(a) if a register is not kept on a computer—for each

page, or part of a page, not exceeding

international sheet size A4 of the copy supplied

or, at the option of the supplier, for each 100

words or part of 100 words

0.50

Federal Register of Legislative Instruments F2015C00303

Prescribed amounts Schedule 4

Corporations Regulations 2001 5

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3

Item Matter Amount ($)

(b) if a register is kept on a computer—for each

inspection a reasonable

amount that does

not exceed the

marginal cost to

the company of

providing a copy

3A Supply of copies for:

(a) subsection 246G (3)

(b) subsection 251B (4)

(ba) subsection 253N (4)

(c) subsection 271(4)

(d) subsection 812(3)

(e) paragraph 1178(3)(a);

for each page, or part of a page, not exceeding

international sheet size A4 of the copy supplied or, at

the option of the supplier, for each 100 words or part

of 100 words

0.50

4 Payment for each name and address provided under

subsection 641(5)

0.10

5 For compliance with a direction under section 672A 5.00

6 Replacement of lost or destroyed certificate for

paragraph 1070D(4)(a)

10.00

7 Fee for supply by a responsible entity of a copy of

the constitution of a registered scheme under

subsection 601GC(4)

10.00

8 Inspection of register for subsection 919E(3):

(a) if the register is not kept on a computer—for each

inspection 12.50

(b) if the register is kept on a computer—for each

inspection a reasonable

amount that does

not exceed the

marginal cost to

the declared

professional body

of providing an

inspection

Federal Register of Legislative Instruments F2015C00303

Schedule 4 Prescribed amounts

6 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1 Column 2 Column 3

Item Matter Amount ($)

(c) despite paragraphs (a) and (b), if the inspection is

by a member of the declared professional body No fee

9 Making copies of, or taking extracts from, a register

for subsection 919E(3):

(a) if the register is not kept on a computer—for each

page, or part of a page, not exceeding

international sheet size A4 of the copy supplied

or, at the option of the supplier, for each 100

words or part of 100 words

1.25

(b) if a register is kept on a computer—for each copy

or extract a reasonable

amount that does

not exceed the

marginal cost to

the declared

professional body

of providing a

copy or extract

Federal Register of Legislative Instruments F2015C00303

Conduct of auditor—relevant relationships Schedule 5C

Clause 1

Corporations Regulations 2001 7

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 5C—Conduct of auditor—relevant

relationships (regulation 2M.6.05)

1 Money owed—debt

(1) Subclause (2) applies in relation to audit activity in relation to a

financial year that ends on or after the commencement of this

Schedule.

(2) The operation of Chapter 2M of the Act is modified by omitting

subsection 324CH(5) of the Act (including the subheading) and

substituting the following subheading and subsection:

Ordinary course of business exception

(5) For the purposes of item 15 of the table in subsection (1):

(a) disregard a debt owed by an individual to a body corporate or

entity if:

(i) the body corporate or entity is:

(A) an Australian ADI; or

(B) a body corporate registered under the Life

Insurance Act 1995; and

(ii) the debt arose because of a loan that the body corporate

or entity made to the person in the ordinary course of its

ordinary business; and

(iii) the person used the amount of the loan to pay the whole

or part of the purchase price of premises that the person

uses as their principal place of residence; and

(b) disregard a debt owed by the person or firm to a body

corporate or entity if:

(i) the debt is on normal terms and conditions, and arises

from the acquisition of goods or services on normal

trading terms from:

(A) the audited body; or

Federal Register of Legislative Instruments F2015C00303

Schedule 5C Conduct of auditor—relevant relationships

Clause 2

8 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(B) an entity that the audited body controls; or

(C) a related body corporate; and

(ii) the goods or services will be used by the person or firm:

(A) for the personal use of the person or firm; or

(B) in the ordinary course of business of the person

or firm.

2 Money owed—deposit account

(1) Subclause (2) applies in relation to audit activity in relation to a

financial year that ends on or after the commencement of this

Schedule.

(2) The operation of Chapter 2M of the Act is modified by omitting

subsection 324CH(6) of the Act (including the subheading) and

substituting the following subheading and subsection:

Loans by immediate family members and amounts on call

(6) For the purposes of item 16 of the table in subsection (1):

(a) disregard a debt owed to a person by a body corporate or

entity if:

(i) the item applies to the person because the person is an

immediate family member of:

(A) a professional member of the audit team

conducting the audit of the audited body; or

(B) a non-audit services provider; and

(ii) the debt is incurred in the ordinary course of business of

the body corporate or entity; and

(b) disregard an amount owed to the person or firm by the

audited body, a related body corporate or an entity that the

audited body controls if:

(i) the body, body corporate or entity is an Australian ADI;

and

(ii) the amount is in a basic deposit product (within the

meaning of section 761A of the Act) provided by the

body, body corporate or entity; and

Federal Register of Legislative Instruments F2015C00303

Conduct of auditor—relevant relationships Schedule 5C

Clause 3

Corporations Regulations 2001 9

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) the amount was deposited in the ordinary course of the

business of the audited body, body corporate or entity,

and on the terms and conditions that normally apply to

basic deposit products provided by the body, body

corporate or entity.

3 Public company auditor (annual appointments at AGMs to fill

vacancies)

(1) Subclause (2) applies to:

(a) all companies; and

(b) all registered schemes; and

(c) all disclosing entities;

only in relation to audit activity that is conducted on or after the

commencement of this Schedule.

(2) The operation of Chapter 2M of the Act is modified by omitting

from subsections 327B(2A), (2B) and (2C) of the Act “21 days”

and inserting “21 days, or such longer period as ASIC allows,”.

Federal Register of Legislative Instruments F2015C00303

Schedule 6 Availability of names

Part 1 Rules for ascertaining whether names are identical

10 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 6—Availability of names (regulations 2B.6.01, 2B.6.02, 5B.3.01 and 5B.3.02)

Part 1—Rules for ascertaining whether names are

identical

6101

In comparing one name with another for paragraph 147(1)(a) or (b)

or 601DC(1)(a) or (b) of the Act, the following matters are to be

disregarded:

(a) the use of the definite or indefinite article as the first word in

one or both of those names;

(b) the use of ‘Proprietary’, ‘Pty’, ‘Limited’, ‘Ltd’, ‘No

Liability’ or ‘NL’ in one or both of the names;

(c) whether a word is in the plural or singular number in one or

both names;

(d) the type, size and case of letters, the size of any numbers or

other characters, and any accents, spaces between letters,

numbers or characters, and punctuation marks, used in one or

both names;

(e) the fact that one name contains a word or expression in

column 2 of the following table and the other name contains

an alternative for that word or expression in column 3:

Column 1

Item

Column 2

Word or expression

Column 3

Alternative

1 Australian Aust

2 Company Co or Coy

3 Co Company or Coy

4 Coy Company or Co

5 Number No

6 and &

Federal Register of Legislative Instruments F2015C00303

Availability of names Schedule 6

Rules for ascertaining whether names are identical Part 1

Corporations Regulations 2001 11

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Column 1

Item

Column 2

Word or expression

Column 3

Alternative

7 Incorporated Inc

8 Corporation Corp

9 Australian Company Number ACN

Federal Register of Legislative Instruments F2015C00303

Schedule 6 Availability of names

Part 2 Names unacceptable for registration

12 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Names unacceptable for registration

6203

For paragraph 147(1)(c) or 601DC(1)(c) of the Act, a name is

unacceptable for registration if the name:

(a) in the opinion of ASIC, is undesirable, or likely to be

offensive to:

(i) members of the public; or

(ii) members of any section of the public; or

(b) subject to rule 6204:

(i) contains a word or phrase specified in an item in Part 3,

or an abbreviation of that word or phrase; or

(ii) a word or phrase or an abbreviation having the same or

a similar meaning; or

(c) subject to rule 6205, includes the word ‘Commonwealth’ or

‘Federal’; or

(d) in the context in which it is proposed to be used, suggests a

connection with:

(i) the Crown; or

(ii) the Commonwealth Government; or

(iii) the Government of a State or Territory; or

(iv) a municipal or other local authority; or

(v) the Government of any other part of the Queen’s

dominions, possessions or territories; or

(vi) a department, authority or instrumentality of the

Commonwealth Government; or

(vii) a department, authority or instrumentality of the

Government of a State or Territory; or

(viii) the government of a foreign country;

if that connection does not exist; or

(e) in the context in which it is proposed to be used, suggests a

connection with:

(i) a member of the Royal Family; or

Federal Register of Legislative Instruments F2015C00303

Availability of names Schedule 6

Names unacceptable for registration Part 2

Corporations Regulations 2001 13

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the receipt of Royal patronage; or

(iii) an ex-servicemen’s organisation; or

(iv) Sir Donald Bradman; or

(v) Mary MacKillop;

if that connection does not exist; or

(f) in the context in which it is proposed to be used, suggests

that the members of an organisation are totally or partially

incapacitated if those members are not so affected.

6204

Paragraph 6203(b) does not apply to:

(a) item 6309, 6312 or 6318 of Part 3 if a word in any of those

items must be included in the name of:

(i) a registrable Australian body; or

(ii) a registered Australian body;

because of the Act under which it is incorporated or

registered; and

(b) item 6314 of Part 3 if the word must be included in the name

of:

(i) a registrable Australian body; or

(ii) a registered Australian body; or

(iii) a registered foreign company; or

(iv) a foreign company;

because of the Act under which it is incorporated or

registered.

6205

Paragraph 6203(c) does not apply if ASIC is satisfied that the word

is used in a geographical context.

Federal Register of Legislative Instruments F2015C00303

Schedule 6 Availability of names

Part 3 Restricted words and phrases

14 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 3—Restricted words and phrases

Column 1 Column 2

Item Word or phrase

6301 Aboriginal Corporation

6302 Aboriginal Council

6304 Chamber of Commerce

6305 Chamber of Manufactures

6306 Chartered

6308 Consumer

6309 Co-operative

6311 Executor

6312 Friendly Society (other than in relation to the conduct of a financial

business)

6312A GST

6312B G.S.T.

6313 Guarantee

6314 Incorporated

6316 Made in Australia

6316A police

6316B policing

6317 R.S.L.

6317A RSL

6318 Starr Bowkett

6319 Stock Exchange

6320 Torres Strait Islander Corporation

6321 Trust

6322 Trustee

Federal Register of Legislative Instruments F2015C00303

Availability of names Schedule 6

Consent required to use restricted words and phrases Part 4

Corporations Regulations 2001 15

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 4—Consent required to use restricted words

and phrases

Column 1 Column 2 Column 3

Item Word or phrase Minister

6401 Anzac Minister for Veterans’ Affairs

6403 Geneva Cross, Red Crescent, Red

Cross, Red Lion and Sun

Minister for Defence

6405 United Nations Minister for Foreign Affairs

6406 University Minister for Education, Training

and Youth Affairs

Federal Register of Legislative Instruments F2015C00303

Schedule 6 Availability of names

Part 5 Names relating to financial institutions for use of which consent is required

16 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5—Names relating to financial institutions for

use of which consent is required

Item Letters, word or expression

Public authority,

instrumentality or agency

6501 ADI APRA

6502 authorised deposit-taking institution APRA

6503 bank APRA

6504 banker APRA

6505 banking APRA

6506 building society APRA

6507 credit society APRA

6508 credit union APRA

6509 friendly society (in relation to the

conduct of a financial business)

APRA

Federal Register of Legislative Instruments F2015C00303

Exemptions from requirements to set out certain corporate particulars Schedule 7

Corporations Regulations 2001 17

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 7—Exemptions from requirements

to set out certain corporate particulars (regulations 2B.6.03 and 5B.3.03)

7001 Definitions for Schedule 7

In this Schedule:

IATA means the International Air Transport Association.

IATA body means a company, registered Australian body or

registered foreign company that is a member of IATA, or

participates in the program conducted by IATA known as BSP

Australia.

relevant information means the information that is required under

subsection 153(2), or paragraph 601DE(1)(b), (c) or (d), of the Act

to be set out on a public document or negotiable instrument.

7002 Exemption for certain IATA documents

An IATA Body is exempt from the requirement to set out the

relevant information on a document if:

(a) it is a document of one of the following kinds:

(i) passenger ticket and baggage check;

(ii) excess baggage ticket;

(iii) agency credit or debit memo;

(iv) credit card charge form;

(v) miscellaneous charges order;

(vi) stopover voucher;

(vii) air waybill; and

(b) either:

(i) it is in a form sponsored by IATA; or

(ii) it is required by IATA to be used by IATA bodies; or

Federal Register of Legislative Instruments F2015C00303

Schedule 7 Exemptions from requirements to set out certain corporate particulars

18 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) it is a document printed outside Australia exclusively

for use, outside Australia, by or on behalf of that

particular IATA body.

7003 Exemption for bills of lading and sea waybills

The following companies, registered Australian bodies and

registered foreign companies are exempt from the requirement to

set out the relevant information on a bill of lading or sea waybill:

(a) Austrident Shipping Agency Pty Ltd;

(b) ANL Limited;

(c) Bakke-WA Pty Limited;

(d) Blue Star Line Limited;

(e) Blue Star PACE Limited;

(f) CSR Limited;

(g) Dalgety Australia Operations Limited;

(h) Five Star Shipping & Agency Company Pty Ltd;

(i) Jebsens International (Australia) Pty Ltd;

(j) ‘K’ Line (Australia) Pty Limited;

(k) Nedlloyd Australia Pty Ltd;

(l) OOCL (Australia) Pty Limited;

(m) Opal Maritime Agencies Pty Limited;

(n) Patrick Sleigh Shipping Agencies Pty Limited;

(o) Tasman Express Line Limited;

(p) Wilhelmsen Lines Australia Pty Ltd;

(q) Wills Shipping Pty Limited.

7004 Exemptions—quotation of ACNs and ARBNs

(1) A company is exempt from the requirement to set out the relevant

information on a public document, or a negotiable instrument, of

the company if:

(a) the company is registered on the Australian Business

Register; and

(b) the last 9 digits of its ABN are the same, and in the same

order, as the last 9 digits of its ACN; and

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Exemptions from requirements to set out certain corporate particulars Schedule 7

Corporations Regulations 2001 19

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) ‘Australian Business Number’ or ‘ABN’ is displayed with

the name of the company, or with 1 of the references to that

name:

(i) in the case of a document or instrument in which the

name appears on only 1 page—on that page; and

(ii) in the case of a document or instrument in which the

name appears on 2 or more pages—on the first of those

pages.

(2) A registered Australian body or registered foreign body is exempt

from the requirement to set out information mentioned in

paragraph 601DE(1)(b) and subsection 601DE(2) of the Act on a

public document, or a negotiable instrument, of the registered body

or foreign company if:

(a) the body or company is also registered on the Australian

Business Register; and

(b) the last 9 digits of its ABN are the same, and in the same

order, as the last 9 digits of its ARBN; and

(c) ‘Australian Business Number’ or ‘ABN’ is displayed with

the name of the body or company, or with 1 of the references

to that name:

(i) in the case of a document or instrument in which the

name appears on only 1 page—on that page; and

(ii) in the case of a document or instrument in which the

name appears on 2 or more pages—on the first of those

pages.

Federal Register of Legislative Instruments F2015C00303

Schedule 7A Content of annual transparency report

Part 1 Interpretation for Schedule 7A

20 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 7A—Content of annual

transparency report (subregulation 2M.4A.02(1))

Part 1—Interpretation for Schedule 7A

7A101 Interpretation

In this Schedule:

management body, for an authorised audit company, means the

Board of Directors.

relevant transparency reporting year means the transparency

reporting year to which an annual transparency report relates.

Note 1: Many terms and expressions used in this Schedule have the meaning

given by the Act. For example:

 annual transparency report

 audit

 audit activity

 audit firm

 authorised audit company

 director

 engage in audit activity

 financial year

 individual auditor

 non-audit services provider

 professional accounting body

 professional member of an audit team

 remuneration

 transparency reporting auditor

 transparency reporting year.

Note 2: See regulation 2M.4A.01 for an application provision that, read in

combination with regulation 2M.4A.02, is relevant to Schedule 7A.

Federal Register of Legislative Instruments F2015C00303

Content of annual transparency report Schedule 7A

Prescribed information for audit firm or authorised audit company Part 2

Corporations Regulations 2001 21

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Prescribed information for audit firm or

authorised audit company

Item Information

7A201 A description of the transparency reporting auditor’s:

(a) legal structure; and

(b) ownership

7A202 If the transparency reporting auditor belongs to a network, a description

of:

(a) the network; and

(b) the legal arrangements of the network; and

(c) the structural arrangements of the network

7A203 A description of the transparency reporting auditor’s governance

structure

7A204 A description of the transparency reporting auditor’s internal quality

control system

7A205 A statement by the transparency reporting auditor’s administrative body

or management body on the effectiveness of the functioning of the

transparency reporting auditor’s internal quality control system in the

relevant transparency reporting year

7A206 The name of each body that is authorised to review the transparency

reporting auditor (for example, ASIC or a professional accounting body)

and the date of the most recent review of the transparency reporting

auditor conducted by the body

7A207 The names of bodies of the kinds mentioned in subsection 332A(1) of the

Act for which the transparency reporting auditor conducted an audit

under Division 3 of Part 2M.3 of the Act in the relevant transparency

reporting year

7A208 A statement about the transparency reporting auditor’s independence

practices in the relevant transparency reporting year, including the date

on which the transparency reporting auditor most recently conducted an

internal review of its independence compliance

Federal Register of Legislative Instruments F2015C00303

Schedule 7A Content of annual transparency report

Part 2 Prescribed information for audit firm or authorised audit company

22 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Information

7A209 A statement about the policy that the transparency reporting auditor

follows regarding the minimum amount and nature of continuing or other

professional education that professional members of an audit team must

undertake during the relevant transparency reporting year

7A210 Financial information for the transparency reporting auditor that relates to

the relevant transparency reporting year, including:

(a) total revenue; and

(b) revenue relating to:

(i) audits of financial statements conducted by the transparency

reporting auditor; and

(ii) other services provided by the transparency reporting auditor

7A211 Information concerning the basis for remuneration of:

(a) the audit firm’s partners; or

(b) the authorised audit company’s directors

Federal Register of Legislative Instruments F2015C00303

Content of annual transparency report Schedule 7A

Prescribed information for individual auditor Part 3

Corporations Regulations 2001 23

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 3—Prescribed information for individual

auditor

Item Information

7A301 If the transparency reporting auditor belongs to a network, a description

of:

(a) the network; and

(b) the legal arrangements of the network; and

(c) the structural arrangements of the network

7A302 A description of the transparency reporting auditor’s internal quality

control system

7A303 The name of each body that is authorised to review the transparency

reporting auditor (for example, ASIC or a professional accounting body)

and the date of the most recent review of the transparency reporting

auditor conducted by the body

7A304 The names of bodies of the kinds mentioned in subsection 332A(1) of the

Act for which the transparency reporting auditor conducted an audit

under Division 3 of Part 2M.3 of the Act in the relevant transparency

reporting year

7A305 A statement that sets out the transparency reporting auditor’s

independence practices in the relevant transparency reporting year

7A306 Financial information for the transparency reporting auditor that relates to

the relevant transparency reporting year, including:

(a) total revenue; and

(b) revenue relating to:

(i) audits of financial statements conducted by the transparency

reporting auditor; and

(ii) other services provided by the transparency reporting auditor

Federal Register of Legislative Instruments F2015C00303

Schedule 8 Schemes of arrangement under Part 5.1 of the Act

Chapter 5 External administration

Part 1 Interpretation and application

24 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8—Schemes of arrangement under

Part 5.1 of the Act (regulation 5.1.01)

Chapter 5—External administration

Part 1—Interpretation and application

8101 In this Schedule:

internal creditor means:

(a) a creditor who is a member of the company; or

(b) a relative or spouse of a member; or

(c) a relative of the spouse of a member.

Scheme means the proposed compromise or arrangement.

scheme creditors means the creditors or class of creditors of a

company, to whom the Scheme would apply.

scheme members means the members or class of members of a

company, to whom the Scheme would apply.

8102 This Schedule applies to a Part 5.1 body that is not a company as

if:

(a) references to a company were references to a Part 5.1 body

that is not a company; and

(b) references to a director were references to an office bearer,

committee member or other office holder of the body; and

(c) references to entitlements to voting shares were references to

an ability to exercise a percentage of the total votes that could

be exercised by members of the body.

Federal Register of Legislative Instruments F2015C00303

Schemes of arrangement under Part 5.1 of the Act Schedule 8

External administration Chapter 5

Prescribed information relating to proposed compromise or arrangement with creditors

or class of creditors Part 2

Corporations Regulations 2001 25

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Prescribed information relating to proposed

compromise or arrangement with creditors or

class of creditors

8201 The statement must set out:

(a) the expected dividend that would be available to scheme

creditors if the company were to be wound up within 6

months after the date of the hearing of the application to the

Court for an order under subsections 411(1) and (1A) of the

Act; and

(b) if a composition of debts is proposed—the expected dividend

that would be paid to scheme creditors if the Scheme were

put into effect as proposed; and

(c) a list of the names of all known scheme creditors and the

debts owed to those creditors; and

(d) if a scheme creditor is known to be a guaranteed creditor—

the name of the creditor and the amount of the debt owed;

and

(e) if a scheme creditor is known to be an internal creditor—the

name of the creditor and the amount of the debt owed.

8202 The statement must contain a statement that an order under

subsections 411(1) and (1A) of the Act is not anendorsement of, or

any other expression of opinion on, the Scheme.

8203 The statement must contain or have annexed to it:

(a) a report on the affairs of the company in accordance with

Form 507, showing the financial position of the company as

at a day within one month of the date on which it is intended

to apply to the Court for an order under subsections 411(1)

and (1A) of the Act;

(b) a copy, certified by a director or by a secretary of the

company to be a true copy, of all financial statements,

required to be lodged with the ASIC by the company,

together with a copy of every document required by law to be

annexed to the financial statements;

Federal Register of Legislative Instruments F2015C00303

Schedule 8 Schemes of arrangement under Part 5.1 of the Act

Chapter 5 External administration

Part 2 Prescribed information relating to proposed compromise or arrangement with

creditors or class of creditors

26 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) if the company the subject of the Scheme is a trustee, a

statement:

(i) of the number of trusts administered by the trustee; and

(ii) whether the trustee carries on any business separate

from that of the trust; and

(iii) how the scheme creditors may obtain a copy of the

relevant trust deed, free of charge, prior to the date of

the meeting; and

(d) if the person (if any) who would be appointed to manage the

Scheme proposes to charge for his or her services and for the

services of his or her staff in accordance with a particular

scale of charges, that scale of charges.

Federal Register of Legislative Instruments F2015C00303

Schemes of arrangement under Part 5.1 of the Act Schedule 8

External administration Chapter 5

Prescribed information relating to proposed compromise or arrangement with members

or a class of members Part 3

Corporations Regulations 2001 27

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 3—Prescribed information relating to proposed

compromise or arrangement with members or a

class of members

8301 The statement must set out:

(a) unless the company the subject of the Scheme is in the course

of being wound up or is under official management, in

relation to each director of the company:

(i) whether the director recommends the acceptance of the

Scheme or recommends against acceptance and, in

either case, his or her reasons for so recommending; or

(ii) if the director is not available to consider the Scheme—

that the director is not so available and the cause of his

or her not being available; or

(iii) in any other case—that the director does not desire to

make, or does not consider himself or herself justified in

making, a recommendation and, if the director so

requires, his or her reasons for not wishing to do so; or

(b) if the company is in the course of being wound up or is under

official management—in relation to each liquidator or each

official manager:

(i) whether he or she recommends acceptance of the

Scheme or recommends against acceptance and, in

either case, his or her reasons for so recommending; or

(ii) in any other case—that the liquidator or official

manager does not wish to make a recommendation and

his or her reasons for not wishing to do so.

8302 The statement must set out:

(a) the number, description and amount of marketable securities

of the company the subject of the Scheme held by or on

behalf of each director of the company or, if none are held by

or on behalf of a director, a statement to that effect; and

(b) for each director of the company by whom or on whose

behalf shares in that company are held, whether:

Federal Register of Legislative Instruments F2015C00303

Schedule 8 Schemes of arrangement under Part 5.1 of the Act

Chapter 5 External administration

Part 3 Prescribed information relating to proposed compromise or arrangement with

members or a class of members

28 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the director intends to vote in favour of, or against, the

Scheme; or

(ii) the director has not decided whether he or she will vote

in favour of, or against, the Scheme; and

(c) if the other party to the proposed reconstruction or

amalgamation is, or includes, a corporation, whether any

marketable securities of the corporation are held by, or on

behalf of, any director of the company the subject of the

Scheme and, if so, the number, description and amount of

those marketable securities; and

(d) particulars of any payment or other benefit that is proposed

to:

(i) be made or given to any director, secretary or executive

officer of the company the subject of the Scheme as

compensation for loss of, or as consideration for or in

connection with his or her retirement from, office in that

company or in a related body corporate; or

(ii) be made or given to any director, secretary or executive

officer of any related body corporate as compensation

for the loss of, or as consideration for or in connection

with his or her retirement from, office in that body

corporate or in the company the subject of the Scheme;

and

(e) if there is any other agreement or arrangement made between

a director of the company the subject of the Scheme and

another person in connection with or conditional on the

outcome of the Scheme—particulars of the agreement or

arrangement; and

(f) if the object of the Scheme is for a corporation to acquire

control of another corporation that is a company, particulars

of the nature and extent of any interest of a director of that

company in any contract entered into by the corporation

seeking control; and

(g) if the shares of the company the subject of the Scheme are

not granted official quotation on a securities exchange, all the

information that the company has as to the number of shares

Federal Register of Legislative Instruments F2015C00303

Schemes of arrangement under Part 5.1 of the Act Schedule 8

External administration Chapter 5

Prescribed information relating to proposed compromise or arrangement with members

or a class of members Part 3

Corporations Regulations 2001 29

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

that have been sold in the 6 months immediately before the

date on which the statement is lodged, the amount of those

shares and the prices at which they were sold; and

(h) whether, within the knowledge of the directors of the

company the subject of the Scheme, or, if the company is in

liquidation or under official management, the knowledge of

the liquidator or the official manager, the financial position

of the company has materially changed since the date of the

last balance sheet laid before the company in general meeting

or sent to shareholders in accordance with section 314 or 317

of the Act and, if so, full particulars of any change; and

(i) any other information material to the making of a decision in

relation to the Scheme, being information that is within the

knowledge of any director, liquidator or official manager of a

company the subject of the Scheme or of a related company

and that has not previously been disclosed to the Scheme

members.

8303 If:

(a) the other party to the proposed reconstruction or

amalgamation of the company the subject of the Scheme has

a prescribed shareholding in the company; or

(b) a director of any corporation that is the other party to the

proposed reconstruction or amalgamation is a director of a

company the subject of the Scheme;

the statement must be accompanied by a copy of a report made by

an expert who is not associated with the corporation that is the

other party, stating whether or not, in his or her opinion, the

proposed Scheme is in the best interest of the members of the

company the subject of the Scheme and setting out his or her

reasons for that opinion.

8304 If the company the subject of the Scheme obtains 2 or more

reports, each of which could be used for clause 3, the statement

must be accompanied by a copy of each report.

8305 If:

Federal Register of Legislative Instruments F2015C00303

Schedule 8 Schemes of arrangement under Part 5.1 of the Act

Chapter 5 External administration

Part 3 Prescribed information relating to proposed compromise or arrangement with

members or a class of members

30 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the company the subject of the Scheme obtains a report for

clause 3; and

(b) the report contains:

(i) a forecast of the profits or profitability of the company;

or

(ii) a statement that the market value of an asset or assets of

the company or of a related body corporate differs from

an amount at which the value of the asset or assets is

shown in the books of the company or the related body

corporate;

that report must not accompany the statement except with the

consent in writing of ASIC and in accordance with such conditions

(if any) as are stated by ASIC.

8306 For clause 3:

(a) a person has a prescribed shareholding in a company if he or

she is entitled to not less than 30% of the voting shares in the

company; and

(b) a person has a prescribed shareholding in a company in

which the voting shares are divided into 2 or more classes of

shares, if he or she is entitled to not less than 30% of the

shares in one of those classes.

8307 If the consideration to be offered to scheme members consists, in

whole or in part, of marketable securities issued, or to be issued, by

a corporation, the statement must set out the formula to be applied

to find out the number of marketable securities to be issued to each

scheme member, and the basis on which that formula was

developed.

8308 If marketable securities of the same class as those mentioned in

clause 7 are granted official quotation on a securities exchange, the

statement must state the fact, specify the securities exchange

concerned, and set out:

(a) the latest recorded sale price before the date on which the

statement is lodged for registration; and

Federal Register of Legislative Instruments F2015C00303

Schemes of arrangement under Part 5.1 of the Act Schedule 8

External administration Chapter 5

Prescribed information relating to proposed compromise or arrangement with members

or a class of members Part 3

Corporations Regulations 2001 31

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the highest and lowest recorded sale prices during the 3

months immediately before that date and the dates of the

relevant sales; and

(c) if the Scheme has been the subject of a public announcement

in newspapers or by any other means before the statement

has been registered by ASIC—the latest recorded sale price

immediately before the public announcement.

8309 (1) If the marketable securities mentioned in clause 8 are granted

official quotation on more than one securities exchange, it is

sufficient compliance with paragraphs 8(a) and (c) if information

on the marketable securities is given for the securities exchange at

which there has been the greatest number of recorded dealings in

the securities in the 3 months immediately before the date on

which the statement is lodged for registration.

(2) If the securities have not been granted official quotation on a

securities exchange, the statement must set out all the information

that a director, liquidator or official manager of the company the

subject of the Scheme or of a related body corporate has about the

number of securities that have been sold in the 3 months

immediately before the date on which the explanatory statement

was prepared and the price of those securities or, if that

information or any part of that information cannot be ascertained, a

statement to that effect.

8310 The statement must set out particulars of the intentions of the

directors of the company the subject of the Scheme regarding:

(a) the continuation of the business of the company or, if the

undertaking, or any part of the undertaking, of a company is

to be transferred, how that undertaking or part is to be

conducted in the future; and

(b) any major changes to be made to the business of the

company, including any redeployment of the fixed assets of

the company; and

(c) the future employment of the present employees of the

company.

Federal Register of Legislative Instruments F2015C00303

Schedule 8 Schemes of arrangement under Part 5.1 of the Act

Chapter 5 External administration

Part 4 Prescribed information relating to proposed compromise or arrangement with

members or class of members for transfer to a trustee

32 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 4—Prescribed information relating to proposed

compromise or arrangement with members or

class of members for transfer to a trustee

8401 The statement must set out:

(a) in detail, the basis on which units in the unit trust are to be

issued to scheme members; and

(b) if the issue of units in the unit trust is based on the asset

backing of shares held by scheme members—full valuation

details of those assets.

8402 A copy of the trust deed must be annexed, or set out in a schedule,

to the statement.

8403 If the effect of the proposed compromise or arrangement will be

the merger of 2 companies without substantial common

membership, the explanatory statement must, so far as practicable,

state the matters, and be accompanied by the documents and

reports, mentioned in Part 3.

Federal Register of Legislative Instruments F2015C00303

Deed of company arrangement—prescribed provisions Schedule 8A

Clause 1

Corporations Regulations 2001 33

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8A—Deed of company

arrangement—prescribed provisions (regulation 5.3A.06)

1 Administrator deemed agent of company

In exercising the powers conferred by this deed and carrying out

the duties arising under this deed, the administrator is taken to act

as agent for and on behalf of the company.

2 Powers of administrator

For the purpose only of administering this deed, the administrator

has the following powers:

(a) to enter upon or take possession of the property of the

company;

(b) to lease or let on hire property of the company;

(c) to grant options over property of the company on such

conditions as the administrator thinks fit;

(d) to insure property of the company;

(e) to repair, renew or enlarge property of the company;

(f) to call in, collect or convert into money the property of the

company;

(g) to administer the assets available for the payment of claims

of creditors in accordance with the provisions of this deed;

(h) to purchase, hire, lease or otherwise acquire any property or

interest in property from any person or corporation;

(i) to borrow or raise money, whether secured upon any or all of

the assets of the company or unsecured, for any period on

such terms as the administrator thinks fit and whether in

substitution for any existing security or otherwise;

Federal Register of Legislative Instruments F2015C00303

Schedule 8A Deed of company arrangement—prescribed provisions

Clause 2

34 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(j) to bring, prosecute and defend in the name and on behalf of

the company or in the name of the administrator any actions,

suits or proceedings;

(k) to refer to arbitration any question affecting the company;

(l) to make payments to any secured creditor of the company

and any person who is the owner or lessor of property

possessed used or occupied by the company;

(m) to convene and hold meetings of the members or creditors of

the company for any purpose the administrator thinks fit;

(n) to make interim or other distributions of the proceeds of the

realisation of the assets available for the payment of claims

of creditors as provided in this deed;

(o) to appoint agents to do any business or to attend to any

matter or affairs of the company that the administrator is

unable to do, or that it is unreasonable to expect the

administrator to do, in person;

(p) to engage or discharge employees on behalf of the company;

(q) to appoint a solicitor, accountant or other professionally

qualified person to assist the administrator;

(r) to permit any person authorised by the administrator to

operate any account in the name of the company;

(s) to sell, call in or convert into money any of the property of

the company, to apply the money in accordance with this

deed and otherwise effectively and properly to carry out his

or her duties as administrator;

(t) to do all acts and execute in the name and on behalf of the

company all deeds, receipts and other documents, using the

company’s common or official seal when necessary;

(u) subject to the Bankruptcy Act 1966, to prove in the

bankruptcy of any contributory or debtor of the company or

under any deed executed under that Act;

(v) subject to the Act, to prove in the winding up of any

contributory or debtor of the company or under any scheme

of arrangement entered into, or deed of company

arrangement executed, under the Act;

Federal Register of Legislative Instruments F2015C00303

Deed of company arrangement—prescribed provisions Schedule 8A

Clause 2

Corporations Regulations 2001 35

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(w) to draw, accept, make or endorse any bill of exchange or

promissory note in the name and on behalf of the company;

(x) to take out letters of administration of the estate of a deceased

contributory or debtor, and do any other act necessary for

obtaining payment of any money due from a contributory or

debtor, or the estate of a contributory or debtor, that cannot

be conveniently done in the name of the company;

(y) to bring or defend an application for the winding up of the

company;

(z) to carry on the business of the company on such terms and

conditions and for such purposes and times and in such

manner as the administrator thinks fit subject only to the

limitations imposed by this deed;

(za) to sell any or all of the property of the company including the

whole of the business or undertaking of the company at any

time the administrator thinks fit, either by public auction or

by private contract and either for a lump sum or for a sum

payable by instalments or for a sum on account and to obtain

a mortgage charge or encumbrance for the balance or

otherwise;

(zb) to close down the whole or any part of any business of the

company;

(zc) to enter into and complete any contract for the sale of shares

in the company;

(zd) to compromise any debts or claims brought by or against the

company on such terms as the administrator thinks fit and to

take security for the discharge of any debt forming part of the

property of the company;

(ze) to pay any class of creditors in full, subject to Subdivision D

of Division 6 of Part 5.6 of the Act;

(zf) to do anything that is incidental to exercising a power set out

in this clause;

(zg) to do anything else that is necessary or convenient for the

purpose of administering this deed.

Federal Register of Legislative Instruments F2015C00303

Schedule 8A Deed of company arrangement—prescribed provisions

Clause 3

36 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

3 Termination of deed where arrangement fails

If the administrator or the committee of inspection determines that

it is no longer practicable or desirable either to continue to carry on

the business of the company or to implement this deed, the

administrator:

(a) may cease to carry on the business of the company except so

far as is necessary for the beneficial winding up of the

company;

(b) must summon a meeting of creditors for the purpose of

passing a resolution under section 445C(b) of the Act; and

(c) must forward to each creditor not less than 14 days prior to

the meeting an up-to-date report as to the position of the

company accompanied by such financial statements as the

administrator thinks fit, together with a statement that he or

she does not think it practicable or desirable to carry on the

business of the company or to continue this deed and that this

deed will be terminated if the company’s creditors resolve.

4 Priority

The administrator must apply the property of the company coming

under his or her control under this deed in the order of priority

specified in section 556, 560 or 561 of the Act.

5 Discharge of debts

The creditors must accept their entitlements under this deed in full

satisfaction and complete discharge of all debts or claims which

they have or claim to have against the company as at the day when

the administration began and each of them will, if called upon to

do so, execute and deliver to the company such forms of release of

any such claim as the administrator requires.

Federal Register of Legislative Instruments F2015C00303

Deed of company arrangement—prescribed provisions Schedule 8A

Clause 6

Corporations Regulations 2001 37

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

6 Claims extinguished

If the administrator has paid to the creditors their full entitlements

under this deed, all debts or claims, present or future, actual or

contingent, due or which may become due by the company as a

result of anything done or omitted by or on behalf of the company

before the day when the administration began and each claim

against the company as a result of anything done or omitted by or

on behalf of the company before the day when the administration

began is extinguished.

7 Bar to creditors’ claims

Subject to section 444D of the Act this deed may be pleaded by the

company against any creditor in bar of any debt or claim that is

admissible under this deed and a creditor (whether the creditor’s

debt or claim is or is not admitted or established under this deed)

must not, before the termination of this deed:

(a) take or concur in the taking of any step to wind up the

company; or

(b) except for the purpose and to the extent provided in this deed,

institute or prosecute any legal proceedings in relation to any

debt incurred or alleged to have been incurred by the

company before the day when the administration began; or

(c) take any further step (including any step by way of legal or

equitable execution) in any proceedings pending against or in

relation to the company at the day when the administration

began; or

(d) exercise any right of set-off or cross-action to which the

creditor would not have been entitled had the company been

wound up at the day when the administration began; or

(e) commence or take any further step in any arbitration against

the company or to which the company is a party.

Federal Register of Legislative Instruments F2015C00303

Schedule 8A Deed of company arrangement—prescribed provisions

Clause 8

38 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

8 Making claims

(1) Subdivisions A, B, C and E of Division 6 of Part 5.6 of the

Corporations Act 2001 apply to claims made under this deed as if

the references to the liquidator were references to the administrator

of this deed.

(2) For subclause (1), the remainder of that Act, and the Corporations

Regulations 2001, are taken to apply, as far as practicable, as if:

(a) a reference that is relevant to the liquidator were a reference

in a form that is applicable to the administrator; and

(b) a reference that is relevant to any other matter relating to

liquidation were a reference in a form that is applicable to the

administration of this deed; and

(c) a reference to a relevant date were a reference to the date of

the administrator’s appointment .

10 Lodging of accounts

Section 434 of the Act applies to the administrator as if the

reference to a controller were a reference to the administrator of

this deed.

11 Committee of inspection

For the purpose of advising and assisting the administrator of this

deed, there may be a committee of inspection (the committee) to

which the following rules apply:

(a) the committee must consist of at least 3 and not more than 5

members;

(b) the creditors must appoint the members in a general meeting;

(c) a creditor is not entitled to have more than one representative

(including the creditor himself or herself, if a natural person)

on the committee;

(d) minutes of all resolutions and proceedings of each meeting of

the committee must be made and duly entered in books to be

Federal Register of Legislative Instruments F2015C00303

Deed of company arrangement—prescribed provisions Schedule 8A

Clause 12

Corporations Regulations 2001 39

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

provided from time to time for that purpose by the

administrator under this deed;

(e) if the minutes of a meeting purport to be signed by the

chairperson of the meeting at which the resolutions were

passed or proceedings taken or by the chairperson of the next

meeting of the committee, the minutes are prima facie

evidence of the matters contained in them;

(f) unless the contrary is proved, the meeting is taken to have

been duly had and convened and all resolutions passed and

proceedings taken at the meeting are taken to have been duly

passed and taken;

(g) a corporation (being otherwise qualified for membership of

the committee) is not entitled to be a member of the

committee but may appoint a person to represent it on the

committee;

(h) subsection 548(3) and sections 549, 550 and 551 of the Act

apply, with such modifications as are necessary, to a

committee of inspection established under this deed as if the

references to the liquidator were references to the

administrator of this deed and the references to contributories

were deleted.

12 Termination of deed where arrangement achieves purpose

If the administrator has applied all of the proceeds of the

realisation of the assets available for the payment of creditors or

has paid to the creditors the sum of 100 cents in the dollar or any

lesser sum determined by the creditors at a general meeting, the

administrator must certify to that effect in writing and must within

28 days lodge with ASIC a notice of termination of this deed in the

following form:

‘X PTY LIMITED

Federal Register of Legislative Instruments F2015C00303

Schedule 8A Deed of company arrangement—prescribed provisions

Clause 12

40 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

I, (insert name and address) as administrator of the deed of

company arrangement executed on (insert date), CERTIFY that the

deed has been wholly effectuated.’,

and the execution of the notice terminates this deed, but nothing in

this clause relieves the administrator of his or her obligations under

clause 10 of this deed.

Federal Register of Legislative Instruments F2015C00303

Trustee companies Schedule 8AA

Corporations Regulations 2001 41

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8AA—Trustee companies (regulation 5D.1.01)

Item Trustee companies

1 ANZ Trustees (Canberra) Limited

2 ANZ Trustees Limited

3 Australian Executor Trustees Limited

4 Australian Executor Trustees (Canberra) Limited

5 Australian Executor Trustees (NSW) Limited

6 Australian Executor Trustees (SA) Limited

7 Bagot’s Executor and Trustee Company Limited

8 Elders Trustees Limited

9 Equity Trustees Limited

10 Executor Trustee Australia Limited

11 Mutual Trust Pty Ltd

12 National Australia Trustees Limited

14 Perpetual Limited

15 Perpetual Trustee Company (Canberra) Limited

16 Perpetual Trustee Company Limited

17 Perpetual Trustees Consolidated Limited

18 Perpetual Trustees Queensland Limited

19 Perpetual Trustees S.A. Limited

20 Perpetual Trustees Victoria Limited

21 Perpetual Trustees W.A. Limited

22 Plan B Trustees Limited

23 Sandhurst Trustees Limited

24 Tasmanian Perpetual Trustees Limited

25 The Myer Family Company Ltd

26 The Trust Company Limited

27 The Trust Company (Australia) Limited

27A The Trust Company (PTCCL) Limited

Federal Register of Legislative Instruments F2015C00303

Schedule 8AA Trustee companies

42 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Trustee companies

28 The Trust Company (UTCCL) Limited

Federal Register of Legislative Instruments F2015C00303

Prescribed State and Territory provisions for paragraph 601RAE (4)(a) of the Act

Schedule 8AB

Corporations Regulations 2001 43

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8AB—Prescribed State and

Territory provisions for

paragraph 601RAE (4)(a) of the Act (subregulation 5D.1.04(1))

Item State or Territory law and provisions

1 Trustee Companies Act 1984 (Vic), sections 40–42

2 Trustee Companies Act 1987 (WA), Part IV and section 34

3 Trustee Companies Act 1988 (SA), sections 15–15B and 19–21

4 Trustee Companies Act 1953 (Tas), subsections 18C (1), (3)–(13)

5 Companies (Trustees and Personal Representatives) Act (NT), section 25

Federal Register of Legislative Instruments F2015C00303

Schedule 8AC Prescribed State and Territory laws and provisions for paragraph

601RAE(4)(b) of the Act—estate administration

44 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8AC—Prescribed State and

Territory laws and provisions for

paragraph 601RAE(4)(b) of the Act—

estate administration (subregulation 5D.1.04(2) and subregulation 7.6.02(6))

Item State or Territory law and provisions

1 Children and Young Persons (Care and Protection) Act 1998 (NSW)

2 Guardianship Act 1987 (NSW)

3 NSW Trustee and Guardian Act 2009 (NSW)

4 Victorian Civil and Administrative Tribunal Act 1998 (Vic), Part 9 of

Schedule 1

5 Guardianship and Administration Act 1986 (Vic)

6 Guardianship and Administration Act 2000 (Qld)

7 Guardianship and Administration Act 1990 (WA)

8 Guardianship and Administration Act 1993 (SA)

9 Guardianship of Infants Act 1940 (SA)

10 Guardianship and Administration Act 1995 (Tas)

11 Guardianship and Custody of Infants Act 1934 (Tas)

12 Guardianship and Management of Property Act 1991 (ACT)

13 Testamentary Guardianship Act 1984 (ACT)

14 Adult Guardianship Act (NT)

15 Guardianship of Infants Act (NT)

Federal Register of Legislative Instruments F2015C00303

Prescribed State and Territory laws and provisions for paragraph 601RAE(4)(b) of the

Act Schedule 8AD

Corporations Regulations 2001 45

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8AD—Prescribed State and

Territory laws and provisions for

paragraph 601RAE(4)(b) of the Act (subregulation 5D.1.04(3))

Item State or Territory law and provisions

NEW SOUTH WALES

1A Legal Profession Act 2004 and any regulations made under that Act

1 Probate and Administration Act 1898 and any regulations made under that

Act

2 NSW Trustee and Guardian Act 2009 and any regulations made under that

Act

3 Trustee Act 1925 and any regulations made under that Act

4 Trustee Companies Act 1964 and any regulations made under that Act

VICTORIA

5 Administration and Probate Act 1958 and any regulations made under that

Act

6 Guardianship and Administration Act 1986 and any regulations made

under that Act

7 Instruments Act 1958 and any regulations made under that Act

7A Legal Profession Act 2004 and any regulations made under that Act

8 Medical Treatment Act 1988 and any regulations made under that Act

9 State Trustees (State Owned Company) Act 1994 and any regulations

made under that Act

10 Trustee Act 1958 and any regulations made under that Act

QUEENSLAND

11 Guardianship and Administration Act 2000 and any regulations made under

that Act

12 Legal Profession Act 2007 and any regulations made under that Act

13 Public Trustee Act 1978 and any regulations made under that Act

14 Succession Act 1981 and any regulations made under that Act

15 Trustee Companies Act 1968 and any regulations made under that Act

Federal Register of Legislative Instruments F2015C00303

Schedule 8AD Prescribed State and Territory laws and provisions for paragraph

601RAE(4)(b) of the Act

46 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item State or Territory law and provisions

16 Trusts Act 1973 and any regulations made under that Act

17 Uniform Civil Procedure Rules 1999, Chapter 15 and rule 94

WESTERN AUSTRALIA

18 Guardianship and Administration Act 1990 and any regulations made under

that Act

18A Legal Profession Act 2008 and any regulations made under that Act

18B Public Trustee Act 1941 and any regulations made under that Act

19 Trustees Act 1962 and any regulations made under that Act

SOUTH AUSTRALIA

20 Administration and Probate Act 1919 and any regulations made under that

Act

21 Aged and Infirm Persons’ Property Act 1940 and any regulations made

under that Act

22 Guardianship and Administration Act 1993 and any regulations made under

that Act

23 Legal Practitioners Act 1981 and any regulations made under that Act

24 Public Trustee Act 1995 and any regulations made under that Act

25 Trustee Act 1936 and any regulations made under that Act

25A Trustee Companies Act 1988 and any regulations made under that Act

TASMANIA

26 Administration and Probate Act 1935 and any regulations made under that

Act

26A Legal Profession Act 2007 and any regulations made under that Act

26B Public Trustee Act 1930 and any regulations made under that Act

27 Supreme Court Civil Procedure Act 1932 and any regulations made under

that Act

28 Trustee Act 1898 and any regulations made under that Act

AUSTRALIAN CAPITAL TERRITORY

29 Administration and Probate Act 1929 and any regulations made under that

Act

30 Court Procedures Act 2004 and any regulations made under that Act

31 Guardianship and Management of Property Act 1991 and any regulations

made under that Act

Federal Register of Legislative Instruments F2015C00303

Prescribed State and Territory laws and provisions for paragraph 601RAE(4)(b) of the

Act Schedule 8AD

Corporations Regulations 2001 47

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item State or Territory law and provisions

32 Legal Profession Act 2006 and any regulations made under that Act

33 Trustee Act 1925 and any regulations made under that Act

34 Trustee Companies Act 1947 and any regulations made under that Act

NORTHERN TERRITORY

35 Aged and Infirm Persons’ Property Act and any regulations made under that

Act

36 Public Trustee Act and any regulations made under that Act

Federal Register of Legislative Instruments F2015C00303

Schedule 8AE Relevant State and Territory provisions

48 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8AE—Relevant State and Territory

provisions (regulation 5D.2.06)

Item State or Territory provisions

1 Trustee Act 1925 (NSW), Part 2, Division 2

2 Trustee Act 1958 (Vic), Part I

3 Trusts Act 1973 (Qld), Part 3

4 Trustees Act 1962 (WA), Part III

5 Trustee Act 1936 (SA), Part 1

6 Trustee Act 1898 (Tas), Part II

7 Trustee Act 1925 (ACT), Part 2, Subdivision 2.2.1

8 Trustee Act (NT), Part I

Federal Register of Legislative Instruments F2015C00303

Option contract—prescribed indexes Schedule 8B

Corporations Regulations 2001 49

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8B—Option contract—prescribed

indexes (regulation 7.1.03)

1 All Ordinaries Accumulation Index

2 CAC 40 Index

3 Deutscher Aktienindex (DAX)

4 Dow Jones Asia-Pacific Extra Liquid Series—Australia Equity

Index

5 Dow Jones Asia-Pacific Extra Liquid Series—Hong Kong Equity

Index

6 Dow Jones Asia-Pacific Extra Liquid Series—Japan Equity Index

7 Dow Jones Asia-Pacific Extra Liquid Series—Pan Pacific Equity

Index

8 Dow Jones Composite

9 Dow Jones Euro STOXX 50 Index

10 Dow Jones Global Titans 50 Index

11 Dow Jones Industrial Average Index

12 Dow Jones STOXX 50

13 FT-SE 100 Index

14 Hang Seng Index

15 MIB 30 Index

16 Nasdaq 100 Index

17 Nasdaq Composite Index

18 Nikkei Index

19 Share Price Index

20 S&P 500 Composite Stock Price Index

21 S&P/ASX 20 Share Price Index

Federal Register of Legislative Instruments F2015C00303

Schedule 8B Option contract—prescribed indexes

50 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

22 S&P/ASX 50 Share Price Index

23 S&P/ASX 100 Accumulation Index

24 S&P/ASX 100 Share Price Index

25 S&P/ASX 200 Consumer Discretionary (GIC) Sector Index

26 S&P/ASX 200 Consumer Staples (GIC) Sector Index

27 S&P/ASX 200 Energy (GIC) Sector Index

28 S&P/ASX 200 Financial (ex Property Trusts) (GIC) Sector Index

29 S&P/ASX 200 Health Care (GIC) Sector Index

30 S&P/ASX 200 Industrials (GIC) Sector Index

31 S&P/ASX 200 Information Technology (GIC) Sector Index

32 S&P/ASX 200 Materials (GIC) Sector Index

33 S&P/ASX 200 Property Trusts (GIC) Sector Index

34 S&P/ASX 200 Share Price Index

35 S&P/ASX 200 Telecommunications Services (GIC) Sector Index

36 S&P/ASX 200 Utilities (GIC) Sector Index

37 S&P/ASX 300 Share Price Index

38 S&P/ASX All Industrials Share Price Index

39 S&P/ASX All Resources Share Price Index

40 S&P/ASX Gold Share Price Index

41 S&P/ASX Small Ordinaries Accumulation Index

42 S&P/ASX Small Ordinaries Share Price Index

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.5 of the Act—compensation regimes Schedule 8C

Corporations Regulations 2001 51

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8C—Modifications of Part 7.5 of the

Act—compensation regimes (regulation 7.5.01A)

1 Subsection 880B(1), definition of fidelity fund, subparagraph (b)(ii)

omit

markets;

insert

markets; or

2 Subsection 880B(1), definition of fidelity fund, after paragraph (b)

insert

(c) the operator of the market or related body corporate of the

operator of the market;

3 Subsection 881A(2)

substitute

(1A) If:

(a) compensation arrangements under Division 4 apply to only

some financial products acquired or disposed of through a

licensed market; and

(b) paragraphs (1)(a) and (b) are satisfied for the other products

acquired or disposed of through the licensed market;

there must be compensation arrangements in relation to the other

products that are approved in accordance with Division 3.

(2) The compensation regime that applies to a financial market is:

(a) for a financial product to which Division 3 applies—the

compensation regime constituted by Division 3; and

(b) for a financial product to which Division 4 applies—the

compensation regime constituted by Division 4.

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Schedule 8C Modifications of Part 7.5 of the Act—compensation regimes

52 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

4 Paragraph 885C(1)(b)

substitute

(b) the money or other property, or the authority, was given to

the participant in connection with effecting a transaction, or

proposed transaction, that:

(i) was covered by provisions of the operating rules of the

market relating to transactions effected through the

market; and

(ii) related to a particular financial product that was not

covered by the compensation regime constituted by

Division 4; and

5 Section 885D, heading

substitute

885D Certain losses that are or are not Division 3 losses

6 After subsection 885D(2)

Insert:

(2A) Despite subsection (2), if, in relation to a loss suffered by a person:

(a) the requirements of subsection 885C(1) are satisfied in

relation to a participant and a financial market, except that it

is not reasonably apparent whether the compensation regime

constituted by Division 3 or by Division 4 covered the

transaction, or proposed transaction; and

(b) the relevant financial market has both Division 3 and

Division 4 arrangements; and

(c) either:

(i) the person did not (expressly or impliedly) instruct the

participant to use the money or other property to enter

into a transaction that would be covered by the

compensation regime constituted by Division 3 or by

Division 4; or

(ii) if the participant had authority to enter into transactions

on the person’s behalf without specific authority, there

is no evidence that the participant decided to use the

money or other property to enter into a transaction that

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Modifications of Part 7.5 of the Act—compensation regimes Schedule 8C

Corporations Regulations 2001 53

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would be covered by the compensation regime

constituted by Division 3 or by Division 4; and

(d) the participant was permitted to trade in products that would

be covered by the compensation regimes constituted by

Division 3 and by Division 4; and

(e) it is not reasonably apparent from the usual business practice

of the participant which of those transactions the participant

proposed to undertake;

the loss is taken to be a Division 3 loss and not to be a loss that is

connected with a financial market to which Division 4 applies.

(2B) Despite subsection (2), if:

(a) the requirements of subsection 885C(1) are satisfied in

relation to a participant and a financial market; and

(b) the loss is also connected (see section 888A) with a financial

market to which Division 4 applies; and

(c) the person did not (expressly or impliedly) instruct the

participant to use a particular one of those markets; and

(d) it is not reasonably apparent from the usual business practice

of the participant which of those markets the participant

would use when acting for the person; and

(e) the loss is connected with a transaction effected through a

financial market to which Division 3 applies; and

(f) a claim cannot be made, or has been disallowed, under

Division 4 (see subsection 888A(1));

the loss is taken to be a Division 3 loss and not to be a loss that is

connected with a financial market to which Division 4 applies.

7 Subsection 885J(1)

omit

adequate,

insert

adequate for the market, or segment of the market, for which the

arrangements apply,

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Schedule 8C Modifications of Part 7.5 of the Act—compensation regimes

54 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

8 Section 887A

substitute

887A Markets to which this Division applies

(1) This Division applies to a financial market that is operated by:

(a) a body corporate that is a member of the SEGC; or

(b) a body corporate that is a subsidiary of such a member.

(2) However, this Division does not apply to a market mentioned in

subsection (1):

(a) that the regulations state is not covered by this Division; or

(b) to the extent that it involves financial products covered by the

compensation regime constituted by Division 3.

9 After subsection 889J(1)

insert

(1A) However, a levy is payable only by an operator or a participant

(including a participant who is suspended), in a financial market to

which this Division applies, who is permitted to trade on that

market a financial product to which this Division applies.

10 After subsection 889K(2)

insert

(2A) However, a levy is payable only by a participant (including a

participant who is suspended), in a financial market to which this

Division applies, who is permitted to trade on that market a

financial product to which this Division applies.

10A After subsection 892B(1), including the note

insert

(1A) Nothing in subsection (1) prevents the Minister approving, in

accordance with section 884C, a change to Division 3

arrangements that includes the withdrawal of money from an

account or accounts holding a fidelity fund.

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11 Paragraph 892K(1)(a)

after

report

insert

for a set of compensation arrangements

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Schedule 8D Modifications of Division 9 of Part 7.6 of the Act

56 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 8D—Modifications of Division 9 of

Part 7.6 of the Act Note: See regulation 7.6.02AI.

Corporations Act 2001

1 At the end of Division 9 of Part 7.6

Add:

922C Definitions

In this Division:

basic banking product has the meaning given by section 961F.

body corporate licensee means a body corporate that:

(a) is a financial services licensee; and

(b) is authorised to provide personal advice in relation to

relevant financial products to retail clients.

class of product advice means financial product advice about a

class of products, but does not include a recommendation about a

specific product in the class.

consumer credit insurance has the meaning given by section 11 of

the Insurance Contracts Act 1984.

control, in relation to a body corporate licensee, has the meaning

given by paragraphs 7.6.04(2)(b) and (c) of the Corporations

Regulations 2001.

recent advising history has the meaning given by section 922G.

relevant financial products means financial products other than:

(a) basic banking products; or

(b) general insurance products; or

(c) consumer credit insurance; or

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(d) a combination of any of those products.

relevant provider: a person is a relevant provider if the person:

(a) is a natural person; and

(b) is:

(i) a financial services licensee; or

(ii) an authorised representative of a financial services

licensee; or

(iii) an employee or director of a financial services licensee;

or

(iv) an employee or director of a related body corporate of a

financial services licensee; and

(c) is authorised, as the licensee or on behalf of the licensee, to

provide personal advice in relation to relevant financial

products to retail clients.

922D Obligation to notify ASIC about a person who becomes a

relevant provider

Notice to include details about relevant provider

(1) A notice must be lodged under this section, in accordance with

section 922L, if a person becomes a relevant provider.

Content of notice

(2) The notice must include:

(a) for a relevant provider who is a financial services licensee—

the information in section 922E; or

(b) for a relevant provider who is not a financial services

licensee—the information in section 922F.

922E Information about a relevant provider who is a financial

services licensee

(1) For the purposes of paragraph 922D(2)(a), the notice must include

the following:

(a) the relevant provider’s name;

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Schedule 8D Modifications of Division 9 of Part 7.6 of the Act

58 Corporations Regulations 2001

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(b) the licence number given to the relevant provider under

subsection 913C(1);

(c) the year in which the relevant provider first provided

personal advice in relation to relevant financial products to

retail clients in accordance with the law (including the law of

a State or Territory);

(d) if applicable, the ABN of the relevant provider;

(e) information about both of the following:

(i) the relevant financial products in relation to which the

relevant provider is authorised to provide personal

advice to retail clients;

(ii) whether the relevant provider is authorised to provide

class of product advice in relation to some or all of

those products;

(f) the recent advising history of the relevant provider for the 5

years ending immediately before the time the notice is

lodged;

(g) information about both of the following:

(i) the educational qualifications of, and any training

courses completed by, the relevant provider;

(ii) the relevant provider’s membership (if any) of

professional bodies;

to the extent that the qualifications, training courses or

memberships are relevant to the provision of financial

services.

Note: For the meaning of recent advising history, see section 922G.

Educational qualifications and memberships

(2) For the purposes of subparagraph (1)(g)(i), if a relevant provider

has more than 5 educational qualifications or has completed more

than 5 training courses, the notice must include the 5 qualifications

or training courses that the person lodging the notice believes, on

reasonable grounds, are most relevant to the provision of financial

services.

(3) For the purposes of subparagraph (1)(g)(ii), if a relevant provider

has more than 5 memberships, the notice must include the 5

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memberships that the person lodging the notice believes, on

reasonable grounds, are most relevant to the provision of financial

services.

922F Information about a relevant provider who is not a financial

services licensee

(1) For the purposes of paragraph 922D(2)(b), the notice must include

the following:

(a) the relevant provider’s name;

(b) the relevant provider’s date and place of birth;

(c) the name of the licensee on whose behalf the relevant

provider is authorised to provide personal advice in relation

to relevant financial products to retail clients;

(d) the licence number given to that licensee under

subsection 913C(1);

(e) the year in which the relevant provider first provided

personal advice in relation to relevant financial products to

retail clients in accordance with the law (including the law of

a State or Territory);

(f) if the relevant provider is a relevant provider as a result of

section 916B—each of the following:

(i) the name of the authorised representative who

authorised the relevant provider under that section;

(ii) the number allocated to the authorised representative by

ASIC;

(g) if applicable, the ABN of any of the following:

(i) the relevant provider;

(ii) the licensee referred to in paragraph (c);

(iii) the authorised representative referred to in

paragraph (f);

(h) details of both of the following:

(i) the relevant financial products in relation to which the

relevant provider is authorised to provide personal

advice to retail clients;

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Schedule 8D Modifications of Division 9 of Part 7.6 of the Act

60 Corporations Regulations 2001

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(ii) whether the relevant provider is authorised to provide

class of product advice in relation to some or all of

those products;

(i) the recent advising history of the relevant provider for the 5

years ending immediately before the time the notice is

lodged;

(j) information about both of the following:

(i) the educational qualifications of, and any training

courses completed by, the relevant provider;

(ii) the relevant provider’s membership (if any) of

professional bodies;

to the extent that the qualifications, training courses or

memberships are relevant to the provision of financial

services.

Note: For the meaning of recent advising history, see section 922G.

Educational qualifications and memberships

(2) For the purposes of subparagraph (1)(j)(i), if a relevant provider

has more than 5 educational qualifications or has completed more

than 5 training courses, the notice must include the 5 qualifications

or training courses that the person lodging the notice believes, on

reasonable grounds, are most relevant to the provision of financial

services.

(3) For the purposes of subparagraph (1)(j)(ii), if a relevant provider

has more than 5 memberships, the notice must include the 5

memberships that the person lodging the notice believes, on

reasonable grounds, are most relevant to the provision of financial

services.

Information already registered

(4) The notice does not need to include the information referred to in

paragraph (1)(e), (i) or (j) if:

(a) the person required under subsection 922L(4) to cause the

notice to be lodged believes on reasonable grounds that the

information has previously been lodged; or

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(b) the information is already entered on a register of relevant

providers under regulation 7.6.06B of the Corporations

Regulations 2001.

922G Meaning of recent advising history

The recent advising history of a relevant provider is the following

information:

(a) for a relevant provider who is or was a financial services

licensee authorised to provide personal advice in relation to

relevant financial products to retail clients—each period

during which the relevant provider was such a licensee;

(b) for a relevant provider who is or was authorised to provide

personal advice in relation to relevant financial products to

retail clients on behalf of one or more financial services

licensees—the following information:

(i) the name of each licensee;

(ii) if the relevant provider is or was a relevant provider as a

result of section 916B—the name of each authorised

representative who authorised the relevant provider

under that section;

(iii) each period during which the relevant provider was

authorised by each licensee or each authorised

representative to provide such advice.

Note: If a relevant provider is covered by paragraphs (a) and (b), the

relevant provider’s recent advising history includes all the information

required under those paragraphs.

922H Ongoing obligation to notify ASIC when there is a change in a

matter for a relevant provider

(1) A notice must be lodged under this section, in accordance with

section 922L, if there is a change in a matter, particulars of which

are entered for a relevant provider in a register of relevant

providers (other than a change that is a direct consequence of an

act by ASIC).

Note: An example of a change in a matter would be a person ceasing to be a

relevant provider.

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Schedule 8D Modifications of Division 9 of Part 7.6 of the Act

62 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The notice must include the following information:

(a) the new particulars to be entered in the register;

(b) the relevant provider’s name;

(c) if applicable, the relevant provider number given to the

relevant provider under regulation 7.6.06A of the

Corporations Regulations 2001.

922J Obligation to notify ASIC about a person who starts to control

a body corporate licensee

(1) A notice must be lodged under this section, in accordance with

section 922L, if a person starts to control a body corporate

licensee.

(2) The notice must include the following information:

(a) the name of the licensee;

(b) the licence number given to the licensee under

subsection 913C(1);

(c) the name of the person who starts to control the licensee;

(d) the day the person starts to control the licensee.

922K Obligation to notify ASIC about a person who ceases to

control a body corporate licensee

(1) A notice must be lodged under this section, in accordance with

section 922L, if a person ceases to control a body corporate

licensee.

Note: Subsection 922P(2) provides that a notice is not required to be lodged

when a person starts and then ceases to control a body corporate

licensee within 30 business days.

(2) The notice must include the following information:

(a) the name of the licensee;

(b) the licence number given to the licensee under

subsection 913C(1);

(c) the name of the person who ceases to control the licensee;

(d) the day the person ceases to control the licensee.

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Modifications of Division 9 of Part 7.6 of the Act Schedule 8D

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922L Requirement for notice to be lodged

Notice in prescribed form

(1) A notice under section 922D, 922H, 922J or 922K must be in the

prescribed form.

Note 1: Under section 350, a document that this Act requires to be lodged with

ASIC in a prescribed form must:

(a) if a form for the document is prescribed in the regulations—be in that prescribed form; and

(b) if a form for the document is not prescribed in the regulations but ASIC has approved a form for the document—be in that approved form.

Note 2: The prescribed form may deal with information that is required under

more than one section of this Act or the Corporations

Regulations 2001.

When notice must be lodged

(2) A notice under section 922D, 922H, 922J or 922K must be lodged

within 30 business days of the day the event mentioned in

subsection 922D(1), 922H(1), 922J(1) or 922K(1) occurs.

(3) The information contained in the notice must be accurate as at the

day of the event mentioned in subsection 922D(1), 922H(1),

922J(1) or 922K(1).

Who must cause notice to be lodged

(4) The following person must cause a notice under section 922D or

922H to be lodged in relation to a relevant provider:

(a) if the relevant provider is a financial services licensee—the

licensee;

(b) otherwise—the financial services licensee on whose behalf

the relevant provider is authorised to provide personal advice

in relation to relevant financial products to retail clients.

Notice about control of a body corporate licensee

(5) A notice under section 922J or 922K relating to a person who starts

or ceases to control a body corporate licensee must be lodged by

the licensee.

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Schedule 8D Modifications of Division 9 of Part 7.6 of the Act

64 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

922M Offence for failing to comply with obligation to notify ASIC

(1) A person commits an offence if:

(a) the person is required to cause a notice to be lodged under

section 922D, 922H, 922J or 922K; and

(b) the person fails to cause the notice to be lodged in accordance

with that section.

Note: A notice must be lodged in accordance with section 922L in order to

be lodged in accordance with section 922D, 922H, 922J or 922K (see

subsection 922D(1), 922H(1), 922J(1) or 922K(1)).

Penalty: 50 penalty units.

(2) However, subsection (1) does not apply if:

(a) the person fails to cause the notice to be lodged in accordance

with section 922D; and

(b) the only reason the person fails to cause the notice to be

lodged in accordance with that section is because the

information referred to in paragraph 922F(1)(e), (i) or (j) is

not included in the notice; and

(c) subsection 922F(4) provides that the notice does not need to

include that information.

Note: A defendant bears an evidential burden in relation to the matter in

subsection (2) (see subsection 13.3(3) of the Criminal Code).

(3) Subsection 4K(2) of the Crimes Act 1914 does not apply to

subsection (1) of this section.

Note: A person may commit an offence if the person knowingly gives false

or misleading information (see section 1308 of this Act and

section 137.1 of the Criminal Code).

922N Obligation for relevant providers to provide information to

financial services licensees

Information about relevant provider

(1) A person must provide information to a financial services licensee

in accordance with this section if:

(a) the person has become a relevant provider; and

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(b) the person has been authorised by the licensee to provide

personal advice in relation to relevant financial products to

retail clients; and

(c) the licensee has asked the person to provide the information

so that the licensee can comply with its obligation to lodge a

notice in accordance with section 922D relating to the

person.

Note: A person may commit an offence if the person knowingly gives false

or misleading information (see section 1308 of this Act and

section 137.1 of the Criminal Code).

When information must be given

(2) The information must be given to the licensee within a period that

allows the licensee to comply with its obligation to lodge the notice

in accordance with section 922D.

922P Change in matter within 30 business days

(1) Notices must be given under both sections 922D and 922H in

relation to a person who was a relevant provider even if the person

ceases to be a relevant provider before a notice has been lodged

under section 922D.

(2) A notice is not required to be given under sections 922J and 922K

in relation to a person who starts or ceases to control a body

corporate licensee if the person ceases to control the licensee

within 30 business days of starting to control the licensee.

Federal Register of Legislative Instruments F2015C00303

Schedule 9 Companies authorised to effect transfers under Part 7.11 of the Act

66 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 9—Companies authorised to effect

transfers under Part 7.11 of the Act (regulation 7.11.01, definition of beneficial owner)

Item Companies

1 ANZ Nominees Limited

2 CHESS Depositary Nominees Pty Limited

3 Equity Nominees Limited

4 National Nominees Limited

5 Perpetual Nominees Limited

6 Sepon (Australia) Pty Limited

7 State Street Australia Ltd

8 The Trust Company (Nominees) Limited

9 The Trust Company (PTAL) Limited

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Disclosure of fees and other costs Schedule 10

Interpretation Part 1

Clause 101

Corporations Regulations 2001 67

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 10—Disclosure of fees and other

costs (regulations 7.9.16K, 7.9.16M and 7.9.16N)

Part 1—Interpretation

101 Definitions

In this Schedule:

activity fee, for a superannuation product, has the meaning given

by subsection 29V(7) of the SIS Act.

administration fee, for a superannuation product, has the meaning

given by subsection 29V(2) of the SIS Act.

advice fee:

(a) for a superannuation product—has the meaning given by

subsection 29V(8) of the SIS Act; and

(b) for a managed investment product—means an amount that is:

(i) paid or payable to a financial adviser for financial

product advice to a retail client or product holder about

an investment; and

(ii) not included in a contribution fee, withdrawal fee, exit

fee, establishment fee or management cost.

balanced investment option means an investment option in which

the ratio of investment in growth assets, such as shares or property,

to investment in defensive assets, such as cash or bonds, is as close

as practicable to 70:30.

brokerage means an amount paid or payable to a broker for

undertaking a transaction for the acquisition or disposal of a

financial product.

buy-sell spread:

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Schedule 10 Disclosure of fees and other costs

Part 1 Interpretation

Clause 101

68 Corporations Regulations 2001

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(a) for a superannuation product—has the meaning given by

subsection 29V(4) of the SIS Act; or

(b) for a managed investment product—means an amount,

deducted from the value of a financial product of a product

holder, that represents an apportionment, among product

holders, of the actual or estimated transaction costs incurred

by the managed investment scheme.

contribution fee means an amount paid or payable against the

initial, and any subsequent, contributions made into a product by or

for a retail client for the product.

Note: A contribution may be made by an employer on behalf of the product

holder or retail client.

distribution costs means the costs or amounts paid or payable for

the marketing, offer or sale of a product.

Note: This includes any related adviser remuneration component other than

an advice fee.

establishment fee means an amount paid or payable for the

establishment of a client’s interest in a product.

Note: This does not include contribution fees paid or payable against the

initial contribution into the product.

exit fee:

(a) for a superannuation product—has the meaning given by

subsection 29V(6) of the SIS Act; and

(b) for a managed investment product—means an amount paid or

payable on the disposal of all interests held in the product.

incidental fees means costs or amounts, other than costs or fees

defined in this clause, that are:

(a) paid or payable in relation to the product; and

(b) not material to a retail client’s decision to acquire, hold or

dispose of his or her interest in the product.

Example: Cheque dishonour fees.

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Interpretation Part 1

Clause 101

Corporations Regulations 2001 69

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indirect cost of a MySuper product or an investment option offered

by a superannuation entity means any amount that:

(a) a trustee of the entity knows, or reasonably ought to know,

will directly or indirectly reduce the return on the investment

of a member of the entity in the MySuper product or

investment option; and

(b) is not charged to the member as a fee.

insurance fee, for a superannuation product, has the meaning

given by subsection 29V(9) of the SIS Act.

investment fee, for a superannuation product, has the meaning

given by subsection 29V(3) of the SIS Act.

lifecycle MySuper product has the meaning given by

regulation 7.9.07N.

lifecycle stage has the meaning given by regulation 7.9.07N.

performance, of a managed investment product, a superannuation

product, a MySuper product or an investment option, includes:

(a) income in relation to the assets of, or attributed to, the

managed investment product, the superannuation product, the

MySuper product or the investment option; and

(b) capital appreciation (realised or unrealised) to the value of

the managed investment product, the superannuation product,

the MySuper product or the investment option.

performance fee means an amount paid or payable, calculated by

reference to the performance of a managed investment product, a

superannuation product, a MySuper product or an investment

option.

service fees means advice fees, special request fees and switching

fees.

special request fees includes fees paid or deducted from a product

holder’s managed investment product for a request made to the

managed investment scheme.

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Schedule 10 Disclosure of fees and other costs

Part 1 Interpretation

Clause 102

70 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Example: This applies to a fee for a request for additional information from a

managed investment scheme.

switching fee:

(a) for a superannuation product—has the meaning given by

subsection 29V(5) of the SIS Act; or

(b) for a managed investment product—means an amount paid or

payable when a product holder transfers all or part of the

product holder’s interest in the managed investment product

from one investment option to another.

withdrawal fee means an amount, other than an exit fee, paid or

payable in respect of:

(a) a withdrawal; or

(b) the disposal of an interest in a product.

102 Management costs

(1) Management costs, for a managed investment product, means any

of the following:

(a) an amount payable for administering the managed investment

scheme;

(b) for a custodial arrangement—the cost involved, or amount

paid or payable, for gaining access to, or participating in, the

arrangement;

(c) distribution costs;

(d) other expenses and reimbursements in relation to the

managed investment scheme;

(e) amounts paid or payable for investing in the assets of the

managed investment scheme;

(f) amounts deducted from a common fund by way of fees,

costs, charges or expenses, including:

(i) amounts retrieved by an external fund manager or a

product issuer; and

(ii) amounts deducted from returns before allocation to the

fund;

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Disclosure of fees and other costs Schedule 10

Interpretation Part 1

Clause 103

Corporations Regulations 2001 71

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(g) estimated performance fees;

(h) any other investment-related expenses and reimbursements,

including any associated with custodial arrangements.

(2) The following fees and costs are not management costs for a

managed investment product:

(a) a contribution fee;

(b) transactional and operational costs;

(c) an additional service fee;

(d) an establishment fee;

(e) a switching fee;

(f) an exit fee;

(g) a withdrawal fee;

(h) costs (related to a specific asset or activity to produce

income) that an investor would incur if he or she invested

directly in the asset;

(i) incidental fees.

103 Transactional and operational costs

Transactional and operational costs include the following:

(a) brokerage;

(b) buy-sell spread;

(c) settlement costs (including custody costs);

(d) clearing costs;

(e) stamp duty on an investment transaction.

104 Indirect cost ratio

(1) The indirect cost ratio (ICR), for a MySuper product or an

investment option offered by a superannuation entity, is the ratio of

the total of the indirect costs for the MySuper product or

investment option, to the total average net assets of the

superannuation entity attributed to the MySuper product or

investment option.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 1 Interpretation

Clause 104

72 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: A fee deducted directly from a member’s account is not included in

the indirect cost ratio.

(1A) The indirect cost ratio (ICR), for an investment option offered by a

managed investment scheme, is the ratio of the management costs

for the option that are not deducted directly from a product

holder’s account, to the total average net assets of the managed

investment scheme that relates to the investment option.

Note: A fee deducted directly from a product holder’s account is not

included in the indirect cost ratio.

(2) The ICR for a Product Disclosure Statement is to be determined for

the financial year before the Product Disclosure Statement is

issued.

(3) The ICR for a periodic statement is to be determined over the latest

reporting period.

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

The fees and costs template for superannuation products Division 1

Clause 201

Corporations Regulations 2001 73

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Fees and Costs Template, example of

annual fees and costs and Consumer

Advisory Warning for Product Disclosure

Statements

Division 1—The fees and costs template for

superannuation products

201 Template for superannuation products

Fees and other costs

This document shows fees and other costs that you may be charged. These fees

and other costs may be deducted from your money, from the returns on your

investment or from the assets of the superannuation entity as a whole.

Other fees, such as activity fees, advice fees for personal advice and insurance

fees, may also be charged, but these will depend on the nature of the activity,

advice or insurance chosen by you.

Taxes, insurance fees and other costs relating to insurance are set out in another

part of this document.

You should read all the information about fees and other costs because it is

important to understand their impact on your investment.

[If relevant] The fees and other costs for each MySuper product offered by the

superannuation entity, and each investment option offered by the entity, are set

out on page [insert page number].

[Name of superannuation product]

Type of fee Amount How and when paid

Investment fee

Administration fee

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 1 The fees and costs template for superannuation products

Clause 201

74 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

[Name of superannuation product]

Type of fee Amount How and when paid

Buy-sell spread

Switching fee

Exit fee

Advice fees

relating to all members

investing in a particular

MySuper product or

investment option

Other fees and costs¹

Indirect cost ratio

1. [If there are other fees and costs, such as activity fees, advice fees for personal advice or insurance fees, include a cross-reference to the “Additional Explanation of Fees and Costs”.]

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

The fees and costs template for managed investment products Division 2

Clause 202

Corporations Regulations 2001 75

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—The fees and costs template for managed

investment products

202 Template for a multiple fee structure—managed investment

products

Fees and other costs

This document shows fees and other costs that you may be charged. These fees

and costs may be deducted from your money, from the returns on your

investment or from the assets of the managed investment scheme as a whole.

Taxes and insurance costs are set out in another part of this document.

You have 2 different fee payment options:

(a) to pay contribution fees upfront, at the time when you make

each investment into the managed investment scheme; or

(b) to pay contribution fees later (for example, on the termination

of your investment or by way of other increased fees).

Note: You may pay more in total fees if you choose to pay contribution fees later.

You should read all the information about fees and costs because it is important

to understand their impact on your investment.

[If relevant] Fees and costs for particular investment options are set out on page

[insert page number].

[Name of managed investment product]

Type of fee or cost Amount How and when

paid

Option to pay

contribution

fees upfront

Option to pay

contribution fees

later

Fees when your

money moves in or

out of the managed

investment product

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 2 The fees and costs template for managed investment products

Clause 202

76 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

[Name of managed investment product]

Type of fee or cost Amount How and when

paid

Establishment fee

The fee to open your

investment

Contribution fee¹

The fee on each

amount contributed

to your investment

Withdrawal fee¹

The fee on each

amount you take out

of your investment

Exit fee¹

The fee to close your

investment

Management costs

The fees and costs for

managing your

investment¹

The amount you pay

for specific

investment options is

shown at page [insert

page number]

Service fees²

Switching fee

The fee for changing

investment options

1. This fee includes an amount payable to an adviser. (See Division 4, “Adviser remuneration” under the heading “Additional Explanation of Fees and Costs”.)

2. [If there are other service fees, such as advice fees or special request fees, include a cross-reference to the “Additional Explanation of Fees and Costs”.]

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

The fees and costs template for managed investment products Division 2

Clause 202A

Corporations Regulations 2001 77

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

202A Template for single fee structure—managed investment

products

Fees and other costs

This document shows fees and other costs that you may be charged. These fees

and costs may be deducted from your money, from the returns on your

investment or from the assets of the managed investment scheme as a whole.

Taxes and insurance costs are set out in another part of this document.

You should read all the information about fees and costs because it is important

to understand their impact on your investment.

[If relevant] Fees and costs for particular investment options are set out on page

[insert page number].

[Name of managed investment product]

Type of fee or

cost

Amount How and when

paid

Fees when your

money moves in

or out of the

managed

investment

product

Establishment fee

The fee to open

your investment

Contribution fee¹

The fee on each

amount

contributed to your

investment

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 2 The fees and costs template for managed investment products

Clause 202A

78 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

[Name of managed investment product]

Type of fee or

cost

Amount How and when

paid

Withdrawal fee¹

The fee on each

amount you take

out of your

investment

Exit fee¹

The fee to close

your investment

Management

costs

The fees and costs

for managing your

investment¹

The amount you

pay for specific

investment options

is shown at page

[insert page

number]

Service fees²

Switching fee

The fee for

changing

investment options

1. This fee includes an amount payable to an adviser. (See Division 4, “Adviser remuneration” under the heading “Additional Explanation of Fees and Costs”.)

2. [If there are other service fees, such as advice fees or special request fees, include a cross-reference to the “Additional Explanation of Fees and Costs”.]

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

How to fill in the template Division 3

Clause 203

Corporations Regulations 2001 79

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—How to fill in the template

203 The preamble

The material in the preamble to the template should only include

matters that are relevant to the product.

Example: Insurance costs will generally not be relevant to a managed investment

product.

204 Column 2—presentation of amounts

(1) This clause, clause 205 and clause 206 are subject to

regulations 7.9.15A, 7.9.15B and 7.9.15C.

(2) If a particular fee or cost is not charged, ‘nil’, ‘zero’, ‘0’ or ‘not

applicable’ (if it would not be misleading) must be written in

column 2 opposite the type of fee or cost.

(3) If it is not possible to determine a single amount or percentage of a

fee or cost, it may be written as a range of fees or costs.

(4) If the exact amount of a fee or cost paid or payable is not known,

an amount that is a reasonable estimate of the amount attributable

to the retail client must be shown.

(5) An amount set out in accordance with subclause (4) must be

clearly designated as an estimate.

(6) If an amount or cost has a number of components, the amount of

each component must be listed separately.

Example: Management costs: 1.8% of product holder’s balance + $70 per year.

(7) A cost or amount paid or payable must include, if applicable:

(a) GST less any reduced inputs tax credits; and

(b) stamp duty.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 3 How to fill in the template

Clause 205

80 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

205 Column 2—include information for each MySuper product or

investment option

(1) The fee information must be set out:

(a) for superannuation products—for each MySuper product and

each investment option offered by the relevant

superannuation entity; and

(b) for managed investment products—for each investment

option offered by the relevant managed investment scheme.

(2) It may be:

(a) set out in the table; or

(b) cross-referenced in the table to another section of the Product

Disclosure Statement that contains the relevant fee

information.

206 Presentation of multiple fee payment options

If a superannuation entity or managed investment scheme has more

than 2 options for the payment of fees:

(a) the number of fee payment options must be set out in the

preamble; and

(b) details of all fee payment options must be set out in the

template.

207 Column 3—how and when fees and costs are payable

Column 3 of the template must set out:

(a) how the fee is or will be recovered, for example by deduction

from:

(i) the member’s investment balance; or

(ii) the assets of the superannuation entity or managed

investment scheme;

(iii) contributions; or

(iv) withdrawals; and

(b) the recurrence of the recovery of the fee; and

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

How to fill in the template Division 3

Clause 208

Corporations Regulations 2001 81

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the timing of the recovery of the fee.

208 Other material to be included in the template

(1) The template must clearly indicate which fees and costs are

negotiable (for example, by stating in column 3 ‘The amount of

this fee can be negotiated.’).

(2) An indication that a fee or cost is negotiable must be

cross-referenced to an explanation outside the template in the

‘Additional Explanation of Fees and Costs’ part of the fees section.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 4 Additional explanation of fees and costs

Clause 209

82 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Additional explanation of fees and costs

209 Matters to be included as additional explanation of fees and

costs

The following information, if relevant to the particular

superannuation product or managed investment product, must be

included under the heading ‘Additional Explanation of Fees and

Costs’:

(a) the explanation of the fees mentioned in footnote 1 for

superannuation products and footnote 2 for managed

investment products;

(b) information on performance fees including:

(i) a statement about how performance fees affect

administration fees and investment fees for a

superannuation product, or management costs for a

managed investment product; and

(ii) the method for calculating the fees; and

(iii) the amount of the fees, or an estimate of the amount if

the amount is not known;

(c) for tax—a cross reference to the “Tax” part of the Product

Disclosure Statement;

(ca) for insurance fees and other costs relating to insurance (if

relevant)—a cross reference to the “Insurance” part of the

Product Disclosure Statement;

(d) if the product is subject to tax—whether the benefit of any

tax deduction is passed on to the investor in the form of a

reduced fee or cost;

(e) an explanation of adviser remuneration that forms part of any

fee or cost in the table, including (if known to the product

issuer):

(i) the method of calculation; and

(ii) the amounts of commission or the range of amounts;

and

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

Additional explanation of fees and costs Division 4

Clause 209

Corporations Regulations 2001 83

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) whether the amounts are negotiable or rebatable; and

(iv) the way in which amounts may be negotiated or rebated;

(f) an explanation of advice fees;

(g) for a negotiated fee or cost—contact details of the person or

body with whom the fee or cost can be negotiated and the

manner of negotiation;

(h) worked examples (if appropriate);

(i) additional details of incidental fees (if appropriate);

(j) details of transactional and operational costs such as

brokerage and buy-sell spread, including:

(i) a description of the cost; and

(ii) the amount, or an estimate if the amount is not known;

and

(iii) how and when the costs are recovered; and

(iv) a statement that the cost is an additional cost to the

investor; and

(v) whether any part of the buy-sell spread is paid to the

product issuer or an external manager;

(k) the following information about fee changes:

(i) if applicable, a statement about the issuer’s right to

change the amount of fees without the investor’s

consent;

(ii) any indexation arrangements that apply;

(iii) the period of advance notice required for fee changes;

(iv) any change in fee structure that is dependent on a

person’s employment;

(l) if the issuer has instituted a flexible charging structure, for

each applicable fee, if known:

(i) any maximum, and when it would apply; and

(ii) any waiver, and when it would not apply;

(m) for a superannuation product—details regarding the

protection of small accounts (member protection rules)

unless already included in the Product Disclosure Statement.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 4A Defined fees for superannuation products

Clause 209A

84 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4A—Defined fees for superannuation products

209A Defined fees for superannuation products

The following definitions must be included for a superannuation

product under the heading “Defined fees”:

Activity fees

A fee is an activity fee if:

(a) the fee relates to costs incurred by the trustee [OR the

trustees] of the superannuation entity that are directly related

to an activity of the trustee [OR the trustees]:

(i) that is engaged in at the request, or with the consent, of

a member; or

(ii) that relates to a member and is required by law; and

(b) those costs are not otherwise charged as an administration

fee, an investment fee, a buy-sell spread, a switching fee, an

exit fee, an advice fee or an insurance fee.

Administration fees

An administration fee is a fee that relates to the administration or

operation of the superannuation entity and includes costs incurred

by the trustee [OR the trustees] of the entity that:

(a) relate to the administration or operation of the entity; and

(b) are not otherwise charged as an investment fee, a buy-sell

spread, a switching fee, an exit fee, an activity fee, an advice

fee or an insurance fee.

Advice fees

A fee is an advice fee if:

(a) the fee relates directly to costs incurred by the trustee [OR

the trustees] of the superannuation entity because of the

provision of financial product advice to a member by:

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

Defined fees for superannuation products Division 4A

Clause 209A

Corporations Regulations 2001 85

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) a trustee of the entity; or

(ii) another person acting as an employee of, or under an

arrangement with, the trustee [OR the trustees] of the

entity; and

(b) those costs are not otherwise charged as an administration

fee, an investment fee, a switching fee, an exit fee, an activity

fee or an insurance fee.

Buy-sell spreads

A buy-sell spread is a fee to recover transaction costs incurred by

the trustee [OR the trustees] of the superannuation entity in

relation to the sale and purchase of assets of the entity.

Exit fees

An exit fee is a fee to recover the costs of disposing of all or part of

members’ interests in the superannuation entity.

Indirect cost ratio

The indirect cost ratio (ICR), for a MySuper product or an

investment option offered by a superannuation entity, is the ratio of

the total of the indirect costs for the MySuper product or

investment option, to the total average net assets of the

superannuation entity attributed to the MySuper product or

investment option.

Note: A dollar-based fee deducted directly from a member’s account is not

included in the indirect cost ratio.

Investment fees

An investment fee is a fee that relates to the investment of the

assets of a superannuation entity and includes:

(a) fees in payment for the exercise of care and expertise in the

investment of those assets (including performance fees); and

(b) costs incurred by the trustee [OR the trustees] of the entity

that:

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 4A Defined fees for superannuation products

Clause 209A

86 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) relate to the investment of assets of the entity; and

(ii) are not otherwise charged as an administration fee, a

buy-sell spread, a switching fee, an exit fee, an activity

fee, an advice fee or an insurance fee.

Switching fees

A switching fee is a fee to recover the costs of switching all or part

of a member’s interest in the superannuation entity from one class

of beneficial interest in the entity to another.

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

Example of annual fees and costs Division 5

Clause 210

Corporations Regulations 2001 87

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—Example of annual fees and costs

210 Example of annual fees and costs

The example of annual fees and costs:

(a) must contain fees and costs in accordance with the table in

clause 211 or 212; and

(b) must be set out using the headings and the form in clause 211

or 212; and

(c) must be included in the ‘Fees’ section of a Product

Disclosure Statement, following the fees and costs template.

211 Superannuation products—Example of annual fees and costs

for a MySuper product

This table gives an example of how the fees and costs for the

generic MySuper product for this superannuation product can

affect your superannuation investment over a 1 year period. You

should use this table to compare this superannuation product with

other superannuation products.

EXAMPLE—-MySuper product BALANCE OF $50 000

Investment fees 1.6% For every $50 000 you have in the MySuper

product you will be charged $800 each year

PLUS Administration fees $52

($1 per week)

And, you will be charged $52 in

administration fees regardless of your balance

PLUS Indirect costs for the

MySuper product

1.2% And, indirect costs of $600 each year will be

deducted from your investment

EQUALS Cost of product If your balance was $50 000, then for that

year you will be charged fees of $1 452 for

the MySuper product.

Note: * Additional fees may apply. And, if you leave the superannuation entity early, you may also be charged exit fees of between 0% and 5% of your total account balance (between $0 and $2 500 for every $50 000 you withdraw).

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 5 Example of annual fees and costs

Clause 212

88 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

212 Managed investment products—Example of annual fees and

costs for a balanced investment option

Example of annual fees and costs for a balanced investment option

This table gives an example of how the fees and costs in the balanced

investment option for this managed investment product can affect your

investment over a 1 year period. You should use this table to compare this

product with other managed investment products.

EXAMPLE—the Balanced Investment

Option

BALANCE OF $50 000 WITH A

CONTRIBUTION OF $5 000 DURING

YEAR

Contribution Fees 0-4% For every additional $5 000 you put in, you

will be charged between $0 and $200.

PLUS Management Costs 1.3% And, for every $50 000 you have in the

balanced investment option you will be

charged $650 each year.

EQUALS Cost of balanced

investment option

If you had an investment of $50 000 at the

beginning of the year and you put in an

additional $5 000 during that year, you

would be charged fees of from:

$650 to $850*

What it costs you will depend on the

investment option you choose and the

fees you negotiate.

* Additional fees may apply:

Establishment fee—$50

And, if you leave the managed investment scheme early, you may also be charged exit fees of between 0 and

5% of your total account balance (between $0 and $2 500 for every $50 000 you withdraw)

213 Defined benefit funds

An example of fees and costs is not required in a Product

Disclosure Statement for a defined benefit fund.

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

Example of annual fees and costs Division 5

Clause 213

Corporations Regulations 2001 89

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: Defined benefit fund is defined in subregulation 1.03(1) of the SIS

Regulations.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 6 How to fill in the example of annual fees and costs

Clause 214

90 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—How to fill in the example of annual fees and

costs

214 Fees and costs must be ongoing amounts

The fees and costs stated in the example must be typical ongoing

fees that apply to the MySuper product or investment option.

Note: The example should not be based on “honeymoon rates”. It must be

consistent with the statement for an existing member or product holder

having the stated balance and level of contributions each year.

214A Example of annual fees and costs for a MySuper product—

lifecycle MySuper product

If the example of fees and costs for a MySuper product uses a

lifecycle MySuper product, the investment fee quoted in the

example must be the highest investment fee for a lifecycle stage of

the lifecycle MySuper product.

215 Minimum entry balance rule

If the minimum balance required to enter a superannuation entity

or a managed investment scheme is greater than $50 000, the

example of annual fees and costs must be based on an amount that

is the lowest multiple of $50 000 that exceeds the minimum entry

balance.

Example: If a superannuation entity or a managed investment scheme has a

minimum entry balance of $65 000, the relevant amount for the

example of annual fees and costs is $100 000.

216 Exit fees

If an exit fee may be charged, it must be described in footnote to

the table, based on:

(a) a balance of $50 000; or

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

How to fill in the example of annual fees and costs Division 6

Clause 217

Corporations Regulations 2001 91

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) if clause 215 applies—an amount that is a multiple of

$50 000.

217 Contribution fees

(1) The amounts of contribution fees to be inserted in the example of

annual fees and costs for a managed investment product, are

applied against a $5 000 investment.

(2) If a Product Disclosure Statement relates to a product:

(a) that is paid for by a single lump sum amount; and

(b) for which no additional contributions can be made;

the example of annual fees and costs should be modified by

removing references to contributions or contribution fees.

(3) The example must be based on a balance:

(a) of $50 000; or

(b) worked out in accordance with clause 215.

Note: If there is a fee paid for the initial contribution, it should be described

as the establishment fee.

218 Administration fees and investment fees for a superannuation

product

Administration fees

(1) The example of administration fees for a MySuper product or an

investment option offered by a superannuation entity is applied to

an amount of $50 000 or an amount that is a multiple of $50 000 if

clause 215 applies.

Note: In calculating the amount, do not include contributions that may be

made during the year.

(2) If there is a range in the amount of administration fees that may be

charged for a MySuper product or an investment option offered by

a superannuation entity, the example must use the highest

administration fees in the range.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 6 How to fill in the example of annual fees and costs

Clause 218A

92 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Investment fees

(3) The example of investment fees for a MySuper product or an

investment option offered by a superannuation entity is applied to

an amount of $50 000 or an amount that is a multiple of $50 000 if

clause 215 applies.

Note: In calculating the amount, do not include contributions that may be

made during the year.

(4) If there is a range in the amount of investment fees that may be

charged for a MySuper product or an investment option offered by

a superannuation entity, the example must use the highest

investment fees in the range.

Indirect costs for a MySuper product or investment option

(5) The example of indirect costs for a MySuper product or an

investment option offered by a superannuation entity must be

worked out by applying the indirect cost ratio for the MySuper

product or the investment option to an amount of $50,000 or an

amount that is a multiple of $50,000 if clause 215 applies.

218A Management costs for a managed investment product

(1) The example of management costs for an investment option

offered by a managed investment scheme is applied to an amount

of $50 000 or an amount that is a multiple of $50 000 if clause 215

applies.

Note: In calculating the amount, do not include contributions that may be

made during the year.

(2) If there is a range in the amount of management costs that may be

charged for an investment option offered by a managed investment

scheme, the example must use the highest management costs in the

range.

(3) Management costs that are not deducted directly from a product

holder’s account must be calculated using the indirect cost ratio for

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

How to fill in the example of annual fees and costs Division 6

Clause 219

Corporations Regulations 2001 93

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the relevant investment option offered by the managed investment

scheme.

(4) Any percentage based management costs that are deducted directly

from a product holder’s account should be added to the percentage

amount calculated under subclause (3).

(5) Any dollar based management costs that are deducted directly from

a product holder’s account must be shown separately in the

management costs cell.

Example 1: Management costs: 2 % deducted directly from your account + 1.6%

deducted indirectly.

Example 2: Management costs: $52 per year ($1 per week) deducted directly from

your account + 1.6% deducted indirectly.

Example 3: Management costs: $52 per year ($1 per week) + 1% deducted

directly from your account + 1.6% deducted indirectly.

219 Withdrawal fees and exit fees

(1) The example of a withdrawal fee or an exit fee for a

superannuation product or a managed investment product is

applied against an amount of $50 000 or an amount that is a

multiple of $50 000 if clause 215 applies.

(2) In calculating the amount, do not include contributions that may be

made during the year.

220 If there is no generic MySuper product or balanced investment

option

Superannuation entities

(1) If a superannuation entity does not offer a generic MySuper

product, the example should be based on:

(a) where the superannuation entity offers a balanced investment

option—the balanced investment option under which most

assets of the superannuation entity are invested; and

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 2 Fees and Costs Template, example of annual fees and costs and Consumer

Advisory Warning for Product Disclosure Statements

Division 6 How to fill in the example of annual fees and costs

Clause 220

94 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) where the superannuation entity does not offer a balanced

investment option—the investment option under which most

assets of the superannuation entity are invested.

Managed investment schemes

(2) If a managed investment scheme does not offer a balanced

investment option, the example should be based on:

(a) where the scheme offers a default investment option—that

option; and

(b) where the scheme does not offer a default investment

option—the investment option under which most assets of

the scheme are invested.

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and Costs Template, example of annual fees and costs and Consumer Advisory

Warning for Product Disclosure Statements Part 2

Consumer Advisory Warning Division 7

Clause 221

Corporations Regulations 2001 95

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 7—Consumer Advisory Warning

221 Consumer advisory warning

DID YOU KNOW?

Small differences in both investment performance and fees and costs can have

a substantial impact on your long term returns.

For example, total annual fees and costs of 2% of your account balance

rather than 1% could reduce your final return by up to 20% over a 30 year

period

(for example, reduce it from $100 000 to $80 000).

You should consider whether features such as superior investment

performance or the provision of better member services justify higher fees

and costs.

Your employer may be able to negotiate to pay lower administration fees. Ask

the fund or your financial adviser.

TO FIND OUT MORE

If you would like to find out more, or see the impact of the fees based on your own

circumstances, the Australian Securities and Investments Commission (ASIC)

website (www.moneysmart.gov.au) has a [superannuation or managed investment

fee] calculator to help you check out different fee options.

222 Where to place the Consumer Advisory Warning

The Consumer Advisory Warning must be located at the beginning

of the fees section of the Product Disclosure Statement.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 3 Fees and costs in periodic statements

Division 1 Other Management Costs

Clause 301

96 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 3—Fees and costs in periodic statements

Division 1—Other Management Costs

301 Indirect costs related to investment and administration of

accounts

(1) The following text and the appropriate amount, in dollars, must be

inserted after the part of the periodic statement that itemises

transactions during the period.

Indirect costs of your investment

This approximate amount has been deducted from your investment

and includes amounts that have reduced the return on your

investment but are not charged directly to you as a fee.

(2) The amount inserted must include:

(a) for a MySuper product or an investment option offered by a

superannuation entity—the indirect costs for the MySuper

product or investment option; and

(b) for an investment option offered by a managed investment

scheme—all management costs not deducted directly from a

product holder’s account during the reporting period.

(3) The amount must be shown as a single total amount in dollars.

(4) The amount for a managed investment product must be calculated

by multiplying the indirect cost ratio for the relevant investment

option by the product holder’s average account balance for the

option over the reporting period.

Federal Register of Legislative Instruments F2015C00303

Disclosure of fees and other costs Schedule 10

Fees and costs in periodic statements Part 3

Total fees Division 2

Clause 302

Corporations Regulations 2001 97

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Total fees

302 Total of fees in the periodic statement

(1) The following text and the appropriate amount, in dollars, must be

displayed:

(a) at the end of the part of the periodic statement that itemises

transactions during the period; or

(b) in a summary part of the periodic statement.

TOTAL FEES YOU PAID

This approximate amount includes all the fees and costs which affected your

investment during the period.

(2) The total fees you paid are the total of all fees and costs disclosed

in the periodic statement.

Federal Register of Legislative Instruments F2015C00303

Schedule 10 Disclosure of fees and other costs

Part 3 Fees and costs in periodic statements

Division 3 Additional Explanation of Fees and Costs

Clause 303

98 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Additional Explanation of Fees and Costs

303 Matters to be included as additional explanation of fees and

costs

Superannuation products

(1) The following information must be included in the periodic

statement for a superannuation product under the heading

“Additional Explanation of Fees and Costs”, if it has not been

included in another part of the periodic statement:

(a) details of any activity fees, advice fees and insurance fees

that were incurred by the member during the period;

(b) for a superannuation product that is subject to tax—whether

the benefit of any tax deduction has been passed on to the

investor in the form of a reduced fee or cost.

Managed investment products

(2) The following information must be included in the periodic

statement under the heading “Additional Explanation of Fees and

Costs”, if it has not been included in another part of the periodic

statement:

(a) details of incidental fees, such as cheque dishonour fees, that

were incurred by the product holder during the period;

(b) details of any service fees that may have been incurred by the

product holder;

(c) for a managed investment product that is subject to tax—

whether the benefit of any tax deduction has been passed on

to the investor in the form of a reduced fee or cost.

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications relating to sub-plans Part 1

Corporations Regulations 2001 99

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 10A—Modifications of Part 7.9 of

the Act (regulations 7.9.02, 7.9.04, 7.9.05, 7.9.06, 7.9.09C, 7.9.10B, 7.9.11C, 7.9.11N, 7.9.11V, 7.9.12,

7.9.24, 7.9.27, 7.9.30, 7.9.43, 7.9.47, 7.9.51, 7.9.56, 7.9.60, 7.9.61, 7.9.63, 7.9.73 and 8.4.02)

Part 1—Modifications relating to sub-plans

1.1 Paragraph 1012D(10)(b)

substitute

(b) a superannuation product is the same as another

superannuation product only if the other superannuation

product is:

(i) an interest in the same sub-plan; or

(ii) if there is no sub-plan—an interest in the same fund.

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 2 Modifications relating to Product Disclosure Statements for RSA products

100 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Modifications relating to Product

Disclosure Statements for RSA products

2.1 After subsection 1012D(9B)

insert

Recommendation, issue or sale situation—takeover or merger

(9C) In a recommendation situation, issue situation or sale situation, the

issuer does not have to give a Product Disclosure Statement if a

person:

(a) becomes the holder of an RSA with an RSA institution; and

(b) does so as a direct result of:

(i) the takeover of the RSA provider with which the person

previously held an RSA by:

(A) the RSA institution; or

(B) a corporation that is a related corporation of the

RSA institution; or

(ii) a merger involving the RSA provider with which the

person previously held an RSA and which results in the

creation of the RSA institution; or

(iii) the transfer of any, or all of, the assets and liabilities of

the RSA provider with which the person previously held

an RSA to the RSA institution:

(A) under a provision of the Banking Act 1959, the

Life Insurance Act 1995 or of any other law of

the Commonwealth, a State or a Territory; or

(B) under a voluntary transfer of engagements; or

(C) on the request of the Australian Prudential

Regulation Authority.

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications relating to insurance options under contract associated with

superannuation interest Part 3

Corporations Regulations 2001 101

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 3—Modifications relating to insurance options

under contract associated with

superannuation interest

3.1 After subsection 1012D(9B)

insert

Insurance options

(9C) A product issuer does not have to give a Product Disclosure

Statement to a person if:

(a) a product holder seeks to change the coverage of insurance

options under a contract associated with a superannuation

interest; and

(b) information in relation to the change of insurance options has

not already been given in a periodic statement or in

accordance with other periodic reporting requirements under

Division 3.

(9D) If subsection (9C) applies:

(a) the product issuer must ensure that the product holder has

sufficient information to enable the product holder to make

an informed decision; and

(b) that subsection does not prevent the product issuer from

complying with paragraph (a) by giving the product holder a

Product Disclosure Statement.

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 5 Modifications relating to First Home Saver Accounts

102 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5—Modifications relating to First Home Saver

Accounts

5.1 Subsection 946AA(4)

omit

The

insert

Subject to subsection (5A), the

5.2 Subsection 946AA(5)

omit

The

insert

Subject to subsection (5A), the

5.3 After subsection 946AA(5)

insert

(5A) Subsections (4) and (5) do not apply if the small investment advice

is about a capital guaranteed FHSA product.

5.4 Paragraph 1013C(1)(a)

substitute

(a) must:

(i) include the statements and information required by

regulations made for this subparagraph; and

(ii) be in the form required by regulations made for this

subparagraph; and

5.5 Subsection 1013C(1), note

omit

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications relating to First Home Saver Accounts Part 5

Corporations Regulations 2001 103

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6 Subsection 1013C(2)

omit

sections 1013D and 1013E

insert

subparagraph (1)(a)(i)

5.7 After subsection 1013C(7)

insert

(8) Regulations made for subparagraph (1)(a)(i) or (ii) may authorise

ASIC to determine or amend the statements and information

included in, and the form of, a Product Disclosure Statement.

5.8 Sections 1013D and 1013E

omit

5.9 Subsection 1013L(7)

substitute

(7) The regulations may:

(a) prescribe circumstances in which a Product Disclosure

Statement must not be made up of 2 or more documents; and

(b) impose additional requirements to be complied with if a

Product Disclosure Statement is made up of 2 or more

documents.

5.10 Section 1013M, at the foot

insert

Note: A Product Disclosure Statement for an FHSA product cannot be

combined with a Financial Services Guide in a single document—see

subsection 942DA (3) and subregulation 7.7.08A (1A) of the

Corporations Regulations 2001.

5.11 After section 1013M

insert

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 5 Modifications relating to First Home Saver Accounts

104 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

1013N Combining Product Disclosure Statement and another

document

A Product Disclosure Statement must not be attached to, or

combined with, another document.

Note 1: A Product Disclosure Statement itself may be given as 2 or more

documents in certain circumstances—see section 1013L and

regulation 7.9.10C of the Corporations Regulations 2001.

Note 2: A Product Disclosure Statement may be given to a person along with

other documents, but must generally be the first document given—see

regulation 7.9.10D of the Corporations Regulations 2001.

5.12 Part 7.9, Division 2, Subdivision D

omit

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for margin loan Part 5A

Corporations Regulations 2001 105

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5A—Modifications for margin loan

5A.1 Section 1011B, after definition of regulated person

insert

Regulations means the Corporations Regulations 2001.

5A.2 Subsection 1013C(1)

substitute

(1) A Product Disclosure Statement for a margin loan to which

Subdivision 4.2A of Division 4 of Part 7.9 of the Corporations

Regulations 2001 applies must:

(a) include the statements and information required by

regulations made for this paragraph; and

(b) be in the form required by regulations made for this

paragraph.

(1A) If a law other than this Act or regulations under this Act requires

the responsible person for the Product Disclosure Statement:

(a) to give, disclose or provide a matter; or

(b) to include a matter in the Statement;

the Statement may make provision for the matter by applying,

adopting or incorporating the matter as in force at a particular time

or as in force from time to time.

(1B) In addition to subsection (1A), a Product Disclosure Statement may

make provision for a matter contained in writing by applying,

adopting or incorporating the matter as in force at a particular time

or as in force from time to time.

(1C) If a Product Disclosure Statement applies, adopts or incorporates a

matter contained in writing:

(a) the applied, adopted or incorporated matter forms part of the

Statement; and

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 5A Modifications for margin loan

106 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the responsible person for the Statement is not required to

give the document which provides for the matter to a person

(as part of giving the Statement or later) if that person has not

asked for the document; and

(c) the responsible person for the Statement must give the

document which provides for the matter to a person if that

person asks for the document.

(1D) The regulations may prescribe requirements for applying, adopting,

or incorporating a matter contained in writing in a Product

Disclosure Statement.

(1E) A Product Disclosure Statement may refer to information, other

than information to which subsection (1A) or (1B) applies, that is

set out in another document; and

(1F) If the Product Disclosure Statement refers to other information as

permitted by subsection (1E), that information does not form part

of the Statement.

Note: Although the information mentioned in subsection (1F) would not

form part of the Product Disclosure Statement, it would be subject to

requirements imposed by the Act or these Regulations such as the

prohibition on making misleading or deceptive statements.

5A.3 Section 1013D

omit

5A.4 Section 1013E

omit

5A.5 Section 1013L

substitute

1013L When Product Disclosure document may consist of 2 or more

documents

A Product Disclosure Statement may consist of 2 or more

documents, only if:

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for margin loan Part 5A

Corporations Regulations 2001 107

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) one of the documents is a document that complies with the

requirements for a Product Disclosure Statement under this

Act and the Regulations; and

(b) the other document or documents contain a matter in writing

that is applied, adopted or incorporated by the document

mentioned in paragraph (a).

5A.6 Subdivision D, Division 2

omit

5A.7 Subsection 1015D(3)

omit

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 5B Modifications for superannuation products to which Subdivision 4.2B of

Division 4 of Part 7.9 applies

108 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5B—Modifications for superannuation

products to which Subdivision 4.2B of

Division 4 of Part 7.9 applies

5B.1 Section 1011B, after definition of regulated person

insert

Regulations means the Corporations Regulations 2001.

5B.2 Subsection 1013C(1)

substitute

(1) A Product Disclosure Statement for a superannuation product to

which Subdivision 4.2B of Division 4 of Part 7.9 of the

Corporations Regulations 2001 applies must:

(a) include the statements and information required by

regulations made for this paragraph; and

(b) be in the form required by regulations made for this

paragraph.

(1A) If a law other than this Act or regulations under this Act requires

the responsible person for the Product Disclosure Statement:

(a) to give, disclose or provide a matter; or

(b) to include a matter in the Statement;

the Statement may make provision for the matter by applying,

adopting or incorporating the matter as in force at a particular time

or as in force from time to time.

(1B) In addition to subsection (1A), a Product Disclosure Statement may

make provision for a matter contained in writing by applying,

adopting or incorporating the matter as in force at a particular time

or as in force from time to time.

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for superannuation products to which Subdivision 4.2B of Division 4 of

Part 7.9 applies Part 5B

Corporations Regulations 2001 109

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(1C) If a Product Disclosure Statement applies, adopts or incorporates a

matter contained in writing:

(a) the applied, adopted or incorporated matter forms part of the

Statement; and

(b) the responsible person for the Statement is not required to

give the document which provides for the matter to a person

(as part of giving the Statement or later) if that person has not

asked for the document; and

(c) the responsible person for the Statement must give the

document which provides for the matter to a person if that

person asks for the document.

(1D) The regulations may prescribe requirements for applying, adopting,

or incorporating a matter contained in writing in a Product

Disclosure Statement.

(1E) A Product Disclosure Statement may refer to information, other

than information to which subsection (1A) or (1B) applies, that is

set out in another document; and

(1F) If the Product Disclosure Statement refers to other information as

permitted by subsection (1E), that information does not form part

of the Statement.

Note: Although the information mentioned in subsection (1F) would not

form part of the Product Disclosure Statement, it would be subject to

requirements imposed by the Act or these Regulations such as the

prohibition on making misleading or deceptive statements.

5B.3 Section 1013D

omit

5B.4 Section 1013E

omit

5B.5 Section 1013L

substitute

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 5B Modifications for superannuation products to which Subdivision 4.2B of

Division 4 of Part 7.9 applies

110 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

1013L When Product Disclosure Statement may consist of 2 or more

documents

A Product Disclosure Statement may consist of 2 or more

documents only if:

(a) one of the documents is a document that complies with the

requirements for a Product Disclosure Statement under this

Act and the Regulations; and

(b) the other document or documents contain a matter in writing

that is applied, adopted or incorporated by the document

mentioned in subparagraph (a).

5B.6 Subsection 1015D(3)

omit

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for simple managed investment scheme Part 5C

Corporations Regulations 2001 111

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5C—Modifications for simple managed

investment scheme

5C.1 Section 1011B, after definition of regulated person

insert

Regulations means the Corporations Regulations 2001.

5C.2 Subsection 1013C(1)

substitute

(1) A Product Disclosure Statement for a simple managed investment

scheme to which Subdivision 4.2C of Division 4 of Part 7.9 of the

Corporations Regulations 2001 applies must:

(a) include the statements and information required by

regulations made for this paragraph; and

(b) be in the form required by regulations made for this

paragraph; and

(c) relate only to 1 simple managed investment scheme.

(1A) If a law other than this Act or regulations under this Act requires

the responsible person for the Product Disclosure Statement:

(a) to give, disclose or provide a matter; or

(b) to include a matter in the Statement;

the Statement may make provision for the matter by applying,

adopting or incorporating the matter as in force at a particular time

or as in force from time to time.

(1B) In addition to subsection (1A), a Product Disclosure Statement may

make provision for a matter contained in writing by applying,

adopting or incorporating the matter as in force at a particular time

or as in force from time to time.

(1C) If a Product Disclosure Statement applies, adopts or incorporates a

matter contained in writing:

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 5C Modifications for simple managed investment scheme

112 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the applied, adopted or incorporated matter forms part of the

Statement; and

(b) the responsible person for the Statement is not required to

give the document which provides for the matter to a person

(as part of giving the Statement or later) if that person has not

asked for the document; and

(c) the responsible person for the Statement must give the

document which provides for the matter to a person if that

person asks for the document.

(1D) The regulations may prescribe requirements for applying, adopting,

or incorporating a matter contained in writing in a Product

Disclosure Statement.

(1E) A Product Disclosure Statement may refer to information, other

than information to which subsection (1A) or (1B) applies, that is

set out in another document; and

(1F) If the Product Disclosure Statement refers to other information as

permitted by subsection (1E), that information does not form part

of the Statement.

Note: Although the information mentioned in subsection (1F) would not

form part of the Product Disclosure Statement, it would be subject to

requirements imposed by the Act or these Regulations such as the

prohibition on making misleading or deceptive statements.

5C.2 Section 1013D

omit

5C.3 Section 1013E

omit

5C.4 Section 1013L

substitute

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for simple managed investment scheme Part 5C

Corporations Regulations 2001 113

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

1013L When Product Disclosure Statement may consist of 2 or more

documents

A Product Disclosure Statement may consist of 2 or more

documents only if:

(a) one of the documents is a document that complies with the

requirements for a Product Disclosure Statement under this

Act and the Regulations; and

(b) the other document or documents contain a matter in writing

that is applied, adopted or incorporated by the document

mentioned in subparagraph (a).

5C.5 Subsection 1015D(3)

omit

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 6 Modifications relating to application forms and Product Disclosure Statements

for standard employer-sponsor arrangements and successor funds

114 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 6—Modifications relating to application forms

and Product Disclosure Statements for

standard employer-sponsor arrangements

and successor funds

6.1 After subsection 1016A(2)

insert

(2A) Subsection (2) does not apply in relation to a member who:

(a) held an interest in a superannuation fund as a standard

employer-sponsored member; and

(b) is issued with an interest in relation to another sub-plan of the

superannuation fund as a result of a transfer related to the

cessation of the member’s employment with the

employer-sponsor.

6.2 After subsection 1016A(3)

insert

(3A) Subsection (3) does not apply in relation to a superannuation

product if:

(a) the issuer is a public offer entity that is a successor fund; and

(b) an employer became a standard employer-sponsor of a fund

in the following way:

(i) the employer was a standard employer-sponsor of a

fund (fund 1);

(ii) the benefits of members in fund 1 were transferred to a

successor fund;

(iii) the employer was a standard employer-sponsor of fund

1 immediately before those benefits were so transferred;

(iv) the employer was a standard employer-sponsor of the

successor fund immediately after those benefits were so

transferred.

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications relating to application forms and Product Disclosure Statements for

standard employer-sponsor arrangements and successor funds Part 6

Corporations Regulations 2001 115

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

6.3 After subsection 1012D(9)

insert

Recommendation, issue or sale situation—successor fund

(9A) In a recommendation situation, issue situation or sale situation, a

regulated person does not have to give the client a Product

Disclosure Statement if:

(a) the financial product is an RSA product; and

(b) subsection 1012I(2) applies.

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 6A Modifications relating to MySuper measures

116 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 6A—Modifications relating to MySuper

measures

6A.1 After subsection 1017BA(4)

Insert:

(4AA) Despite paragraph 1539(a) of the Act, this section applies, to the

extent that it relates to MySuper products, on and after

31 December 2013.

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications relating to life pensioners, members subject to compulsory protection of

small amounts and members with small amounts that are expected to grow quickly

Part 7

Corporations Regulations 2001 117

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 7—Modifications relating to life pensioners,

members subject to compulsory protection

of small amounts and members with small

amounts that are expected to grow quickly

7.1 After subsection 1017D(7)

insert

(8) The trustee of a fund need not give a periodic statement or other

information to a member:

(a) in relation to any period during which the member is a life

pensioner of the fund; or

(b) if the member is a pensioner of the fund, and has requested

that that information not be provided.

(9) Subsection (8) does not apply to information mentioned in

subregulation 7.9.21A (1) of the Corporations Regulations 2001.

(10) If, at the end of a reporting period, a member of a regulated

superannuation fund is a protected member, the trustee need give

the member only the following information in the periodic

statement for that reporting period:

(a) the contact details of the fund;

(b) either:

(i) the amount of the member’s withdrawal benefit at the

end of the reporting period; or

(ii) the total of the amounts that have been received by the

fund in respect of the member;

(c) in so far as applicable, the information mentioned in

subregulation 7.9.21(1) of the Corporations

Regulations 2001.

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Schedule 10A Modifications of Part 7.9 of the Act

Part 7 Modifications relating to life pensioners, members subject to compulsory

protection of small amounts and members with small amounts that are expected to grow

quickly

118 Corporations Regulations 2001

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(11) If, in relation to a member of a fund, the trustee of the fund takes

advantage of subsections (12) to (15), the trustee must not, in

relation to that member, take advantage of subsection (10).

(12) If, at the end of a reporting period, the trustee of a fund has a

reasonable expectation that a particular protected member will

have a withdrawal benefit of at least $1 500 within 12 months after

the end of that reporting period, the trustee need not show, in the

periodic statement, the effect of the member-protection standards.

(13) For subsection (12), a trustee is not taken to have a reasonable

expectation that a member will have a withdrawal benefit of at

least $1 500 within the period of 12 months referred to in that

subsection if termination of the member’s employment with a

current employer (not being an employer who or that is an

associate, within the meaning of paragraph 70(a) of the SIS Act, of

the member) would be likely to result in the member’s withdrawal

benefit being below $1 500 at the end of that period.

(14) If, at the end of the 12-month period, the member’s withdrawal

benefit has not reached $1 500, the trustee must show, in the

periodic statement provided to the member for each reporting

period ending on or after the end of the 12-month period, the effect

of the member-protection standards.

(15) The trustee of a fund must not take advantage of subsection (12) in

respect of a person more than once unless, after an occasion on

which the trustee does so but before the next occasion, the member

leaves and rejoins the fund.

(16) In this section:

mandated employer-financed benefits has the same meaning as in

subregulation 5.01(1) of the Superannuation Industry (Supervision)

Regulations 1994.

member protection standards has the same meaning as in the

Superannuation Industry (Supervision) Regulations 1994.

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Modifications relating to life pensioners, members subject to compulsory protection of

small amounts and members with small amounts that are expected to grow quickly

Part 7

Corporations Regulations 2001 119

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protected member has the same meaning as in the Superannuation

Industry (Supervision) Regulations 1994.

(17) For the definition of protected member in subsection (16), a

benefit in a fund is taken to contain or to have contained mandated

employer-financed benefits unless:

(a) if the benefits arose in relation to contributions made before

1 July 1995—the trustee of the fund reasonably believes

otherwise; or

(b) if the benefits arose in relation to contributions made on or

after 1 July 1995—the trustee of the fund knows otherwise.

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Schedule 10A Modifications of Part 7.9 of the Act

Part 8 Modifications relating to periodic statements for RSA providers

120 Corporations Regulations 2001

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Part 8—Modifications relating to periodic

statements for RSA providers

8.1 After subsection 1017D(7)

insert

(8) If:

(a) a person ceases to be an RSA holder before RSA information

in respect of a particular reporting period (the relevant

period) is given; and

(b) either:

(i) the RSA provider gives, or intends to give, information

to the person in respect of a reporting period that is the

same as, or includes the whole of, the relevant period; or

(ii) if the person ceases to be an RSA holder by reason of

death—the RSA provider complies in relation to the

person with the relevant requirements of this Act and

the regulations;

the RSA provider need not give RSA information, in respect of the

relevant period, to or in relation to the person.

(9) If, at the end of a reporting period, an RSA holder is a protected

RSA holder, the RSA provider need give the RSA holder only the

following information for the reporting period:

(a) the contact details of the RSA provider;

(b) either:

(i) the amount of the RSA holder’s withdrawal benefit at

the end of the reporting period; or

(ii) the total of the amounts that have been received by the

RSA provider in respect of the RSA holder;

(c) the effective rate of net interest applied to the RSA for each

year of the previous 5 years ending at the end of the reporting

period;

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(d) the compound average of the annual effective rate of net

interest applied to the RSA for each year of the previous 5

years ending at the end of the reporting period;

(e) details (in summary form) of arrangements that the RSA

provider has to deal with inquiries or complaints;

(f) a statement that other information is available on request;

(g) a suggestion that the RSA holder may wish to consider:

(i) other superannuation arrangements that may provide a

greater return over the long term; and

(ii) seeking advice on alternative investment strategies that

may be more suitable;

(h) if the RSA provider reduced the RSA holder’s benefits in

connection with payment of a superannuation contributions

surcharge or an advance instalment of surcharge:

(i) the amount deducted; and

(ii) if there is a difference between the amount deducted and

the amount assessed under subsection 15(1) of the

Superannuation Contributions Tax (Assessment and

Collection) Act 1997 or between the amount deducted

and the amount determined under subsection 15(2) of

that Act—a statement explaining the difference.

(10) A nil amount need not be disclosed.

(11) If, in relation to an RSA holder, the RSA provider takes advantage

of subsections (13) to (16), the RSA provider must not, in relation

to the RSA holder, take advantage of subsection (9).

(12) If, at the end of a reporting period, an RSA has not been in

existence for 5 years, the references in paragraphs (9)(c) and (d) to

5 years are taken to be references to the whole period of existence

of the RSA.

(13) If, at the end of a reporting period, an RSA provider has a

reasonable expectation that an RSA holder will have a withdrawal

benefit of at least $1 500 within 12 months after the end of the

reporting period, the RSA provider need not show, in RSA

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Part 8 Modifications relating to periodic statements for RSA providers

122 Corporations Regulations 2001

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information provided to the RSA holder, the effect of the RSA

holder-protection standards.

(14) For subsection (12), an RSA provider is not taken to have a

reasonable expectation that the RSA holder will have a withdrawal

benefit of $1 500 within the period of 12 months mentioned in that

subsection if termination of the RSA holder’s employment with a

current employer would be likely to result in the RSA holder’s

withdrawal benefit being below $1 500 at the end of that period.

(15) If, at the end of the 12-month period, the RSA holder’s withdrawal

benefit has not reached $1 500, the RSA provider must show, in

RSA information provided to the RSA holder for each reporting

period ending on or after the end of the 12-month period, the effect

of the RSA holder-protection standards.

(16) An RSA provider must not take advantage of subsection (13) in

respect of a person more than once unless, after an occasion on

which the RSA provider does so but before the next occasion, the

person ceases to be the holder of the RSA and subsequently

becomes the holder of an RSA provided by the same RSA

provider.

(17) In this section:

mandated employer-financed benefits has the same meaning as in

the Retirement Savings Accounts Regulations 1997.

protected member has the same meaning as in the Retirement

Savings Accounts Regulations 1997.

RSA holder-protection standards has the same meaning as in the

Retirement Savings Accounts Regulations 1997.

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Modifications relating to periodic statements for superannuation entities and RSA

providers Part 9

Corporations Regulations 2001 123

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Part 9—Modifications relating to periodic

statements for superannuation entities and

RSA providers

9.1 After subsection 1017C(7)

insert

(7A) If:

(a) a concerned person requests information under subsection (2)

or (3) in relation to a facility, under the concerned person’s

existing holding of a superannuation product, to modify:

(i) an investment strategy; or

(ii) a contribution level; or

(iii) insurance coverage; and

(b) the information has not already been given in a periodic

statement or in accordance with other periodic reporting

requirements under Division 3;

it is sufficient compliance with a requirement imposed by this

section if the responsible person provides an up to date Product

Disclosure Statement that includes information on the ability and

effect of making the modification.

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Schedule 10A Modifications of Part 7.9 of the Act

Part 10 Modifications relating to ongoing disclosure of material changes and

significant events in relation to superannuation products and RSAs

124 Corporations Regulations 2001

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Part 10—Modifications relating to ongoing

disclosure of material changes and

significant events in relation to

superannuation products and RSAs

10.1 After subsection 1017B(5)

insert

Provision of advice before event

(5A) For a superannuation product or an RSA product, if a product

holder would reasonably be expected to be informed of:

(a) a decision of the issuer; or

(b) the winding-up or termination of the superannuation entity;

before it occurs, the issuer must give the product holder

information about the event as soon as practicable after it becomes

reasonable for the issuer to expect that the event will happen

(except that the information does not need to be given more than 3

months before the expected date of the event).

Changes to governing rules or terms and conditions

(5B) For subsections 1017B(5), (6) and (7) a reference to an event

includes the following:

(a) a change to the governing rules of a superannuation entity

(other than a change that gives effect to a payment split) of a

kind that has an adverse effect on:

(i) the amount of the relevant financial product; or

(ii) the benefits to which the holder of the relevant financial

product may become entitled; or

(iii) the circumstances in which the benefits to which the

holder of the relevant financial product may become

entitled would become payable;

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in relation to superannuation products and RSAs Part 10

Corporations Regulations 2001 125

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(b) a change to the terms and conditions of an RSA (other than a

change that gives effect to a payment split) of a kind that has

an adverse effect on:

(i) the amount of the RSA; or

(ii) the benefits to which the RSA holder may become

entitled; or

(iii) the circumstances in which the benefits to which the

RSA holder may become entitled would become

payable;

(c) any other change in relation to an RSA, caused by any other

act carried out or consented to by the issuer, of a kind that

has an adverse effect on:

(i) the amount of the RSA; or

(ii) the benefits to which the RSA holder may become

entitled; or

(iii) the circumstances in which the benefits to which the

RSA holder may become entitled would become

payable.

Notice of non-compliance

(5C) If the issuer of a superannuation product receives a notice of

non-compliance, the issuer must give to each product holder:

(a) a statement of the circumstances (including details of the

non-compliance) that gave rise to the issue of the notice; and

(b) a statement of the effect on the fund of the issue of the notice

(including details of the effect on the entity’s taxation

position); and

(c) details of action that the issuer has taken, or proposes to take,

to have the entity become a complying fund or a pooled

superannuation trust for the purposes of Division 2 of Part 5

of the Act.

(5D) For subsection (5C), a notice of non-compliance means a notice

issued under section 40 of the SIS Act to the trustee of a fund

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Part 10 Modifications relating to ongoing disclosure of material changes and

significant events in relation to superannuation products and RSAs

126 Corporations Regulations 2001

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stating that the fund is not a complying fund or a pooled

superannuation trust.

Fund and RSA transfers

(5E) For subsections (5), (6) and (7), a reference to an event includes:

(a) in relation to a superannuation product:

(i) the transfer of a member to a different category of

membership or to a different fund; and

(ii) the transfer of the benefits of a member to an RSA or

EPSSS (otherwise than under a payment split); and

(b) in relation to an RSA product—the transfer of an amount of

an RSA (otherwise than under a payment split) to:

(i) another RSA offered by an RSA product issuer; or

(ii) a superannuation entity; or

(iii) an EPSSS.

10.2 After subsection 1017B(9)

insert

(10) This section does not apply to a change or event in relation to a

superannuation product or an RSA product that relates to a

payment split in respect of the product.

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Modifications relating to charges for information requested Part 11

Corporations Regulations 2001 127

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Part 11—Modifications relating to charges for

information requested

11.1 After subsection 1017C(8)

insert

(8A) The obligation of a responsible person under this section to give

information on request by a person arises only if the person pays

the amount specified by the responsible person as the charge for

giving the information.

(8B) The amount of the charge must not exceed the reasonable cost to

the responsible person of giving the information (including all

reasonably related costs—for example, costs of searching for,

obtaining and collating the information).

(8C) A member who acts as a representative for or on behalf of a policy

committee is not liable to any charge for information given to the

member in that capacity.

(8D) In the case of information to be supplied to a concerned person

under Subdivision 5.9 of Part 7.9 of the Corporations

Regulations 2001, a charge may be made only if:

(a) the person to whom the information is to be given has

requested the information; and

(b) the person had been given the same information during the

period of 12 months immediately preceding the date on

which the request is made.

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Schedule 10A Modifications of Part 7.9 of the Act

Part 12 Modifications relating to information when member leaves a fund

128 Corporations Regulations 2001

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Part 12—Modifications relating to information

when member leaves a fund

12.1 After subsection 1017D(3)

insert

(3A) For a superannuation product or an RSA product, the periodic

statement in relation to the reporting period mentioned in

paragraph 1017D(2)(d) must be given as soon as the issuer

becomes aware that that person or another person (the former

product holder) has ceased to hold the product, and, in particular,

the issuer must make reasonable efforts to give the information

within 1 month after becoming aware that the former product

holder has ceased to hold the product.

(3B) The issuer of a superannuation product or an RSA product must

make all reasonable efforts:

(a) to give the information about the amount of insured death or

disability benefits to which the former product holder may

have been entitled; and

(b) to give the information about a continuation option (if any)

applying to those benefits (as mentioned in either

paragraph 7.9.54(b) or 7.9.65(b) of the Corporations

Regulations 2001) in a reasonable time before the option

lapses.

(3C) Subject to subsection (3D), if a person ceases to hold a

superannuation product or RSA product:

(a) after the end of the completed reporting period (the

completed period); and

(b) before the periodic report is issued for that period;

the information required by this section to be given to or in relation

to the person may be given in respect of the period consisting of

the completed period and the period mentioned in

paragraph 1017D(2)(d) instead of the period in respect of the

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person’s periodic statement for the period mentioned in

paragraph 1017D(2)(d).

(3D) Subsection (3C) does not apply if the period mentioned in

paragraph 1017D(2)(d) is greater than:

(a) for a particular superannuation product—6 months; or

(b) for a particular RSA product—3 months.

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 13 Modifications relating to exceptions to exit reporting period provisions

130 Corporations Regulations 2001

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Part 13—Modifications relating to exceptions to

exit reporting period provisions

13.1 After subsection 1017D(7)

insert

(8) An RSA provider need not give information under this section to

the holder of an RSA product who is transferring the amount of the

RSA product to another RSA, a superannuation entity or an EPSSS

if:

(a) the RSA holder has received sufficient information under

Subdivision 5.8 of Part 7.9 of the Corporations

Regulations 2001 to enable the RSA holder to understand the

effect of the transfer; and

(b) the RSA provider reasonably believes that the RSA holder

does not need the information because the RSA holder has

received or will receive from the RSA institution, or the

trustee of the superannuation entity or EPSSS to which the

amount is being transferred, information relevant to the RSA

holder in respect of the exit reporting period, to the same

general effect as that required under Subdivisions 5.2 and 5.3

of Part 7.9 of the Corporations Regulations 2001.

(9) A superannuation product provider need not give information

under this section to the holder of a superannuation product who is

transferring to another superannuation entity or to an EPSSS, or

whose benefits are being transferred into an RSA if:

(a) the product holder has received sufficient information under

Subdivision 5.8 of Part 7.9 of the Corporations

Regulations 2001 to enable the product holder to understand

the effect of the transfer; and

(b) the superannuation product provider reasonably believes that

the product holder does not need the information because the

product holder has received or will receive, from the RSA

institution, or from the trustee of the superannuation entity or

EPSSS to which the amount is being transferred, information

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Modifications relating to exceptions to exit reporting period provisions Part 13

Corporations Regulations 2001 131

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relevant to the product holder in respect of the exit reporting

period, to the same general effect as that required under

Subdivision 5.2 of Part 7.9 of the Corporations

Regulations 2001.

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Schedule 10A Modifications of Part 7.9 of the Act

Part 14 Modifications relating to obligation to give information about financial

products

132 Corporations Regulations 2001

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Part 14—Modifications relating to obligation to

give information about financial products

14.1 After subsection 1017B(7)

insert

(7A) Subject to subsections (7B) and (7C), this section does not apply if:

(a) the responsible person has an address for a concerned person,

and:

(i) is satisfied on reasonable grounds that that address is

incorrect; and

(ii) has taken reasonable steps to locate the concerned

person but has been unable to do so; or

(b) the responsible person has no address for the concerned

person, and:

(i) has been unable to obtain an address for the concerned

person; and

(ii) has taken reasonable steps to locate the concerned

person, but has been unable to do so.

(7B) If the responsible person has refrained, in reliance on

subsection (7A), from giving information to a concerned person,

the responsible person must give information to the concerned

person if the responsible person later becomes aware of the

concerned person’s address or location.

(7C) Subsection (7B) applies only in respect of information that the

responsible person becomes liable to give to the concerned person

after becoming aware of the concerned person’s address or

location.

14.2 After subsection 1017C(8)

insert

(8A) Subject to subsections (8B) and (8C), this section does not apply if:

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(a) the responsible person has an address for a concerned person,

and:

(i) is satisfied on reasonable grounds that that address is

incorrect; and

(ii) has taken reasonable steps to locate the concerned

person but has been unable to do so; or

(b) the responsible person has no address for the concerned

person, and:

(i) has been unable to obtain an address for the concerned

person; and

(ii) has taken reasonable steps to locate the concerned

person, but has been unable to do so.

(8B) If the responsible person has refrained, in reliance on

subsection (8A), from giving information to a concerned person,

the responsible person must give information to the concerned

person if the responsible person later becomes aware of the

concerned person’s address or location.

(8C) Subsection (8B) applies only in respect of information that the

responsible person becomes liable to give to the concerned person

after becoming aware of the concerned person’s address or

location.

14.3 After subsection 1017D(7)

insert

(8) Subject to subsections (9) and (10), this section does not apply if:

(a) the issuer has an address for a holder, and:

(i) is satisfied on reasonable grounds that that address is

incorrect; and

(ii) has taken reasonable steps to locate the holder but has

been unable to do so; or

(b) the issuer has no address for the holder, and:

(i) has been unable to obtain an address for the holder; and

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Part 14 Modifications relating to obligation to give information about financial

products

134 Corporations Regulations 2001

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(ii) has taken reasonable steps to locate the holder, but has

been unable to do so.

(9) If the issuer has refrained, in reliance on subsection (8), from

giving information to a holder, the issuer must give information to

the holder if the issuer later becomes aware of the holder’s address

or location.

(10) Subsection (9) applies only in respect of information that the issuer

becomes liable to give to the holder after becoming aware of the

holder’s address or location.

14.4 After subsection 1017DA(3)

insert

(3A) Subject to subsections (3B) and (3C), this section does not apply if:

(a) the trustee has an address for a holder or former holder, and:

(i) is satisfied on reasonable grounds that that address is

incorrect; and

(ii) has taken reasonable steps to locate the holder or former

holder but has been unable to do so; or

(b) the trustee has no address for the holder or former holder,

and:

(i) has been unable to obtain an address for the holder or

former holder; and

(ii) has taken reasonable steps to locate the holder or former

holder, but has been unable to do so.

(3B) If the trustee has refrained, in reliance on subsection (3A), from

giving information to a holder or former holder, the trustee must

give information to the holder or former holder if the trustee later

becomes aware of the holder’s or former holder’s address or

location.

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(3C) Subsection (3B) applies only in respect of information that the

trustee becomes liable to give to the holder or former holder after

becoming aware of the holder’s or former holder’s address or

location.

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Schedule 10A Modifications of Part 7.9 of the Act

Part 15 Modifications for confirmation of transactions

136 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 15—Modifications for confirmation of

transactions

15.1 After subsection 1017F(5A)

insert

(5B) Despite subsection (5), if:

(a) the cost of a transaction (including taxes and charges) is not

known at the time at which confirmation of the transaction

would be required to be given; and

(b) all of the other information required under subsection (7) in

relation to confirmation of the transaction is known at that

time;

the confirmation of the transaction is to be provided in accordance

with subsection (5C).

(5C) Confirmation is to be provided as follows:

(a) all of the information required, except for the cost of the

transaction, is to be provided as soon as practicable in

accordance with subsection (5);

(b) the cost of the transaction may be provided in whichever of

the following can be done first:

(i) a secondary confirmation notice provided as soon as

practicable after the cost is known;

(ii) a standing facility mentioned in paragraph 1017F(5)(b);

(iii) the first periodic report under section 1017D after the

cost is known.

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Modifications of Part 7.9 of the Act Schedule 10A

Modifications relating to reporting periods Part 16

Corporations Regulations 2001 137

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Part 16—Modifications relating to reporting

periods

16.1 Paragraph 1017D(2)(a)

substitute

(a) each reporting period lasts for:

(i) a period, not exceeding 1 year, fixed by the issuer; or

(ii) a longer period fixed by ASIC on the application of the

issuer to which the period relates;

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Schedule 10A Modifications of Part 7.9 of the Act

Part 17 Modifications relating to application forms for specified superannuation

products

138 Corporations Regulations 2001

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Part 17—Modifications relating to application

forms for specified superannuation

products

17.1 After subsection 1012B(4)

insert

(4A) A regulated person:

(a) need not give a client a Product Disclosure Statement for a

financial product at or before the time when it would

otherwise be required to be given; and

(b) must give the client the Product Disclosure Statement as soon

as is reasonably practical and in any event within 3 months

after the product is issued to the client; and

(c) need not give the client the Product Disclosure Statement at

all if the client ceases to be a member of the superannuation

fund concerned before the regulated person is required to

give the Product Disclosure Statement under paragraph (b).

(4B) Subsections (3), (4) and (4A) apply only in respect of:

(a) in the case of an eligible rollover fund:

(i) persons who become members of the fund by being

issued with a superannuation interest under section 243

of the SIS Act; and

(ii) persons who become members of the fund in

circumstances mentioned in section 89 of the RSA Act;

and

(b) in the case of a public offer superannuation fund that is not a

successor fund in relation to the financial product issued to

the client:

(i) standard employer-sponsored members of the fund; and

(ii) persons who become members of the fund in

circumstances mentioned in regulation 7.9.06B of the

Corporations Regulations 2001.

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Modifications of Part 7.9 of the Act Schedule 10A

Modifications relating to application forms for specified superannuation products Part

17

Corporations Regulations 2001 139

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17.2 After subsection 1012I(2B)

insert

(2C) If a trustee of an EPSSS:

(a) applies, in circumstances mentioned in regulation 7.9.06B of

the Corporations Regulations 2001, on behalf of a person for

the issue of an interest in a relevant superannuation entity;

and

(b) has not previously applied in those circumstances for the

issue of an interest in that entity on behalf of any person;

the person (the issuer) who is to issue the interest to the person

must, at or before the time when the interest is issued to the person,

give the trustee a Product Disclosure Statement in accordance with

this Division for the interest.

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 18 Modification of Part 7.9 of the Act—New Zealand offer documents replace

Product Disclosure Statements where an offer relates to interests in a New Zealand

managed investment scheme

140 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 18—Modification of Part 7.9 of the Act—New

Zealand offer documents replace Product

Disclosure Statements where an offer

relates to interests in a New Zealand

managed investment scheme

18.1 After subsection 1012D(9D)

insert

Recommendation, issue or sale situation—New Zealand mutual

recognition scheme for securities

(9E) In a recommendation situation, issue situation or sale situation, the

regulated person does not have to give the client a Product

Disclosure Statement for a financial product if:

(a) the regulated person reasonably believes that there is a

recognised offer under Chapter 8 in relation to offer of the

financial product; and

(b) the financial product is an interest in a managed investment

scheme governed by the laws of New Zealand; and

(c) the regulated person has provided the client the documents

and information required to accompany that offer by either:

(i) the Securities Act 1978 of New Zealand (in accordance

with Schedule 4 to the Financial Markets Conduct Act

2013 of New Zealand) and the Securities

Regulations 2009 of New Zealand; or

(ii) the Financial Markets Conduct Act 2013 of New

Zealand and the Financial Markets Conduct

Regulations 2014 of New Zealand; and

(d) the regulated person has provided the client any warning

statement or details prescribed under section 1200E in

relation to the offer.

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modification of Part 7.9 of the Act—New Zealand offer documents replace Product

Disclosure Statements where an offer relates to interests in a New Zealand managed

investment scheme Part 18

Corporations Regulations 2001 141

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(9F) For paragraph (9E)(c), section 1015C applies to the providing of

documents and information, as if the documents and information

were a Statement.

(9G) For paragraph (9E)(d), section 1015C applies to the providing of

warning statement or details prescribed under section 1200E, as if

the warning statement or details were a Statement.

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

142 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 19—Modifications for carbon units,

Australian carbon credit units and eligible

international emissions units

19.1 Subsections 1012D(1) to (3), including the subheadings

substitute

Recommendation, issue or sale situation for carbon unit—

statements on Clean Energy Regulator’s website

(1) Subject to subsections (2) and (3), in a recommendation situation,

issue situation or sale situation for a carbon unit, the regulated

person:

(a) does not have to give the client a Product Disclosure

Statement; and

(b) must inform the client that the client should consider each

statement about the carbon unit that is mentioned in

section 202 of the Clean Energy Act 2011.

Recommendation, issue or sale situation for carbon unit—client

has considered statements on Clean Energy Regulator’s website

(2) In a recommendation situation, issue situation or sale situation for

a carbon unit, the regulated person does not have to inform the

client as described in paragraph (1)(b) if the regulated person

believes, on reasonable grounds, that the client has already

considered each statement about the carbon unit that is published

on the website of the Clean Energy Regulator as mentioned in

section 202 of the Clean Energy Act 2011.

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for carbon units, Australian carbon credit units and eligible international

emissions units Part 19

Corporations Regulations 2001 143

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Recommendation, issue or sale situation for carbon unit—specified

persons

(3) In a recommendation situation, issue situation or sale situation for

a carbon unit, the regulated person does not have to inform the

client as described in paragraph (1)(b) if the person is:

(a) the Clean Energy Regulator; or

(b) the Clean Development Mechanism Executive Board; or

(c) the government of a country other than Australia; or

(d) an authority acting on behalf of the government of a country

other than Australia.

Recommendation, issue or sale situation for Australian carbon

credit unit—statements on Clean Energy Regulator’s website

(3A) Subject to subsections (3B) and (3C), in a recommendation

situation, issue situation or sale situation for an Australian carbon

credit unit, the regulated person:

(a) does not have to give the client a Product Disclosure

Statement; and

(b) must inform the client that the client should consider each

statement about the Australian carbon credit unit that is

mentioned in section 162 of the Carbon Credits (Carbon

Farming Initiative) Act 2011.

Recommendation, issue or sale situation for Australian carbon

credit unit—client has considered statements on Clean Energy

Regulator’s website

(3B) In a recommendation situation, issue situation or sale situation for

an Australian carbon credit unit, the regulated person does not have

to inform the client as described in paragraph (3A)(b) if the

regulated person believes, on reasonable grounds, that the client

has already considered each statement about the Australian carbon

credit unit that is published on the website of the Clean Energy

Regulator as mentioned in section 162 of the Carbon Credits

(Carbon Farming Initiative) Act 2011.

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

144 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Recommendation, issue or sale situation for Australian carbon

credit unit—specified persons

(3C) In a recommendation situation, issue situation or sale situation for

an Australian carbon credit unit, the regulated person does not have

to inform the client as described in paragraph (3A)(b) if the person

is:

(a) the Clean Energy Regulator; or

(b) the Clean Development Mechanism Executive Board; or

(c) the government of a country other than Australia; or

(d) an authority acting on behalf of the government of a country

other than Australia.

Recommendation, issue or sale situation for eligible international

emissions unit—statements on Clean Energy Regulator’s website

(3D) Subject to subsections (3E) and (3F), in a recommendation

situation, issue situation or sale situation for an eligible

international emissions unit, the regulated person:

(a) does not have to give the client a Product Disclosure

Statement; and

(b) must inform the client that the client should consider each

statement about the eligible international emissions unit that

is mentioned in section 61 of the Australian National

Registry of Emissions Units Act 2011.

Recommendation, issue or sale situation for eligible international

emissions unit—client has considered statements on Clean Energy

Regulator’s website

(3E) In a recommendation situation, issue situation or sale situation for

an eligible international emissions unit, the regulated person does

not have to inform the client as described in paragraph (3D)(b) if

the regulated person believes, on reasonable grounds, that the

client has already considered each statement about the eligible

international emissions unit that is published on the website of the

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for carbon units, Australian carbon credit units and eligible international

emissions units Part 19

Corporations Regulations 2001 145

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Clean Energy Regulator as mentioned in section 61 of the

Australian National Registry of Emissions Units Act 2011.

Recommendation, issue or sale situation for eligible international

emissions unit—specified persons

(3F) In a recommendation situation, issue situation or sale situation for

an eligible international emissions unit, the regulated person does

not have to inform the client as described in paragraph (3D)(b) if

the person is:

(a) the Clean Energy Regulator; or

(b) the Clean Development Mechanism Executive Board; or

(c) the government of a country other than Australia; or

(d) an authority acting on behalf of the government of a country

other than Australia.

19.2 Subsection 1012D(5)

omit

give the client a Product Disclosure Statement

insert

inform the client as described in paragraph (1)(b), (3A)(b) or (3D)(b)

19.3 Subsection 1012D(6)

omit

give the client a Product Disclosure Statement

insert

inform the client as described in paragraph (1)(b), (3A)(b) or (3D)(b)

19.4 Subsections 1012D(7) to (10), including the subheading

omit

19.5 Subsection 1012IA(1), definition of regulated acquisition

substitute

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Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

146 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

regulated acquisition means an acquisition of a financial product

pursuant to an instruction by the client under a custodial

arrangement, being an acquisition:

(a) by way of issue by the issuer (the regulated person); or

(b) pursuant to a sale by a person (the regulated person) in

circumstances:

(i) described in subsection 1012C (5) or (8); or

(ii) to which subsection 1012B (3), 1012C (3) or 1012C (6)

would apply if those subsections were applicable in

relation to a carbon unit, an Australian carbon credit

unit or an eligible international emissions unit.

19.6 Subsection 1012IA(2), subheading

substitute

Obligation on provider to inform client about statements on Clean

Energy Regulator’s website

19.7 Subsection 1012IA(2)

omit

must give the client a Product Disclosure Statement for the product if a

Product Disclosure Statement for the product would

insert

must inform the client that the client should consider each statement

about the carbon unit that is published on the website of the Clean

Energy Regulator as mentioned in section 202 of the Clean Energy Act

2011, or each statement about the Australian carbon credit unit that is

published on the website of the Clean Energy Regulator as mentioned in

section 162 of the Carbon Credits (Carbon Farming Initiative) Act

2011, or each statement about the eligible international emissions unit

that is published on the website of the Clean Energy Regulator as

mentioned in section 61 of the Australian National Registry of

Emissions Units Act 2011, if the statement would

Federal Register of Legislative Instruments F2015C00303

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Modifications for carbon units, Australian carbon credit units and eligible international

emissions units Part 19

Corporations Regulations 2001 147

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19.8 Subsection 1012IA(3), subheading

substitute

Determining whether client should be informed about statements

on Clean Energy Regulator’s website for an equivalent direct

acquisition

19.9 Subsection 1012IA(3)

omit

give the client a Product Disclosure Statement for the financial product

insert

inform the client that the client should consider each statement about

the carbon unit that is published on the website of the Clean Energy

Regulator as mentioned in section 202 of the Clean Energy Act 2011, or

each statement about the Australian carbon credit unit that is published

on the website of the Clean Energy Regulator as mentioned in

section 162 of the Carbon Credits (Carbon Farming Initiative) Act

2011, or each statement about the eligible international emissions unit

that is published on the website of the Clean Energy Regulator as

mentioned in section 61 of the Australian National Registry of

Emissions Units Act 2011

19.10 Paragraph 1017E(1)(b)

substitute

(b) a seller (the product provider) of a carbon unit in relation to

which the seller has informed the client that the client should

consider each statement about the carbon unit that is

published on the website of the Clean Energy Regulator as

mentioned in section 202 of the Clean Energy Act 2011; or

(ba) a seller (the product provider) of an Australian carbon credit

unit in relation to which the seller has informed the client that

the client should consider each statement about the

Australian carbon credit unit that is published on the website

of the Clean Energy Regulator as mentioned in section 162 of

the Carbon Credits (Carbon Farming Initiative) Act 2011; or

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

148 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(bb) a seller (the product provider) of an eligible international

emissions unit in relation to which the seller has informed the

client that the client should consider each statement about the

eligible international emissions unit that is published on the

website of the Clean Energy Regulator as mentioned in

section 61 of the Australian National Registry of Emissions

Units Act 2011;

19.11 Subsection 1017G(1)

substitute

(1) This section does not apply to:

(a) the Regulator; or

(b) the CDM Executive Board; or

(c) the government of a country other than Australia; or

(d) an authority acting on behalf of the government of a country

other than Australia.

(1A) If:

(a) carbon units are, or have been, available for acquisition

(whether by issue or sale) by a person or persons as retail

clients; and

(b) the issue or sale of the carbon units is not covered by an

Australian financial services licence;

the issuer and any regulated person who is required, under

subsection 1012D (1), to inform a client that the client should

consider each statement about the carbon unit that is published on

the website of the Clean Energy Regulator as mentioned in

section 202 of the Clean Energy Act 2011, must both have a

dispute resolution system complying with subsection (2).

Note 1: If the issue of the carbon units is covered by an Australian financial

services licence, the requirement to have a dispute resolution system

relating to the issue of the units is imposed by paragraph 912A(1)(g).

Note 2: Failure to comply with this subsection is an offence (see

subsection 1311(1)).

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for carbon units, Australian carbon credit units and eligible international

emissions units Part 19

Corporations Regulations 2001 149

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(1B) If:

(a) Australian carbon credit units are, or have been, available for

acquisition (whether by issue or sale) by a person or persons

as retail clients; and

(b) the issue or sale of the Australian carbon credit units is not

covered by an Australian financial services licence;

the issuer and any regulated person who is required, under

subsection 1012D(3A), to inform a client that the client should

consider each statement about the Australian carbon credit unit that

is published on the website of the Clean Energy Regulator as

mentioned in section 162 of the Carbon Credits (Carbon Farming

Initiative) Act 2011, must both have a dispute resolution system

complying with subsection (2).

Note 1: If the issue of the Australian carbon credit units is covered by an

Australian financial services licence, the requirement to have a dispute

resolution system relating to the issue of the units is imposed by

paragraph 912A(1)(g).

Note 2: Failure to comply with this subsection is an offence (see

subsection 1311(1)).

(1C) If:

(a) eligible international emissions units are, or have been,

available for acquisition (whether by issue or sale) by a

person or persons as retail clients; and

(b) the issue or sale of the eligible international emissions units

is not covered by an Australian financial services licence;

the issuer and any regulated person who is required, under

subsection 1012D(3D), to inform a client that the client should

consider each statement about the eligible international emissions

unit that is published on the website of the Clean Energy Regulator

as mentioned in section 61 of the Australian National Registry of

Emissions Units Act 2011, must both have a dispute resolution

system complying with subsection (2).

Note 1: If the issue of the eligible international emissions units is covered by

an Australian financial services licence, the requirement to have a

dispute resolution system relating to the issue of the units is imposed

by paragraph 912A(1)(g).

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

150 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note 2: Failure to comply with this subsection is an offence (see

subsection 1311(1)).

19.12 Section 1018A, heading

substitute

1018A Advertising or other promotional material for financial

product must refer to statements on Clean Energy

Regulator’s website

19.13 Subsection 1018A(1), subheading

substitute

Advertisements and promotional material must identify issuer (or

issuer and seller) and refer to statements on Clean Energy

Regulator’s website

19.14 Subsection 1018A(1)

omit

if a particular financial product is available for acquisition by persons as

retail clients (whether or not it is also available for acquisition by

persons as wholesale clients) by way of issue, or pursuant to sale offers

to which section 1012C applies or will apply,

insert

in an issue situation or sale situation for a carbon unit, an Australian

carbon credit unit or an eligible international emissions unit that is

available for acquisition by persons as retail clients (whether or not it is

also available for acquisition by persons as wholesale clients),

19.15 Subparagraph 1018A(1)(c)(ii)

omit

to which section 1012C applies or will apply

insert

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for carbon units, Australian carbon credit units and eligible international

emissions units Part 19

Corporations Regulations 2001 151

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

to which paragraphs 1012C(3)(b) and (4)(c), and subsection 1012C(6),

would apply if section 1012C were applicable in relation to a carbon

unit, an Australian carbon credit unit or an eligible international

emissions unit

19.16 Paragraphs 1018A(1)(d) and (e)

substitute

(d) informs the person that the person should consider:

(i) each statement about the carbon unit that is published

on the website of the Clean Energy Regulator as

mentioned in section 202 of the Clean Energy Act 2011

in deciding whether to acquire, or to continue to hold,

the carbon unit; or

(ii) each statement about the Australian carbon credit unit

that is published on the website of the Clean Energy

Regulator as mentioned in section 162 of the Carbon

Credits (Carbon Farming Initiative) Act 2011 in

deciding whether to acquire, or to continue to hold, the

Australian carbon credit unit; or

(iii) each statement about the eligible international emissions

unit that is published on the website of the Clean Energy

Regulator as mentioned in section 61 of the Australian

National Registry of Emissions Units Act 2011 in

deciding whether to acquire, or to continue to hold, the

eligible international emissions unit.

19.17 Subsection 1018A(2)

omit

if a particular financial product, or proposed financial product, is not

available for acquisition by persons as retail clients but it is reasonably

likely that the product will become so available (whether or not it is, or

will also become, available for acquisition by persons as wholesale

clients) by way of issue, or pursuant to sale offers to which

section 1012C will apply,

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

152 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

insert

in an issue situation or sale situation for a financial product that is a

carbon unit, an Australian carbon credit unit or an eligible international

emissions unit and is not available for acquisition by persons as retail

clients, but is reasonably likely to become so available (whether or not

it is, or will also become, available for acquisition by persons as

wholesale clients),

19.18 Subparagraph 1018A(2)(c)(ii)

omit

to which section 1012C will apply

insert

to which paragraphs 1012C(3)(b) and (4)(c), and subsection 1012C(6),

would apply if section 1012C were applicable in relation to a carbon

unit, an Australian carbon credit unit or an eligible international

emissions unit

19.19 Paragraphs 1018A(2)(d) to (f)

substitute

(d) informs the person that:

(i) a statement about the carbon unit is published on the

website of the Clean Energy Regulator as mentioned in

section 202 of the Clean Energy Act 2011; or

(ii) a statement about the Australian carbon credit unit is

published on the website of the Clean Energy Regulator

as mentioned in section 162 of the Carbon Credits

(Carbon Farming Initiative) Act 2011; or

(iii) a statement about the eligible international emissions

unit is published on the website of the Clean Energy

Regulator as mentioned in section 61 of the Australian

National Registry of Emissions Units Act 2011; and

(e) informs the person that the person should consider each

statement about the carbon unit, Australian carbon credit unit

or eligible international emissions unit that is published on

that website in deciding whether to acquire, or to continue to

Federal Register of Legislative Instruments F2015C00303

Modifications of Part 7.9 of the Act Schedule 10A

Modifications for carbon units, Australian carbon credit units and eligible international

emissions units Part 19

Corporations Regulations 2001 153

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

hold, the carbon unit, Australian carbon credit unit or eligible

international emissions unit.

19.20 Subsection 1018A(3)

omit

distribute a Product Disclosure Statement

insert

inform a person that the person should consider each statement about

the carbon unit, Australian carbon credit unit or eligible international

emissions unit that is published on the website of the Clean Energy

Regulator as mentioned in section 202 of the Clean Energy Act 2011,

section 162 of the Carbon Credits (Carbon Farming Initiative) Act

2011 or section 61 of the Australian National Registry of Emissions

Units Act 2011

19.21 Subparagraph 1018A(4)(c)(i)

substitute

(i) does not contain information that materially affects

affairs of the issuer, other than information about the

carbon unit, Australian carbon credit unit or eligible

international emissions unit that is published:

(A) on the website of the Clean Energy Regulator as

mentioned in section 202 of the Clean Energy

Act 2011, section 162 of the Carbon Credits

(Carbon Farming Initiative) Act 2011 or

section 61 of the Australian National Registry of

Emissions Units Act 2011; or

(B) in a disclosure document that has been lodged

with ASIC; or

(C) in an annual report or in a notice or report

referred to in paragraph (a) or (b); and

19.22 Subparagraphs 1018A(4)(d)(i) and (ii)

substitute

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

154 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) information about the carbon unit, Australian carbon

credit unit or eligible international emissions unit that is

published:

(A) on the website of the Clean Energy Regulator as

mentioned in section 202 of the Clean Energy

Act 2011, section 162 of the Carbon Credits

(Carbon Farming Initiative) Act 2011 or

section 61 of the Australian National Registry of

Emissions Units Act 2011; or

(B) in a disclosure document that has been lodged

with ASIC; or

19.23 Paragraph 1020D(b)

substitute

(b) if the acquisition occurs in circumstances in which the party

is required by a provision of this Part to have been informed

that the party should consider each statement about the

carbon unit, Australian carbon credit unit or eligible

international emissions unit that is published on the website

of the Clean Energy Regulator as mentioned in section 202 of

the Clean Energy Act 2011, section 162 of the Carbon

Credits (Carbon Farming Initiative) Act 2011 or section 61

of the Australian National Registry of Emissions Units Act

2011—taken to have notice of any contract, document or

matter not specifically referred to in those statements.

19.24 Paragraph 1020E(7)(b)

omit

the document, advertisement or statement

insert

the statement or advertisement

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emissions units Part 19

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19.25 Section 1021C, heading

substitute

1021C Offence of failing to refer to statements on Clean Energy

Regulator’s website

19.26 Subparagraph 1021C(1)(a)(i)

substitute

(i) is required by a provision of this Part to inform a person

that the person should consider each statement about a

carbon unit, an Australian carbon credit unit or an

eligible international emissions unit that is published on

the website of the Clean Energy Regulator as mentioned

in section 202 of the Clean Energy Act 2011,

section 162 of the Carbon Credits (Carbon Farming

Initiative) Act 2011 or section 61 of the Australian

National Registry of Emissions Units Act 2011 (the

required statement); or

19.27 Subparagraph 1021C(1)(b)(i)

substitute

(i) if subparagraph (a)(i) applies—inform the person that

the person should consider each required statement; or

19.28 Subparagraph 1021C(3)(a)(i)

substitute

(i) is required by a provision of this Part to inform a person

that the person should consider each statement about a

carbon unit, an Australian carbon credit unit or an

eligible international emissions unit that is published on

the website of the Clean Energy Regulator as mentioned

in section 202 of the Clean Energy Act 2011,

section 162 of the Carbon Credits (Carbon Farming

Initiative) Act 2011 or section 61 of the Australian

Federal Register of Legislative Instruments F2015C00303

Schedule 10A Modifications of Part 7.9 of the Act

Part 19 Modifications for carbon units, Australian carbon credit units and eligible

international emissions units

156 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

National Registry of Emissions Units Act 2011 (the

required statement); or

19.29 Subparagraph 1021C(3)(b)(i)

substitute

(i) if subparagraph (a)(i) applies—inform the person that

the person should consider each required statement; or

19.30 Paragraph 1021C(4)(b)

substitute

(b) the representative’s failure to inform the person that the

person should consider each required statement occurred

because the representative was acting in reliance on that

information or those instructions; and

19.31 Section 1021G

omit

to give or communicate disclosure documents or statements as and

when required by this Part.

insert

to inform a person that the person should consider each statement about

a carbon unit, an Australian carbon credit unit or an eligible

international emissions unit that is published on the website of the

Clean Energy Regulator as mentioned in section 202 of the Clean

Energy Act 2011, section 162 of the Carbon Credits (Carbon Farming

Initiative) Act 2011 or section 61 of the Australian National Registry of

Emissions Units Act 2011 as and when required by this Part.

19.32 After paragraph 1022B(1)(ac)

insert

(ad) a person:

(i) is required to inform another person (the client) that the

client should consider each statement about a carbon

unit that is published on the website of the Clean Energy

Federal Register of Legislative Instruments F2015C00303

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emissions units Part 19

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Regulator as mentioned in section 202 of the Clean

Energy Act 2011; and

(ii) does not inform the client by the time the person is

required to do so; or

(ae) a person:

(i) is required to inform another person (the client) that the

client should consider each statement about an

Australian carbon credit unit that is published on the

website of the Clean Energy Regulator as mentioned in

section 162 of the Carbon Credits (Carbon Farming

Initiative) Act 2011; and

(ii) does not inform the client by the time the person is

required to do so; or

(af) a person:

(i) is required to inform another person (the client) that the

client should consider each statement about an eligible

international emissions unit that is published on the

website of the Clean Energy Regulator as mentioned in

section 61 of the Australian National Registry of

Emissions Units Act 2011; and

(ii) does not inform the client by the time the person is

required to do so; or

Federal Register of Legislative Instruments F2015C00303

Schedule 10AA Modifications of the Act in relation to their application in respect of a

recognised offer or a proposed offer of securities that may become a recognised offer

Part 1 Modification of Part 6D.2 of the Act—disclosure to investors not required for

recognised offer under Chapter 8

158 Corporations Regulations 2001

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Schedule 10AA—Modifications of the Act in

relation to their application in respect

of a recognised offer or a proposed

offer of securities that may become a

recognised offer (regulation 8.4.02)

Part 1—Modification of Part 6D.2 of the Act—

disclosure to investors not required for

recognised offer under Chapter 8

1.1 After subsection 707(3)

insert

(3A) Subsection (3) does not apply to an offer of a body’s securities for

sale if the body issued the securities as part of a recognised offer

under Chapter 8.

(3B) Subsection (3) does not apply to an offer of a body’s securities for

sale if:

(a) the securities were issued by reason of the exercise of options

or the conversion of convertible or converting securities; and

(b) the options or other convertible or converting securities were

issued as part of a recognised offer under Chapter 8; and

(c) the exercise of the option, or the conversion of the security,

did not involve any further offer.

1.2 After subsection 707(5)

insert

Federal Register of Legislative Instruments F2015C00303

Modifications of the Act in relation to their application in respect of a recognised offer

or a proposed offer of securities that may become a recognised offer Schedule 10AA

Modification of Part 6D.2 of the Act—disclosure to investors not required for

recognised offer under Chapter 8 Part 1

Corporations Regulations 2001 159

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(5A) Subsection (5) does not apply to an offer of a body’s securities for

sale if the controller sold the securities as part of a recognised offer

under Chapter 8.

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Schedule 10AA Modifications of the Act in relation to their application in respect of a

recognised offer or a proposed offer of securities that may become a recognised offer

Part 2 Modification of Part 7.9 of the Act—disclosure to investors not required for

recognised offer under Chapter 8

160 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2—Modification of Part 7.9 of the Act—

disclosure to investors not required for

recognised offer under Chapter 8

2.1 After subsection 1012C(6)

insert

(6A) Subsection (6) does not apply to an offer of a financial product for

sale if the issuer issued the financial product as part of a recognised

offer under Chapter 8.

(6B) Subsection (6) does not apply to an offer of a financial product for

sale if:

(a) the financial product was issued by reason of the exercise of

an option or the conversion of another convertible or

converting security; and

(b) the option or convertible or converting security was issued as

part of a recognised offer under Chapter 8; and

(c) the exercise of the option, or the conversion of the security,

did not involve a further offer.

2.2 After subsection 1012C(8)

insert

(8A) Subsection (8) does not apply to the offer of a financial product for

sale if the controller sold the financial product as part of a

recognised offer under Chapter 8.

2.3 After subsection 1012IA(3)

insert

(3A) In determining whether this section requires a provider to give a

client a Product Disclosure Statement, Chapter 8 is to be

disregarded.

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or a proposed offer of securities that may become a recognised offer Schedule 10AA

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offer under Chapter 8 Part 2

Corporations Regulations 2001 161

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(3B) A provider is not required to give a client a Product Disclosure

Statement for a financial product if:

(a) the provider reasonably believes there is a recognised offer

under Chapter 8 in relation to the financial product; and

(b) the financial product is an interest in a managed investment

scheme governed by the laws of New Zealand; and

(c) the provider has provided the client the documents and

information required to accompany that offer by either:

(i) the Securities Act 1978 of New Zealand (in accordance

with Schedule 4 to the Financial Markets Conduct Act

2013 of New Zealand) and the Securities

Regulations 2009 of New Zealand; or

(ii) the Financial Markets Conduct Act 2013 of New

Zealand and the Financial Markets Conduct

Regulations 2014 of New Zealand; and

(d) the provider has provided the client any warning statement or

details prescribed under section 1200E in relation to the

offer.

(3C) For paragraph (3B)(c), section 1015C applies to the providing of

documents and information, as if the documents and information

were a Statement.

(3D) For paragraph (3B)(d), section 1015C applies to the providing of

warning statement or details prescribed under section 1200E, as if

the warning statement or details were a Statement.

Note: Subsection 1012D(9E) of the Act is a modification of the Act that

relates to Chapter 8 of the Act. The modification applies by force of:

(a) regulation 8.4.01 of the Corporations Regulations 2001; and

(b) item 18.1 of Part 18 of Schedule 10A to those Regulations.

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Schedule 10B Form and content of Product Disclosure Statement for FHSA product

Part 1 Form and content of Product Disclosure Statement—general

162 Corporations Regulations 2001

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Schedule 10B—Form and content of Product

Disclosure Statement for FHSA

product (regulation 7.9.10E)

Part 1—Form and content of Product Disclosure

Statement—general

1 Length and font size for Product Disclosure Statement

(1) The length of a Product Disclosure Statement (including any title

page, contents, glossary, index and other information not required

by these Regulations) for an FHSA product must not exceed:

(a) if it is printed on A4 pages—4 pages; or

(b) if it is printed on A5 pages—8 pages; or

(c) if it is printed on DL pages—12 pages; or

(d) otherwise—if the Statement was formatted to be printed on

A4 pages, 4 A4 pages.

(2) The minimum font size for text in the Statement is:

(a) for the name, address, ABN, ACN and AFSL of the person

giving the Statement—8 points; and

(b) for all other text—9 points.

Note 1: The Product Disclosure Statement must be worded and presented in a

clear, concise and effective manner—see subsection 1013C(3) of the

Act.

Note 2: A person required to give a Product Disclosure Statement to a

vision-impaired person must comply with its obligations under the

Disability Discrimination Act 1992.

(3) However, if the person who must be given the Statement requests

or is entitled to expect that the Statement be given to him or her in

a particular format, the Statement given to the person is taken to

comply with subitem (1) if it would comply with that subitem in

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the format that the provider would have given but for the request or

expectation.

Example: A vision-impaired person may request the Statement with a larger font

size, and the Statement, when printed with that font size, exceeds 4 A4

pages in length.

2 Sections in a Product Disclosure Statement

(1) The Product Disclosure Statement must contain the following

sections, which must be numbered and titled as follows:

1. Who can have a First Home Saver Account

2. How the First Home Saver Account works

3. How the Government helps you save

4. [no prescribed title]

5. What happens if your situation changes

6. Using your savings for your first home

7. The fees and costs [or “The fees” if there are no costs]

8. How to open an account

9. [no prescribed title]

(2) The Product Disclosure Statement may contain other sections (for

example, a table of contents, glossary, index, or information about

the product issuer).

3 Product Disclosure Statement must be self-contained

The sections of the Product Disclosure Statement mentioned in

subitem 2(1) must contain, in summary form, all information that a

person would reasonably require for the purpose of making a

decision whether to acquire the FHSA product.

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Part 1 Form and content of Product Disclosure Statement—general

164 Corporations Regulations 2001

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4 Contents of section 1 (Who can have a First Home Saver Account)

(1) Section 1 of the Product Disclosure Statement must contain the

following text:

You should consider opening a First Home Saver Account if you:

 only want to use your savings to buy or build your first home

in Australia to live in (‘buy your first home’); and

 are able to save at least $1,000 a year ($20 a week) in 4

separate financial years – they do not need to be in a row.

A financial year is from July 1 to June 30.

To open an account, you must:

 be aged 18 or over and under 65

 have a tax file number

 have never owned a home in Australia that you have lived in;

and

 have never opened a First Home Saver Account before.

You can open another First Home Saver Account if you are

transferring your savings from one First Home Saver Account to

another—see section 8.

If you are saving with others, each person must open their own

individual First Home Saver Account. Each of you can then

receive the benefits of having a First Home Saver Account.

You cannot open a joint account with someone else.

If you are unsure about your eligibility go to www.ato.gov.au

(2) If section 1 of the Statement contains other text, the other text must

come after, and be no more prominent than, the text mentioned in

subitem (1).

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5 Contents of section 2 (How the First Home Saver Account works)

(1) Section 2 of the Product Disclosure Statement must contain the

following text:

How you can use the savings in a First Home Saver Account

You can only withdraw your savings for 4 purposes:

1. to buy your first home

2. as money you can add into your super

3. as money you can withdraw as a lump sum if you are aged 60

or over

4. as money you can pay into a genuine mortgage.

How to save with a First Home Saver Account

 You put money into your [account/fund] the same way as

you would [make deposits/make contributions/put money]

into a normal [bank account/credit union account/building

society account/other account/managed fund]. You can do

this at any time, and for as long as you need to save.

 You cannot salary sacrifice into your account.

 You do not need to put money in every year – but your

account will only get Government contributions when you

do.

 Once the total amount in your account reaches [account

balance cap] – including Government contributions and

income from investment earnings – you cannot put any more

money into your account.

 You can keep your account open until:

(i) you buy your first home; or

(ii) you are eligible to pay the money into a genuine

mortgage; or

(iii) you turn 65.

When you turn 65 you must close your account and withdraw all of

your savings, or move it into super.

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(2) If section 2 of the Statement contains other text, the other text must

come after, and be no more prominent than, the text mentioned in

subitem (1).

6 Contents of section 3 (How the Government helps you save)

(1) Section 3 of the Product Disclosure Statement must contain the

following text:

The Government boosts your savings with contributions and a low

rate of tax on the income your investment earns.

When you put money into your account the Government puts

money in too.

 When you put a dollar into your account, the Government

will contribute 17 cents.

 Any money you put in up to a total of [Government FHSA

contribution threshold] in a financial year will get this

Government contribution – anything over this amount will

not.

For example, if you put [Government FHSA contribution

threshold] into your account in one financial year, the Government

will contribute [Government FHSA contribution for Government

FHSA contribution threshold] to your savings.

If you are saving with other people that have their own First Home

Saver Accounts, each person will receive Government

contributions on the money they put into their account.

 Government contributions are paid directly into your First

Home Saver Account after you have lodged your tax return

and [name of FHSA provider] has told the Tax Office how

much you have put in.

You are not taxed

 on the money you put into your account; or

 on the Government contributions; or

 when you withdraw your savings for your first home.

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There is a low rate of tax on [the interest your savings earn/your

investment earnings]

 Earnings on First Home Saver Accounts are taxed at 15% but

this is paid to the Tax Office by the account provider.

(2) If section 3 of the Statement contains other text, the other text must

come after, and be no more prominent than, the text mentioned in

subitem (1).

7 Contents of section 4

Section heading

(1) The heading to section 4 of the Statement must be relevant to its

contents.

Financial details of product

(2) Section 4 of the Product Disclosure Statement must contain the

following information:

(a) if the product is an FHSA life policy or an FHSA trust—the

composition of the investments of the product (for example,

the percentage of cash, real property and shares in which

money in the product will be invested);

(b) the nature of the return that the investments may generate

(for example, fixed interest, variable interest, rental income

or capital gains);

(c) the current rate of return for the product after tax, or

information about how the rate is calculated or where the rate

can be found;

(d) if the balance of the product can decrease:

(i) summary information about the reasons for that

decrease; and

(ii) a summary description of the likelihood of that decrease

(for example, that the product is ‘low risk’).

(3) However, if the product is a multiple investment option FHSA

product, the Statement must contain:

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168 Corporations Regulations 2001

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(a) the number of investment options; and

(b) the name of each investment option, set out in order of lowest

risk to highest risk, and identification of the default

investment option; and

(c) the information mentioned in subitem (2) for the default

investment option; and

(d) either:

(i) the information mentioned in subitem (2) for each other

investment option; or

(ii) details of where the information referred to in

subparagraph (i) can be found.

(4) The rate of return for the FHSA product must be calculated after

applicable fees and taxes.

Worked example of balance changing over time

(5) A Product Disclosure Statement for an FHSA deposit account must

also contain:

(a) a worked example of how the balance of the account will

change over 4 financial years, with the balance at the end of

the period after fees and taxes rounded to the nearest multiple

of $1 000, using the following assumptions:

(i) the assumptions mentioned in paragraphs 16(5)(a), (c),

(d) and (f);

(ii) the holder of the product makes weekly contributions to

the product, each of $100;

(iii) the product earns a rate of return of 5% per year, after

fees and taxes; and

(b) a warning that the rate of return used for the example may

not be the same as the rate of return of the product.

(6) A Statement for an FHSA life policy or an FHSA trust may contain

a worked example of how the balance of the product will change

over 4 financial years, with the balance at the end of the period

after fees and taxes rounded to the nearest multiple of $1 000,

using the following assumptions:

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(a) the assumptions mentioned in paragraphs 16(5)(a), (c), (d)

and (f);

(b) the holder of the product makes weekly contributions to the

product, each of $100;

(c) the product either:

(i) has no earnings; or

(ii) earns a rate of return that is reasonable for the product,

after fees and taxes.

(7) A Statement that contains an example mentioned in subitem (6)

must also contain:

(a) if the example has no earnings—a statement that the balance

of the product may be increased or decreased by its earnings;

or

(b) if the example earns a rate of return—a warning that the rate

of return used for the example may not be the same as the

rate of return of the product.

8 Contents of section 5 (What happens if your situation changes)

Section 5 of the Product Disclosure Statement must contain

summary information about the effects on the product or the

interests of the holder of the product if the holder:

(a) ceases to meet the FHSA eligibility requirements; or

(b) fails to make a contribution to the product; or

(c) needs to take money out of the product to alleviate financial

hardship; or

(e) acquires a qualifying interest in a dwelling less than 4 years

after acquiring the product; or

(f) meets the minimum release conditions in relation to a

dwelling to which paragraph (e) applies; or

(g) ceases to be a resident of Australia.

9 Contents of section 6 (Using your savings for your first home)

(1) Section 6 of the Product Disclosure Statement must contain

summary information about:

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(a) what actions the holder of the product must take when the

holder:

(i) decides to acquire a qualifying interest in a dwelling

using the money in the product; or

(ii) meets the minimum release conditions in relation to a

dwelling to which subparagraph (i) applies; and

(b) what happens when the holder takes the actions mentioned in

paragraph (a).

(2) Section 6 must also contain a statement that the holder of the

product must live in the dwelling for at least 6 months that

commences within 12 months after its acquisition or completion of

its construction.

10 Contents of section 7 (The fees and costs)

(1) Section 7 of the Product Disclosure Statement must include:

(a) information on the fees and costs that an FHSA holder may

be charged on the FHSA product; and

(b) an example of the overall cost of the FHSA product; and

(c) if the Statement is for an FHSA life policy or an FHSA

trust—the consumer advisory;

as set out in Part 2.

(2) However, if the product is a multiple investment option FHSA

product, the Statement must contain:

(a) the information required by subitem (1) for the default

investment option; and

(b) if another investment option is detailed in the Statement—the

information required by subitem (1) for that investment

option; and

(c) either:

(i) the information required by subitem (1) for each other

investment option; or

(ii) details of where the information referred to in

subparagraph (i) can be found.

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(3) Also:

(a) if a fee or cost mentioned in Part 2 is not charged, the

Statement does not need to include information relating to

the fee or cost; and

(b) if no fees or no costs are charged at all, the Statement must

state that.

11 Contents of section 8 (How to open an account)

Section 8 of the Product Disclosure Statement must contain:

(a) information about how to acquire the product; and

(b) information about the effect and length of the cooling-off

period; and

(c) a statement that money from the product can be transferred to

another FHSA product.

12 Contents of section 9

Section heading

(1) The heading to section 9 of the Product Disclosure Statement must

be relevant to its contents.

Information

(2) Section 9 of the Product Disclosure Statement must contain the

following information:

(a) the name and address of the FHSA provider;

(b) the address of the Internet page, and a phone number,

operated by or for the provider from which a person can

obtain further information about the product;

(c) the dispute resolution system that covers complaints by

holders of the product, and how that system may be accessed.

(3) Section 9 of the Product Disclosure Statement must contain a

statement that:

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(i) the account-holder may be entitled to payment under the

financial claims scheme; and

(ii) payments under the scheme are subject to a limit for each

depositor; and

(iii) information about the scheme can be obtained from the

APRA website at http://www.apra.gov.au and the APRA

hotline on 1300 13 10 60.

(4) Section 9 of the Product Disclosure Statement must also contain

the following text:

‘First Home Saver Account enquiries

Information about the First Home Saver Accounts work, eligibility,

fees and taxes, and links to savings calculators and other useful

online tools.

visit www.ato.gov.au’.

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Part 2—Information on fees and costs

13 Definitions

(1) In this Part:

ADI (short for authorised deposit-taking institution) means a body

corporate that is an ADI for the purposes of the Banking Act 1959.

small unusual cost means a fee or cost charged on an FHSA

product that:

(a) does not relate to the ordinary acquisition, operation or

closure of the product; and

(b) is less than $10.

Examples for paragraph (a): A fee for a duplicate statement, or a

dishonoured cheque fee.

(2) If a term used in this Part is defined in Part 1 of Schedule 10, it has

the same meaning in this Part as it has in Schedule 10.

14 Presentation of information on fees and costs

Terminology

(1) If this Part requires that information about a fee or cost be included

in a Product Disclosure Statement, the Statement must use the term

for that fee or cost that is used in this Part or Part 1 of Schedule 10.

Example: A fee which is an establishment fee as defined in item 101 of

Schedule 10 must be referred to in a Product Disclosure Statement as

an “establishment fee”.

(2) However, if the Statement is for an FHSA deposit account offered

or issued by an ADI, the Statement may use the term for a fee or

cost of that kind that is ordinarily used by the ADI for that kind of

account.

Example: A bank may call an establishment fee for its savings accounts an

‘account opening fee’.

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Manner in which fees and costs are to be expressed

(3) If this Part requires that an amount of a fee or a cost be included in

a Product Disclosure Statement, the amount must be expressed as:

(a) a dollar amount; or

(b) if the amount of the fee or cost is not fixed—a range of dollar

amounts; or

(c) if the amount of the fee or cost is a fixed percentage of the

balance of the account—that fixed percentage.

(4) However, if ASIC is satisfied that, for a compelling reason, it

would be unreasonable for a fee or cost to be expressed as required

by subitem (3), ASIC may determine, in writing, the manner in

which the fee or cost is to be expressed.

Negotiable fees and costs

(5) If a fee or cost is negotiable, the Statement must clearly indicate

that fact, and detail where information may be found about when

and how the fee or cost may be negotiated.

15 Information on fees and costs

(1) For each fee or cost charged on an FHSA product, other than a

small unusual cost, the Product Disclosure Statement must include

the information set out in subregulation (2).

(2) The fees and costs must be presented in the following order, and

include the following information:

(a) establishment fee—the amount of the fee;

(b) contribution fee—the amount of the fee;

(c) management costs:

(i) the services or functions to which the costs relate; and

(ii) the costs; and

(iii) the amount of the costs; and

(iv) if the amount of the costs is not fixed—how the amount

is calculated; and

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(v) if there is a minimum or maximum amount of the costs

in a given period of time—the amount and the period of

time;

(d) termination fee—the amount of the fee;

(e) buy-sell spread:

(i) a summary description of what the spread relates to; and

(ii) when the spread is charged; and

(iii) the amount of the spread and how it is calculated;

(f) service fees:

(i) a summary description of the services the fees relate to;

and

(ii) when the fees are charged; and

(iii) the amount of the fees; and

(iv) if the amount of the fees is not fixed—how the amount

is calculated; and

(v) if there is a minimum or maximum amount of the fees

in a given period of time—the amount and the period of

time.

Note: A fee or cost which is not charged does not need to be included in the

Statement—see subitem 10(3).

(3) The information mentioned in subitem (2) may be presented in

narrative form, in a table, or in any other form that enables it to be

easily understood and compared with similar information about

like products.

(4) The Statement must also detail where:

(a) further information about fees and costs; and

(b) information about small unusual costs;

may be obtained.

16 Example of overall cost

(1) The Product Disclosure Statement must include an example of the

fees and costs that may be charged on the FHSA product over the

life of the product (the product’s overall cost).

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(2) For subitem (1), the overall cost of the FHSA product is the sum of

the following fees and costs applicable to the product, when those

fees and costs are worked out over the life of the product using the

FHSA assumptions:

(a) establishment fee;

(b) contribution fees;

(c) management costs that are deducted directly from the

account holder’s account;

(d) termination fee;

(e) buy-sell spread;

(f) service fees;

(g) indirect costs.

(3) For paragraph (2)(g), the indirect costs for an FHSA product are

the sum of the annual indirect costs for each of the 4 financial

years that the FHSA product exists under the FHSA assumptions.

(4) For subitem (3), the annual indirect costs for a year are worked out

as follows:

where:

ICR, for a fund, means the ratio of:

(a) the sum of:

(i) the fund’s management costs that are not deducted

directly from an account holder’s account; and

(ii) any other costs listed in paragraphs (2)(a) to (f) that are

not deducted directly from the account holder’s account;

to

(b) the fund’s total average net assets.

average balance is the average balance, when the FHSA

assumptions are applied, of the FHSA product during the year.

(5) For this item, the FHSA assumptions are the following

assumptions:

ICR average balance

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(a) the product commences on the first day of a financial year,

with a balance of $100;

(b) the holder of the product makes equal weekly contributions

to the product, amounting to $5 000 per financial year;

(c) the Commonwealth makes Government FHSA contributions

to the product:

(i) on 30 November after the end of each financial year,

other than the financial year in which the product is

closed; and

(ii) at the start of the day on which the product is closed;

(d) no money is withdrawn from the product (other than for

payment of fees and taxes) until it is closed;

(e) the product earns a rate of return of 5% per year after taxes,

but before fees and costs;

(f) the product is closed, and the balance is withdrawn

electronically by the holder for the acquisition of a qualifying

interest in a dwelling, at the end of the last day of the

financial year that is 3 financial years after the product

commenced.

(6) The example of overall cost must be in the following format, with

all fees and cost amounts rounded to the nearest multiple of $10:

Example of the fees and costs

If you put $20,000 into your account over 4 years, our fees and

other costs will total about [insert overall cost as a dollar amount].

The fees and costs in this example are made up of:

 establishment fee: $[insert establishment fee amount in

dollars]

 contribution fees: $[insert contribution fees amount in

dollars]

 management costs: $[insert management costs amount in

dollars]

 termination fee: $[insert termination fee amount in dollars]

 other fees: $[insert sum of other fees and costs applicable to

the product in dollars]

Federal Register of Legislative Instruments F2015C00303

Schedule 10B Form and content of Product Disclosure Statement for FHSA product

Part 2 Information on fees and costs

178 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

[For FHSA life policies and FHSA trusts, include the following:]

This is equal to [insert the equivalent percentage of the product’s

average annual balance that would generate that dollar amount,

rounded to one decimal place (“overall cost ratio”)] of the

account balance per year.

[For multiple investment option FHSA products, include the

following:]

These fees are based on [name of investment option to which

assumptions have been applied].

17 Consumer advisory

The Product Disclosure Statement for an FHSA life policy or an

FHSA trust must include the following statement:

Compare the fees and costs

Use the above example of [overall cost ratio] in fees and costs to

make a broad comparison with the fees and costs of other [insert

general description, e.g. bank account, life insurance policy,

investment-linked] First Home Saver Accounts.

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—margin loan Schedule 10C

Clause 1

Corporations Regulations 2001 179

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 10C—Form and content of Product

Disclosure Statement—margin loan (regulation 7.9.11D)

1 Length and font size for Product Disclosure Statement for margin

loan

(1) The length of a Product Disclosure Statement for a margin loan

(not including any title page, table of contents or matter in writing

that is applied, adopted or incorporated by the Statement) must not

exceed:

(a) if it is printed on A4 pages—4 pages; or

(b) if it is printed on A5 pages—8 pages; or

(c) if it is printed on DL pages—12 pages; or

(d) otherwise—if it is formatted to be printed on A4 pages, 4 A4

pages.

(2) The minimum font size for text in the Statement is:

(a) for the name, address, ABN (if applicable), ACN (if

applicable) and AFSL (if applicable) of the person giving the

Statement—8 points; and

(b) for all other text—9 points.

Note 1: The Product Disclosure Statement must be worded and presented in a

clear, concise and effective manner—see subsection 1013C(3) of the

Act.

Note 2: A person required to a give a Product Disclosure Statement to a

vision-impaired person must comply with its obligations under the

Disability Discrimination Act 1992.

2 Minimum content of Product Disclosure Statement for margin

loan

(1) The Product Disclosure Statement must include the following

sections, which must be numbered and titled as follows:

Federal Register of Legislative Instruments F2015C00303

Schedule 10C Form and content of Product Disclosure Statement—margin loan

Clause 2

180 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

1. About [name of provider of the margin loan] and [name of

margin loan product]

2. Benefits of [name of margin loan product]

3. How [name of margin loan product] works

4. What is a margin call?

5. The risk of losing money

6. The costs

7. How to apply.

(2) The Product Disclosure Statement must include:

(a) a table of contents that sets out the titles mentioned in

subclause (1); and

(b) the telephone number of the provider of the margin loan to

enable a borrower for the margin loan to request a copy of

the following under regulation 7.9.11G:

(i) a copy of the Statement; and

(ii) a copy of a matter in writing that is applied, adopted or

incorporated by the Statement.

(3) The Product Disclosure Statement must:

(a) advise a person reading the Statement that:

(i) it is a summary of significant information and contains a

number of references to important information (each of

which forms part of the Statement); and

(ii) the person should consider that information before

making a decision about the product; and

(iii) the information provided in the Statement is general

information only and does not take account of the

person’s personal financial situation or needs; and

(iv) the person should obtain financial advice tailored to the

person’s personal circumstances; and

(b) display the advice:

(i) at or near the beginning of the document; and

(ii) in a prominent position and style.

(4) The Product Disclosure Statement:

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—margin loan Schedule 10C

Clause 3

Corporations Regulations 2001 181

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(a) may include additional sections after sections 1 to 7; and

(b) may include other information;

to an extent that does not have the effect of contravening

subclause 1(1).

(5) The Product Disclosure Statement does not need to indicate that a

particular requirement is not applicable to the margin loan.

Note: The Act, as modified in accordance with Subdivision 4.2A of

Division 4 of Part 7.9, requires information to be included in the

Product Disclosure Statement only to the extent to which the

requirement is applicable to the margin loan.

3 Contents of section 1 (About [name of provider of the margin loan]

and [name of margin loan product])

Section 1 of the Product Disclosure Statement must include:

(a) a short description of the margin loan provider and its

business; and

(b) a short summary of what margin lending is; and

(c) a statement setting out the possible consequences of

borrowing money to invest, including the effect of

magnifying both gains and losses; and

(d) a statement that the borrower for a margin loan should

regularly monitor the borrower’s portfolio so that:

(i) the borrower can be aware of changes (if any) to the

terms of the margin loan; and

(ii) the borrower can take timely action to prevent potential

losses in relation to the borrower’s portfolio; and

(e) a statement that the borrower for a margin loan may need, at

short notice, to pay an additional amount into the margin loan

or sell some of the investments for which the margin loan is

made; and

(f) a statement that the provider of a margin loan has the right in

certain circumstances to sell all, or part, of the borrower’s

portfolio and may not be required under the terms of the

margin loan to provide notice to the borrower of its intention

to sell; and

Federal Register of Legislative Instruments F2015C00303

Schedule 10C Form and content of Product Disclosure Statement—margin loan

Clause 4

182 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(g) a statement that if the value of the portfolio for a margin loan

does not cover the cost of repayments for the margin loan:

(i) the borrower for the margin loan may need to access

other funds to repay the margin loan; or

(ii) the provider of the margin loan may sell assets provided

as security for the margin loan, for example, the

borrower’s residential property; and

(h) a statement that the law requires the provider of a margin

loan to:

(i) assess whether the margin loan is unsuitable for the

potential borrower for the margin loan; and

(ii) if the potential borrower for the margin loan requests a

copy of the assessment—to provide a copy of the

assessment to the potential borrower for the margin

loan.

Note: The provider of a margin loan is not required to give the borrower or

potential borrower for the margin loan a copy of the assessment if the

margin loan is not issued.

4 Contents of section 2 (Benefits of [name of margin loan product])

(1) Section 2 of the Product Disclosure Statement for a margin loan

must include a description of the key benefits available to the

borrower or potential borrower for the margin loan.

(2) Section 2 of the Statement may include a description about other

benefits available to a borrower or potential borrower for the

margin loan other than the benefits mentioned in subclause (1).

(3) Section 2 of the Statement may provide for the description

mentioned in subclause (2) by applying, adopting or incorporating

a matter in writing.

5 Contents of section 3 (How [name of margin loan product] works)

(1) Section 3 of the Product Disclosure Statement for a margin loan

must include:

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—margin loan Schedule 10C

Clause 5

Corporations Regulations 2001 183

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) an explanation of how margin lending works including

information about the following:

(i) the maximum loan amount for the margin loan;

(ii) the loan-to-value ratios for the margin loan; and

(b) at least 1 example that illustrates the matters mentioned in

subparagraphs (a)(i) and (ii); and

(c) a description of the financial products that the borrower or

potential borrower for the margin loan can purchase with the

margin loan (including the Approved Securities List for the

provider or potential provider of the margin loan); and

(d) an explanation of who owns the investments purchased with

the margin loan; and

(e) a statement that:

(i) details of the rights and obligations of the borrower for a

margin loan are set out in the terms of the agreement for

the margin loan; and

(ii) recommends that a potential borrower for a margin loan

read the loan agreement; and

(iii) explains how a potential borrower can obtain a copy of

the loan agreement; and

(f) an explanation of any other features of the margin loan that:

(i) are not covered by the matters mentioned in

paragraphs (a), (c) and (d); and

(ii) are sufficiently important to be material to a reasonable

person’s decision to take out the margin loan; and

(g) a reference to:

(i) the calculator provided on a website operated by or on

behalf of the Commonwealth and an explanation of the

assistance the calculator can provide; or

(ii) if the provider or potential provider of the margin loan

provides a calculator to borrowers or potential

borrowers for the margin loan—that calculator and an

explanation of the assistance the calculator can provide.

(2) Section 3 of the Statement may provide for the following matters

by applying, adopting or incorporating the matter in writing:

Federal Register of Legislative Instruments F2015C00303

Schedule 10C Form and content of Product Disclosure Statement—margin loan

Clause 6

184 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the Approved Securities List;

(b) the explanation mentioned in paragraph (1)(f).

6 Contents of section 4 (What is a margin call?)

Section 4 of the Product Disclosure Statement for a margin loan

must include:

(a) if the terms of the margin loan include a margin call:

(i) an explanation of what a margin call is; and

(ii) an explanation of when there will be a margin call in

response to changes in the market; and

(iii) an explanation of when there will be a margin call at the

discretion of the provider of the margin loan; and

(iv) at least 1 example of how a margin call works,

including:

(A) the impact of breaching the loan-to-value

ratio (LVR) for the margin loan; and

(B) how to adjust the LVR back to the required

level for the margin loan; and

(C) how the buffer (if any) for the margin loan

operates; and

(v) a description of how a margin call can be dealt with by

the borrower for the margin loan; and

(vi) a statement that if there is a margin call, the provider of

the margin loan will notify the borrower for the margin

loan, or the borrower’s financial advisor, that the margin

call has occurred; and

(vii) a statement that the borrower for the margin loan must

be contactable at all times in case of a margin call; and

(b) if the terms of the margin loan do not include a margin call, a

statement to that effect.

7 Contents of section 5 (The risk of losing money)

(1) Section 5 of the Product Disclosure Statement for a margin loan

must include a description of the risks associated with margin

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—margin loan Schedule 10C

Clause 7

Corporations Regulations 2001 185

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

lending to a borrower for the margin loan, including a description

of any of the following risks, if relevant:

(a) the risk that the value of the borrower’s investment may fall

and the possible consequences to the borrower if this occurs,

in particular the risk of a margin call occurring;

(b) the risk that the provider of the margin loan may change the

loan-to-value ratio of an investment at any time and the

consequences to the borrower of the change, in particular, the

risk of a margin call occurring;

(c) the risk that the provider of the margin loan may remove an

investment from the Approved Securities List and the

consequences for the borrower if this occurs, in particular,

the risk of a margin call occurring;

(d) the risk that the interest rate for the margin loan may rise and

the consequences for the borrower if this occurs, in

particular, the possibility that interest payments owed by the

borrower may exceed the returns available from the

borrower’s portfolio;

(e) the risk of the loss of property of the borrower if the property

has been mortgaged as security for, or in connection with, the

margin loan;

(f) the risk of a default event under the loan agreement occurring

and the potential consequences for the borrower if a default

event does occur;

(g) the risk that the taxation laws may change and that this may

have a negative effect on the tax position for the borrower for

the margin loan;

(h) any other significant risks that a reasonable person would

consider to be relevantly associated with the margin loan.

(2) Section 5 of the Statement must include a hyperlink to the page on

a website operated by or on behalf of the Commonwealth that

provides information about margin loans.

(3) Section 5 of the Statement may include information about risks

associated with margin lending other than the risks mentioned in

subclause (1).

Federal Register of Legislative Instruments F2015C00303

Schedule 10C Form and content of Product Disclosure Statement—margin loan

Clause 8

186 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) Section 5 of the Statement may provide for the information

mentioned in subclause (3) by applying, adopting or incorporating

a matter in writing.

8 Contents of section 6 (The costs)

(1) Section 6 of the Product Disclosure Statement for a margin loan

must include the following:

(a) a description of the interest rate for the margin loan,

including how the interest rate is calculated;

(b) a statement about whether a default interest rate will be

charged for the margin loan;

(c) details of any fee or cost to be charged by the provider of the

margin loan, unless the fee is a minor fee;

(d) a statement about whether a fee or cost to be charged by the

provider for the loan can be unilaterally changed by the

provider under the loan agreement;

(e) a list of matters for which the provider of the margin loan

will charge a minor fee for the margin loan;

(f) a statement about whether a commission or fee is payable to

a financial advisor or other third party for the margin loan

and, if a commission or fee is payable:

(i) the circumstances in which the commission or fee will

be payable; and

(ii) how the borrower for the margin loan can obtain more

detailed information about the commission or fee.

(2) Section 6 of the Statement must include:

(a) a statement of the interest rate for the margin loan; and

(b) details of any minor fee the provider of the margin loan will

charge for the margin loan.

(3) Section 6 of the Statement may provide for the statement

mentioned in paragraph (2)(a) or the details mentioned in

paragraph (2)(b) by applying, adopting or incorporating a matter in

writing

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—margin loan Schedule 10C

Clause 9

Corporations Regulations 2001 187

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

9 Contents of section 7 (How to apply)

(1) Section 7 of the Product Disclosure Statement for a margin loan

must include:

(a) information about how to apply for the margin loan; and

(b) a short summary about the dispute resolution system the

provider of the margin loan has for dealing with disputes or

complaints about the loan, including:

(i) how a borrower for the loan may make a complaint

about the loan; and

(ii) contact details for making a complaint about the loan.

(2) The margin loan provider:

(a) may provide more detailed information about cooling-off

periods, complaints and dispute resolution; and

(b) may provide that information by applying, adopting or

incorporating a matter in writing.

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 1

188 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 10D—Form and content of Product

Disclosure Statement—

superannuation product to which

Subdivision 4.2B of Division 4 of

Part 7.9 applies (regulation 7.9.11O)

1 Length and font size for Product Disclosure Statement for

superannuation product

(1) The length of a Product Disclosure Statement for a superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

(not including any matter in writing that is applied, adopted or

incorporated by the Statement) must not exceed:

(a) if it is printed on A4 pages—8 pages; or

(b) if it is printed on A5 pages—16 pages; or

(c) if it is printed on DL pages—24 pages; or

(d) otherwise—if it is formatted to be printed on A4 pages, 8 A4

pages.

(2) The minimum font size for text in the Statement is:

(a) for the name, address, ABN (if applicable), ACN (if

applicable) and AFSL (if applicable) of the person giving the

Statement—8 points; and

(b) for all other text—9 points.

Note 1: The Product Disclosure Statement must be worded and presented in a

clear, concise and effective manner—see subsection 1013C (3) of the

Act.

Note 2: A person required to a give a Product Disclosure Statement to a

vision-impaired person must comply with its obligations under the

Disability Discrimination Act 1992.

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—superannuation product to which

Subdivision 4.2B of Division 4 of Part 7.9 applies Schedule 10D

Clause 2

Corporations Regulations 2001 189

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

2 Minimum content of Product Disclosure Statement for

superannuation product

(1) Subject to subclause 10(1), the Product Disclosure Statement must

include sections which must be numbered and titled as follows:

1. About [name of superannuation product]

2. How super works

3. Benefits of investing with [name of superannuation product]

4. Risks of super

5. How we invest your money

6. Fees and costs

7. How super is taxed

8. Insurance in your super

9. How to open an account.

(2) However, if the superannuation product does not offer insurance

cover:

(a) section 9 may be presented as section 8; and

(b) if section 9 is presented as section 8—a reference in

clause 11 to section 9 is taken to be a reference to section 8.

(3) The Product Disclosure Statement must include:

(a) a table of contents that sets out the titles mentioned in

subclause (1); and

(b) the telephone number of the superannuation trustee to enable

a person who acquires the superannuation product to request

a copy of the following under regulation 7.9.11R:

(i) a copy of the Statement; and

(ii) a copy of a matter in writing that is applied, adopted or

incorporated by the Statement.

(4) The Product Disclosure Statement must:

(a) advise a person reading the Statement that:

(i) it is a summary of significant information and contains a

number of references to important information (each of

which forms part of the Statement); and

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 3

190 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the person should consider that information before

making a decision about the product; and

(iii) the information provided in the Statement is general

information only and does not take account of the

person’s personal financial situation or needs; and

(iv) the person should obtain financial advice tailored to the

person’s personal circumstances; and

(b) display the advice:

(i) at or near the beginning of the document; and

(ii) in a prominent position and style.

(5) The Product Disclosure Statement:

(a) may include additional sections after sections 1 to 9; and

(b) may include other information;

to an extent that does not have the effect of contravening

subclause 1(1).

(6) The Product Disclosure Statement does not need to indicate that a

particular requirement is not applicable to the superannuation

product.

Note: The Act, as modified in accordance with Subdivision 4.2B of

Division 4 of Part 7.9, requires information to be included in the

Product Disclosure Statement only to the extent to which the

requirement is applicable to the superannuation product.

3 Contents of section 1 (About [name of superannuation product])

(1) Section 1 of the Product Disclosure Statement must:

(a) describe, in the form of a summary, the superannuation entity

and the MySuper products and other investment options

offered by the entity; and

(b) include a statement of where, on the entity’s website, the

member can find:

(i) the product dashboard for each MySuper product and

choice product in the entity; and

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—superannuation product to which

Subdivision 4.2B of Division 4 of Part 7.9 applies Schedule 10D

Clause 4

Corporations Regulations 2001 191

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) each trustee and executive remuneration disclosure for

the entity, and any other document that must be

disclosed for the entity under the SIS Regulations; and

(c) a statement describing the entity’s process for transitioning

each member whose interest includes an accrued default

amount from an existing default option to a MySuper product

by 1 July 2017.

(2) Paragraph (1)(c) applies until the earlier of:

(a) 1 July 2017; and

(b) the day on which the entity has attributed each accrued

default amount in the entity to a MySuper product.

Note: Putting the information mentioned in paragraph (1)(b) onto the

superannuation fund’s website does not amount to adding the

information to the Product Disclosure Statement.

4 Contents of section 2 (How super works)

(1) Section 2 of the Product Disclosure Statement must include

statements to the effect that:

(a) superannuation is a means of saving for retirement which is,

in part, compulsory; and

(b) there are different types of contributions available to a person

(for example, employer contributions, voluntary

contributions, government co-contributions); and

(c) there are limitations on contributions to, and withdrawals

from, superannuation; and

(d) tax savings are provided by the Government; and

(e) most people have the right to choose into which

superannuation entity the employer should direct their

superannuation guarantee contributions.

(2) The superannuation trustee may provide more detailed information

on the matters set out in subclause (1) by:

(a) applying, adopting or incorporating a matter in writing; or

(b) providing a reference to a website, operated by or on behalf

of the Commonwealth, that contains the information.

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 5

192 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5 Contents of section 3 (Benefits of investing with [name of

superannuation product])

(1) Section 3 of the Product Disclosure Statement must describe the

superannuation product covered by the Statement, including a

summary of its significant features and the benefits it provides.

(2) The superannuation trustee may provide additional information

about significant benefits of superannuation or other significant

features of the superannuation product by applying, adopting or

incorporating a matter in writing.

6 Contents of section 4 (Risks of super)

(1) Section 4 of the Product Disclosure Statement must include

statements to the following effect:

(a) all investments carry risk;

(b) different strategies may carry different levels of risk,

depending on the assets that make up the strategy;

(c) assets with the highest long-term returns may also carry the

highest level of short-term risk.

(2) Section 4 must describe, in the form of a summary, the significant

risks of the particular superannuation product.

(3) Section 4 must describe the significant risks of superannuation (to

the extent only that the description required by subitem (2) has not

already described the risk) by including statements to the following

effect:

(a) the value of investments will vary;

(b) the level of returns will vary, and future returns may differ

from past returns;

(c) returns are not guaranteed, and persons may lose some of

their money;

(d) superannuation laws may change in the future;

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—superannuation product to which

Subdivision 4.2B of Division 4 of Part 7.9 applies Schedule 10D

Clause 7

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(e) the amount of a person’s future superannuation savings

(including contributions and returns) may not be enough to

provide adequately for the person’s retirement;

(f) the level of risk for each person will vary depending on a

range of factors, including:

(i) age; and

(ii) investment time frames; and

(iii) where other parts of the person’s wealth are invested;

and

(iv) the person’s risk tolerance.

(4) The superannuation trustee may provide additional information

about significant risks of superannuation by applying, adopting or

incorporating a matter in writing.

7 Contents of section 5 (How we invest your money)

(1) Section 5 of the Product Disclosure Statement must describe, in the

form of a summary:

(a) the MySuper products and investment options being offered;

and

(b) what happens if the person does not make a choice of where

to invest.

(2) Section 5 must state, in the form of a warning, that the person must

consider:

(a) the likely investment return; and

(b) the risk; and

(c) the person’s investment timeframe;

when choosing a MySuper product or an investment option in

which to invest.

(3) For at least one MySuper product or investment option, section 5

must:

(a) state the name of the MySuper product or investment option

and give a short description of it, including the type of

investors for whom it is intended to be suitable; and

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 7

194 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) list the asset classes in which the MySuper product or

investment option invests, and set out, in the form of a range

or otherwise, the strategic asset allocation of the asset

classes; and

(c) describe the investment return objective of the MySuper

product or investment option; and

(d) state the minimum suggested time frame for holding the

MySuper product or investment option; and

(e) describe, in the form of a summary, the risk level of the

MySuper product or investment option.

(4) If the superannuation product includes a generic MySuper product,

section 5 must give the information mentioned in subclause (3) for

the generic MySuper product, whether or not section 5 gives that

information for another MySuper product or investment option.

(5) If the superannuation product does not include a generic MySuper

product, and has a balanced investment option (within the meaning

given by clause 101 of Schedule 10), section 5 must give the

information mentioned in subclause (3) for the balanced

investment option under which most assets of the superannuation

entity are invested, whether or not section 5 gives that information

for any MySuper product or other investment option.

(6) If the superannuation product does not include a generic MySuper

product or a balanced investment option (within the meaning given

by clause 101 of Schedule 10), section 5 must give the information

mentioned in subclause (3) for the investment option under which

most assets of the superannuation entity are invested, whether or

not section 5 gives that information for any MySuper product or

other investment option.

(8) Section 5:

(a) must make provision for each MySuper product and

investment option which is not presented in section 5 in

accordance with subclause (3), (4), (5) or (6); and

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—superannuation product to which

Subdivision 4.2B of Division 4 of Part 7.9 applies Schedule 10D

Clause 8

Corporations Regulations 2001 195

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(b) may make provision for the MySuper product or investment

option by applying, adopting or incorporating matter in a

document that:

(i) includes the information mentioned in subclause (3);

and

(ii) presents it in the way mentioned in the subclause.

(9) The superannuation trustee:

(a) must provide information about how a person may switch the

person’s investments; and

(b) whether the superannuation product’s MySuper products and

investment options may be changed and, if so, how; and

(c) must describe, in the form of a summary, the extent to which

labour standards or environmental, social or ethical

considerations are taken into account in the selection,

retention or realisation of investments relating to the

superannuation product; and

(d) may provide the information in paragraphs (a) to (c), and any

additional information about MySuper products or

investment options, by applying, adopting or incorporating a

matter in writing.

8 Contents of section 6 (Fees and costs)

(1) For each MySuper product or investment option within a

superannuation product that is presented in section 5 in detail in

accordance with subclause 7(3), section 6 of the Product

Disclosure Statement must state:

(a) the cost of acquiring the MySuper product or investment

option; and

(b) the fees and costs that are charged in relation to the MySuper

product or investment option.

Note: The statement will be made using the template set out in

subclause (3).

(2) Before setting out any other substantive material, section 6 must:

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 8

196 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) set out the Consumer Advisory Warning in clause 221 of

Schedule 10; and

(b) give a concise example in the form set out in the Consumer

Advisory Warning in clause 221 of Schedule 10.

(3) Section 6 must set out the fees and costs for each MySuper product

or other investment option that is presented in section 5 in detail in

accordance with subclause 7(3), using the following templates:

[Name of superannuation product]

Type of fee Amount How and when paid

Investment fee

Administration fee

Buy-sell spread

Switching fee

Exit fee

Advice fees

relating to all members

investing in a particular

MySuper product or

investment option

Other fees and costs¹

Indirect cost ratio

1. [If there are other fees and costs, such as activity fees, advice fees for personal advice or insurance fees, include a cross-reference to the “Additional Explanation of Fees and Costs”.]

(4) The template is to be completed in accordance with Division 3 of

Schedule 10 (including definitions applicable to that Division),

except that:

(a) clauses 203, 205, 206 and 207 and subclause 208(2) do not

apply; and

(b) the reference in clause 204 to clause 205 and clause 206 does

not apply; and

(c) the example in subclause 208(1) is to be treated as stating:

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—superannuation product to which

Subdivision 4.2B of Division 4 of Part 7.9 applies Schedule 10D

Clause 8

Corporations Regulations 2001 197

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

“(for example, by using an asterisk with a footnote stating

‘The amount of this fee can be negotiated’)”.

(5) Section 6 must set out the information about fee changes set out in

paragraph 209(k) of Schedule 10.

(6) Section 6 must:

(a) state that the information in the template can be used to

compare costs between different superannuation products;

and

(b) state concisely, and in general terms, that fees and costs can

be paid directly from the person’s account or deducted from

investment returns.

(6A) Section 6 must:

(a) apply, adopt or incorporate the definitions in relation to fees

mentioned in section 29V of the SIS Act; and

(b) include the address of a link to the definitions maintained on

a website.

(7) Section 6 must give a worked example for each MySuper product

or investment option described in section 5.

(7A) The example given must be in accordance with Divisions 5 and 6

of Schedule 10 (including the definitions applicable to those

Divisions).

(8) Section 6:

(a) must refer to the calculator provided by ASIC on its FIDO

website or a similar website operated by or on behalf of

ASIC; and

(b) may also refer to the calculator (if any) provided by the

superannuation trustee on its website; and

(c) must state that each calculator referred to can be used to

calculate the effect of fees and costs on account balances.

(9) If additional fees may be payable to a financial advisor, section 6

must:

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 9

198 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) state, in the form of a warning, that additional fees may be

paid to a financial advisor if a financial advisor is consulted;

and

(b) refer to the Statement of Advice in which details of the fees

are set out; and

(c) if applicable:

(i) state that fees may be paid to the employer entity’s

financial adviser; and

(ii) explain how the fees are determined.

(10) The superannuation trustee:

(a) must provide the fees and costs of each of the MySuper

products and investment options in accordance with

Schedule 10, and may do so by applying, adopting or

incorporating a matter in writing; and

(b) may provide more detailed information about fees and costs

by applying, adopting or incorporating a matter in writing.

9 Contents of section 7 (How super is taxed)

(1) Section 7 of the Product Disclosure Statement must describe, in the

form of a summary, the significant tax information relating to

superannuation products, including:

(a) how tax amounts due are paid; and

(b) the main taxes that are payable in relation to contributions (if

contributions are permitted), fund earnings and withdrawals.

(2) Section 7 must:

(a) state, in the form of a warning, that the person should provide

the person’s tax file number as part of acquiring the

superannuation product; and

(b) explain, in the form of a summary, the consequences if the

person does not provide the person’s tax file number; and

(c) if contributions are permitted—set out a warning that there

will be taxation consequences if the contribution caps

applicable to superannuation are exceeded.

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—superannuation product to which

Subdivision 4.2B of Division 4 of Part 7.9 applies Schedule 10D

Clause 10

Corporations Regulations 2001 199

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) The superannuation trustee may provide additional information

about taxation matters relating to superannuation products by

applying, adopting or incorporating a matter in writing.

10 Contents of section 8 (Insurance in your super)

(1) If the superannuation product does not offer insurance cover, the

Product Disclosure Statement is not required to include any of the

information in this clause.

(2) If the superannuation product offers insurance cover, section 8

must:

(a) describe, in the form of a summary, the main types of

insurance cover that a person can acquire; and

(b) describe, in the form of a summary, how to apply for

insurance cover; and

(c) include a statement to the effect that there are costs

associated with insurance cover; and

(d) describe, in the form of a summary, who is responsible for

paying the insurance costs and how they are calculated.

(3) If the superannuation product offers insurance cover by default,

section 8 must:

(a) describe, in the form of a summary, the level and type of

cover; and

(b) state:

(i) the actual cost of the cover in dollars, or the range of

costs that would be payable depending on a person’s

circumstances; and

(ii) who is responsible for paying the costs; and

(c) state whether a person can:

(i) decline to acquire the cover; or

(ii) cancel the cover; and

(d) state how a person can decline to acquire the cover or cancel

the cover; and

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 10

200 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(e) state whether a person can change the person’s insurance

cover; and

(f) state how a person can change the person’s insurance cover;

and

(g) state, in the form of a warning, that, unless a person declines

to acquire the default insurance cover or cancels it, the cost

of the cover will be deducted from the person’s account or

from the person’s contributions (as applicable); and

(h) include information about eligibility for, and the cancellation

of, the insurance cover; and

(i) include information about any conditions and exclusions that

are applicable to the insurance cover.

(4) If the superannuation product does not offer insurance cover by

default but offers insurance cover as an option, section 8 must

include the following information:

(a) the level and type of insurance cover available;

(b) the actual cost of the cover in dollars, or the range of costs

that would be payable depending on a person’s

circumstances;

(c) eligibility for, and the cancellation of, the insurance cover;

(d) any conditions and exclusions that are applicable to the

insurance cover;

(e) any other significant matter in relation to insurance cover.

Examples for paragraph (e):

1 Information about how a person can apply for the insurance cover.

2 Information about how a person can subsequently change or cancel

the insurance cover.

(5) The superannuation trustee:

(a) may provide the information in paragraphs (3)(h) and (i) and

subclause (4); and

(b) may provide additional information about insurance cover;

by applying, adopting or incorporating a matter in writing.

(6) If information about:

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—superannuation product to which

Subdivision 4.2B of Division 4 of Part 7.9 applies Schedule 10D

Clause 11

Corporations Regulations 2001 201

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) eligibility for, or the cancellation of, the insurance cover; or

(b) any conditions and exclusions that are applicable to the

insurance cover;

is provided for in accordance with subclause (5), section 8 must

include a warning to the effect that the matter may affect a person’s

entitlement to insurance cover and that the information should be

read before deciding whether the insurance is appropriate.

(7) If information about:

(a) the level and type of optional insurance cover available; or

(b) the actual cost of the optional insurance cover in dollars, or

the range of costs that would be payable depending on a

person’s circumstances; or

(c) any other significant matter in relation to insurance cover;

is provided for in accordance with subclause (5), section 8 must

include a warning to the effect that the information should be read

before deciding whether the insurance is appropriate.

11 Contents of section 9 (How to open an account)

(1) Section 9 of the Product Disclosure Statement must, if applicable:

(a) describe, in the form of a summary, how to open an account

with the superannuation provider; and

(b) explain the cooling-off period that applies to the

superannuation product; and

(c) explain how to make a complaint (by means that include the

provision of relevant contact details).

Note: The effect of subclause 10(1) is that the Product Disclosure Statement

is not required to include section 8 (as set out in clause 10) if the

superannuation product does not offer insurance cover. In that case,

subclause 2(2) allows the Statement to present the information in this

clause as “section 8” or “section 9”.

(2) The superannuation trustee:

(a) may provide more detailed information about cooling-off

periods, complaints and dispute resolution; and

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Form and content of Product Disclosure Statement—superannuation

product to which Subdivision 4.2B of Division 4 of Part 7.9 applies

Clause 11

202 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) may provide that information by applying, adopting or

incorporating a matter in writing.

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—simple managed investment

scheme Schedule 10E

Clause 1

Corporations Regulations 2001 203

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 10E—Form and content of Product

Disclosure Statement—simple

managed investment scheme (regulation 7.9.11W)

1 Length and font size for Product Disclosure Statement for simple

managed investment scheme

(1) The length of a Product Disclosure Statement for a simple

managed investment scheme to which Subdivision 4.2C of

Division 4 of Part 7.9 applies (not including any matter in writing

that is applied, adopted or incorporated by the Statement) must not

exceed:

(a) if it is printed on A4 pages—8 pages; or

(b) if it is printed on A5 pages—16 pages; or

(c) if it is printed on DL pages—24 pages; or

(d) otherwise—if it is formatted to be printed on A4 pages, 8 A4

pages.

(2) The minimum font size for text in the Statement is:

(a) for the name, address, ABN (if applicable), ACN (if

applicable), ARSN and AFSL (if applicable) of the person

giving the Statement—8 points; and

(b) for all other text—9 points.

Note 1: The Product Disclosure Statement must be worded and presented in a

clear, concise and effective manner—see subsection 1013C(3) of the

Act.

Note 2: A person required to a give a Product Disclosure Statement to a

vision-impaired person must comply with its obligations under the

Disability Discrimination Act 1992.

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Schedule 10E Form and content of Product Disclosure Statement—simple managed

investment scheme

Clause 2

204 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

2 Minimum content of Product Disclosure Statement for simple

managed investment scheme

(1) The Product Disclosure Statement must include sections which

must be numbered and titled as follows:

1. About [name of responsible entity]

2. How [name of simple managed investment scheme] works

3. Benefits of investing in [name of simple managed investment

scheme]

4. Risks of managed investment schemes

5. How we invest your money

6. Fees and costs

7. How managed investment schemes are taxed

8. How to apply.

(2) The Statement must include:

(a) a table of contents that sets out the titles mentioned in

subclause (1); and

(b) the telephone number of the responsible entity for the simple

managed investment scheme to enable a person who invests

in the simple managed investment scheme to request a copy

of the following under regulation 7.9.11Z:

(i) a copy of the Statement; and

(ii) a copy of a matter in writing that is applied, adopted or

incorporated by the Statement.

(3) The Statement must:

(a) advise a person reading the Statement that:

(i) it is a summary of significant information and contains a

number of references to important information (each of

which forms part of the Statement); and

(ii) persons should consider that information before making

a decision about the simple managed investment

scheme; and

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Form and content of Product Disclosure Statement—simple managed investment

scheme Schedule 10E

Clause 3

Corporations Regulations 2001 205

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) the information provided in the Statement is general

information only and does not take account of the

person’s personal financial situation or needs; and

(iv) the person should obtain financial advice tailored to the

person’s personal circumstances; and

(b) display the advice:

(i) at or near the beginning of the document; and

(ii) in a prominent position and style.

(4) The Statement:

(a) may include additional sections after sections 1 to 8; and

(b) may include other information;

to an extent that does not have the effect of contravening

subclause 1(1).

(5) The Product Disclosure Statement does not need to indicate that a

particular requirement is not applicable to the simple managed

investment scheme.

Note: The Act, as modified in accordance with Subdivision 4.2C of

Division 4 of Part 7.9, requires information to be included in the

Product Disclosure Statement only to the extent to which the

requirement is applicable to the simple managed investment scheme.

3 Contents of section 1 (About [name of responsible entity])

(1) Section 1 of the Product Disclosure Statement must describe, in the

form of a summary:

(a) the responsible entity and its role in operating the simple

managed investment scheme; and

(b) the investment manager, if the investment manager is

different from the responsible entity.

(2) If there is more than 1 investment manager, the Statement may

describe a particular manager by applying, adopting or

incorporating a matter in writing.

Federal Register of Legislative Instruments F2015C00303

Schedule 10E Form and content of Product Disclosure Statement—simple managed

investment scheme

Clause 4

206 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

4 Contents of section 2 (How [name of simple managed investment

scheme] works)

(1) Section 2 of the Product Disclosure Statement must describe, in the

form of a summary:

(a) how the simple managed investment works; and

(b) the interests that members acquire.

(2) Section 2 must:

(a) if applicable—describe, in the form of a summary, the

minimum investment amounts; and

(b) provide information about the structure of the simple

managed investment scheme; and

(c) state, in general terms, that the price of interests will vary as

the market value of assets in the simple managed investment

scheme rises or falls; and

(d) describe, in the form of a summary, how members can

increase or decrease their investment by acquiring interests or

disposing of interests; and

(e) state, in general terms, that in some circumstances, such as

when there is a freeze on withdrawals, members may not be

able to withdraw their funds within the usual period upon

request; and

(f) describe the frequency of distributions and explain how

distributions are calculated.

(3) The responsible entity:

(a) may provide more detailed information on the acquisition

and disposal of interests; and

(b) may provide the information by applying, adopting or

incorporating a matter in writing.

5 Contents of section 3 (Benefits of investing in [name of simple

managed investment scheme])

(1) Section 3 of the Product Disclosure Statement must, before setting

out any other information, describe, in the form of a summary:

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Form and content of Product Disclosure Statement—simple managed investment

scheme Schedule 10E

Clause 6

Corporations Regulations 2001 207

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(a) the significant features of the simple managed investment

scheme; and

(b) the significant benefits of the simple managed investment

scheme.

(2) The responsible entity may provide additional information about:

(a) any feature or benefit of the simple managed investment

scheme; or

(b) other features and benefits of the simple managed investment

scheme; or

(c) other features and benefits of simple managed investment

schemes;

by applying, adopting or incorporating a matter in writing.

6 Contents of section 4 (Risks of managed investment schemes)

(1) Section 4 of the Product Disclosure Statement must include

statements to the following effect:

(a) all investments carry risk;

(b) different strategies may carry different levels of risk,

depending on the assets that make up the strategy;

(c) assets with the highest long-term returns may also carry the

highest level of short-term risk.

(2) Section 4 must describe, in the form of a summary, the significant

risks of the particular simple managed investment scheme.

(3) Section 4 must describe the significant risks of managed

investment schemes (to the extent only that the description

required by subitem (2) has not already described the risk) by

including statements to the following effect:

(a) the value of investments will vary;

(b) the level of returns will vary, and future returns may differ

from past returns;

(c) returns are not guaranteed, and members may lose some of

their money;

Federal Register of Legislative Instruments F2015C00303

Schedule 10E Form and content of Product Disclosure Statement—simple managed

investment scheme

Clause 7

208 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) laws affecting registered managed investment schemes may

change in the future;

(e) the level of risk for each person will vary depending on a

range of factors, including:

(i) age; and

(ii) investment time frames; and

(iii) where other parts of the member’s wealth are invested;

and

(iv) the member’s risk tolerance.

(4) The responsible entity may provide additional information about

significant risks of managed investment schemes by applying,

adopting or incorporating a matter in writing.

7 Contents of section 5 (How we invest your money)

(1) Section 5 of the Product Disclosure Statement must describe, in the

form of a summary, the investment options offered by the simple

managed investment scheme.

(2) Section 5 must state, in the form of a warning, that the person

should consider:

(a) the likely investment return; and

(b) the risk; and

(c) the person’s investment timeframe;

when choosing an option in which to invest.

New simple managed investment scheme

(3) If the simple managed investment scheme has never previously

been offered to investors, and does not offer any investment option

mentioned in subclauses (4) and (5) about which section 5 can give

information, section 5 must give the following information for the

investment option that the responsible entity reasonably believes

has the least volatile underlying assets (whether or not section 5

gives that information for any other investment option):

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Form and content of Product Disclosure Statement—simple managed investment

scheme Schedule 10E

Clause 7

Corporations Regulations 2001 209

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(a) the name of the option and a short description of it, including

the type of investors for whom it is intended to be suitable;

(b) a list of the asset classes in which the option invests, setting

out the strategic asset allocation of the asset classes in the

form of a range or otherwise;

(c) a description of the investment return objective of the option;

(d) the minimum suggested time frame for holding the

investment;

(e) a description, in the form of a summary, of the risk level of

the option.

Balanced investment option

(4) If the simple managed investment scheme has a balanced

investment option (within the meaning given by item 101 of

Schedule 10), section 5 must give the following information for the

balanced investment option (whether or not section 5 gives that

information for any other investment option):

(a) the name of the option and a short description of it, including

the type of investors for whom it is intended to be suitable;

(b) a list of the asset classes in which the option invests, setting

out the strategic asset allocation of the asset classes in the

form of a range or otherwise;

(c) a description of the investment return objective of the option;

(d) the minimum suggested time frame for holding the

investment;

(e) a description, in the form of a summary, of the risk level of

the option.

No balanced investment option

(5) If the simple managed investment scheme does not have a balanced

investment option (within the meaning given by item 101 of

Schedule 10), section 5 must give the following information for the

investment option under which the entity has the most funds

invested (whether or not section 5 gives that information for any

other investment option):

Federal Register of Legislative Instruments F2015C00303

Schedule 10E Form and content of Product Disclosure Statement—simple managed

investment scheme

Clause 7

210 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the name of the option and a short description of it, including

the type of investors for whom it is intended to be suitable;

(b) a list of the asset classes in which the option invests, setting

out the strategic asset allocation of the asset classes in the

form of a range or otherwise;

(c) a description of the investment return objective of the option;

(d) the minimum suggested time frame for holding the

investment;

(e) a description, in the form of a summary, of the risk level of

the option.

(6) Section 5:

(a) must make provision for each investment option which is not

presented in section 5 in accordance with subclause (3), (4)

or (5); and

(b) may make provision for the option by applying, adopting or

incorporating matter in a document that:

(i) includes the information mentioned in subclause (3), (4)

or (5); and

(ii) presents it in the way mentioned in the subclause.

(7) The responsible entity:

(a) must provide information about how a member may switch

the member’s investments; and

(b) must provide information about:

(i) whether the simple managed investment scheme’s

investment options may be changed; and

(ii) if so, how the options may be changed; and

(c) must describe, in the form of a summary, the extent to which

labour standards or environmental, social or ethical

considerations are taken into account in the selection,

retention or realisation of investments relating to the simple

managed investment scheme; and

(d) may provide the information in paragraphs (a) to (c), and any

additional information about investment options, by

applying, adopting or incorporating a matter in writing.

Federal Register of Legislative Instruments F2015C00303

Form and content of Product Disclosure Statement—simple managed investment

scheme Schedule 10E

Clause 8

Corporations Regulations 2001 211

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

8 Contents of section 6 (Fees and costs)

(1) For each investment option of the simple managed investment

scheme that is presented in section 5 in detail in accordance with

subclause 7(3), section 6 of the Product Disclosure Statement must

state:

(a) the cost of acquiring the option; and

(b) the fees and costs that are charged in relation to the option.

Note: The statement will be made using the template set out in

subclause (3).

(2) Before setting out any other substantive material, section 6 must:

(a) set out the Consumer Advisory Warning in clause 221 of

Schedule 10; and

(b) give a concise example in the form set out in the Consumer

Advisory Warning in clause 221 of Schedule 10.

(3) Section 6 must set out the fees and costs for each investment option

that is presented in section 5 in detail in accordance with

subclause 7(3), using the following template:

TYPE OF FEE OR COST AMOUNT

Fees when your money moves in or out of the fund

Establishment fee

Contribution fee

Withdrawal fee

Termination fee

Management costs

The fees and costs for managing your investment [If there are other service fees, such as advisor service fees or special request

fees, include a cross reference to the document that contains the information

mentioned in paragraph (10)(a).].

Federal Register of Legislative Instruments F2015C00303

Schedule 10E Form and content of Product Disclosure Statement—simple managed

investment scheme

Clause 8

212 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) The template is to be completed in accordance with Division 3 of

Schedule 10 (including definitions applicable to that Division),

except that:

(a) clauses 203, 205, 206 and 207 and subclause 208(2) do not

apply; and

(b) the reference in clause 204 to clause 205 and clause 206 does

not apply; and

(c) the example in subclause 208(1) is to be treated as stating:

“(for example, by using an asterisk with a footnote stating

‘The amount of this fee can be negotiated’)”.

(5) Section 6 must set out the information about fee changes set out in

paragraph 209(k) of Schedule 10.

(6) Section 6 must:

(a) state that the information in the template can be used to

compare costs between different simple managed investment

schemes; and

(b) state concisely, and in general terms, that fees and costs can

be paid directly from the person’s account or deducted from

investment returns.

(7) Section 6 must give a worked example as follows:

(a) if the simple managed investment scheme does not have a

balanced investment option (within the meaning given by

item 101 of Schedule 10), section 6 must give a worked

example for the default investment option;

(b) if the simple managed investment scheme does not have a

default option, and does not have a balanced investment

option, section 6 must give a worked example for the

investment option under which the entity has the most funds

invested;

in accordance with Divisions 5 and 6 of Schedule 10 (including

definitions applicable to those Divisions), except that clauses 211

and 220 do not apply.

(8) Section 6:

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Form and content of Product Disclosure Statement—simple managed investment

scheme Schedule 10E

Clause 9

Corporations Regulations 2001 213

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(a) must refer to the calculator provided by ASIC on its FIDO

website or a similar website operated by or on behalf of

ASIC; and

(b) may also refer to the calculator (if any) provided by the

responsible entity on its website; and

(c) must state that each calculator referred to can be used to

calculate the effect of fees and costs on account balances.

(9) If additional fees may be payable to a financial advisor, section 6

must:

(a) state, in the form of a warning, that additional fees may be

paid to a financial advisor if a financial advisor is consulted;

and

(b) refer to the Statement of Advice in which details of the fees

are set out.

(10) The responsible entity:

(a) must provide the fees and costs of each of the investment

options in accordance with Schedule 10, and may do so by

applying, adopting or incorporating a matter in writing; and

(b) may provide more detailed information about fees and costs

by applying, adopting or incorporating a matter in writing.

9 Contents of section 7 (How managed investment schemes are

taxed)

(1) Section 7 of the Product Disclosure Statement must state, in the

form of a warning, that:

(a) investing in a registered managed investment scheme is

likely to have tax consequences; and

(b) persons are strongly advised to seek professional tax advice.

(2) Section 7 must also include statements to the following effect:

(a) registered managed investment schemes do not pay tax on

behalf of members;

Federal Register of Legislative Instruments F2015C00303

Schedule 10E Form and content of Product Disclosure Statement—simple managed

investment scheme

Clause 10

214 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) members are assessed for tax on any income and capital

gains generated by the registered managed investment

scheme.

(3) The responsible entity may provide additional information about:

(a) taxation matters relating to the registered managed

investment scheme; or

(b) taxation matters relating to registered managed investment

schemes;

by applying, adopting or incorporating a matter in writing.

10 Contents of section 8 (How to apply)

(1) Section 8 of the Product Disclosure Statement must:

(a) describe, in the form of a summary, how to invest in the

simple managed investment scheme; and

(b) explain the cooling-off period that applies to the simple

managed investment scheme; and

(c) explain how to make a complaint (by means that include the

provision of relevant contact details).

(2) The responsible entity:

(a) may provide more detailed information about cooling-off

periods, complaints and dispute resolution; and

(b) may provide that information by applying, adopting or

incorporating a matter in writing.

Federal Register of Legislative Instruments F2015C00303

Persons who are not covered by section 1433 of the Act Schedule 10D

Corporations Regulations 2001 215

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 10D—Persons who are not covered

by section 1433 of the Act (regulation 10.2.36)

Item Person Period

1 A person who is or has been an insolvent under

administration

5 years after the start of the

administration

2 A body corporate that has been an

externally-administered body corporate

5 years after the start of the

administration

3 A person who has been convicted of fraud 10 years after the conviction

4 A person to whom the following circumstances

apply:

(a) the person is the subject of legal proceedings

for criminal fraud;

(b) the proceedings could, because of the

content or nature of the relevant originating

process, result in a judgment being made

that would cause a person to be someone to

whom item 3 applies;

(c) the court has not delivered a judgment in

relation to the issue of the fraud

5 A person to whom the following circumstances

apply:

(a) the person has been found liable by a court

for a contravention of a law relating to

financial services activities;

(b) the proceedings were brought by a regulator;

(c) the proceedings related to conduct that

occurred in the course of the person’s

engaging in financial services activities, and

was related to that person’s activities

10 years after the conduct

first occurred

6 A person to whom the following circumstances

apply:

(a) the person is the subject of legal proceedings

for a contravention of a law relating to

financial services activities;

(b) the proceedings were brought by a regulator;

Federal Register of Legislative Instruments F2015C00303

Schedule 10D Persons who are not covered by section 1433 of the Act

216 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Person Period

(c) the proceedings relate to conduct that

occurred in the course of the person’s

engaging in financial services activities, and

was related to that person’s activities;

(d) the court has not delivered a judgment in

relation to the contravention

7 A person who has had:

(a) an authorisation; or

(b) a registration; or

(c) a licence; or

(d) the ability to engage in financial services

activities;

cancelled, suspended or revoked by, or as a

direct result of the actions of, a regulator

5 years after the

cancellation, suspension or

revocation

8 A person who is a responsible officer of a

person mentioned in item 1

8A A person who is a subsidiary of a body

corporate mentioned in item 2

8B A person (person 1) who is related body

corporate of a body corporate that is mentioned

in item 2 (person 2), if person 2 has previously

held a licence, registration or authorisation

granted by a regulator mentioned in

paragraphs (a) to (d) of the definition of

regulator in regulation 10.2.35

9 A person an associate of whom is a person

mentioned in any of items 3 to 7

10 A person who is deemed to be a registered

insurance broker under subsection 24(2) of the

Insurance (Agents and Brokers) Act 1984

This item applies to the person only to the

extent that the person operates insurance

broking activities that are described in that Act

Federal Register of Legislative Instruments F2015C00303

ASIC transitional standards Schedule 12

Corporations Regulations 2001 217

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Schedule 12—ASIC transitional standards (regulation 12.7.01)

1. The following provisions of Book 3 of the Prudential Notes and

Prudential Standards issued by AFIC under Part 4 of the AFIC

Code of a State or Territory, as in force immediately before the

transfer date:

(a) the modification of the accounting standard known as

Accounting Standard AASB 1032 (published in the Gazette

on 12 December 1996) by Prudential Standard 3.3.1, except

the definition of deposits added to the accounting standard by

the Prudential Standard;

(b) Prudential Standard 3.5.4;

(c) Prudential Standard 3.5.5;

(d) Prudential Standard 3.7.1;

(e) Prudential Standard 3.7.4;

(f) Prudential Standard 3.7.5.

2. The following provisions of Book 4 of the Prudential Notes and

Prudential Standards issued by AFIC under Part 4 of the AFIC

Code of a State or Territory, as in force immediately before the

transfer date:

(a) the modification of the accounting standard known

Accounting Standard AASB 1032 (published in the Gazette

on 12 December 1996) by Prudential Standard 4.3.1, except

the definition of deposits added to the accounting standard by

the Prudential Standard;

(b) Prudential Standard 4.7.1;

(c) Prudential Standard 4.7.4;

(d) Prudential Standard 4.7.5.

3. The following provisions of Book 5 of the Prudential Notes and

Prudential Standards issued by AFIC under Part 4 of the AFIC

Code of a State or Territory, as in force immediately before the

transfer date:

(a) Prudential Standard 5.5.1;

(b) Prudential Standard 5.5.3;

Federal Register of Legislative Instruments F2015C00303

Schedule 12 ASIC transitional standards

218 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) Prudential Standard 5.5.4.

4. The following provisions of Book 6 of the Prudential Notes and

Prudential Standards issued by AFIC under Part 4 of the AFIC

Code of a State or Territory, as in force immediately before the

transfer date:

(a) Prudential Standard 6.7.2;

(b) Prudential Standard 6.7.4;

(c) Prudential Standard 6.7.5;

(d) Prudential Standard 6.8.3.

Federal Register of Legislative Instruments F2015C00303

 Corporations Regulations 2001

Prepared by the Office of Parliamentary Counsel, Canberra

Corporations Regulations 2001

Statutory Rules No. 193, 2001

made under the

Corporations Act 2001

Compilation No. 113

Compilation date: 31 March 2015

Includes amendments up to: SLI No. 39, 2015

Registered: 9 April 2015

This compilation is in 7 volumes

Volume 1: regulations 1.0.01–6D.5.02

Volume 2: regulations 7.1.02–7.6.08E

Volume 3: regulations 7.7.01–8.4.02

Volume 4: regulations 9.1.01–12.9.03

Volume 5: Schedules 1, 2 and 2A

Volume 6: Schedules 3–12

Volume 7: Endnotes

Each volume has its own contents

Federal Register of Legislative Instruments F2015C00303

About this compilation

This compilation

This is a compilation of the Corporations Regulations 2001 that shows the text

of the law as amended and in force on 31 March 2015 (the compilation date).

This compilation was prepared on 31 March 2015.

The notes at the end of this compilation (the endnotes) include information

about amending laws and the amendment history of provisions of the compiled

law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the

compiled law. Any uncommenced amendments affecting the law are accessible

on ComLaw (www.comlaw.gov.au). The details of amendments made up to, but

not commenced at, the compilation date are underlined in the endnotes. For

more information on any uncommenced amendments, see the series page on

ComLaw for the compiled law.

Application, saving and transitional provisions for provisions and

amendments

If the operation of a provision or amendment of the compiled law is affected by

an application, saving or transitional provision that is not included in this

compilation, details are included in the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as

modified but the modification does not amend the text of the law. Accordingly,

this compilation does not show the text of the compiled law as modified. For

more information on any modifications, see the series page on ComLaw for the

compiled law.

Self-repealing provisions

If a provision of the compiled law has been repealed in accordance with a

provision of the law, details are included in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 i

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Contents

Endnotes 1

Endnote 1—About the endnotes 1

Endnote 2—Abbreviation key 2

Endnote 3—Legislation history 3

Endnote 4—Amendment history 15

Endnote 5—Misdescribed amendments 89

Corporations Amendment Regulations 2005 (No. 5) (No. 324, 2005) ...........89

Corporations Amendment Regulations 2010 (No. 9) (No. 301, 2010) .........101

Endnote 6—Miscellaneous 102

Federal Register of Legislative Instruments F2015C00303

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 1—About the endnotes

Corporations Regulations 2001 1

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Endnotes

Endnote 1—About the endnotes

The endnotes provide information about this compilation and the compiled law.

The following endnotes are included in every compilation:

Endnote 1—About the endnotes

Endnote 2—Abbreviation key

Endnote 3—Legislation history

Endnote 4—Amendment history

Endnotes about misdescribed amendments and other matters are included in a

compilation only as necessary.

Abbreviation key—Endnote 2

The abbreviation key sets out abbreviations that may be used in the endnotes.

Legislation history and amendment history—Endnotes 3 and 4

Amending laws are annotated in the legislation history and amendment history.

The legislation history in endnote 3 provides information about each law that

has amended (or will amend) the compiled law. The information includes

commencement details for amending laws and details of any application, saving

or transitional provisions that are not included in this compilation.

The amendment history in endnote 4 provides information about amendments at

the provision (generally section or equivalent) level. It also includes information

about any provision of the compiled law that has been repealed in accordance

with a provision of the law.

Misdescribed amendments

A misdescribed amendment is an amendment that does not accurately describe

the amendment to be made. If, despite the misdescription, the amendment can

be given effect as intended, the amendment is incorporated into the compiled

law and the abbreviation “(md)” added to the details of the amendment included

in the amendment history.

If a misdescribed amendment cannot be given effect as intended, the

amendment is set out in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 2—Abbreviation key

2 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Endnote 2—Abbreviation key

A = Act orig = original

ad = added or inserted par = paragraph(s)/subparagraph(s)

am = amended /sub-subparagraph(s)

amdt = amendment pres = present

c = clause(s) prev = previous

C[x] = Compilation No. x (prev…) = previously

Ch = Chapter(s) Pt = Part(s)

def = definition(s) r = regulation(s)/rule(s)

Dict = Dictionary Reg = Regulation/Regulations

disallowed = disallowed by Parliament reloc = relocated

Div = Division(s) renum = renumbered

exp = expires/expired or ceases/ceased to have rep = repealed

effect rs = repealed and substituted

F = Federal Register of Legislative Instruments s = section(s)/subsection(s)

gaz = gazette Sch = Schedule(s)

LI = Legislative Instrument Sdiv = Subdivision(s)

LIA = Legislative Instruments Act 2003 SLI = Select Legislative Instrument

(md) = misdescribed amendment SR = Statutory Rules

mod = modified/modification Sub-Ch = Sub-Chapter(s)

No. = Number(s) SubPt = Subpart(s)

o = order(s) underlining = whole or part not

Ord = Ordinance commenced or to be commenced

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

Corporations Regulations 2001 3

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Endnote 3—Legislation history

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

193, 2001 13 July 2001 15 July 2001 (r 10.01A and

gaz 2001, No S285)

208, 2001 2 Aug 2001 15 July 2001 —

318, 2001 15 Oct 2001 15 Oct 2001 —

319, 2001 15 Oct 2001 11 Mar 2002 (r 2)

Note: r 7.9.10 and 7.9.11

of Sch 1 (item 15) were

partially disallowed by the

Senate on 16 Sept 2002

15, 2002 21 Feb 2002 21 Feb 2002 —

16, 2002 21 Feb 2002 r 1–3 and Sch 1: 12:01 am

(A.C.T.) 11 Mar 2002

(r 2(1))

Remainder: 28 Dec 2002

(r 2(2))

Note: r 7.9.10, 7.9.11(1),

7.9.11(1)(a), 7.9.11(1)(b)

and 7.9.11(2) of Sch 1

(items 78–82) were

partially disallowed by the

Senate on 16 Sept 2002

41, 2002 7 Mar 2002 r 1–3 and Sch 1: 12:02 am

(A.C.T.) 11 Mar 2002

(r 2(1))

Remainder: 12:01 am

(A.C.T.) 28 Dec 2002

(r 2(2))

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

4 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

53, 2002 22 Mar 2002 r 1–3 and Sch 1: 12:01 am

(A.C.T.) 11 Mar 2002 (r

2(a))

Remainder: 12:03 am

(A.C.T.) 11 Mar 2002

(r 2(b))

126, 2002 14 June 2002 r 1–3 and Sch 1: 12:02 am

11 Mar 2002 (r 2(a))

Sch 2: 12:03 am 11 Mar

2002 (r 2(b))

Remainder: 14 June 2002

(r 2(c))

145, 2002 27 June 2002 r 1–3 and Sch 1: 27 June

2002

Remainder: 1 July 2002

182, 2002 1 Aug 2002 1 Aug 2002 —

265, 2002 6 Nov 2002 6 Nov 2002 —

282, 2002 28 Nov 2002 1 Dec 2002 —

31, 2003 11 Mar 2003 11 Mar 2003 —

48, 2003 8 Apr 2003 8 Apr 2003 —

85, 2003 8 May 2003 8 May 2003 —

126, 2003 19 June 2003 19 June 2003 —

127, 2003 19 June 2003 1 July 2003 —

194, 2003 31 July 2003 1 Aug 2003 —

202, 2003 6 Aug 2003 r 1–3 and Sch 1: 6 Aug

2003

Remainder: 11 Mar 2004

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

Corporations Regulations 2001 5

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

282, 2003 13 Nov 2003 r 1–3 and Sch 1: 13 Nov

2003 (r 2(a))

Sch 2: 11 Mar 2004

(r 2(b))

Remainder: 1 July 2004

(r 2(c))

Note: Sch 3 (items 1–4, 6,

8, 9) were partially

disallowed by the Senate

on 24 Mar 2004; rescinded

13 May 2004

r 4

367, 2003 23 Dec 2003 23 Dec 2003 —

368, 2003 23 Dec 2003 r 1–3 and Sch 1: 23 Dec

2003

Remainder: 11 Mar 2004

369, 2003 23 Dec 2003 r 1–3 and Sch 1: 23 Dec

2003

Remainder: 14 Jan 2004

(see r. 2)

10, 2004 20 Feb 2004 1 July 2004 —

25, 2004 26 Feb 2004 26 Feb 2004 —

26, 2004 26 Feb 2004 r 1–3 and Sch 1: 26 Feb

2004

Remainder: 11 Mar 2004

36, 2004 18 Mar 2004 18 Mar 2004 —

145, 2004 25 June 2004 r 1–3 and Sch 1: 1 July

2004

Remainder: 1 Oct 2004

r 4

149, 2004 25 June 2004 r 1–3 and Sch 1: 1 July

2004

Remainder: 1 Jan 2005

208, 2004 9 July 2004 9 July 2004 —

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

6 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

398, 2004 23 Dec 2004 23 Dec 2004 —

399, 2004 23 Dec 2004 r 1–3 and Sch 1: 23 Dec

2004

Remainder: 1 Jan 2005

31, 2005 10 Mar 2005

(F2005L00539)

r 1–3 and Schs 1 and 2:

11 Mar 2005

Remainder: 1 July 2005

38, 2005 24 Mar 2005

(F2005L00717)

31 Mar 2005 r 4

139, 2005 17 June 2005

(F2005L01453)

18 June 2005 —

160, 2005 8 July 2005

(F2005L01926)

9 July 2005 —

324, 2005 19 Dec 2005

(F2005L04022)

20 Dec 2005 (r 2) Sch 2 (item 5), Sch

5 (item 2) and Sch

10 (item 8)

41, 2006 16 Feb 2006

(F2006L00547)

17 Feb 2006 —

57, 2006 22 Mar 2006

(F2006L00802)

23 Mar 2006 —

102, 2006 10 May 2006

(F2006L01444)

11 May 2006 —

126, 2006 2 June 2006

(F2006L01617)

3 June 2006 —

362, 2006 14 Dec 2006

(F2006L03961)

15 Dec 2006 —

102, 2007 27 Apr 2007

(F2007L01122)

1 July 2007 —

193, 2007 29 June 2007

(F2007L01900)

30 June 2007 r 3

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

Corporations Regulations 2001 7

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

194, 2007 29 June 2007

(F2007L01904)

30 June 2007 —

195, 2007 29 June 2007

(F2007L01901)

1 July 2007 —

196, 2007 29 June 2007

(F2007L01903)

1 July 2007 —

197, 2007 29 June 2007

(F2007L01889)

1 July 2007 —

198, 3007 29 June 2007

(F2007L01899)

r 1–3 and Sch 1: 1 July

2007

Remainder: 1 Sept 2007

(r. 2(b))

199, 3007 29 June 2007

(F2007L01898)

1 Sept 2007 (r. 2) —

227, 3007 24 July 2007

(F2007L02255)

25 July 2007 —

259, 2007 24 Aug 2007

(F2007L02637)

25 Aug 2007 —

323, 2007 28 Sept 2007

(F2007L03801)

29 Sept 2007 —

324, 2007 28 Sept 2007

(F2007L03804)

r 1–3 and Sch 1: 29 Sept

2007

Schedule 2: 28 Dec 2007

(r. 2(b))

Remainder: 1 July 2008

(r. 2(c))

325, 2007 28 Sept 2007

(F2007L03851)

31 Dec 2007 (. 2) r 4

364, 2007 18 Dec 2007

(F2007L04728)

19 Dec 2007 —

93, 2008 3 June 2008

(F2008L01830)

4 June 2008 —

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

8 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

94, 2008 3 June 2008

(F2008L01827)

13 June 2008 (r 2) —

130, 2008 26 June 2008

(F2008L02184)

1 July 2008 —

158, 2008 18 July 2008

(F2008L02510)

19 July 2008 —

194, 2008 19 Sept 2008

(F2008L03458)

20 Sept 2008 —

12, 2009 6 Feb 2009

(F2009L00288)

7 Feb 2009 —

51, 2009 30 Mar 2009

(F2009L01178)

31 Mar 2009 —

52, 2009 30 Mar 2009

(F2009L01169)

1 July 2009 —

70, 2009 1 May 2009

(F2009L01627)

2 May 2009 —

103, 2009 5 June 2009

(F2009L02167)

6 June 2009 —

175, 2009 10 July 2009

(F2009L02719)

11 July 2009 —

198, 2009 3 Aug 2009

(F2009L02988)

4 Aug 2009 —

327, 2009 27 Nov 2009

(F2009L04316)

r 4 and Sch 2: 1 Apr 2010

(r 2(1)(b))

Remainder: 11 Dec 2009

(r 2(1)(a))

328, 2009 27 Nov 2009

(F2009L04307)

28 Nov 2009 (r 2) —

386, 2009 16 Dec 2009

(F2009L04494)

17 Dec 2009 (r 2) —

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

Corporations Regulations 2001 9

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

387, 2009 16 Dec 2009

(F2009L04516)

17 Dec 2009 (r 2) —

54, 2010 25 Mar 2010

(F2010L00737)

26 Mar 2010 (r 2) —

55, 2010 25 Mar 2010

(F2010L00738)

Sch 2: 12 Oct 2011 (r 2(b))

Remainder: 18 Apr 2010 (r

2(a))

88, 2010 6 May 2010

(F2010L01097)

r 7 and Sch 2: 1 July 2010

(r 2(b))

Remainder: 6 May 2010

(r 2(a))

r 4–7

as amended by

41, 2012 12 Apr 2012

(F2012L00836)

6 May 2010 (r 2) —

266, 2012 23 Nov 2012

(F2012L02245)

24 Nov 2012 (r 2) —

89, 2010 10 May 2010

(F2010L01198)

1 Jan 2011 (r 2) —

135, 2010 21 June 2010

(F2010L01585)

22 June 2010 (r 2) r 4

as amended by

274, 2011 9 Dec 2011

(F2011L02616)

10 Dec 2011 (r 2) —

184, 2010 30 June 2010

(F2010L01799)

28 June 2010 (r 2) —

210, 2010 12 July 2010

(F2010L01941)

1 Aug 2010 (r 2) —

272, 2010 27 Oct 2010

(F2010L02820)

28 Oct 2010 (r 2) —

301, 2010 25 Nov 2010

(F2010L03094)

26 Nov 2010 (r 2) —

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

10 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

332, 2010 10 Dec 2010

(F2010L03186)

13 Dec 2010 (r 2 and

F2010L03188)

66, 2011 13 May 2011

(F2011L00753)

26 May 2011 (r 2) r 4

128, 2011 30 June 2011

(F2011L01368)

1 July 2011 (r 2) —

142, 2011 1 Aug 2011

(F2011L01577)

2 Aug 2011 (r 2) —

193, 2011 21 Oct 2011

(F2011L02103)

Sch 1: 31 Oct 2011 (r 2) —

272, 2011 9 Dec 2011

(F2011L02621)

10 Dec 2011 (r 2) r 4

274, 2011 9 Dec 2011

(F2011L02616)

Sch 2: 10 Dec 2011 (r 2) —

42, 2012 11 Apr 2012

(F2012L00826)

12 Apr 2012 (s 2) —

43, 2012 11 Apr 2012

(F2012L00829)

Sch 2: 12 Apr 2012

Remainder: 13 Apr 2011

(s 2(a))

46, 2012 11 Apr 2012

(F2012L00831)

12 Apr 2012 (s 2) —

114, 2012 20 June 2012

(F2012L01272)

Sch 1: 1 July 2012 (s 2(b)

and F2012L01239)

170, 2012 12 July 2012

(F2012L01545)

13 July 2012 (s 2) —

171, 2012 13 July 2012

(F2012L01548)

25 July 2012 (s 2) —

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

Corporations Regulations 2001 11

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

172, 2012 13 July 2012

(F2012L01549)

12 July 2013 (s 2)

as amended by

308, 2012 11 Dec 2012

(F2012L02414)

12 Dec 2012 (s 2) —

233, 2012 28 Sept

(F2012L01981)

29 Sept 2012 (s 2) —

234, 2012 2 Oct 2012

(F2012L01989)

3 Oct 2012 (s 2) —

247, 2012 30 Oct 2012

(F2012L02102)

1 Nov 2012 (s 2) —

267, 2012 23 Nov 2012

(F2012L02235)

24 Nov 2012 (s 2) —

268, 2012 26 Nov 2012

(F2012L02261)

Sch 2: 1 July 2013 (s 2(b))

Remainder: 27 Nov 2012

(s 2(a))

25, 2013 1 Mar 2013

(F2013L00385)

Sch 2: 1 Mar 2013 (s 2) —

26, 2013 21 Mar 2013

(F2013L00395)

Sch 1: 1 July 2013 (s 2(1)

item 2)

59, 2013 29 Apr 2013

(F2013L00696)

30 Apr 2013 (s 2) —

83, 2013 16 May 2013

(F2013L00780)

1 July 2013 (s 2) —

101, 2013 4 June 2013

(F2013L00905)

Sch 2: 1 July 2016 (s 2

item 3)

Sch 3: 1 July 2019 (s 2

item 4)

Remainder: 1 July 2013

(s 2 items 1, 2)

102, 2013 4 June 2013

(F2013L00906)

5 June 2013 (s 2) —

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

12 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

115, 2013 17 June 2013

(F2013L01013)

18 June 2013 (s 2) —

117, 2013 17 June 2013

(F2013L01010)

Sch 1 (items 3, 4): 18 June

2013 (s 2)

125, 2013 14 June 2013

(F2013L00993)

Sch 1 (item 1): 1 July 2013

(s 2)

150, 2013 29 June 2013

(F2013L01279)

30 June 2013 (s 2) —

151, 2013 28 June 2013

(F2013L01227)

1 July 2013 (s 2) —

152, 2013 28 June 2013

(F2013L01264)

Sch 1 (items 11–17): 1 July

2013 (s 2)

155, 2013 28 June 2013

(F2013L01246)

Sch 1 (items 1–86) and

Sch 2 (items 3, 4): 1 July

2013 (s 2 items 2, 6)

Sch 2 (items 1, 2): 1 July

2015 (s 2 item 5)

Sch 3: never commenced

(s 2 items 7, 8)

190, 2013 26 July 2013

(F2013L01436)

Sch 1: 27 July 2013 (s 2) —

191, 2013 26 July 2013

(F2013L01440)

Sch 1: 27 July 2013 (s 2) —

192, 2013 25 July 2013

(F2013L01431)

Sch 1 (item 6): 26 July

2013 (s 2)

202, 2013 6 Aug 2013

(F2013L01523)

Sch 2: 7 Aug 2013 (s 2) —

33, 2014 14 Mar 2014

(F2014L00261)

Sch 1 (item 2), Sch 2

(items 1–4) and Sch 3

(item 3): 15 Mar 2014 (s 2)

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

Corporations Regulations 2001 13

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

88, 2014 13 June 2014

(F2014L00711)

Sch 1, 2 and Sch 3

(items 5, 6): 14 June 2014

(s 2)

102, 2014 30 June 2014

(F2014L00891)

1 July 2014 (s 2)

Note: disallowed by the

Senate on 19 Nov 2014 at

19:39; rescinded 27 Nov

2014

134, 2014 8 Sept 2014

(F2014L01199)

never commenced (s 2) —

as repealed by

210, 2014 15 Dec 2014

(F2014L01704)

16 Dec 2014 (s 2) —

175, 2014 17 Nov 2014

(F2014L01526)

Sch 1: 1 Dec 2014 (s 2

item 2)

Sch 2: 1 Dec 2016 (s 2

item 3)

Remainder: 18 Nov 2014

(s 2 item 1)

185, 2014 1 Dec 2014

(F2014L01612)

Sch 1 (item 3): 1 Dec 2014

(s 2(1) item 2)

Sch 2: 2 Dec 2014 (s 2(1)

item 3)

208, 2014 15 Dec 2014

(F2014L01707)

16 Dec 2014 (s 2) —

209, 2014 16 Dec 2014

(F2014L01728)

19 Dec 2014 (s 2) —

3, 2015 16 Feb 2015

(F2015L00152)

17 Feb 2015 (s 2) —

24, 2015 12 Mar 2015

(F2015L00287)

13 Mar 2015 (s 2) —

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 3—Legislation history

14 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Number and year FRLI registration or

gazettal

Commencement Application,

saving and

transitional

provisions

39, 2015 30 Mar 2015

(F2015L00367)

Sch 3 (item 1): 31 Mar

2015: (s 2 item 4)

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 15

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Endnote 4—Amendment history

Provision affected How affected

Chapter 1

Part 1.0

r. 1.0.02..........................................rs 2001 No. 319

am 2002 No 16, 41 and 282; 2003 No 31, 127 and 368; 2004 No. 26 and

398; 2005 No 31 and 38; 2007 No. 102; 2008 No. 158; 2010 No. 135 and

210; 2012 No 42 and 267; No. 117 and 155, 2013; No 33, 2014; No 24,

2015

r. 1.0.02A.......................................ad. 2010 No. 332

rs. 2011 No. 193

r. 1.0.03..........................................am 2004 No. 399

r. 1.0.03A.......................................ad. 2004 No. 399

am. 2007 No. 195

r. 1.0.03B .......................................ad. 2004 No. 399

r. 1.0.03C .......................................ad. 2004 No. 399

r. 1.0.05..........................................am. 2001 No. 319; 2003 No. 194

r. 1.0.05A.......................................ad. 2001 No. 319

am. 2002 No. 16 and 41

r. 1.0.07..........................................am. 2001 No. 319

r. 1.0.18..........................................am. 2001 No. 319

r. 1.0.20..........................................am. 2009 No. 198

r. 1.0.22..........................................ad. 2001 No. 319

Part 1.2

Part 1.2...........................................rep. 2001 No. 319

ad. 2011 No. 128

Division 1

r. 1.2.01..........................................rep. 2001 No. 319

ad. 2011 No. 128

rr. 1.2.02–1.2.32.............................rep. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

16 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Chapter 2A

Part 2A.1

r. 2A.1.01.......................................am. 2003 No. 85

rs. 2006 No. 41

Chapter 2C

Part 2C.1

Heading to Part 2C.1......................ad. 2007 No. 227

rs. 2010 No. 332

Part 2C.1 ........................................rs. 2010 No. 332

Division 2C.1.1

r. 2C.1.01 .......................................rs. 2001 No. 319

am. 2007 No. 323

rs. 2010 No. 332

Heading to Part 2C.2......................ad. 2007 No. 227

rep. 2010 No. 332

Part 2C.2 ........................................rep. 2010 No. 332

r. 2C.1.02

renumbered r. 2C.2.01 ...................2007 No. 227

r. 2C.2.01 .......................................rep. 2010 No. 332

Division 2C.1.2

r. 2C.1.02 .......................................ad. 2010 No. 332

r. 2C.1.03 .......................................ad. 2010 No. 332

am. 2012 No. 233

r. 2C.1.04 .......................................ad. 2010 No. 332

Division 2C.1.3

Heading to Part 2C.3......................rep. 2010 No. 332

Heading to Div. 2C.1.3 ..................ad. 2010 No. 332

r. 2C.3.01 .......................................ad. 2007 No. 227

renumbered r. 2C.1.05 ...................2010 No. 332

Chapter 2D

Chapt. 2D.......................................rep. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 17

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

ad. 2009 No. 51

r. 2D.1.02.......................................rep. 2001 No. 319

Part 2D.2

Part 2D.2 of Chapt. 2D ..................ad. 2009 No. 328

Division 2D.2.2

r. 2D.2.01.......................................ad. 2009 No. 328

r. 2D.2.02.......................................ad. 2009 No. 328

r. 2D.2.03.......................................ad. 2009 No. 328

Part 2D.6

Division 2D.6.1

r. 2D.6.01.......................................ad. 2009 No. 51

Part 2D.7

Part 2D.7........................................ad. 2011 No. 128

r. 2D.7.01.......................................ad. 2011 No. 128

Chapter 2E

Chapt. 2E .......................................ad. 2007 No. 198

r. 2E 1.01 .......................................ad. 2007 No. 198

Chapter 2G

Chapt. 2G.......................................ad. 2004 No. 208

Part 2G.2

Division 6

r. 2G.2.01.......................................ad. 2004 No. 208

Chapter 2K

Heading to r. 2K.2.01.....................rs. 2006 No. 57

r. 2K.2.01.......................................am. 2006 No. 57

r. 2K.2.03.......................................ad. 2006 No. 57

Chapter 2L

Chapt. 2L .......................................ad. 2010 No. 54

Part 2L.2

r. 2L.2.01 .......................................ad. 2010 No. 54

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

18 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Chapter 2M

Part 2M.3

Part 2M.3 .......................................ad. 2004 No. 208

Division 1

r. 2M.3.01 ......................................ad. 2010 No. 184

r. 2M.3.03 ......................................ad. 2004 No. 208

am. 2006 No. 126

rs. 2007 No. 193

am. No 152 and 192, 2013

Div. 9 of Part 2M.3 ........................ad. 2004 No. 399

rep. No. 152, 2013

r. 2M.3.30 ......................................ad. 2004 No. 399

rep. No. 152, 2013

r. 2M.3.31 ......................................ad. 2004 No. 399

rep. No. 152, 2013

r. 2M.3.32 ......................................ad. 2004 No. 399

rep. No. 152, 2013

Part 2M.4

r. 2M.4.01A ...................................ad. 2010 No. 184

rs. No. 125, 2013

Part 2M.4A

Part 2M.4A ....................................ad. 2012 No. 171

r. 2M.4A.01 ...................................ad. 2012 No. 171

r. 2M.4A.02 ...................................ad. 2012 No. 171

Part 2M.6

r. 2M.6.03 ......................................rep. 2007 No. 194

r. 2M.6.04 ......................................ad. 2005 No. 160

rep. 2007 No. 193

r. 2M.6.05 ......................................ad. 2006 No. 126

Chapter 2N

Chapt. 2N.......................................ad. 2003 No. 194

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 19

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Part 2N.2

r. 2N.2.01.......................................ad. 2003 No. 194

am. 2007 No. 196; 2008 No. 93

Part 2N.4

r. 2N.4.01.......................................ad. 2003 No. 194

Chapter 5

Part 5.3A

r. 5.3A.03.......................................am. 2004 No. 399

r. 5.3A.03A ....................................ad. 2012 No. 114

r. 5.3A.03AB .................................ad. 2012 No. 114

r. 5.3A.04.......................................am. 2004 No. 399; 2007 No. 325

Note to r. 5.3A.04 ..........................ad. 2004 No. 399

r. 5.3A.06A ....................................ad. 2012 No. 114

r. 5.3A.06AB .................................ad. 2012 No. 114

r. 5.3A.07.......................................am. 2004 No. 399; 2007 No. 325; 2012 No. 114

r. 5.3A.07A ....................................ad. 2012 No. 114

r. 5.3A.08.......................................rep. 2007 No. 325

r. 5.3A.09.......................................rep. 2007 No. 325

Part 5.4

r. 5.4.01A.......................................ad. 2012 No. 114

r. 5.4.02..........................................ad. 2007 No. 325

Part 5.4C

Part 5.4C........................................ad. 2012 No. 114

r. 5.4C.01 .......................................ad. 2012 No. 114

Part 5.5

Part 5.5...........................................ad. 2012 No. 114

r. 5.5.01..........................................ad. 2012 No. 114

r. 5.5.02..........................................ad. 2012 No. 114

Part 5.6

r. 5.6.06..........................................am. 2007 No. 325

r. 5.6.07..........................................am. 2007 No. 325

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

20 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 5.6.10..........................................am. 2007 No. 325

r. 5.6.11..........................................am. 2007 No. 325

r. 5.6.11A.......................................ad. 2007 No. 325

r. 5.6.12..........................................am. 2007 No. 325

r. 5.6.14..........................................am. 2007 No. 325

r. 5.6.14A.......................................rs. 2007 No. 325

am. 2012 No. 114

r. 5.6.16..........................................am. 2007 No. 325

r. 5.6.17..........................................am. 2007 No. 325

r. 5.6.18..........................................am. 2007 No. 325

r. 5.6.21..........................................am. 2007 No. 325

r. 5.6.23A.......................................ad. 2007 No. 325

r. 5.6.24..........................................am. 2007 No. 325

r. 5.6.26..........................................am. 2007 No. 325

r. 5.6.27..........................................am. 2007 No. 325

r. 5.6.28..........................................am. 2007 No. 325

r. 5.6.29..........................................rs. 2007 No. 325

r. 5.6.31..........................................am. 2007 No. 325

r. 5.6.33..........................................rs. 2007 No. 325

r. 5.6.39..........................................am. 2012 No. 114

r. 5.6.48..........................................am. 2007 No. 325; 2012 No. 114

r 5.6.53...........................................am 2007 No. 325

r. 5.6.54..........................................am 2007 No. 325

r. 5.6.55..........................................am 2007 No. 325

r. 5.6.59..........................................am. 2004 No. 399; No 325, 2007;

r. 5.6.62..........................................am. 2004 No. 399

r. 5.6.65..........................................am No 325, 2007; No. 114, 2012

r 5.6.66...........................................am 2007 No. 325

r. 5.6.69..........................................am. 2012 No. 114

r. 5.6.70B .......................................ad. 2012 No. 114

r. 5.6.73..........................................ad. 2007 No. 325

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 21

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 5.6.75..........................................ad. 2012 No. 114

Chapter 5B

Part 5B.2

r. 5B.2.05 .......................................ad. 2007 No. 199

Part 5B.3

r. 5B.3.04 .......................................am. 2001 No. 319

Chapter 5C

Part 5C.11

Division 1

r. 5C.11.01 .....................................rs. No. 172, 2012

Division 2

r. 5C.11.03A ..................................ad. 2011 No. 193

r. 5C.11.05A ..................................rs. 2003 No. 31

Chapter 5D

Part 5D.1

Part 5D.1........................................ad. 2010 No. 88

r. 5D.1.01.......................................ad. 2010 No. 88

rs. 2012 No. 43

r. 5D.1.01A ....................................ad. 2012 No. 43

r. 5D.1.02.......................................ad. 2010 No. 88

r. 5D.1.03.......................................ad. 2010 No. 88

r. 5D.1.04.......................................ad. 2010 No. 88

Part 5D.2

Part 5D.2........................................ad. 2010 No. 88

Division 2.1

r. 5D.2.01.......................................ad. 2010 No. 88

r. 5D.2.02.......................................ad. 2010 No. 88

Division 2.2

Div. 2.2 of Part 5D.2......................ad. 2010 No 88

r. 5D.2.03.......................................ad. 2010 No. 88

r. 5D.2.04.......................................ad. 2010 No. 88

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

22 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 5D.2.05.......................................ad. 2010 No. 88

r. 5D.2.06.......................................ad. 2010 No. 88

am. 2012 No. 43

r. 5D.2.07.......................................ad. 2010 No. 88

r. 5D.2.08.......................................ad. 2010 No. 88

r. 5D.2.09.......................................ad. 2010 No. 88

rep. 2012 No. 43

Part 5D.3

Part 5D.3........................................ad. 2010 No. 88

r. 5D.3.01.......................................ad. 2010 No. 88

Part 5D.4

Part 5D.4........................................ad. 2012 No. 43

r. 5D.4.01.......................................ad. 2012 No. 43

Chapter 6

Part 6.5

Part 6.5...........................................ad. 2001 No. 319

rs. 2002 No. 16

r. 6.5.01..........................................ad. 2001 No. 319

rs. 2002 No. 16 and 41

am. 2002 No. 126

Part 6.6

Part 6.6...........................................ad. 2001 No. 319

r. 6.6.01..........................................ad. 2001 No. 319

Part 6.8

Part 6.8...........................................ad. 2001 No. 319

r. 6.8.01..........................................ad. 2001 No. 319

r. 6.8.02..........................................ad. 2001 No. 319

Chapter 6A

Chapt. 6A.......................................ad. 2001 No. 319

Part 6A.1

r. 6A.1.01.......................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 23

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Chapter 6CA

Chapt. 6CA ....................................ad. 2001 No. 319

r. 6CA.1.01 ....................................ad. 2001 No. 319

rs. 2002 No. 41

Chapter 6D

Part 6D.2

r. 6D.2.03.......................................ad. 2001 No. 319

r 6D.2.04........................................ad No 209, 2014

r 6D.2.05........................................ad No 209, 2014

r 6D.2.06........................................ad No 209, 2014

Part 6D.5

Part 6D.5........................................ad. 2002 No. 16

r. 6D.5.01.......................................ad. 2002 No. 16

r. 6D.5.02.......................................ad. 2005 No. 324

Chapter 7

Chapt. 7..........................................rs. 2001 No. 319

Part 7.1

Division 1

r. 7.1.01..........................................rs. 2001 No. 319

am. 2004 No. 398; 2007 No. 323

rep. 2011 No. 193

r. 7.1.02..........................................ad. 2001 No. 319

r. 7.1.03..........................................rs. 2001 No. 319: 2002 No. 15

r. 7.1.03A.......................................ad. 2002 No. 16

r. 7.1.03B .......................................ad. 2002 No. 41

r. 7.1.04..........................................ad. 2001 No. 319

am. 2002 No. 126; 2003 No. 126; No 33, 2013; No 24, 2015

r. 7.1.04A.......................................ad. 2002 No. 16

am 2002 No. 41

r. 7.1.04B .......................................ad. 2002 No. 41

r. 7.1.04C .......................................ad. 2002 No. 41

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

24 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.1.04CA ....................................ad. 2007 No. 324

r. 7.1.04D.......................................ad. 2002 No. 41

r. 7.1.04E .......................................

(first occurring)

ad. 2003 No. 202

r. 7.1.04E .......................................

(second occurring)

ad. 2004 No. 25

Renumbered r. 7.1.04F...................2004 No. 36

r. 7.1.04G.......................................ad. 2005 No. 31

r. 7.1.04N.......................................ad. No. 172, 2012

r. 7.1.05..........................................ad. 2001 No. 319

r. 7.1.06..........................................ad. 2001 No. 319

am. 2002 No. 41; 2003 No. 368; No. 172, 2012

r. 7.1.06A.......................................ad. 2002 No. 41

am. 2003 No. 368

r. 7.1.06B .......................................ad. 2003 No. 31

r. 7.1.07..........................................ad. 2001 No. 319

rs. 2002 No. 16

am. 2003 No. 202

r. 7.1.07A.......................................ad. 2002 No. 16

r. 7.1.08..........................................ad. 2001 No. 319

Renumbered r. 7.1.07B ..................2003 No. 31

r. 7.1.07C .......................................ad. 2003 No. 31

r. 7.1.07D.......................................ad. 2003 No. 31

r. 7.1.07E .......................................ad. 2003 No. 282

r. 7.1.07F........................................ad. 2003 No. 282

r. 7.1.07G.......................................ad. 2003 No. 368

r. 7.1.07H.......................................ad. 2004 No. 25

r. 7.1.07I ........................................ad. 2012 No. 42

(1) exp 1 July 2012 (r 7.1.07I(2))

r 7.1.07J .........................................ad No 24, 2015

r. 7.1.08A.......................................ad. 2002 No. 16

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 25

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No. 41

rep. 2003 No. 31

r. 7.1.08..........................................ad. 2003 No. 31

am. 2010 No. 89

r. 7.1.08A.......................................ad. 2012 No. 42

r. 7.1.09..........................................ad. 2001 No. 319

am. 2004 No. 398; 2012 No. 42

r. 7.1.10..........................................ad. 2001 No. 319

am. 2002 No. 16; 2007 No. 323

Division 2

r. 7.1.11..........................................ad. 2001 No. 319

am. 2003 No. 31

r. 7.1.12..........................................ad. 2001 No. 319

am. 2003 No. 31

r. 7.1.13..........................................ad. 2001 No. 319

am. 2003 No. 31

r. 7.1.14..........................................ad. 2001 No. 319

am. 2002 No. 16; 2003 No. 31

r. 7.1.15..........................................ad. 2001 No. 319

am. 2003 No. 31

r. 7.1.16..........................................ad. 2001 No. 319

am. 2003 No. 31

r. 7.1.17..........................................ad. 2001 No. 319

am. 2002 No. 16; 2003 No. 31

r. 7.1.17A.......................................ad. 2003 No. 127

r. 7.1.17B .......................................ad. 2003 No. 368

r. 7.1.17C .......................................ad. 2010 No. 88

r. 7.1.18..........................................ad. 2001 No. 319

r. 7.1.19..........................................ad. 2001 No. 319

r. 7.1.19A.......................................ad. 2010 No. 89

r. 7.1.20..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

26 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.1.21..........................................ad. 2001 No. 319

r. 7.1.22..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.1.22A.......................................ad. 2003 No. 202

r. 7.1.23..........................................ad. 2001 No. 319

r. 7.1.24..........................................ad. 2001 No. 319

r. 7.1.25..........................................ad. 2001 No. 319

r. 7.1.26..........................................ad. 2001 No. 319

r. 7.1.27..........................................ad. 2001 No. 319

am. 2003 No. 368

r. 7.1.28..........................................ad. 2001 No. 319

Division 3

r. 7.1.28A.......................................ad. 2010 No. 88

r. 7.1.29..........................................ad. 2001 No. 319

am. 2002 No. 41

rs. 2003 No. 85

am. 2003 No. 368; 2004 No. 25; 2012 No. 46

r. 7.1.29A.......................................ad. 2004 No. 25

am. No 101 and 152, 2013

rep No 101, 2013

r. 7.1.30..........................................ad. 2002 No. 16

r. 7.1.31..........................................ad. 2002 No. 16

r. 7.1.32..........................................ad. 2002 No. 16

r. 7.1.33..........................................ad. 2002 No. 41

r. 7.1.33A.......................................ad. 2002 No. 41

r. 7.1.33B .......................................ad. 2002 No. 41

am. 2003 No 126 and 368

r. 7.1.33C .......................................ad. 2003 No. 48

rep. 2003 No. 369

r. 7.1.33D.......................................ad. 2003 No. 85

r. 7.1.33E .......................................ad. 2003 No. 282

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 27

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.1.33F........................................ad. 2003 No. 368

r. 7.1.33G.......................................ad. 2005 No. 324

r. 7.1.33H.......................................ad. 2005 No. 324

Division 4

Div. 4 of Part 7.1............................ad. 2002 No. 16

r. 7.1.34..........................................ad. 2002 No. 16

rs. 2003 No. 282

am. 2010 No. 89

r. 7.1.35..........................................ad. 2003 No. 126

am. 2005 No. 31

r. 7.1.35A.......................................ad. 2003 No. 368

r. 7.1.35B .......................................ad. 2012 No. 42

r. 7.1.35C .......................................ad. 2012 No. 42

Division 5

Div. 5 of Part 7.1............................ad. 2003 No. 126

r. 7.1.40..........................................ad. 2003 No. 126

am. 2003 No. 368; 2005 No. 31; 2012 No. 42

Division 6

Div. 6 of Part 7.1............................ad. No. 59, 2013

r. 7.1.50..........................................ad. No. 59, 2013

Part 7.2

Division 1

r. 7.2.01..........................................rs. 2001 No. 319

r. 7.2.02..........................................rs. 2001 No. 319

r. 7.2.03..........................................ad. 2001 No. 319

r. 7.2.04..........................................ad. 2001 No. 319

r. 7.2.05..........................................ad. 2001 No. 319

r. 7.2.06..........................................ad. 2001 No. 319

Division 2

r. 7.2.07..........................................ad. 2001 No. 319

am. 2004 No. 26; 2010 No. 210

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

28 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.2.08..........................................ad. 2001 No. 319

am. 2010 No. 210

Division 3

r. 7.2.09..........................................ad. 2001 No. 319

am. 2002 No. 126; 2012 No. 42

Division 4

r. 7.2.10..........................................ad. 2001 No. 319

r. 7.2.11..........................................ad. 2001 No. 319

r. 7.2.12..........................................ad. 2001 No. 319

Division 5

r. 7.2.13..........................................ad. 2001 No. 319

r. 7.2.14..........................................ad. 2001 No. 319

r. 7.2.15..........................................ad. 2001 No. 319

Division 6

Div. 6 of Part 7.2............................ad. 2002 No. 41

r. 7.2.16..........................................ad. 2002 No. 41

am. 2002 No. 126

Part 7.2A

Part 7.2A........................................ad. 2010 No. 210

Division 7.2A.1

r. 7.2A.01.......................................ad. 2010 No. 210

Division 7.2A.2

r. 7.2A.02.......................................ad. 2010 No. 210

r. 7.2A.03.......................................ad. 2010 No. 210

r. 7.2A.04.......................................ad. 2010 No. 210

r. 7.2A.05.......................................ad. 2010 No. 210

r. 7.2A.06.......................................ad. 2010 No. 210

r. 7.2A.07.......................................ad. 2010 No. 210

r. 7.2A.08.......................................ad. 2010 No. 210

r. 7.2A.09.......................................ad. 2010 No. 210

r. 7.2A.10.......................................ad. 2010 No. 210

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 29

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.2A.11.......................................ad. 2010 No. 210

r. 7.2A.12.......................................ad. 2010 No. 210

r. 7.2A.13.......................................ad. 2010 No. 210

r. 7.2A.14.......................................ad. 2010 No. 210

r. 7.2A.15.......................................ad. 2010 No. 210

Part 7.3

Division 1

r. 7.3.01..........................................rs. 2001 No. 319

rr. 7.3.01A, 7.3.01B .......................rep. 2001 No. 319

r. 7.3.02..........................................rs. 2001 No. 319

rr. 7.3.02B–7.3.02D .......................rep. 2001 No. 319

r. 7.3.03..........................................rs. 2001 No. 319

r. 7.3.04..........................................rs. 2001 No. 319

am. 2002 No. 41

Division 2

r. 7.3.05..........................................rs. 2001 No. 319

r. 7.3.06..........................................rs. 2001 No. 319

Division 3

r. 7.3.07..........................................rs. 2001 No. 319

am. 2002 No. 126; 2012 No. 42

r. 7.3.08..........................................rs. 2001 No. 319

am. 2002 No. 126; 2012 No. 42

Division 4

r. 7.3.09..........................................rs. 2001 No. 319

r. 7.3.10..........................................rs. 2001 No. 319

r. 7.3.10A.......................................rep. 2001 No. 319

r. 7.3.11..........................................rs. 2001 No. 319

Division 5

r. 7.3.12..........................................rs. 2001 No. 319

r. 7.3.13..........................................rs. 2001 No. 319

rr. 7.3.13A–7.3.13C .......................rep. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

30 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.3.14..........................................rs. 2001 No. 319

r. 7.3.14A.......................................rep. 2001 No. 319

rr. 7.3.15–7.3.18.............................rep. 2001 No. 319

Part 7.4

r. 7.4.01..........................................rs. 2001 No. 319

am. 2002 No. 16; 2004 No 26 and 398

r. 7.4.01A.......................................rep. 2001 No. 319

r. 7.4.02..........................................rs. 2001 No. 319

r. 7.4.03..........................................rs. 2001 No. 319

r. 7.4.04..........................................rs. 2001 No. 319

r. 7.4.04A.......................................rep. 2001 No. 319

rr. 7.4.05–7.4.08.............................rep. 2001 No. 319

Part 7.5

Division 1

r. 7.5.01..........................................rs. 2001 No 319

am. 2002 No 282; 2004 No 26 and 398; 2005 No 38; 2011 No 193

r. 7.5.01A.......................................ad. 2004 No. 26

r. 7.5.02..........................................ad. 2001 No. 319

r. 7.5.03..........................................ad. 2001 No. 319

am. 2002 No. 282; 2004 No 26 and 398; 2005 No. 38

r. 7.5.04..........................................ad. 2001 No. 319

am. 2002 No. 282; 2004 No 26, 36 and 398

r. 7.5.05..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.06..........................................ad. 2001 No. 319

am. 2002 No. 282; 2004 No 26 and 398

r. 7.5.07..........................................ad. 2001 No. 319

am. 2002 No. 282; 2005 No 38 and 324

r. 7.5.08..........................................ad. 2001 No. 319

am. 2002 No. 282; 2005 No. 38

r. 7.5.09..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 31

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No. 16

r. 7.5.10..........................................ad. 2001 No. 319

r. 7.5.11..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.12..........................................ad. 2001 No. 319

am. 2002 No. 282

rep. 2005 No. 38

r. 7.5.13..........................................ad. 2001 No. 319

Division 2

r. 7.5.14..........................................ad. 2001 No. 319

Division 3

r. 7.5.15..........................................ad. 2001 No. 319

r. 7.5.16..........................................ad. 2001 No. 319

am. 2004 No. 26

r. 7.5.17..........................................ad. 2001 No. 319

Division 4

Subdivision 4.1

r. 7.5.18..........................................ad. 2001 No. 319

Subdivision 4.2

r. 7.5.19..........................................ad. 2001 No. 319

am. 2002 No. 282; 2004 No 26 and 398; 2005 No. 38

Subdivision 4.3

r. 7.5.20..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.21..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.22..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.23..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.24..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

32 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No. 16; 2004 No 26 and 398

r. 7.5.25..........................................ad. 2001 No. 319

am. 2002 No. 16; 2004 No 26 and 398

r. 7.5.26..........................................ad. 2001 No. 319

am. 2002 No. 16; 2004 No 26 and 398

r. 7.5.27..........................................ad. 2001 No. 319

am. 2002 No. 16; 2004 No 26 and 398

r. 7.5.28..........................................ad. 2001 No. 319

am. 2005 No. 38

r. 7.5.29..........................................ad. 2001 No. 319

am. 2005 No. 38

r. 7.5.30..........................................ad. 2001 No. 319

am. 2002 No. 16; 2005 No. 38

r. 7.5.31..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.32..........................................ad. 2001 No. 319

rep. 2002 No. 282

Subdiv. 4.4 of Part 7.5 ...................rep. 2005 No. 38

r. 7.5.33..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.34..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.35..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.36..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.37..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.38..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.39..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 33

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

rep. 2002 No. 282

Subdiv. 4.5 of Part 7.5 ...................rep. 2005 No. 38

r. 7.5.40..........................................ad. 2001 No. 319

am. 2002 No. 282

rep. 2005 No. 38

r. 7.5.41..........................................ad. 2001 No. 319

am. 2002 No. 282

rep. 2005 No. 38

r. 7.5.42..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.43..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.44..........................................ad. 2001 No. 319

rep. 2005 No. 38

r. 7.5.45..........................................ad. 2001 No. 319

am. 2002 No. 282

rep. 2005 No. 38

r. 7.5.46..........................................ad. 2001 No. 319

am. 2002 No. 16

rep. 2005 No. 38

r. 7.5.47..........................................ad. 2001 No. 319

rep. 2002 No. 282

Subdiv. 4.6 of Part 7.5 ...................rep. 2002 No. 282

r. 7.5.48..........................................ad. 2001 No. 319

rep. 2002 No. 282

r. 7.5.49..........................................ad. 2001 No. 319

rep. 2002 No. 282

r. 7.5.50..........................................ad. 2001 No. 319

rep. 2002 No. 282

r. 7.5.51..........................................ad. 2001 No. 319

rep. 2002 No. 282

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

34 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.5.52..........................................ad. 2001 No. 319

am. 2002 No. 16

rep. 2002 No. 282

Subdivision 4.7

r. 7.5.53..........................................ad. 2001 No. 319

r. 7.5.54..........................................ad. 2001 No. 319

r. 7.5.55..........................................ad. 2001 No. 319

r. 7.5.56..........................................ad. 2001 No. 319

r. 7.5.57..........................................ad. 2001 No. 319

r. 7.5.58..........................................ad. 2001 No. 319

r. 7.5.59..........................................ad. 2001 No. 319

Subdivision 4.8

r. 7.5.60..........................................ad. 2001 No. 319

r. 7.5.61..........................................ad. 2001 No. 319

r. 7.5.62..........................................ad. 2001 No. 319

r. 7.5.63..........................................ad. 2001 No. 319

Subdivision 4.9

r. 7.5.64..........................................ad. 2001 No. 319

am. 2002 No. 282

r. 7.5.65..........................................ad. 2001 No. 319

am. 2002 No. 282

r. 7.5.66..........................................ad. 2001 No. 319

r. 7.5.67..........................................ad. 2001 No. 319

r. 7.5.68..........................................ad. 2001 No. 319

am. 2002 No 16 and 282; 2004 No 26 and 398

r. 7.5.69..........................................ad. 2001 No. 319

r. 7.5.70..........................................ad. 2001 No. 319

r. 7.5.71..........................................ad. 2001 No. 319

am. 2002 No. 16; 2005 No. 38

Subdivision 4.10

r. 7.5.72..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 35

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.5.73..........................................ad. 2001 No. 319

r. 7.5.74..........................................ad. 2001 No. 319

am. 2005 No. 38

r. 7.5.75..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.5.76..........................................ad. 2001 No. 319

r. 7.5.77..........................................ad. 2001 No. 319

r. 7.5.78..........................................ad. 2001 No. 319

r. 7.5.79..........................................ad. 2001 No. 319

r. 7.5.80..........................................ad. 2001 No. 319

r. 7.5.81..........................................ad. 2001 No. 319

am. 2002 No. 282; 2004 No 26 and 398; 2005 No. 38

r. 7.5.82..........................................ad. 2001 No. 319

r. 7.5.83..........................................ad. 2001 No. 319

am. 2004 No. 26

r. 7.5.84..........................................ad. 2001 No. 319

Subdivision 4.11

r. 7.5.85..........................................ad. 2001 No. 319

rs. 2002 No. 16

am. 2004 No 26 and 398

Division 5

r. 7.5.86..........................................ad. 2001 No. 319

r. 7.5.87..........................................ad. 2001 No. 319

Heading to r. 7.5.88 .......................rs. 2002 No. 145

r. 7.5.88..........................................ad. 2001 No. 319

am. 2002 No. 145; 2010 No. 301

r. 7.5.89..........................................ad. 2001 No. 319

r. 7.5.90..........................................ad. 2001 No. 319

am. 2002 No. 145

r. 7.5.91..........................................ad. 2001 No. 319

r. 7.5.92..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

36 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No 126 and 145

r. 7.5.93..........................................ad. 2001 No. 319

Part 7.5A

Part 7.5A........................................ad. No. 150, 2013

Division 2

Subdivision 2.1

r. 7.5A.30.......................................ad. No. 150, 2013

am No 88, 2014

(2)(a)–(i) exp 30 June 2015 (r 7.5A.30(3))

r 7.5A.50........................................ad No 191, 2013

am No 185, 2014

Subdivision 2.2

r 7.5A.101......................................ad No 191, 2013

Subdivision 2.3

r 7.5A.102......................................ad No 191, 2013

r 7.5A.103......................................ad No 191, 2013

r 7.5A.104......................................ad No 191, 2013

r 7.5A.105......................................ad No 191, 2013

r 7.5A.106......................................ad No 191, 2013

r 7.5A.107......................................ad No 191, 2013

r 7.5A.108......................................ad No 191, 2013

r 7.5A.109......................................ad No 191, 2013

r 7.5A.110......................................ad No 191, 2013

r 7.5A.111......................................ad No 191, 2013

r 7.5A.112......................................ad No 191, 2013

r 7.5A.113......................................ad No 191, 2013

r 7.5A.114......................................ad No 191, 2013

r 7.5A.115......................................ad No 191, 2013

Division 5

r 7.5A.150......................................ad No 191, 2013

r 7.5A.150A ...................................ad No 88, 2014

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 37

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

rs No 185, 2014

r 7.5A.150B ...................................ad No 88, 2014

rs No 185, 2014

r 7.5A.151......................................ad No 191, 2013

r 7.5A.200......................................ad No 191, 2013

Division 7

r 7.5A.250......................................ad No 191, 2013

Division 8

r 7.5A.270......................................ad No 191, 2013

Part 7.6

r. 7.6.01..........................................rs. 2001 No. 319

am. 2002 No 16, 41 and 53; 2003 No 85, 126, 127, 202, 282 and 368;

2004 No. 25

(1)(r) exp 11 Mar 2004 (r 7.6.01(6))

am. 2005 No. 324; 2007 No 259 and 324; 2012 No 42 and 172; No. 59,

2013; No 33, 2014

r. 7.6.01AAA .................................ad. 2010 No. 89

r. 7.6.01AA ....................................ad. 2008 No. 158

r. 7.6.01AB ....................................ad. No. 172, 2012

r. 7.6.01A.......................................ad. 2002 No. 16

r. 7.6.01B .......................................ad. 2002 No. 41

r. 7.6.01BA ....................................ad. No. 101, 2013

rep No 101, 2013

r. 7.6.01C .......................................ad. 2003 No. 369

r. 7.6.02..........................................ad. 2001 No. 319

am. 2005 No. 31; 2009 No. 386; 2010 No. 88

r. 7.6.02AAA .................................ad. 2007 No. 197

r. 7.6.02AA ....................................ad. 2004 No. 26

am. 2005 No. 31; 2007 No. 197

r. 7.6.02AB ....................................ad. 2005 No. 324

am No 102, 2014 (disallowed)

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

38 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.6.02AC ....................................ad. 2005 No. 324

am No 102, 2014 (disallowed)

r. 7.6.02AD ....................................ad. 2005 No. 324

am No 102, 2014 (disallowed)

r. 7.6.02AE.....................................ad. 2005 No. 324

am No 102, 2014 (disallowed)

r. 7.6.02AF.....................................ad. 2005 No. 324

am No 102, 2014 (disallowed); No 208, 2014

r. 7.6.02AG ....................................ad. 2005 No. 324

am. 2012 No. 42; No. 59, 2013

r.7.6.02AGA ..................................ad. 2012 No. 42

r. 7.6.02AH ....................................ad. 2005 No. 324

am. No. 59, 2013

r 7.6.02AI.......................................ad No 3, 2015

r. 7.6.02A.......................................ad. 2003 No. 369

am. 2012 No. 42

r. 7.6.03..........................................ad. 2001 No. 319

r. 7.6.03A.......................................ad. 2003 No. 282

r. 7.6.03B .......................................ad. 2003 No. 282

r. 7.6.04..........................................ad. 2001 No. 319

am. 2002 No 16 and 41; No 101, 2013; No 155, 2013

r. 7.6.04A.......................................ad. 2003 No. 369

am. 2005 No. 324; 2008 No. 158

r. 7.6.04B .......................................ad. 2004 No. 25

rep. 2005 No. 324

r. 7.6.05..........................................ad. 2001 No. 319

r. 7.6.06..........................................ad. 2001 No. 319

r 7.6.06A........................................ad No 3, 2015

r 7.6.06B ........................................ad No 3, 2015

r 7.6.06C ........................................ad No 3, 2015

r. 7.6.07..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 39

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Part 7.6A

Part 7.6A........................................ad. 2005 No. 324

r. 7.6.08..........................................ad. 2005 No. 324

Part 7.6B

Part 7.6B........................................ad. 2009 No. 387

r. 7.6.08A.......................................ad. 2009 No. 387

r. 7.6.08B .......................................ad. 2009 No. 387

r. 7.6.08C .......................................ad. 2009 No. 387

r. 7.6.08D.......................................ad. 2009 No. 387

r. 7.6.08E .......................................ad. 2009 No. 387

Part 7.7

Division 1

r. 7.7.01..........................................rs. 2001 No. 319

am. 2002 No 16 and 41; 2003 No. 282

Division 2

r. 7.7.02..........................................rs. 2001 No. 319

am. 2002 No 41 and 53; 2003 No 31, 85, 202 and 368; 2004 No. 25; 2005

No. 324; 2007 No. 324; 2008 No. 158

r. 7.7.02A.......................................ad. 2005 No. 324

r. 7.7.03..........................................ad. 2001 No. 319

r. 7.7.03A.......................................ad. 2007 No. 197

r. 7.7.04..........................................ad. 2001 No. 319

am. 2003 No. 202; 2005 No. 324; 2010 No. 88

r. 7.7.04A.......................................ad. 2005 No. 324

r. 7.7.04AA ....................................ad. 2012 No. 170

r. 7.7.04AB ....................................ad. 2012 No. 170

r. 7.7.05..........................................ad. 2001 No. 319

rs. 2003 No. 369

am. 2005 No. 324

r. 7.7.05A.......................................ad. 2002 No. 16

am. 2003 No. 85

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

40 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.7.05B .......................................ad. 2003 No. 85

rs. 2004 No. 25

am. 2005 No. 324; 2007 No. 324

r. 7.7.05C .......................................ad. 2004 No. 25

r. 7.7.06..........................................ad. 2001 No. 319

r. 7.7.06A.......................................ad. 2004 No. 25

r. 7.7.06B .......................................ad. 2007 No. 197

r. 7.7.07..........................................ad. 2001 No. 319

am. 2003 No. 202; 2005 No. 324; 2010 No. 88

r. 7.7.07A.......................................ad. 2005 No. 324

r. 7.7.08..........................................ad. 2001 No. 319

rs. 2003 No. 369

am. 2005 No. 324

Division 2A

Div. 2A of Part 7.7.........................ad. 2003 No. 369

r. 7.7.08A.......................................ad. 2003 No. 369

am. 2008 No. 158; 2010 No. 135

Division 2AA

Div. 2AA of Part 7.7......................ad. 2010 No. 89

r. 7.7.08B .......................................ad. 2010 No. 89

Division 2B

Div. 2B of Part 7.7 .........................ad. 2007 No. 324

r. 7.7.08C .......................................ad. 2007 No. 324

Division 3

Heading to r. 7.7.09 .......................rs. 2003 No. 369

r. 7.7.09..........................................ad. 2001 No. 319

am. 2003 No. 369

rs. 2005 No. 324

am. 2010 No. 135

r. 7.7.09A.......................................ad. 2007 No. 324

r. 7.7.09AA ....................................ad. 2010 No. 89

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 41

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.7.09AB ....................................ad. 2010 No. 89

r. 7.7.09B .......................................ad. 2007 No. 259

am. 2012 No. 268

r. 7.7.09BA ....................................ad. 2010 No. 89

r. 7.7.09BB.....................................ad. 2010 No. 89

r. 7.7.09BC.....................................ad. 2012 No. 170

r. 7.7.09BD ....................................ad. 2012 No. 170

r. 7.7.09C .......................................ad. 2007 No. 259

r. 7.7.10..........................................ad. 2001 No. 319

rs. 2003 No. 202

am. 2005 No. 324; 2008 No. 158

r. 7.7.10AA ....................................ad. 2005 No. 324

r. 7.7.10AAA .................................ad. 2007 No. 324

r. 7.7.10AB ....................................ad. 2005 No. 324

r. 7.7.10AC ....................................ad. 2005 No. 324

r. 7.7.10AD ....................................ad. 2005 No. 324

r. 7.7.10AE.....................................ad. 2005 No. 324

r. 7.7.10AF.....................................ad. 2005 No. 324

r. 7.7.10AG ....................................ad. 2005 No. 324

r. 7.7.10AH ....................................ad. 2005 No. 324

r. 7.7.10AI......................................ad. 2012 No. 42

r. 7.7.10A.......................................ad. 2004 No. 149

r. 7.7.10B .......................................ad. 2005 No. 324

r. 7.7.10C .......................................ad. 2005 No. 324

r. 7.7.10D.......................................ad. 2005 No. 324

r. 7.7.10E .......................................ad. 2005 No. 324

r. 7.7.11..........................................ad. 2001 No. 319

am No 202, 2003; No 149, 2004

r. 7.7.11A.......................................ad. 2004 No. 25

r. 7.7.11B .......................................ad. 2004 No. 149

r. 7.7.12..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

42 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am No 202, 2003; No 149, 2004

r. 7.7.13..........................................ad. 2004 No. 149

r. 7.7.13A.......................................ad. 2004 No. 149

r. 7.7.13B .......................................ad. 2004 No. 149

Division 4

Division 4 ......................................ad. 2003 No. 369

r. 7.7.14..........................................ad. 2003 No. 369

Division 5

Division 5 ......................................ad. 2003 No. 369

r. 7.7.20..........................................ad. 2003 No. 369

r. 7.7.20A.......................................ad. 2008 No. 130

am. 2010 No. 55

Division 6

Div. 6 of Part 7.7............................ad. 2005 No. 324

r. 7.7.21..........................................ad. 2005 No. 324

rs. No. 172, 2012

Part 7.7A

Part 7.7A........................................ad. 2012 No. 170

Division 2

Div. 2 of Part 7.7A.........................ad. 2012 No. 268

Subdivision 1

Subdivision 1 heading....................rep No 102, 2014 (disallowed)

r. 7.7A.1.........................................ad. 2012 No. 268

rep No 102, 2014 (disallowed)

r 7.7A.2..........................................ad No 102, 2014 (disallowed)

r 7.7A.3..........................................ad No 102, 2014 (disallowed)

r 7.7A.4..........................................ad No 102, 2014 (disallowed)

r 7.7A.5..........................................ad No 102, 2014 (disallowed)

r 7.7A.6..........................................ad No 102, 2014 (disallowed)

r 7.7A.7..........................................ad No 102, 2014 (disallowed)

r 7.7A.8..........................................ad No 102, 2014 (disallowed)

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 43

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Division 3

Div. 3 of Part 7.7A.........................ad. 2012 No. 170

r. 7.7A.10.......................................ad. 2012 No. 170

am. No. 102, 2013; No 102, 2014 (disallowed)

r. 7.7A.11.......................................ad. 2012 No. 170

Division 4

Div. 4 of Part 7.7A.........................ad. 2012 No. 170

Subdivision 1

Heading to Subdiv. 1 .....................

of Div. 4 of Part 7.7A

ad. 2012 No. 268

r. 7.7A.12.......................................ad. 2012 No. 170

rs. 2012 No. 268

am No 102, 2014 (disallowed)

r. 7.7A.12A ....................................ad. 2012 No. 268

r. 7.7A.12B ....................................ad. 2012 No. 268

rs No 102, 2014 (disallowed); No 208, 2014

r. 7.7A.12C ....................................ad. 2012 No. 268

r. 7.7A.12D ....................................ad. 2012 No. 268

am. No. 115, 2013; No 102, 2014 (disallowed); No 208, 2014

r. 7.7A.12E.....................................ad. 2012 No. 268

r. 7.7A.12EA..................................ad. No. 151, 2013

r 7.7A.12EB...................................ad No 102, 2014 (disallowed)

r 7.7A.12EC...................................ad No 102, 2014 (disallowed)

Subdivision 2

Subdiv. 2 of Div. 4.........................

of Part 7.7A

ad. 2012 No. 268

r. 7.7A.12F.....................................ad. 2012 No. 268

r 7.7A.12FA...................................ad No 102, 2014 (disallowed)

r. 7.7A.12G ....................................ad. 2012 No. 268

r. 7.7A.12H ....................................ad. 2012 No. 268

am No 102, 2014 (disallowed)

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

44 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.7A.12I......................................ad. 2012 No. 268

am No 102, 2014 (disallowed)

r 7.7A.12J ......................................ad No 102, 2014 (disallowed)

r. 7.7A.13.......................................ad. 2012 No. 170

r. 7.7A.14.......................................ad. 2012 No. 170

r. 7.7A.15.......................................ad. 2012 No. 170

r 7.7A.15A.....................................ad No 102, 2014 (disallowed); No 208, 2014

r 7.7A.15B .....................................ad No 102, 2014 (disallowed); No 208, 2014

r. 7.7A.16.......................................ad. 2012 No. 234

rs. No. 151, 2013

am No 102, 2014 (disallowed); No 208, 2014

r. 7.7A.16A ....................................ad. No. 151, 2013

r. 7.7A.16B ....................................ad. No. 151, 2013

am No 102, 2014 (disallowed)

r 7.7A.16BA ..................................ad No 102, 2014 (disallowed); No 208, 2014

r. 7.7A.16C ....................................ad. No. 151, 2013

am No 102, 2014 (disallowed); No 208, 2014

r. 7.7A.16D ....................................ad. No. 151, 2013

r. 7.7A.16E.....................................ad. No. 151, 2013

r. 7.7A.16F.....................................ad. No. 151, 2013

am No 102, 2014 (disallowed); No 208, 2014

Subdivision 3

Subdiv. 3 of Div. 4.........................

of Part 7.7A

ad. No. 115, 2013

r. 7.7A.17.......................................ad. No. 115, 2013

r. 7.7A.18.......................................ad. No. 115, 2013

Division 6

Div. 6 of Part 7.7A.........................ad. No. 83, 2013

r. 7.7A.40.......................................ad. No. 83, 2013

Part 7.8

r. 7.8.01..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 45

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No 16 and 41; 2005 No. 31; 2009 No. 70; 2010 No. 210

r. 7.8.02..........................................ad. 2001 No. 319

am. 2002 No 16 and 41; 2009 No. 70; 2010 No. 210

r. 7.8.03..........................................ad. 2001 No. 319

r. 7.8.04..........................................ad. 2001 No. 319

r. 7.8.05..........................................ad. 2001 No. 319

am. 2002 No. 41

r. 7.8.06..........................................ad. 2001 No. 319

r. 7.8.06A.......................................ad. 2010 No. 89

r. 7.8.07..........................................ad. 2001 No. 319

r. 7.8.08..........................................ad. 2001 No. 319

am. 2002 No 16 and 41

r. 7.8.08A.......................................ad. 2010 No. 89

r. 7.8.08B .......................................ad. 2010 No. 89

r. 7.8.09..........................................ad. 2010 No. 89

r. 7.8.09A.......................................ad. 2010 No. 89

r. 7.8.10..........................................ad. 2010 No. 89

r. 7.8.10A.......................................ad. 2010 No. 89

r. 7.8.09..........................................ad. 2001 No. 319

am. 2002 No. 16

rep. 2002 No. 41

r. 7.8.10..........................................ad. 2001 No. 319

rep. 2002 No. 41

r. 7.8.11..........................................ad. 2001 No. 319

r. 7.8.11A.......................................ad. 2012 No. 170

r. 7.8.12..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.8.12A.......................................ad. No. 101, 2013

r. 7.8.13..........................................ad. 2001 No. 319

am. 2003 No. 202; No. 101, 2013

r. 7.8.13A.......................................ad. No. 101, 2013

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

46 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.8.14..........................................ad. 2001 No. 319

am. No. 101, 2013

r. 7.8.14A.......................................ad. 2005 No. 31

r. 7.8.14B .......................................ad. No. 101, 2013

r. 7.8.15..........................................ad. 2001 No. 319

am. 2003 No. 126

r. 7.8.16..........................................ad. 2001 No. 319

r. 7.8.17..........................................ad. 2001 No. 319

am. 2004 No. 25; 2010 No. 210

r. 7.8.18..........................................ad. 2001 No. 319

am. 2010 No. 210

r. 7.8.19..........................................ad. 2001 No. 319

r. 7.8.20..........................................ad. 2001 No. 319

am. 2002 No. 16; 2004 No. 25; 2010 No. 210

r. 7.8.20A.......................................ad. 2003 No. 31

r. 7.8.21..........................................ad. 2001 No. 319

am. 2002 No. 41; 2003 No 202 and 282; 2004 No. 25

r. 7.8.21A.......................................ad. 2005 No. 324

r. 7.8.21B .......................................ad. 2012 No. 42

r. 7.8.22..........................................ad. 2002 No. 41

am. 2002 No. 265; 2003 No. 31

r. 7.8.22A.......................................ad. 2003 No. 369

r. 7.8.22B .......................................ad. 2008 No. 194

r. 7.8.23..........................................ad. 2002 No. 41

r. 7.8.24..........................................ad. 2002 No. 41

r. 7.8.25..........................................ad. 2002 No. 41

r. 7.8.26..........................................ad. No. 172, 2012

Part 7.9

Division 1

r. 7.9.01..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 47

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No 16 and 145; 2004 No 10 and 145; 2005 No. 31; 2007 No

102 and 324

r. 7.9.02..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.9.02A.......................................ad. 2002 No. 16

am. 2003 No. 282

rs. 2005 No. 324

r. 7.9.02B .......................................ad. 2002 No. 16

r. 7.9.02C .......................................ad. 2003 No. 202

rep. 2003 No. 369

Division 2

Subdivision 2.1

r. 7.9.03..........................................ad. 2001 No. 319

Subdivision 2.2

r. 7.9.04..........................................ad. 2001 No. 319

rs. 2002 No. 16

am. 2002 No. 145; 2003 No 202 and 282; 2004 No. 145

Subdivision 2.3

r. 7.9.05..........................................ad. 2001 No. 319

Subdivision 2.4

Heading to Subdiv. 2.4...................

of Div. 2 of Part 7.9

rs. 2002 No. 16

r. 7.9.06..........................................ad. 2001 No. 319

rep. 2002 No. 41

r. 7.9.06A.......................................ad. 2002 No. 16

r. 7.9.06B .......................................ad. 2002 No. 16

Subdivision 2.5

r. 7.9.07..........................................ad. 2001 No. 319

am. 2002 No. 41

Subdiv. 2.6 of Div. 2......................

of Part 7.9

rep. 2004 No. 145

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

48 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.9.07AA ....................................ad. 2002 No. 145

rep. 2004 No. 145

Division 2A

Div. 2A of Part 7.9.........................ad. 2002 No. 16

r. 7.9.07A.......................................ad. 2002 No. 16

Division 2B

Div. 2B of Part 7.9 .........................ad. 2002 No. 16

r. 7.9.07B .......................................ad. 2002 No. 16

r. 7.9.07C .......................................ad. 2002 No. 16

am. 2002 No. 41; 2009 No. 70

Division 2BA

r 7.9.07CA .....................................ad. 2008 No. 130

Division 2C

Div. 2C of Part 7.9 .........................ad. 2003 No. 31

Heading to r. 7.9.07D.....................rs. 2003 No. 282

r. 7.9.07D.......................................ad. 2003 No. 31

r. 7.9.07E .......................................ad. 2003 No. 282

r. 7.9.07F........................................ad. 2003 No. 282

r. 7.9.07FA.....................................ad. 2005 No. 324

rs. 2010 No. 55

r. 7.9.07FB.....................................ad. 2005 No. 324

r. 7.9.07FC.....................................ad. 2005 No. 324

Division 2D

Div. 2D of Part 7.9.........................ad. 2003 No. 368

r. 7.9.07J ........................................ad. 2003 No. 368

r. 7.9.07K.......................................ad. 2005 No. 324

rs. 2007 No. 324

Division 2E

Div. 2E of Part 7.9 .........................ad. No. 155, 2013

Subdivision 2E.1

r. 7.9.07L .......................................ad. No. 155, 2013

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 49

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.9.07M ......................................ad. No. 155, 2013

r. 7.9.07N.......................................ad. No. 155, 2013

r. 7.9.07P........................................ad. No. 155, 2013

r. 7.9.07Q.......................................ad. No. 155, 2013

r. 7.9.07R .......................................ad. No. 155, 2013

r. 7.9.07S........................................ad. No. 155, 2013

r. 7.9.07T .......................................ad. No. 155, 2013

r. 7.9.07U.......................................ad. No. 155, 2013

r. 7.9.07V.......................................ad. No. 155, 2013

r. 7.9.07W......................................ad. No. 155, 2013

Division 3

r. 7.9.08..........................................ad. 2001 No. 319

am. 2002 No. 41; 2005 No. 31

r. 7.9.08A.......................................ad. 2002 No. 41

r. 7.9.08B .......................................ad. 2002 No. 41

r. 7.9.08C .......................................ad. 2003 No. 282

r. 7.9.08D.......................................ad. 2005 No. 31

Division 3A

Div. 3A of Part 7.9.........................ad. 2008 No. 194

r. 7.9.08E .......................................ad. 2008 No. 194

Division 4

Subdivision 4.1

r. 7.9.09..........................................ad. 2001 No. 319

am. 2002 No. 16; 2008 No. 158; 2010 No. 135

Subdivision 4.1A

Subdiv. 4.1A of Div. 4 ...................

of Part 7.9

ad. 2012 No. 42

r. 7.9.09A.......................................ad. 2012 No. 42

r. 7.9.09B .......................................ad. 2012 No. 42

r. 7.9.09C .......................................ad. 2012 No. 42

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

50 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Subdivision 4.2

Subdiv. 4.2 of Div. 4......................

of Part 7.9

ad. 2008 No. 158

r. 7.9.10..........................................ad No 319, 2001 (partially disallowed Sch 1 item 15)

rs No 16, 2002 (partially disallowed Sch 1 item 78)

ad No 158, 2008

r. 7.9.10A.......................................ad. 2008 No. 158

am 2011 No 66

r. 7.9.10B .......................................ad. 2008 No. 158

r. 7.9.10C .......................................ad. 2008 No. 158

r. 7.9.10D.......................................ad. 2008 No. 158

rs. 2008 No. 194

r. 7.9.10E .......................................ad. 2008 No. 158

am. 2008 No. 194

Subdivision 4.2A

Subdiv. 4.2A of Div. 4 ...................

of Part 7.9

ad. 2010 No. 135

r. 7.9.11..........................................ad No 319, 2001 (partially disallowed Sch 1 item 15)

am No 16, 2002 (partially disallowed Sch 1 items 79–82)

ad No 135, 2010

r. 7.9.11A.......................................ad. 2010 No. 135

r. 7.9.11B .......................................ad. 2010 No. 135

r. 7.9.11C .......................................ad. 2010 No. 135

r. 7.9.11D.......................................ad. 2010 No. 135

r. 7.9.11E .......................................ad. 2010 No. 135

am. 2011 No. 274

r. 7.9.11F........................................ad. 2010 No. 135

r. 7.9.11G.......................................ad. 2010 No. 135

r. 7.9.11H.......................................ad. 2010 No. 135

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 51

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Subdivision 4.2B

Subdiv. 4.2B of Div. 4 ...................

of Part 7.9

ad. 2010 No. 135

r. 7.9.11K.......................................ad. 2010 No. 135

am. 2011 No. 274

r. 7.9.11L .......................................ad. 2010 No. 135

r. 7.9.11LA.....................................ad. No. 26, 2013

r. 7.9.11LB.....................................ad. No. 26, 2013

r. 7.9.11M ......................................ad. 2010 No. 135

am. 2011 No. 274

r. 7.9.11N.......................................ad. 2010 No. 135

r. 7.9.11O.......................................ad. 2010 No. 135

r. 7.9.11P........................................ad. 2010 No. 135

am. 2011 No. 274

r. 7.9.11Q.......................................ad. 2010 No. 135

r. 7.9.11R .......................................ad. 2010 No. 135

Subdivision 4.2C

Subdiv. 4.2C of Div. 4 ...................

of Part 7.9

ad. 2010 No. 135

r. 7.9.11S........................................ad. 2010 No. 135

r. 7.9.11T .......................................ad. 2010 No. 135

r. 7.9.11U.......................................ad. 2010 No. 135

am. 2011 No. 274

r. 7.9.11V.......................................ad. 2010 No. 135

r. 7.9.11W......................................ad. 2010 No. 135

r. 7.9.11X.......................................ad. 2010 No. 135

am. 2011 No. 274

r. 7.9.11Y.......................................ad. 2010 No. 135

r. 7.9.11Z .......................................ad. 2010 No. 135

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

52 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Subdivision 4.3

r. 7.9.12..........................................ad. 2001 No. 319

am. 2002 No. 16; 2005 No. 31

r. 7.9.12A.......................................ad. 2002 No. 145

am. 2004 No. 145

rep. 2004 No. 145

r. 7.9.13..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.9.13A.......................................ad. 2003 No. 31

rep. 2007 No. 324

ad. 2008 No. 194

r. 7.9.14..........................................ad. 2001 No. 319

am No 16, 2002; No 41, 2002; No 194, 2008

r. 7.9.14A.......................................ad. 2002 No. 16

Subdivision 4.4

Heading to Subdiv. 4.4...................

of Div. 4 of Part 7.9

rs. 2002 No. 16

r. 7.9.14B .......................................ad. 2002 No. 16

Division 4A

Heading to Div. 4A of....................

Part 7.9

ad. 2002 No. 16

r. 7.9.14C .......................................ad. 2002 No. 16

r. 7.9.14D.......................................ad. 2010 No. 55

r. 7.9.15..........................................ad. 2001 No. 319

am. 2003 No. 202; 2010 No. 55

r. 7.9.15A.......................................ad. 2004 No. 149

r. 7.9.15B .......................................ad. 2004 No. 149

r. 7.9.15C .......................................ad. 2004 No. 149

am. 2007 No. 259

r. 7.9.15CA ....................................ad. 2010 No. 55

r. 7.9.15D.......................................ad. 2005 No. 324

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 53

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.9.15DA ....................................ad. 2007 No. 259

am. 2010 No. 135

r. 7.9.15DB ....................................ad. 2007 No. 259

am. 2010 No. 135

r. 7.9.15DC ....................................ad. 2007 No. 259

am. 2010 No. 135

r. 7.9.15E .......................................ad. 2005 No. 324

r. 7.9.15F........................................ad. 2005 No. 324

r. 7.9.15FA.....................................ad. 2007 No. 259

r. 7.9.15G.......................................ad. 2005 No. 324

r. 7.9.15H.......................................ad. 2005 No. 324

r. 7.9.15I ........................................ad. 2005 No. 324

r. 7.9.16..........................................ad. 2001 No. 319

r. 7.9.16A.......................................ad. 2002 No. 41

Division 4B

Div. 4B of Part 7.9 .........................ad. 2003 No. 369

r. 7.9.16G.......................................ad. 2003 No. 369

am. No. 26, 2013

Division 4C

Div. 4C of Part 7.9 .........................ad. 2005 No. 31

Subdivision 4C.1

r. 7.9.16J ........................................ad. 2005 No. 31

r. 7.9.16JA .....................................ad. 2005 No. 139

r. 7.9.16K.......................................ad. 2005 No. 31

am. 2005 No. 139

Subdivision 4C.2

r. 7.9.16L .......................................ad. 2005 No. 31

am. 2010 No. 135

r. 7.9.16M ......................................ad. 2005 No. 31

r. 7.9.16N.......................................ad. 2005 No. 31

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

54 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Subdivision 4C.3

r. 7.9.16O.......................................ad. 2005 No. 31

Division 4D

Div. 4D of Part 7.9.........................ad. 2007 No. 324

Subdivision 4D.1

r 7.9.16T ........................................ad. 2007 No. 324

Division 5

Subdivision 5.1

r. 7.9.17..........................................ad. 2001 No. 319

Subdivision 5.2

r. 7.9.18..........................................ad. 2001 No. 319

r. 7.9.19..........................................ad. 2001 No. 319

am. 2002 No. 16; 2003 No. 282; 2004 No. 149

r. 7.9.19A.......................................ad. 2004 No. 149

r. 7.9.19B .......................................ad. 2004 No. 149

r 7.9.20...........................................ad No 319, 2001

am No 16, 2002; No 202, 2003; No 282, 2003; No 10, 2004; No 149,

2004; No 52, 2009; No 155, 2013; No 202, 2013; No 39, 2015

r. 7.9.20AA ....................................ad. 2009 No. 52

r. 7.9.20A.......................................ad. 2004 No. 149

r. 7.9.20B .......................................ad. 2004 No. 149

r. 7.9.21..........................................ad. 2001 No. 319

r. 7.9.22..........................................ad. 2001 No. 319

r. 7.9.23..........................................ad. 2001 No. 319

r. 7.9.24..........................................ad. 2001 No. 319

Subdivision 5.3

r. 7.9.25..........................................ad. 2001 No. 319

r. 7.9.26..........................................ad. 2001 No. 319

am. 2002 No. 16; 2004 No. 10

r. 7.9.27..........................................ad. 2001 No. 319

r. 7.9.28..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 55

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No. 16

Subdivision 5.4

Heading to Subdiv. 5.4...................

of Div. 5 of Part 7.9

rs. 2002 No. 16

r. 7.9.29..........................................ad. 2001 No. 319

r. 7.9.30..........................................ad. 2001 No. 319

am. 2002 No. 16

Subdivision 5.4A

Subdiv. 5.4A of Div. 5 ...................

of Part 7.9

ad. 2010 No. 89

r. 7.9.30A.......................................ad. 2010 No. 89

r. 7.9.30B .......................................ad. 2010 No. 89

Subdivision 5.5

r. 7.9.31..........................................ad. 2001 No. 319

r. 7.9.32..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.9.33..........................................ad. 2001 No. 319

Subdivision 5.6

r. 7.9.34..........................................ad. 2001 No. 319

r. 7.9.35..........................................ad. 2001 No. 319

r. 7.9.36..........................................ad. 2001 No. 319

r. 7.9.37..........................................ad. 2001 No. 319

am. 2009 No. 52

r. 7.9.38..........................................ad. 2001 No. 319

r. 7.9.39..........................................ad. 2001 No. 319

Subdivision 5.7

r. 7.9.40..........................................ad. 2001 No. 319

r. 7.9.41..........................................ad. 2001 No. 319

r. 7.9.42..........................................ad. 2001 No. 319

am. 2002 No. 16

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

56 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Subdivision 5.8

r. 7.9.43..........................................ad. 2001 No. 319

r. 7.9.44..........................................ad. 2001 No. 319

am. 2002 No. 41

Subdivision 5.9

r. 7.9.45..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.9.46..........................................ad. 2001 No. 319

Subdivision 5.10

r. 7.9.47..........................................ad. 2001 No. 319

Subdivision 5.11

r. 7.9.48..........................................ad. 2001 No. 319

am. 2002 No. 16

rs. No. 155, 2013

r. 7.9.48A (first occurring) .............ad. No. 155, 2013

r. 7.9.48B (first occurring) .............ad. No. 155, 2013

r. 7.9.48C .......................................ad. No. 155, 2013

r. 7.9.48D.......................................ad. No. 155, 2013

r. 7.9.48A (second occurring) ........ad. No. 155, 2013

r. 7.9.48B (second occurring).........ad. No. 155, 2013

Subdivision 5.12

r. 7.9.49..........................................ad. 2001 No. 319

r. 7.9.50..........................................ad. 2001 No. 319

r. 7.9.51..........................................ad. 2001 No. 319

r. 7.9.52..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.9.53..........................................ad. 2001 No. 319

r. 7.9.54..........................................ad. 2001 No. 319

r. 7.9.55..........................................ad. 2001 No. 319

r. 7.9.56..........................................ad. 2001 No. 319

r. 7.9.57..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 57

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.9.58..........................................ad. 2001 No. 319

r. 7.9.59..........................................ad. 2001 No. 319

r. 7.9.60..........................................ad. 2001 No. 319

Heading to Subdiv. 5.13.................

of Part 7.9

rep. 2003 No. 368

Division 5AA

Heading to Div. 5AA of.................

Part 7.9

ad. 2003 No. 368

r. 7.9.61..........................................ad. 2001 No. 319

renumbered r. 7.6.60A ...................2005 No. 31

r. 7.9.60B .......................................ad. 2005 No. 31

am. 2005 No. 139

Division 5AB

Div. 5AB of Part 7.9 ......................ad. 2005 No. 324

r. 7.9.61AA ....................................ad. 2005 No. 324

Division 5A

Div. 5A of Part 7.9.........................ad. 2002 No. 16

r. 7.9.61A.......................................ad. 2002 No. 16

r. 7.9.61B .......................................ad. 2002 No. 16

r. 7.9.61C .......................................ad. 2002 No. 16

rs. 2003 No. 31

Division 5B

Div. 5B of Part 7.9 .........................ad. 2002 No. 16

r. 7.9.61D.......................................ad. 2002 No. 16

am. 2002 No. 41; 2003 No. 202

Division 5C

Div. 5C of Part 7.9 .........................ad. 2012 No. 267

r. 7.9.61E .......................................ad. 2012 No. 267

Division 6

r. 7.9.62..........................................ad. 2001 No. 319

am. 2002 No 16 and 41; 2003 No 31 and 202; 2004 No. 10; 2008 No. 158

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

58 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.9.63..........................................ad. 2001 No. 319

r. 7.9.63A.......................................ad. 2002 No. 16

r. 7.9.63B .......................................ad. 2002 No. 16

am. 2002 No. 41; 2004 No. 25; 2009 No. 70

r. 7.9.63C .......................................ad. 2002 No. 16

am. 2010 No. 210

r. 7.9.63D.......................................ad. 2002 No. 16

r. 7.9.63E .......................................ad. 2002 No. 16

r. 7.9.63F........................................ad. 2002 No. 41

r. 7.9.63G.......................................ad. 2002 No. 41

r. 7.9.63H.......................................ad. 2002 No. 41

r. 7.9.63I ........................................ad. 2002 No. 126

Division 7

r. 7.9.64..........................................ad. 2001 No. 319

am. 2002 No 16 and 41; 2003 No. 202

r. 7.9.64A.......................................ad. 2002 No. 41

r. 7.9.65..........................................ad No. 319, 2001

am No. 41, 2002; No. 31, 2003; No 194, 2008

r. 7.9.65A.......................................ad. 2008 No. 194

r. 7.9.66..........................................ad No. 319, 2001

am No 16, 2002; No 41, 2002; No 194, 2008

r. 7.9.67..........................................ad. 2001 No. 319

am. 2002 No 16 and 41

r. 7.9.68..........................................ad. 2001 No. 319

am. 2002 No 16 and 41

r. 7.9.68A.......................................ad. 2002 No. 145

am. 2004 No. 145

rep. 2004 No. 145

r. 7.9.69..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.9.70..........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 59

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Division 8

r. 7.9.71..........................................ad. 2001 No. 319

am. 2002 No. 16

r. 7.9.71A.......................................ad. 2003 No. 202

r. 7.9.72..........................................ad. 2001 No. 319

am. 2004 No. 149; 2005 No. 31

r. 7.9.72A.......................................ad. 2002 No. 16

rep. 2005 No. 31

r. 7.9.73..........................................ad. 2001 No. 319

r. 7.9.74..........................................ad. 2001 No. 319

am. 2002 No 16 and 145; 2004 No. 145

r. 7.9.74A.......................................ad. 2004 No. 149

r. 7.9.74B .......................................ad. 2008 No. 158

am. 2011 No. 272

r. 7.9.75..........................................ad. 2001 No. 319

rs No 282, 2003

am. 2004 No. 149; 2005 No 31 and 139

r. 7.9.75A.......................................ad. 2002 No. 126

r. 7.9.75B .......................................ad. 2002 No. 126

r. 7.9.75BA ....................................ad. 2009 No. 52

r. 7.9.75C .......................................ad. 2004 No. 149

r. 7.9.75D.......................................ad. 2004 No. 149

r. 7.9.76..........................................ad. 2001 No. 319

r. 7.9.77..........................................ad. 2001 No. 319

am. 2009 No. 386

r. 7.9.78..........................................ad. 2001 No. 319

am. 2003 No. 202

r. 7.9.79..........................................ad. 2001 No. 319

rep. 2009 No. 12

r. 7.9.80..........................................ad. 2001 No. 319

rep. 2005 No. 324

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

60 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 7.9.80A.......................................ad. 2002 No. 16

rep. 2009 No. 12

r. 7.9.80B .......................................ad. 2003 No. 282

r. 7.9.80C .......................................ad. 2003 No. 368

rep. 2005 No. 324

r. 7.9.80D.......................................ad. 2003 No. 368

rep. 2005 No. 324

Division 9

Div. 9 of Part 7.9............................ad. 2002 No. 16

r. 7.9.81..........................................ad. 2002 No. 16

r. 7.9.82..........................................ad. 2002 No. 16

Div. 10 of Part 7.9..........................ad. 2002 No. 16

rep. 2003 No. 369

r. 7.9.83..........................................ad. 2002 No. 16

rep. 2003 No. 369

Division 11

Div. 11 of Part 7.9..........................ad. 2002 No. 16

r. 7.9.84..........................................ad. 2002 No. 16

r. 7.9.85..........................................ad. 2002 No. 16

r. 7.9.86..........................................ad. 2002 No. 16

r. 7.9.87..........................................ad. 2002 No. 16

r. 7.9.88..........................................ad. 2002 No. 16

am. 2003 No. 368

r. 7.9.89..........................................ad. 2002 No. 16

am. 2003 No. 368

r. 7.9.90..........................................ad. 2002 No. 16

r. 7.9.91..........................................ad. 2002 No. 16

r. 7.9.92..........................................ad. 2002 No. 16

r. 7.9.93..........................................ad. 2002 No. 16

am. 2003 No. 368

r. 7.9.94..........................................ad. 2002 No. 16

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 61

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Division 12

Div. 12 of Part 7.9..........................ad. 2003 No. 127

r. 7.9.95..........................................ad. 2003 No. 127

Division 13

Div. 13 of Part 7.9..........................ad. 2003 No. 369

r. 7.9.96..........................................ad. 2003 No. 369

r. 7.9.97..........................................ad. 2005 No. 31

r. 7.9.97A.......................................ad. 2009 No. 103

Division 14

Div. 14 of Part 7.9..........................ad. 2005 No. 324

r. 7.9.98..........................................ad. 2005 No. 324

r. 7.9.98A.......................................ad. No. 172, 2012

Division 15

Div. 15 of Part 7.9..........................ad. 2009 No. 327

r. 7.9.99..........................................ad. 2009 No. 327

rs. 2009 No. 327

r. 7.9.100........................................ad. 2009 No. 327

am. 2009 No. 327; 2011 No. 193

r. 7.9.100A.....................................ad. 2009 No. 327

r. 7.9.101........................................ad. 2009 No. 327

am. 2011 No. 193

r. 7.9.102........................................ad. 2009 No. 327

am. 2009 No. 327

Part 7.10

Part 7.10.........................................ad. 2002 No. 16

r. 7.10.01........................................rep. 2001 No. 319

ad. 2002 No. 16

r. 7.10.02........................................ad. 2006 No. 102

am. 2012 No. 247; No. 25, 2013; No 33 and 88, 2014

rs No 185, 2014

r 7.10.03.........................................ad No 33, 2014

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

62 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Part 7.11

Division 1

r. 7.11.01........................................rs. 2001 No. 319

am. 2012 No. 43

r. 7.11.02........................................ad. 2001 No. 319

rep. 2012 No. 43

r. 7.11.03........................................ad. 2001 No. 319

r. 7.11.04........................................ad. 2001 No. 319

r. 7.11.05........................................ad. 2001 No. 319

r. 7.11.06........................................ad. 2001 No. 319

r. 7.11.07........................................ad. 2001 No. 319

r. 7.11.08........................................ad. 2001 No. 319

Division 2

r. 7.11.09........................................ad. 2001 No. 319

Division 3

r. 7.11.10........................................ad. 2001 No. 319

r. 7.11.11........................................ad. 2001 No. 319

r. 7.11.12........................................ad. 2001 No. 319

rs. 2012 No. 43

r. 7.11.13........................................ad. 2001 No. 319

rs. 2012 No. 43

r. 7.11.14........................................ad. 2001 No. 319

r. 7.11.15........................................ad. 2001 No. 319

r. 7.11.16........................................ad. 2001 No. 319

r. 7.11.17........................................ad. 2001 No. 319

r. 7.11.18........................................ad. 2001 No. 319

r. 7.11.19........................................ad. 2001 No. 319

r. 7.11.20........................................ad. 2001 No. 319

r. 7.11.21........................................ad. 2001 No. 319

am. 2012 No. 43

r. 7.11.22........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 63

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

rs. 2004 No. 398

am. 2007 No. 323

Division 4

r. 7.11.23........................................ad. 2001 No. 319

r. 7.11.24........................................ad. 2001 No. 319

r. 7.11.25........................................ad. 2001 No. 319

r. 7.11.26........................................ad. 2001 No. 319

r. 7.11.27........................................ad. 2001 No. 319

r. 7.11.28........................................ad. 2001 No. 319

r. 7.11.29........................................ad. 2001 No. 319

r. 7.11.30........................................ad. 2001 No. 319

am. 2002 No. 282

r. 7.11.31........................................ad. 2001 No. 319

am. 2002 No. 282

r. 7.11.32........................................ad. 2001 No. 319

am. 2002 No. 282

r. 7.11.33........................................ad. 2001 No. 319

r. 7.11.34........................................ad. 2001 No. 319

r. 7.11.35........................................ad. 2001 No. 319

r. 7.11.36........................................ad. 2001 No. 319

r. 7.11.37........................................ad. 2001 No. 319

r. 7.11.38........................................ad. 2001 No. 319

r. 7.11.39........................................ad. 2001 No. 319

Division 5

r. 7.11.40........................................ad. 2001 No. 319

am. 2012 No. 43

r. 7.11.41........................................ad. 2001 No. 319

r. 7.11.42........................................ad. 2001 No. 319

Division 6

r. 7.11.43........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

64 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Part 7.12

r. 7.12.01........................................ad. 2001 No. 319

rr. 7.13.01–7.13.03.........................rep. 2001 No. 319

rr. 7.14.01, 7.14.02.........................rep. 2001 No. 319

r. 7.15.01........................................rep. 2001 No. 319

Chapter 8

Chapt. 8..........................................rep. 2001 No. 319

ad. 2008 No. 94

Part 8.1

r. 8.1.01..........................................rep. 2001 No. 319

ad. 2008 No. 94

am No 175, 2014

r. 8.1.01A.......................................rep. 2001 No. 319

r. 8.1.02..........................................rep. 2001 No. 319

ad. 2008 No. 94

am No 175, 2014

r. 8.1.03..........................................ad. 2008 No. 94

Part 8.2

Division 1

r. 8.2.01..........................................rep. 2001 No. 319

ad. 2008 No. 94

am No 175, 2014

r. 8.2.02..........................................rep. 2001 No. 319

ad. 2008 No. 94

am. 2010 No. 301; No 175, 2014

r. 8.2.03..........................................rep. 2001 No. 319

ad. 2008 No. 94

r. 8.2.04..........................................ad. 2008 No. 94

am No 190, 2013

rr. 8.3.01–8.3.06.............................rep. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 65

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Division 4

r. 8.4.01..........................................rep. 2001 No. 319

ad. 2008 No. 94

rr. 8.4.01A, 8.4.01B .......................rep. 2001 No. 319

r. 8.4.02..........................................rep. 2001 No. 319

ad. 2008 No. 94

r. 8.4.03..........................................rep. 2001 No. 319

rr. 8.4.03A, 8.4.03B .......................rep. 2001 No. 319

r. 8.4.04..........................................rep. 2001 No. 319

r. 8.6.01..........................................rep. 2001 No. 319

rr. 8.7.01–8.7.03.............................rep. 2001 No. 319

Chapter 9

Part 9.1

r 9.1.01...........................................am No 319, 2001;No 54, 2010; No 3, 2015

r 9.1.02...........................................am No 319, 2001; No 198, No 325, 2007; No 54, 2010; No 3, 2015

Part 9.2

Division 2

Heading to Div. 2 of ......................

Part 9.2

ad. 2004 No. 208

r. 9.2.01..........................................rs. 2004 No. 208

r. 9.2.02..........................................rs. 2004 No. 208

r. 9.2.03..........................................rs. 2004 No. 208

am. 2011 No. 142

r. 9.2.04..........................................rs. 2004 No. 208

rep. 2007 No. 325

r. 9.2.05..........................................rep. 2009 No. 198

r. 9.2.06..........................................rep. 2009 No. 198

r. 9.2.07..........................................rep. 2009 No. 198

Division 2A

Div. 2A of Part 9.2.........................ad. 2004 No. 208

r. 9.2.08..........................................ad. 2004 No. 208

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

66 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Part 9.2A

Part 9.2A........................................ad. 2004 No. 208

Division 1

r. 9.2A.01.......................................ad. 2004 No. 208

r. 9.2A.03.......................................ad. 2004 No. 208

Part 9.4

r. 9.4.03..........................................ad. 2003 No. 194

Part 9.4A

r. 9.4A.01.......................................am. 2001 No. 319

r. 9.4A.02.......................................am. 2001 No. 319

Part 9.7

Part 9.7...........................................ad. No. 117, 2013

r. 9.7.01..........................................ad. No. 117, 2013

Part 9.12

Part 9.12.........................................ad. 2002 No. 16

Heading to r. 9.12.01 .....................rs. 2002 No. 41

r. 9.12.01........................................ad. 2002 No. 16

r. 9.12.02........................................ad. 2002 No. 41

rep. 2002 No. 145

ad. 2002 No. 182

am. 2007 No. 364

r. 9.12.03........................................ad. 2002 No. 41

rep. 2002 No. 145

ad. 2003 No. 367

r. 9.12.04 (first occurring)..............ad. No. 83, 2013

r. 9.12.04........................................

(second occurring)

ad. 2002 No. 41

rep. 2002 No. 145

ad. No. 59, 2013

r 9.12.05.........................................ad No 33, 2014

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 67

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Chapter 10

Part 10.2

Part 10.2.........................................ad. 2001 No. 319

Heading to Part 10.2 ......................rs. 2003 No. 369

Division 1

r. 10.2.01........................................ad. 2001 No. 319

r. 10.2.02........................................ad. 2001 No. 319

rs. 2002 No. 16

r. 10.2.02A.....................................ad. 2002 No. 41

r. 10.2.02B .....................................ad. 2002 No. 41

Division 1A

Div. 1A of Part 10.2.......................ad. 2002 No. 41

r. 10.2.02C .....................................ad. 2002 No. 41

am. 2002 No. 53

Division 2

Subdivision 2.1

r. 10.2.03........................................ad. 2001 No. 319

r. 10.2.04........................................ad. 2001 No. 319

r. 10.2.05........................................ad. 2001 No. 319

r. 10.2.06........................................ad. 2001 No. 319

Subdivision 2.2

r. 10.2.07........................................ad. 2001 No. 319

Division 3

r. 10.2.08........................................ad. 2001 No. 319

r. 10.2.09........................................ad. 2001 No. 319

r. 10.2.10........................................ad. 2001 No. 319

r. 10.2.11........................................ad. 2001 No. 319

Division 4

r. 10.2.12........................................ad. 2001 No. 319

r. 10.2.13........................................ad. 2001 No. 319

r. 10.2.14........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

68 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 10.2.15........................................ad. 2001 No. 319

r. 10.2.16........................................ad. 2001 No. 319

r. 10.2.17........................................ad. 2001 No. 319

r. 10.2.18........................................ad. 2001 No. 319

Division 5

r. 10.2.19........................................ad. 2001 No. 319

r. 10.2.20........................................ad. 2001 No. 319

Division 5A

Div. 5A of Part 10.2.......................ad. 2002 No. 53

r. 10.2.20A.....................................ad. 2002 No. 53

Division 5B

Div. 5B of Part 10.2 .......................ad. 2002 No. 126

r. 10.2.20B .....................................ad. 2002 No. 126

Division 6

r. 10.2.21........................................ad. 2001 No. 319

r. 10.2.22........................................ad. 2001 No. 319

Division 7

r. 10.2.23........................................ad. 2001 No. 319

r. 10.2.24........................................ad. 2001 No. 319

Division 8

Heading to Div. 8 of ......................

Part 10.2

rs. 2002 No. 145

r. 10.2.25........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.26........................................ad. 2001 No. 319

am. 2002 No. 16; 2005 No. 38

r. 10.2.27........................................ad. 2001 No. 319

am. 2002 No. 16; 2005 No. 38

r. 10.2.27A.....................................ad. 2002 No. 145

Division 9

r. 10.2.28........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 69

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No. 16

r. 10.2.29........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.29A.....................................ad. 2002 No. 16

r. 10.2.30........................................ad. 2001 No. 319

am. 2002 No. 16

Division 10

r. 10.2.31........................................ad. 2001 No. 319

r. 10.2.32........................................ad. 2001 No. 319

Division 11

r. 10.2.33........................................ad. 2001 No. 319

am. 2002 No. 16

Division 12

r. 10.2.34........................................ad. 2001 No. 319

Division 13

r. 10.2.35........................................ad. 2001 No. 319

r. 10.2.35A.....................................ad. 2003 No. 31

r. 10.2.36........................................ad. 2001 No. 319

rs. 2003 No. 31

r. 10.2.37........................................ad. 2001 No. 319

am. 2002 No. 16; 2003 No. 31

r. 10.2.38........................................ad. 2001 No. 319

am. 2002 No 16 and 41; 2003 No. 31

r. 10.2.39........................................ad. 2001 No. 319

r. 10.2.40........................................ad. 2001 No. 319

r. 10.2.40A.....................................ad. 2002 No. 53

am. 2002 No. 126

r. 10.2.41........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.42........................................ad. 2001 No. 319

r. 10.2.43........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

70 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 10.2.44........................................ad. 2001 No. 319

rep. 2007 No. 197

r. 10.2.44A.....................................ad. 2002 No. 41

rs. 2003 No. 31

am. 2003 No. 202

r. 10.2.45........................................ad. 2001 No. 319

rep. 2007 No. 197

r. 10.2.46........................................ad. 2001 No. 319

am. 2002 No. 16

(1)(a) exp 11 Mar 2004 (r 10.2.46(2))

r. 10.2.46A.....................................ad. 2002 No. 16

(1)(a), (2)(a), (3)(a), (4)(a) exp 11 Mar 2004 (r 10.2.46A(5))

r. 10.2.47........................................ad. 2001 No. 319

r. 10.2.47A.....................................ad. 2002 No. 41

Division 14

Heading to Div. 14 of.....................

Part 10.2

rs. 2002 No. 16

r. 10.2.48........................................ad. 2001 No. 319

r. 10.2.48A.....................................ad. 2003 No. 126

r. 10.2.49........................................ad. 2001 No. 319

r. 10.2.50........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.50A.....................................ad. 2002 No. 41

(2) exp 11 Mar 2004 (r 10.2.50A(3))

Division 15

r. 10.2.51........................................ad. 2001 No. 319

am. 2003 No. 282

r. 10.2.52........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.52A.....................................ad. 2002 No. 16

am. 2002 No. 41

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 71

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 10.2.53........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.54........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.55........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.56........................................ad. 2001 No. 319

r. 10.2.57........................................ad. 2001 No. 319

r. 10.2.58........................................ad. 2001 No. 319

r. 10.2.59........................................ad. 2001 No. 319

r. 10.2.60........................................ad. 2001 No. 319

r. 10.2.61........................................ad. 2001 No. 319

r. 10.2.62........................................ad. 2001 No. 319

r. 10.2.63........................................ad. 2001 No. 319

r. 10.2.64........................................ad. 2001 No. 319

r. 10.2.65........................................ad. 2001 No. 319

r. 10.2.66........................................ad. 2001 No. 319

r. 10.2.67........................................ad. 2001 No. 319

r. 10.2.68........................................ad. 2001 No. 319

r. 10.2.69........................................ad. 2001 No. 319

r. 10.2.70........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.71........................................ad. 2001 No. 319

am. 2002 No 16 and 41

r. 10.2.72........................................ad. 2001 No. 319

r. 10.2.73........................................ad. 2001 No. 319

r. 10.2.73A.....................................ad. 2002 No. 41

r. 10.2.73B .....................................ad. 2002 No. 41

Division 16

r. 10.2.74........................................ad. 2001 No. 319

am. 2002 No 16 and 41

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

72 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 10.2.75........................................ad. 2001 No. 319

am. 2002 No. 41

r. 10.2.76........................................ad. 2001 No. 319

r. 10.2.77........................................ad. 2001 No. 319

rs. 2002 No. 41

r. 10.2.78........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.79........................................ad. 2001 No. 319

am. 2002 No 16 and 41; 2003 No. 368

r. 10.2.80........................................ad. 2001 No. 319

r. 10.2.81........................................ad. 2001 No. 319

rs. 2003 No. 369

r. 10.2.82........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.83........................................ad. 2001 No. 319

r. 10.2.84........................................ad. 2001 No. 319

r. 10.2.85........................................ad. 2001 No. 319

r. 10.2.86........................................ad. 2001 No. 319

r. 10.2.87........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.87A.....................................ad. 2003 No. 31

Division 17

r. 10.2.88........................................ad. 2001 No. 319

r. 10.2.89........................................ad. 2001 No. 319

r. 10.2.90........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.91........................................ad. 2001 No. 319

Division 18

r. 10.2.92........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.93........................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 73

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No. 16

r. 10.2.94........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.94A.....................................ad. 2002 No. 41

r. 10.2.94B .....................................ad. 2002 No. 41

r. 10.2.95........................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.96........................................ad. 2001 No. 319

r. 10.2.97........................................ad. 2001 No. 319

r. 10.2.98........................................ad. 2001 No. 319

r. 10.2.98A.....................................ad. 2002 No. 16

Division 19

r. 10.2.99........................................ad. 2001 No. 319

Division 20

r. 10.2.100......................................ad. 2001 No. 319

r. 10.2.101......................................ad. 2001 No. 319

am. 2002 No. 16

r. 10.2.102......................................ad. 2001 No. 319

am. 2002 No. 41

r. 10.2.103......................................ad. 2001 No. 319

r. 10.2.104......................................ad. 2001 No. 319

Division 21

r. 10.2.105......................................ad. 2001 No. 319

r. 10.2.106......................................ad. 2001 No. 319

r. 10.2.107......................................ad. 2001 No. 319

r. 10.2.108......................................ad. 2001 No. 319

r. 10.2.109......................................ad. 2001 No. 319

r. 10.2.110......................................ad. 2001 No. 319

r. 10.2.111......................................ad. 2001 No. 319

r. 10.2.112......................................ad. 2001 No. 319

r. 10.2.113......................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

74 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 10.2.114......................................ad. 2001 No. 319

r. 10.2.115......................................ad. 2001 No. 319

Division 22

r. 10.2.116......................................ad. 2001 No. 319

r. 10.2.117......................................ad. 2001 No. 319

Division 23

r. 10.2.118......................................ad. 2001 No. 319

Division 24

r. 10.2.119......................................ad. 2001 No. 319

Division 24A

Div. 24A of Part 10.2.....................ad. 2002 No. 16

r. 10.2.119A...................................ad. 2002 No. 16

r. 10.2.119B ...................................ad. 2002 No. 41

r. 10.2.119C ...................................ad. 2002 No. 41

Division 25

Div. 25 of Part 10.2........................ad. 2001 No. 319

r. 10.2.120......................................ad. 2001 No. 319

Division 25A

Div. 25A of Part 10.2.....................ad. 2002 No. 16

r. 10.2.120A...................................ad. 2002 No. 16

Division 25B

Div. 25B of Part 10.2 .....................ad. 2002 No. 16

r. 10.2.120B ...................................ad. 2002 No. 16

am. 2002 No. 41

Division 26

r. 10.2.121......................................ad. 2001 No. 319

Division 27

r. 10.2.122......................................ad. 2001 No. 319

rep. 2002 No. 16

ad. 2002 No. 41

r. 10.2.123......................................ad. 2001 No. 319

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 75

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 10.2.124......................................ad. 2001 No. 319

rs. 2002 No. 16

am. 2002 No. 41

r. 10.2.125......................................ad. 2001 No. 319

r. 10.2.126......................................ad. 2001 No. 319

r. 10.2.127......................................ad. 2001 No. 319

r. 10.2.128......................................ad. 2001 No. 319

r. 10.2.129......................................ad. 2001 No. 319

r. 10.2.130......................................ad. 2001 No. 319

r. 10.2.131......................................ad. 2001 No. 319

r. 10.2.132......................................ad. 2001 No. 319

r. 10.2.133......................................ad. 2001 No. 319

r. 10.2.134......................................ad. 2001 No. 319

r. 10.2.135......................................ad. 2001 No. 319

Division 27A

Div. 27A of Part 10.2.....................ad. 2002 No. 41

r. 10.2.135A...................................ad. 2002 No. 41

Division 28

r. 10.2.136......................................ad. 2001 No. 319

r. 10.2.137......................................ad. 2001 No. 319

r. 10.2.138......................................ad. 2001 No. 319

am. 2002 No. 41

Division 29

Div. 29 of Part 10.2........................ad. 2002 No. 16

r. 10.2.139......................................ad. 2002 No. 16

r. 10.2.140......................................ad. 2002 No. 16

r. 10.2.141......................................ad. 2002 No. 16

r. 10.2.142......................................ad. 2002 No. 16

r. 10.2.143......................................ad. 2002 No. 16

r. 10.2.144......................................ad. 2002 No. 16

r. 10.2.145......................................ad. 2002 No. 16

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

76 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

r. 10.2.146......................................ad. 2002 No. 16

am. 2002 No. 41

Division 30

Div. 30 of Part 10.2........................ad. 2002 No. 16

r. 10.2.147......................................ad. 2002 No. 16

Heading to r. 10.2.148....................rs. 2002 No. 41

r. 10.2.148......................................ad No. 16, 2002

am No. 41, 2002

r. 10.2.149......................................ad. 2002 No. 16

r. 10.2.150......................................ad. 2002 No. 16

r. 10.2.151......................................ad. 2002 No. 16

am. 2002 No. 41

r. 10.2.152......................................ad. 2002 No. 16

r. 10.2.153......................................ad. 2002 No. 16

r. 10.2.154......................................ad. 2002 No. 16

r. 10.2.155......................................ad. 2002 No. 16

r. 10.2.156......................................ad. 2002 No. 16

am. 2002 No. 41

r. 10.2.157......................................ad. 2002 No. 16

r. 10.2.158......................................ad. 2002 No. 16

r. 10.2.159......................................ad. 2002 No. 16

r. 10.2.160......................................ad. 2002 No. 16

r. 10.2.161......................................ad. 2002 No. 16

r. 10.2.162......................................ad. 2002 No. 16

r. 10.2.163......................................ad. 2002 No. 16

r. 10.2.164......................................ad. 2002 No. 16

r. 10.2.165......................................ad. 2002 No. 16

r. 10.2.166......................................ad. 2002 No. 16

r. 10.2.167......................................ad. 2002 No. 16

r. 10.2.168......................................ad. 2002 No. 16

r. 10.2.169......................................ad. 2002 No. 16

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 77

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am. 2002 No. 41

r. 10.2.170......................................ad. 2002 No. 16

Division 31

Div. 31 of Part 10.2........................ad. 2002 No. 16

r. 10.2.171......................................ad. 2002 No. 16

r. 10.2.172......................................ad. 2002 No. 16

r. 10.2.173......................................ad. 2002 No. 16

r. 10.2.174......................................ad. 2002 No. 16

r. 10.2.175......................................ad. 2002 No. 16

Division 32

Div. 32 of Part 10.2........................ad. 2002 No. 16

r. 10.2.176......................................ad. 2002 No. 16

r. 10.2.177......................................ad. 2002 No. 16

r. 10.2.178......................................ad. 2002 No. 16

r. 10.2.179......................................ad. 2002 No. 16

Division 33

Div. 33 of Part 10.2........................ad. 2002 No. 16

r. 10.2.180......................................ad. 2002 No. 16

r. 10.2.181......................................ad. 2002 No. 16

r. 10.2.182......................................ad. 2002 No. 16

r. 10.2.183......................................ad. 2002 No. 16

r. 10.2.184......................................ad. 2002 No. 16

r. 10.2.185......................................ad. 2002 No. 16

r. 10.2.186......................................ad. 2002 No. 16

r. 10.2.187......................................ad. 2002 No. 16

r. 10.2.188......................................ad. 2002 No. 16

r. 10.2.189......................................ad. 2002 No. 16

r. 10.2.190......................................ad. 2002 No. 16

r. 10.2.191......................................ad. 2002 No. 16

r. 10.2.192......................................ad. 2002 No. 16

r. 10.2.193......................................ad. 2002 No. 16

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

78 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Division 34

Div. 34 of Part 10.2........................ad. 2002 No. 16

r. 10.2.194......................................ad. 2002 No. 16

Division 35

Div. 35 of Part 10.2........................ad. 2002 No. 16

r. 10.2.195......................................ad. 2002 No. 16

Division 36

Div. 36 of Part 10.2........................ad. 2002 No. 16

r. 10.2.196......................................ad. 2002 No. 16

Division 37

Div. 37 of Part 10.2........................ad. 2002 No. 16

r. 10.2.197......................................ad. 2002 No. 16

am 2002 No. 41

r. 10.2.198......................................ad. 2002 No. 16

am 2002 No. 41

Division 38

Div. 38 of Part 10.2........................ad. 2002 No. 16

r. 10.2.199......................................ad. 2002 No. 16

Division 39

Div. 39 of Part 10.2........................ad. 2002 No. 16

r. 10.2.200......................................ad. 2002 No. 16

am. 2002 No. 41

Division 40

Div. 40 of Part 10.2........................ad. 2002 No. 16

r. 10.2.201......................................ad. 2002 No. 16

am. 2002 No. 126

r. 10.2.201A...................................ad. 2002 No. 126

Division 41

Div. 41 of Part 10.2........................ad. 2002 No. 16

r. 10.2.202......................................ad. 2002 No. 16

am. 2003 No. 368

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 79

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Division 42

Div. 42 of Part 10.2........................ad. 2002 No. 16

r. 10.2.203......................................ad. 2002 No. 16

Division 43

Div. 43 of Part 10.2........................ad. 2002 No. 16

r. 10.2.204......................................ad. 2002 No. 16

Division 44

Div. 44 of Part 10.2........................ad. 2002 No. 16

r. 10.2.205......................................ad. 2002 No. 16

Division 45

Div. 45 of Part 10.2........................ad. 2002 No. 16

r. 10.2.206......................................ad. 2002 No. 16

am. 2002 No. 41

r. 10.2.207......................................ad. 2002 No. 16

rs. 2002 No. 41

Division 46

Div. 46 of Part 10.2........................ad. 2002 No. 16

r. 10.2.208......................................ad. 2002 No. 16

r. 10.2.209......................................ad. 2002 No. 16

Division 47

Div. 47 of Part 10.2........................ad. 2002 No. 41

r. 10.2.210......................................ad. 2002 No. 41

Division 48

Div. 48 of Part 10.2........................ad. 2002 No. 41

r. 10.2.211......................................ad. 2002 No. 41

Division 49

Div. 49 of Part 10.2........................ad. 2002 No. 41

r. 10.2.212......................................ad. 2002 No. 41

Division 50

Div. 50 of Part 10.2........................ad. 2003 No. 85

r. 10.2.213......................................ad. 2003 No. 85

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

80 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Div. 51 of Part 10.2........................ad. 2003 No. 369

rep. 2005 No. 324

r. 10.2.214......................................ad. 2003 No. 369

rep. 2005 No. 324

Division 52

Div. 52 of Part 10.2........................ad. 2004 No. 26

r. 10.2.215......................................ad. 2004 No. 26

Part 10.5

Part 10.5.........................................ad No. 208, 2004

r 10.5.01.........................................ad No. 208, 2004

am No. 399, 2004; No. 126, 2004

Part 10.15

Part 10.14 heading .........................rep No 193, 2011

Part 10.15 heading .........................ad No 193, 2011

r 10.14.01 heading .........................rep No 193, 2011

r 10.15.01 heading .........................ad No 193, 2011

r 10.14.02.......................................ad No 210, 2010

renum No 193, 2011

r 10.15.02 (prev r10.14.02) ............renum No 193, 2011

r 10.14.03.......................................ad No 210, 2010

r 10.15.03 (prev r 10.14.03) ...........renum No 193, 2011

r 10.14.04.......................................ad No 210, 2010

r 10.15.04 (prev r 10.14.04) ...........renum No 193, 2011

r 10.14.05.......................................ad No 210, 2010

r. 10.15.05 (prev r 10.14.05) ..........renum No 193, 2011

r 10.14.06.......................................ad No 210, 2010

r. 10.15.06 (prev r 10.14.06) ..........renum No 193, 2011

Part 10.18

Part 10.18.......................................ad No 170, 2012

r 10.18.01.......................................ad No 170, 2012

rep 1 July 2013 (r 10.18.01(3))

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 81

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Part 10.19

Part 10.19.......................................ad No 155, 2013

r 10.19.01.......................................ad No 155, 2013

Part 10.20

Part 10.20.......................................ad No 3, 2015

Division 1

r 10.20.01.......................................ad No 3, 2015

r 10.20.02.......................................ad No 3, 2015

r 10.20.03.......................................ad No 3, 2015

Division 2

r 10.20.04.......................................ad No 3, 2015

Division 3

r 10.20.05.......................................ad No 3, 2015

r 10.20.06.......................................ad No 3, 2015

r 10.20.07.......................................ad No 3, 2015

r 10.20.08.......................................ad No 3, 2015

r 10.20.09.......................................ad No 3, 2015

r 10.20.10.......................................ad No 3, 2015

r 10.20.11.......................................ad No 3, 2015

r 10.20.12.......................................ad No 3, 2015

r 10.20.13.......................................ad No 3, 2015

r 10.20.14.......................................ad No 3, 2015

Division 4

r 10.20.15.......................................ad No 3, 2015

r 10.20.16.......................................ad No 3, 2015

r 10.20.17.......................................ad No 3, 2015

Chapter 12

Part 12.6

r 12.06.01A....................................ad No 184, 2010

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

82 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Part 12.7

Division 2

r 12.7.06.........................................ad No 85, 2003

am No 368, 2003

Part 12.8

Division 1

r 12.8.02.........................................am No 227, 2007; No 175, 2009

Division 2

r 12.8.06.........................................am No 227, 2007

r 12.8.08.........................................am No 319, 2001

Schedule 1

Schedule 1......................................am No 319, 2001; No 194, 2003; No 208, 2004; No 399, 2004; No 195,

2007; No 198, 2009; No 387, 2009; No 152, 2013

Schedule 2

Form 105 .......................................rs No 198, 2009

Form 2M01....................................ad No 399, 2004

rep No 152, 2013

Form 2M02....................................ad No 399, 2004

rep No 152, 2013

Form 2M03....................................ad No 399, 2004

rep No 152, 2013

Form 309 .......................................rep No 195, 2007

Form 311 .......................................rep No 195, 2007

Form 312 .......................................rep No 195, 2007

Form 316 .......................................rep No 194, 2003

Form 350 .......................................rep No 195, 2007

Form 504 .......................................rep No 399, 2004

Form 505 .......................................rep No 399, 2004

Form 506 .......................................rep No 399, 2004

Form 507 .......................................rep No 399, 2004

Form 507A.....................................rep No 399, 2004

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 83

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Form 508 .......................................rep No 399, 2004

Form 509 .......................................rep No 399, 2004

Form 509D.....................................rep No 399, 2004

Form 509F .....................................rep No 399, 2004

Form 509G.....................................rep No 399, 2004

Form 509H.....................................am No 16, 2002

rs No 325, 2007

Form 519 .......................................rep No 399, 2004

Form 522 .......................................rep No 399, 2004

Form 523 .......................................rep No 399, 2004

Form 524 .......................................rep No 399, 2004

Form 525 .......................................rep No 399, 2004

Form 529 .......................................am No 325, 2007

rs No 198, 2009

Form 531B.....................................am No 325, 2007

Form 533 .......................................rep No 114, 2012

Form 534 .......................................rep No 114, 2012

Form 540 .......................................rep No 399, 2004

Form 545 .......................................rep No 399, 2004

Form 546 .......................................rep No 114, 2012

Form 701 .......................................ad No 387, 2009

Form 702 .......................................rep No 319, 2001

Form 703 .......................................rep No 319, 2001

Form 704 .......................................rep No 319, 2001

Form 705 .......................................rep No 319, 20019

Form 707 .......................................rep No 319, 2001

Form 708 .......................................rep No 319, 2001

Form 709 .......................................rep No 319, 2001

Form 710 .......................................rep No 319, 2001

Form 711 .......................................rep No 319, 2001

Form 712 .......................................rep No 319, 2001

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

84 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Form 713 .......................................rep No 319, 2001

Form 714 .......................................rep No 319, 2001

Form 715 .......................................rep No 319, 2001

Form 716 .......................................rep No 319, 2001

Form 717 .......................................rep No 319, 2001

Form 718 .......................................rep No 319, 2001

Form 719 .......................................rs No 319, 2001

Form 719A.....................................rs No 319, 2001

am No 16, 2002; No 26, 2004

Form 719B.....................................rs No 319, 2001

Form 720 .......................................rs No 319, 2001

Form 721 .......................................rs No 319, 2001

am No 26, 2004

Form 802 .......................................rep No 319, 2001

Form 802A.....................................rep No 319, 2001

Form 803 .......................................rep No 319, 2001

Form 803C.....................................rep No 319, 2001

Form 804 .......................................rep No 319, 2001

Form 805 .......................................rep No 319, 2001

Form 806 .......................................rep No 319, 2001

Form 807 .......................................rep No 319, 2001

Form 807A.....................................rep No 319, 2001

Form 808 .......................................rep No 319, 2001

Form 809 .......................................rep No 319, 2001

Form 810 .......................................rep No 319, 2001

Form 811 .......................................rep No 319, 2001

Form 812 .......................................rep No 319, 2001

Form 902 .......................................rep No 319, 2001

Form 903A.....................................rep No 208, 2004

Form 903B.....................................rep No 198, 2009

Form 904 .......................................rep No 198, 2009

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 85

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Form 905A.....................................rep No 399, 2004

Form 907 .......................................rep No 208, 2004

Form 908 .......................................rep No 399, 2004

Schedule 2A

Schedule 2A...................................ad No 319, 2001

Form 1 ...........................................ad No 319, 2001

Form 2 ...........................................ad No 319, 2001

Form 3 ...........................................ad No 319, 2001

Form 4 ...........................................ad No 319, 2001

Form 5 ...........................................ad No 319, 2001

Form 6 ...........................................ad No 319, 2001

Form 7 ...........................................ad No 319, 2001

Form 8 ...........................................ad No 319, 2001

Form 9 ...........................................ad No 319, 2001

Form 10 .........................................ad No 319, 2001

Schedule 3

Schedule 3......................................am No 319, 2001; No 398, 2004

Schedule 4

Schedule 4......................................am No 319, 2001; No 398, 2004; No 332, 2010

Schedule 5A...................................rep No 194, 2007

Schedule 5B...................................ad No 160, 2005

amNo 126, 2006

rep No 193, 2007

Schedule 5C

Schedule 5C...................................ad No 126, 2006

Schedule 6

Schedule 6......................................am No 318, 2001; No 319, 2001; No 362, 2006; No 272, 2010

Schedule 7A

Schedule 7A...................................ad No 171, 2012

Schedule 8

Schedule 8......................................am No 319, 2001

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

86 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Schedule 8A

Schedule 8A...................................am No 325, 2007

Schedule 8AA

Schedule 8AA................................ad No 88, 2010

am No 43, 2012

Schedule 8AB

Schedule 8AB ................................ad No 88, 2010

Schedule 8AC

Schedule 8AC ................................ad No 88, 2010

Schedule 8AD

Schedule 8AD................................ad No 88, 2010

am No 43, 2012

Schedule 8AE

Schedule 8AE ................................adNo 88, 2010

Schedule 8B

Schedule 8B...................................ad No 15, 2002

Schedule 8C

Schedule 8C...................................ad No 26, 2004

am No 70., 2009

am No 190, 2013

Schedule 8D

Schedule 8D...................................ad No 3, 2015

Schedule 9

Schedule 9 heading ........................am No 319, 2001

rs 2012 No 43

Schedule 9......................................am No 319, 2001; No 26, 2004; No 325, 2007

rs No 43, 2012

Schedule 10

Schedule 10....................................ad No 319, 2001

am No 16, 2002

rs No 31, 2005

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

Corporations Regulations 2001 87

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

am No 155, 2013

Schedule 10A

Schedule 10A heading ...................am No 16, 2002

rs No 94, 2008; No 135, 2010; No 42, 2012

Schedule 10A.................................ad No 319, 2001

am No 16, 2002; No 41, 2002; No 31, 2003; No 369, 2003; No 31, 2005;

No 94, 2008; No 158, 2008; No 135, 2010; No 301, 2010; No 42, 2012;

No 155, 2013; No 175, 2014

Schedule 10AA

Schedule 10AA..............................ad No 94, 2008

am No 301, 2010; No 175, 2014

Schedule 10B

Schedule 10B heading....................am No 16, 2002

rep No 31, 2005

Schedule 10B.................................ad No 319, 2001

am No 16, 2002; No 41, 2002; No 26, 2004

rep No 31, 2005

ad No 158, 2008

am No 194, 2008; No 55, 2010; No 66, 2011

Schedule 10C

Schedule 10C.................................ad No. 319, 2001

am No 16, 2002; No 41, 2002

rep No 31, 2005

ad No 135, 2010

Schedule 10D

Schedule 10D.................................

(first occurring)

ad No 135, 2010

am No 155, 2013

Schedule 10E

Schedule 10E .................................ad No 135, 2010

am No 274, 2011

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 4—Amendment history

88 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Provision affected How affected

Schedule 11....................................am No 208, 2001

rep No 319, 2001

Schedule 10D

Schedule 10D.................................

(second occurring)

ad No 319, 2001

am No 31, 2003

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

Corporations Regulations 2001 89

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Endnote 5—Misdescribed amendments

Corporations Amendment Regulations 2005 (No. 5) (No. 324, 2005)

Schedule 3

[3] After Schedule 10B

insert

Schedule 10BA

Part 1—Modifications of Part 7.7 of the Act

1.1 Paragraph 949A(2)(c)

after

Part 7.9)

insert

or a Short-Form PDS (see Division 3A of Part 7.9)

Part 2—Modifications of Part 7.8 of the Act

2.1 Paragraphs 992A(3)(c), (d) and (e)

after

Statement

insert

or a Short-Form PDS

Part 3—Modifications of Part 7.9 of the Act

3.1 After Division 3 of Part 7.9

insert

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

90 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3A—Short-Form Product Disclosure Statements

1017H Short-Form PDS

Short-Form PDS may be given instead of a Product Disclosure

Statement in most cases

(1) If a regulated person is required or obliged by this Act to give a

Product Disclosure Statement for a financial product (but see

subsection (4)) to another person, the regulated person may instead

provide a Short-Form PDS for the product.

Product Disclosure Statement must be given in certain

circumstances

(2) However, if the regulated person is requested by the other person

to provide the Product Disclosure Statement the regulated person

must provide the Product Disclosure Statement.

Responsible person

(3) The responsible person for a Short-Form PDS for a financial

product is the person who is the responsible person for the Product

Disclosure Statement for the product.

Application of subsection (1)

(4) Subsection (1) does not apply to a general insurance product.

1017I Contents of a Short-Form PDS

Contents

(1) The Short-Form PDS for a financial product must contain the

following:

(a) a summary of the statements and information referred to in

paragraphs 1013D(1)(a), (b), (c), (d), (e), (g) and (i) that were

included in a Product Disclosure Statement for the product;

(b) a statement:

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

Corporations Regulations 2001 91

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) notifying the retail client in relation to the product that

the client may ask for the Product Disclosure Statement

for the product; and

(ii) setting out the means by which the client may ask for

the Product Disclosure Statement.

Extra contents for certain products

(2) If the Short-Form PDS is for a superannuation product or a

managed investment product the Short-Form PDS must also set out

in full the information in:

(a) any regulations made for the purposes of

paragraph 1013D(4)(c) relating to the details of fees and

costs; and

(b) any regulations made for the purposes of

paragraph 1015C(5)(b) that relate to the presentation,

structure and format of information required by paragraphs

1013D(1)(d) and (e).

Other information may be included in Short-Form PDS

(3) The Short-Form PDS may also:

(a) include other information; and

(b) refer to other information that is set out in the Product

Disclosure Statement or Financial Services Guide for the

product.

Reference to identify incorporated information

(4) If under paragraph (3)(b) information is referred to in the

Short-Form PDS, the reference must identify the document or the

part of the document that contains the information.

Incorporated document forms part of Short-Form PDS

(5) The document or part referred to in subsection (4) is taken to be

included in the Short-Form PDS.

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

92 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Rule as to statements in a Short-Form PDS

(6) If a Product Disclosure Statement for a financial product may

include a statement made by a person (see section 1013K), the

statement may also be included in the Short-Form PDS for the

product.

1017J Title of Short-Form Product Disclosure Statement

(1) The title “Short-Form Product Disclosure Statement” must be used

on the cover of, or at or near the front of, a Short-Form PDS.

(2) In any other part of a Short-Form PDS, “Short-Form Product

Disclosure Statement” may be abbreviated to “Short-Form PDS”.

1017K References in sections to Product Disclosure Statement to

include references to Short-Form PDS

The following provisions apply to a Short-Form PDS and so apply

as if a reference to a Product Disclosure Statement in the

provisions included a reference to a Short-Form PDS:

(a) sections 942DA, 947E, 1012F, 1012G, 1012H, 1012J,

1013A, 1013G, 1013H, 1013I, 1013L 1013M, 1016A,

1016B, 1016C, 1016D, 1016E and 1017A and

subsections 1013C(3) and 1013C(4) to (7);

(b) any regulations made under those sections or subsections;

(c) any regulations that modify those sections or subsections.

Division 3B—Supplementary Short-Form Product

Disclosure Statements

1017L What a Supplementary Short-Form Product Disclosure

Statement is

A Supplementary Short-Form PDS is a document by which a

person who has prepared a Short-Form PDS can:

(a) correct a misleading or deceptive statement in the

Short-Form PDS; or

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

Corporations Regulations 2001 93

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) correct an omission from the Short-Form PDS of information

it is required to contain; or

(c) update, or add to, the information contained in the

Short-Form PDS; or

(d) change a statement of a kind referred to in

paragraph 1016E(1)(a) or (b) (as applied by section 1017K).

1017M Title of Supplementary Short-Form Product Disclosure

Statement

(1) The title “Supplementary Short-Form Product Disclosure

Statement” must be used on the cover of, or at or near the front of,

a Supplementary Short-Form PDS.

(2) In any other part of a Supplementary Short-Form PDS,

“Supplementary Short-Form Product Disclosure Statement” may

be abbreviated to “Supplementary Short-Form PDS”.

1017N Form of Supplementary Short-Form Product Disclosure

Statement

At the beginning of a Supplementary Short-Form PDS there must

be:

(a) a statement that it is a Supplementary Short-Form PDS; and

(b) an identification of the Short-Form PDS that it supplements;

and

(c) a statement that it is to be read together with that Short-Form

PDS and any other specified Supplementary Short-Form

PDS.

1017O Effect of giving person a Supplementary Short-Form Product

Disclosure Statement

If:

(a) a person is given a Short-Form PDS; and

(b) at the same time, or later, they are given a Supplementary

Short-Form PDS that supplements the Short-Form PDS;

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

94 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the Short-Form PDS is taken, from when the Supplementary

Short-Form PDS is given to the person, to include the information

and statements contained in the Supplementary Short-Form PDS.

1017P Situation in which only a Supplementary Short-Form

Product Disclosure Statement need be given

If:

(a) apart from this section, a person would be required to give

another person (the client) a Product Disclosure Statement

(the new PDS) relating to a financial product; and

(b) the client has, because of some previous conduct, already

received a Short-Form PDS (the earlier Short-Form PDS)

relating to the financial product; and

(c) the earlier Short-Form PDS contains summaries of some, but

not all, of the information that the new PDS is required to

contain (see paragraph 1017I(1)(a));

the person may, instead of giving the client the new PDS, give the

client a Supplementary Short-Form PDS that contains summaries

of the additional information.

1017Q Application of other provisions in relation to Supplementary

Short-Form Product Disclosure Statements

The following provisions apply in relation to a Supplementary

Short-Form PDS in the same way as those provisions apply to a

Product Disclosure Statement:

(a) sections 1013A, 1013G, 1013H, 1013K and

subsections 1013C(3) and 1013C(4) to (7);

(b) any regulations made under those sections or subsections;

(c) any regulations that modify those sections or subsections.

3.2 Section 1015A

substitute

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

Corporations Regulations 2001 95

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

1015A Subdivision applies to certain Disclosure Statements

(1) Subject to subsection (2):

(a) this Subdivision applies to:

(i) a Product Disclosure Statement; or

(ii) a Short-Form PDS; or

(iii) a Supplementary PDS; or

(iv) a Supplementary Short-Form PDS; and

(b) each of those kinds of documents is referred to in this

Subdivision as a Statement.

(2) However:

(a) section 1015B does not apply to a Short-Form PDS or a

Supplementary Short-Form PDS; and

(b) in that section, Statement does not include a Short-Form PDS

or a Supplementary Short-Form PDS.

3.3 Subsection 1015B(1) (after the note)

insert

Note 2: Subsection 1015A(2) provides that Statement in this section does not

include a Short-Form PDS or a Supplementary Short-Form PDS.

3.4 Paragraph 1018A(1)(e)

after

Statement

insert

or Short-Form PDS, if available,

3.5 Paragraph 1018A(2)(f)

after

Statement

insert

or Short-Form PDS, if available,

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

96 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

3.6 Subsection 1018A(3)

after

Statement

insert

or Short-Form PDS

3.7 Subparagraph 1018A(4)(d)(i)

after

Statement

insert

or Short-Form PDS

3.8 Paragraph 1020D(b)

omit

or Supplementary Product Disclosure Statement

insert

, Supplementary Product Disclosure Statement, Short-Form PDS or

Supplementary Short-Form PDS

3.9 After paragraph 1021B(1)(b) (definition of defective)

insert

(ba) if it is a Short-Form PDS—there is an omission from the

Short-Form PDS of material required by section 1017I; or

3.10 After paragraph 1021B(1)(c) (definition of defective)

insert

(ca) if it is a Supplementary Short-Form PDS that is given for the

purposes of section 1017P—there is an omission from the

Short-Form PDS of material required by that section; or

3.11 Subsection 1021B(1), definition of disclosure document or statement, after paragraph (b)

insert

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

Corporations Regulations 2001 97

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ba) a Short-Form PDS; or

(bb) a Supplementary Short-Form PDS; or

3.12 After subsection 1021C(5)

insert

(6) If a person does not give a Product Disclosure Statement for a

financial product because the person has given a Short-Form PDS

for the product, the person is taken not to contravene this section.

3.13 Paragraph 1021H(1)(a)

omit

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS

3.14 Subparagraph 1021H(1)(b)(i)

after

Product Disclosure Statement

insert

or Short-Form PDS

3.15 Subparagraph 1021H(1)(b)(ii)

omit

; and

insert

; or

3.16 After subparagraph 1021H(1)(b)(ii)

insert

(iii) if it is a Supplementary Short-Form PDS—

section 1013G, 1017M or 1017N; and

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

98 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

3.17 After subparagraph 1021J(1)(c)(ii)

insert

(iia) if it is a Short-Form PDS—a direction not to distribute

the Short-Form PDS unless it is accompanied by a

Supplementary Short-Form PDS that corrects the

deficiency;

3.18 After subparagraph 1021J(1)(c)(iii)

insert

(iiia) if it is a Short-Form PDS or a Supplementary

Short-Form PDS—a direction not to distribute the

Short-Form PDS or Supplementary Short-Form PDS

without first altering it in a way that is specified in the

direction, being a way that corrects the deficiency and

that complies with section 1015E.

3.19 Paragraph 1021K(1)(a)

omit

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS (the disclosure statement)

3.20 Paragraph 1021K(1)(b)

omit

Product Disclosure Statement or Supplementary Product Disclosure

Statement

insert

disclosure statement

3.21 Subparagraphs 1021K(1)(d)(i), (ii) and (iii)

omit

Product Disclosure Statement or Supplementary Product Disclosure

Statement

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Endnotes

Endnote 5—Misdescribed amendments

Corporations Regulations 2001 99

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

insert

disclosure statement

3.22 Paragraph 1021L(1)(a)

omit

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS

3.23 Paragraph 1021L(2)(a)

omit

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS (the disclosure statement)

3.24 Subparagraph 1021L(2)(b)(iv)

omit

Product Disclosure Statement or Supplementary Product Disclosure

Statement

insert

disclosure statement

3.25 Subparagraphs 1021M(1)(a)(i), (ii), (iii) and (iv)

omit

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS

3.26 Subparagraphs 1021M(3)(a)(i), (ii), (iii) and (iv)

omit

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 5—Misdescribed amendments

100 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS

3.27 After paragraph 1022A(1)(b) (definition of defective)

insert

(ba) if it is a Short-Form PDS—there is an omission from the

Short-Form PDS of material required by section 1017I; or

3.28 After paragraph 1022A(1)(c) (definition of defective)

insert

(ca) if it is a Supplementary Short-Form PDS that is given for the

purposes of section 1017P—there is an omission from the

Short-Form PDS of material required by that section; or

3.29 Subsection 1022A(1), definition of disclosure document or statement, after paragraph (b)

insert

(ba) a Short-Form PDS; or

(bb) a Supplementary Short-Form PDS; or

3.30 Subparagraph 1022B(1)(a)(i)

omit

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS

3.31 Subparagraph 1022B(1)(c)(ii)

omit

or a Supplementary Product Disclosure Statement

insert

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Endnotes

Endnote 5—Misdescribed amendments

Corporations Regulations 2001 101

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS

3.32 Subparagraph 1022B(1)(d)(i)

omit

or a Supplementary Product Disclosure Statement

insert

, a Supplementary Product Disclosure Statement, a Short-Form PDS or

a Supplementary Short-Form PDS

Corporations Amendment Regulations 2010 (No. 9) (No. 301, 2010)

Schedule 1

[2] Regulation 8.2.01

omit

the Securities Act 1978 of New Zealand

insert

Federal Register of Legislative Instruments F2015C00303

Endnotes

Endnote 6—Miscellaneous

102 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Endnote 6—Miscellaneous

Form 5249 has been retained in this compilation. However, note that a possible

interpretation of the reference to forms “522 to 525” in item [15] of the

Corporations Amendment Regulations 2004 (No. 9) (No. 399, 2004) is that

form 5249 should be deleted.

Federal Register of Legislative Instruments F2015C00303



Prepared by the Office of Parliamentary Counsel, Canberra

Corporations Regulations 2001

Statutory Rules No. 193, 2001

made under the

Corporations Act 2001

Compilation No. 113

Compilation date: 31 March 2015

Includes amendments up to: SLI No. 39, 2015

Registered: 9 April 2015

This compilation is in 7 volumes

Volume 1: regulations 1.0.01–6D.5.02

Volume 2: regulations 7.1.02–7.6.08E

Volume 3: regulations 7.7.01–8.4.02

Volume 4: regulations 9.1.01–12.9.03

Volume 5: Schedules 1, 2 and 2A

Volume 6: Schedules 3–12

Volume 7: Endnotes

Each volume has its own contents

Federal Register of Legislative Instruments F2015C00303

About this compilation

This compilation

This is a compilation of the Corporations Regulations 2001 that shows the text

of the law as amended and in force on 31 March 2015 (the compilation date).

This compilation was prepared on 31 March 2015.

The notes at the end of this compilation (the endnotes) include information

about amending laws and the amendment history of provisions of the compiled

law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the

compiled law. Any uncommenced amendments affecting the law are accessible

on ComLaw (www.comlaw.gov.au). The details of amendments made up to, but

not commenced at, the compilation date are underlined in the endnotes. For

more information on any uncommenced amendments, see the series page on

ComLaw for the compiled law.

Application, saving and transitional provisions for provisions and

amendments

If the operation of a provision or amendment of the compiled law is affected by

an application, saving or transitional provision that is not included in this

compilation, details are included in the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as

modified but the modification does not amend the text of the law. Accordingly,

this compilation does not show the text of the compiled law as modified. For

more information on any modifications, see the series page on ComLaw for the

compiled law.

Self-repealing provisions

If a provision of the compiled law has been repealed in accordance with a

provision of the law, details are included in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 i

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Contents

Chapter 1—Introductory 1

Part 1.0—Miscellaneous 1 1.0.01 Name of Regulations .........................................................1

1.0.01A Commencement.................................................................1

1.0.02 Interpretation .....................................................................1

1.0.02A Prescribed financial market .............................................13

1.0.03 Prescribed forms (Act s 350)...........................................13

1.0.03A Documents that must be in the prescribed form ..............14

1.0.03B Documents that must be lodged with ASIC.....................15

1.0.03C Documents that must be in a form approved by

ASIC................................................................................16

1.0.04 Directions and instructions in forms................................16

1.0.05 Documents and information required by forms ...............17

1.0.05A Lodgment with ASIC ......................................................17

1.0.06 Annexures accompanying forms .....................................18

1.0.07 General requirements for documents...............................18

1.0.08 Information to accompany financial documents

lodged for financial years ................................................20

1.0.09 Information to accompany financial documents etc

lodged for half-years .......................................................21

1.0.10 Continuous disclosure notices .........................................22

1.0.11 Certain documents to be signed by personal

representatives etc ...........................................................22

1.0.12 Form of notice of resolution ............................................23

1.0.13 Time for lodging documents ...........................................23

1.0.14 Address of registered office or place of business ............23

1.0.15 Affidavits and statements in writing................................23

1.0.16 Certification and verification of certain documents.........24

1.0.17 Documents signed or sworn in accordance with the

rules.................................................................................24

1.0.18 Prescribed provisions (Act s 53)......................................24

1.0.20 Copies of orders to be lodged ..........................................24

1.0.21 Identification of lodged orders ........................................25

1.0.22 Territorial application of Act...........................................25

Part 1.1—Prescribed amounts 26 1.1.01 Prescribed amounts..........................................................26

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ii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 1.2—Interpretation 27

Division 1—General 27

1.2.01 Remuneration recommendations (Act s 9B)....................27

Part 1.2A—Disclosing entities 28 1.2A.01 Securities declared not to be ED securities......................28

1.2A.02 Foreign companies issuing securities under foreign

scrip offers etc exempt from disclosing entity

provisions ........................................................................28

1.2A.03 Foreign companies issuing securities under

employee share scheme exempt from the

disclosing entity provisions .............................................30

Chapter 2A—Registration of companies 31

Part 2A.1—Size of partnerships or associations (Act s 115(2)) 31 2A.1.01 Size of partnerships or associations.................................31

Part 2A.2—Change of place of registration of company (Act s

119A(3)) 33 2A.2.01 Approval of application for change of place of

registration.......................................................................33

2A.2.02 Special resolution may be set aside by Court order .........33

2A.2.03 Application for change of place of registration ...............34

2A.2.04 Change of place of registration........................................34

Chapter 2B—Basic features of a company 35

Part 2B.6—Names 35 2B.6.01 Availability of names (Act s 147)....................................35

2B.6.02 Consents required for use of certain letters, words

and expressions ...............................................................35

2B.6.03 Exemptions from requirement to set out name and

ACN on certain documents (Act s 155)...........................36

Chapter 2C—Registers 37

Part 2C.1—Registers generally 37

Division 2C.1.1—Location of register 37

2C.1.01 Form of notice .................................................................37

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Corporations Regulations 2001 iii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2C.1.2—Right to inspect and get copies of register 38

2C.1.02 Form of register ...............................................................38

2C.1.03 Improper purposes for getting copy of register................38

2C.1.04 Information to be included in application for copy

of register ........................................................................38

Division 2C.1.3—Use of information on registers by bodies

corporate 39

2C.1.05 Contact with members after failure to provide

copy of register................................................................39

Chapter 2D—Officers and employees 42

Part 2D.2—Restrictions on indemnities, insurance and

termination payments 42

Division 2D.2.2—Termination payments 42

2D.2.01 Meaning of base salary ...................................................42

2D.2.02 Meaning of benefit ..........................................................43

2D.2.03 When benefit given in connection with retirement

from an office or a position .............................................45

Part 2D.6—Disqualification from managing corporations 46

Division 2D.6.1—Automatic disqualification (Act s 206B) 46

2D.6.01 Prescribed foreign jurisdictions (Act s 206B(7)) .............46

Part 2D.7—Ban on hedging remuneration of key management

personnel 47 2D.7.01 Hedging arrangements (Act s 206J(3))............................47

Chapter 2E—Related party transactions 49 2E.1.01 Small amounts given to related entity .............................49

Chapter 2G—Meetings 50

Part 2G.2—Meetings of members of companies 50

Division 6—Proxies and body corporate representatives 50

2G.2.01 Authentication of appointment of proxy (Act s

250A) ..............................................................................50

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iv Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2K—Charges 51

Part 2K.2—Registration 51 2K.2.01 Lien or charge on crop or wool, or stock mortgage,

that is a registrable security: prescribed law—

subsection 262(5) of the Act............................................51

2K.2.02 Time period for the provisional registration of

charges ............................................................................52

2K.2.03 Charge that is a registrable security: specified

law—paragraphs 273A(4)(b), 273B(3)(b) and

273C(3)(b) of the Act ......................................................52

Chapter 2L—Debentures 53

Part 2L.2—Duties of borrower 53 2L.2.01 Register relating to trustees for debenture holders ..........53

Chapter 2M—Financial reports and audit 54

Part 2M.3—Financial reporting 54

Division 1—Annual financial reports and directors’ reports 54

2M.3.01 Disclosures required by notes to consolidated

financial statements—annual financial reports (Act

s 295)...............................................................................54

2M.3.03 Prescribed details (Act s 300A) .......................................55

Part 2M.4—Auditor 71 2M.4.01A Membership designations (Act s 324BE) ........................71

2M.4.01 Notice of appointment of auditors ...................................71

Part 2M.4A—Annual transparency reports for auditors 72 2M.4A.01 Application......................................................................72

2M.4A.02 Content of annual transparency report (Act s

332B)...............................................................................72

Part 2M.6—Modification of the operation of Chapter 2M of the

Act 73 2M.6.01 Modifications (Act s 343)................................................73

2M.6.05 Conduct of auditor—relevant relationships.....................73

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Corporations Regulations 2001 v

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2N—Updating ASIC information about

companies and registered schemes 74

Part 2N.2—Extract of particulars 74 2N.2.01 Particulars ASIC may require in an extract of

particulars (Act s 346B) ..................................................74

Part 2N.4—Return of particulars 77 2N.4.01 Particulars ASIC may require in a return of

particulars (Act s 348B) ..................................................77

Chapter 5—External administration 79

Part 5.1—Arrangements and reconstructions 79 5.1.01 Prescribed information for paragraph 411(3)(b)

and subparagraph 412(1)(a)(ii) of the Act .......................79

5.1.02 Giving notice under subsection 414(2) or (9) of the

Act...................................................................................80

Part 5.2—Receivers, and other controllers, of corporations 81 5.2.01 Controller’s notice to owner or lessor of

property—how given.......................................................81

5.2.01 Certified copies of reports ...............................................81

Part 5.3A—Administration of a company’s affairs with a view

to executing a deed of company arrangement 82 5.3A.01 Administrator’s notice of ending of administration .........82

5.3A.02 Administrator to specify voidable transactions in

statement .........................................................................82

5.3A.03 Administrator to lodge notice of appointment .................82

5.3A.03A Notice of first meeting of creditors..................................83

5.3A.03AB Notice of meeting to decide the company’s future ..........83

5.3A.04 Notice of change of administrator’s address....................84

5.3A.05 Administrator’s notice to owner or lessor of

property—how given.......................................................84

5.3A.06 Provisions included in deed of company

arrangement.....................................................................85

5.3A.06A Notice of resolution to wind up voluntarily.....................85

5.3A.06AB Notice of meeting of creditors .........................................85

5.3A.07 Administrator becomes liquidator—additional

cases ................................................................................85

5.3A.07A Notice of appointment of administrator...........................87

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vi Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5.4—Winding up in insolvency 88 5.4.01 Application to Court for winding up—prescribed

agency .............................................................................88

5.4.01A Notice of application to wind up a company ...................88

5.4.02 Compromise of debt by liquidator—prescribed

amount.............................................................................89

Part 5.4C—Winding up by ASIC 90 5.4C.01 Notice of intention to order winding up of a

company ..........................................................................90

Part 5.5—Voluntary winding up 91 5.5.01 Notice of resolution to wind up voluntarily.....................91

5.5.02 Notice of meeting of creditors .........................................91

Part 5.6—Winding up generally 92 5.6.01 Matters for entry in liquidator’s or provisional

liquidator’s books ............................................................92

5.6.02 Inspection of books kept under section 531 of the

Act...................................................................................92

5.6.06 Payment into liquidator’s general account.......................92

5.6.07 Deposit of securities ........................................................92

5.6.08 Delivery of securities.......................................................93

5.6.09 Special bank account .......................................................93

5.6.10 Payments out of liquidator’s general account ..................93

5.6.11 Application......................................................................94

5.6.11A Electronic methods of giving or sending certain

notices etc........................................................................95

5.6.12 Notice of meeting ............................................................96

5.6.13 Proof of notice.................................................................98

5.6.13A If telephone conference facilities are available................99

5.6.13B Persons, or their proxies or attorneys, participating

by telephone ....................................................................99

5.6.14 Time and place of meeting ............................................100

5.6.14A Advertisement of a meeting...........................................100

5.6.14B Meetings not convened in accordance with

regulations .....................................................................101

5.6.15 Costs of convening meetings of creditors etc ................101

5.6.16 Quorum .........................................................................102

5.6.17 Chairperson ...................................................................103

5.6.18 Adjournment of meeting ...............................................103

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Corporations Regulations 2001 vii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.19 Voting on resolutions ....................................................104

5.6.20 Taking a poll .................................................................105

5.6.21 Carrying of resolutions after a poll has been

demanded at a meeting of creditors ...............................105

5.6.22 Carrying of resolution after a poll has been

demanded at a meeting of contributories or

members ........................................................................107

5.6.23 Creditors who may vote ................................................107

5.6.23A Voting status of persons by whom money is

advanced to a company .................................................108

5.6.24 Votes of secured creditors .............................................109

5.6.26 Admission and rejection of proofs for purposes of

voting ............................................................................109

5.6.27 Minutes of meeting........................................................110

5.6.28 Appointment of proxies.................................................111

5.6.29 Form of proxies .............................................................112

5.6.30 Instruments of proxy .....................................................114

5.6.31 Proxy forms to accompany notice of meetings..............114

5.6.31A Person may attend and vote by attorney ........................114

5.6.32 Liquidator etc may act as proxy ....................................115

5.6.33 Voting by proxy if financially interested.......................115

5.6.34 Liquidator etc may appoint deputy ................................115

5.6.36 Time for lodging proxies ...............................................116

5.6.36A Facsimile copies of proxies ...........................................116

5.6.37 Establishing title to priority ...........................................116

5.6.39 Notice to submit particulars of debt or claim ................116

5.6.40 Preparation of a proof of debt or claim..........................117

5.6.41 Disclosure of security....................................................117

5.6.42 Discounts.......................................................................117

5.6.43 Periodical payments ......................................................117

5.6.43A Debt or claim of uncertain value—appeal to Court .......118

5.6.44 Debt discount rate (Act s 554B) ....................................118

5.6.45 Employees’ wages .........................................................118

5.6.46 Production of bill of exchange and promissory

note................................................................................119

5.6.47 Admission of debt or claim without formal proof .........119

5.6.48 Notice to creditors to submit formal proof ....................120

5.6.49 Formal proof of debt or claim .......................................120

5.6.50 Contents of formal proof of debt or claim .....................121

5.6.51 Costs of proof ................................................................121

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viii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.52 Liquidator to notify receipt of proof of debt or

claim..............................................................................121

5.6.53 Time for liquidator to deal with proofs..........................121

5.6.54 Grounds of rejection and notice to creditor ...................122

5.6.55 Revocation or amendment of decision of liquidator......123

5.6.56 Withdrawal or variation of proof of debt or claim.........124

5.6.57 Oaths .............................................................................125

5.6.58 Liquidator to make out provisional list of

contributories.................................................................125

5.6.59 Time and place for settlement of list .............................125

5.6.60 Settlement of list of contributories ................................126

5.6.61 Supplementary list .........................................................126

5.6.62 Notice to contributories .................................................126

5.6.63 Dividend payable only on admission of a debt or

claim..............................................................................127

5.6.64 Application of regulations 5.6.37 to 5.6.57 ...................128

5.6.65 Liquidator to give notice of intention to declare a

dividend.........................................................................128

5.6.66 Time allowed for dealing with formal proof of

debt or claim..................................................................129

5.6.67 Declaration and distribution of dividend .......................130

5.6.68 Rights of creditor who has not proved debt before

declaration of dividend..................................................130

5.6.69 Postponement of declaration .........................................131

5.6.70 Payment of dividend to a person named........................131

5.6.70A Prescribed rate of interest on debts and claims

from relevant date to date of payment ...........................131

5.6.70B Notice of disclaimer ......................................................131

5.6.71 Distribution of surplus in a winding up by the

Court..............................................................................132

5.6.72 Distribution of surplus as directed.................................132

5.6.73 Eligible unsecured creditor............................................132

5.6.74 Interpretation: prescribed countries ...............................133

5.6.75 Publication in the prescribed manner ............................133

Chapter 5B—Bodies corporate registered as

companies, and registrable bodies 135

Part 5B.2—Registrable bodies 135 5B.2.01 Certified copies of certificates of incorporation etc.......135

5B.2.02 Manner of certifying constituent documents .................135

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Corporations Regulations 2001 ix

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5B.2.03 Manner of sending letters (Act ss 601CC(2) and

601CL(3))......................................................................136

5B.2.04 Manner of sending notices (Act ss 601CC(3) and

601CL(4))......................................................................136

5B.2.05 Prescribed countries (Act s 601CDA(a)) .......................136

5B.2.06 Notices (Act s 601CV(1))..............................................137

Part 5B.3—Names of registrable Australian bodies and foreign

companies 138 5B.3.01 Availability of names (Act s 601DC) ............................138

5B.3.02 Consents required for use of certain letters, words

and expressions .............................................................138

5B.3.03 Exemptions from requirement to set out ARBN etc

on certain documents (Act s 601DG) ............................139

5B.3.04 Notices (Act s 601DH (1)) ............................................139

Chapter 5C—Managed investment schemes 140

Part 5C.1—Registration of managed investment schemes 140 5C.1.01 Applying for registration ...............................................140

5C.1.02 Change of name of registered schemes .........................140

5C.1.03 Modification (Act s 601QB)..........................................141

Part 5C.2—The responsible entity 142 5C.2.01 Duty of responsible entities’ agents—surveillance

checks............................................................................142

5C.2.02 Appointment of temporary responsible entities.............142

5C.2.03 Form of notices (Act ss 601FL(2) and 601FM(2)) ........142

5C.2.04 Notice of appointment of temporary responsible

entities ...........................................................................142

5C.2.05 Form of notices (Act s 601FP(3))..................................142

Part 5C.4—The compliance plan 143 5C.4.01 Agents’ authorities to be lodged ....................................143

5C.4.02 Agents to assist auditors of compliance plans ...............143

Part 5C.5—The compliance committee 144 5C.5.01 Responsible entities etc to assist compliance

committees ....................................................................144

Part 5C.9—Winding up 145 5C.9.01 Notice of commencement of winding up.......................145

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x Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5C.11—Exemptions and modifications 146

Division 1—Exemptions 146

5C.11.01 Certain schemes not managed investment schemes.......146

Division 2—Modifications 150

5C.11.02 Modifications ................................................................150

5C.11.03 Register of members of registered schemes (Act s

169(1))...........................................................................150

5C.11.03A How to work out the value of an interest.......................150

5C.11.04 Names of registered schemes (Act s 601EB(1)) ............150

5C.11.05A Schemes not required to be registered (Act s

601ED) ..........................................................................150

5C.11.06 Liability of responsible entities (Act s 601FB(4)) .........151

Chapter 5D—Licensed trustee companies 152

Part 5D.1—Preliminary 152 5D.1.01 Prescribed requirements for publication ........................152

5D.1.01A Meaning of trustee company .........................................152

5D.1.02 Meaning of traditional trustee company services

and estate management functions ..................................152

5D.1.03 Meaning of mortgage-backed security ..........................155

5D.1.04 Interaction between trustee company provisions

and State and Territory laws..........................................156

Part 5D.2—Powers etc of licensed trustee companies 158

Division 2.1—Annual Information Returns 158

5D.2.01 Obligation on licensed trustee company to provide

an annual information return if requested......................158

5D.2.02 Information to be included in annual information

return .............................................................................160

Division 2.2—Common funds 161

5D.2.03 Common funds ..............................................................161

5D.2.04 Establishment of common funds ...................................161

5D.2.05 Deciding details about common funds ..........................161

5D.2.06 Operation of common funds ..........................................162

5D.2.07 Register of investments .................................................165

5D.2.08 Financial reports............................................................166

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Part 5D.3—Regulation of fees charged by licensed trustee

companies 168 5D.3.01 Modification of section 601TAB of the Act:

disclosure to clients of changed fees .............................168

Part 5D.4—Obligations of receiving company after transfer 169 5D.4.01 Preserving rights under dispute resolution systems

and compensation arrangements....................................169

Chapter 6—Takeovers 170

Part 6.2—Exceptions to the prohibition 170 6.2.01 Prescribed circumstances (Act s 611)............................170

6.2.02 Other prescribed circumstances (Act s 611) ..................171

Part 6.5—The takeover procedure 172 6.5.01 Wholesale holder of securities—telephone

monitoring during bid period.........................................172

Part 6.6—Variation of offers 173 6.6.01 Right to withdraw acceptance........................................173

Part 6.8—Acceptances 174 6.8.01 Acceptance of offers made under off-market bid ..........174

6.8.02 Acceptances by transferees and nominees of offers

made under off-market bid ............................................174

Part 6.10—Review and intervention 175 6.10.01 Application for review of Panel decision (Act s

657EA) ..........................................................................175

Chapter 6A—Compulsory acquisitions and buy-outs 176

Part 6A.1—Compulsory acquisitions and buy-outs after

takeover bid 176 6A.1.01 Terms on which securities to be acquired......................176

Chapter 6CA—Continuous disclosure 177 6CA.1.01 Continuous disclosure: other disclosing entities............177

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Chapter 6D—Fundraising 178

Part 6D.2—Disclosure to investors about securities 178 6D.2.01 Exemption—member shares .........................................178

6D.2.02 Exemption—foreign companies ....................................178

6D.2.03 Sophisticated investors ..................................................178

6D.2.04 Simple corporate bonds—base prospectus ....................178

6D.2.05 Simple corporate bonds—offer-specific prospectus ......183

6D.2.06 Simple corporate bonds—key financial ratios

relevant to issuing body.................................................186

Part 6D.5—Fundraising—miscellaneous 188 6D.5.01 Warrants that are securities ...........................................188

6D.5.02 Modification of paragraph 708(8)(c) of the Act:

renewal period for accountants’ certificates ..................188

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Introductory Chapter 1

Miscellaneous Part 1.0

Regulation 1.0.01

Corporations Regulations 2001 1

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note about these Regulations

These Regulations are made under the Corporations Act 2001. To assist users of

these Regulations, these Regulations follow, as far as possible, the drafting

style, structure and numbering of the Corporations Regulations 1990 that were

made under the Corporations Act 1989. Because some provisions of the

Corporations Regulations 1990 are not remade in these Regulations, some gaps

appear in the numbering of these Regulations. Also, the drafting style departs in

minor ways from that used in the Corporations Regulations 1990.

Chapter 1—Introductory

Part 1.0—Miscellaneous

1.0.01 Name of Regulations

These Regulations are the Corporations Regulations 2001.

1.0.01A Commencement

These Regulations commence on the same day as the Corporations

Act 2001.

1.0.02 Interpretation

(1) In these Regulations:

ABN (Australian Business Number) has the meaning given by

section 41 of the A New Tax System (Australian Business Number)

Act 1999.

ACH means Australian Clearing House Pty Limited.

Act means the Corporations Act 2001.

agent means a person appointed under subsection 601CG (1) of the

Act.

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approved deposit fund (or ADF) has the same meaning as in the

SIS Act.

approved foreign bank:

(a) in relation to a participant of a licensed market, means a

bank:

(i) established by or under the law of a foreign country; and

(ii) in relation to which there is in force an approval given

by the market licensee in accordance with its operating

rules or by ASIC under the market integrity rules; and

(b) in relation to a financial services licensee other than a

participant of a licensed market, means a bank:

(i) regulated by an overseas regulator; and

(ii) in relation to which there is in force an approval given

by ASIC for the purposes of this definition.

approved form, in relation to a provision of the Act or of these

Regulations, means the form that is approved under paragraph 350

(1)(b) of the Act for use for that provision.

associated provisions, in relation to provisions (the core

provisions) of the relevant old legislation as in force at a particular

time, include (but are not limited to):

(a) any regulations or other instruments that are or were in force

for the purposes of any of the core provisions at that time;

and

(b) any interpretation provisions that apply or applied in relation

to any of the core provisions at that time (whether or not they

also apply or applied for other purposes); and

(c) any provisions relating to liability (civil or criminal) that

apply or applied in relation to any of the core provisions at

that time (whether or not they also apply or applied for other

purposes); and

(d) any provisions that limit or limited, or that otherwise affect

or affected, the operation of any of the core provisions at that

time (whether or not they also limit or limited, or affect or

affected, the operation of other provisions).

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ASTC means ASX Settlement and Transfer Corporation Pty

Limited.

ASTC certificate cancellation provisions means the provisions of

the ASTC operating rules that deal with:

(a) the cancellation of certificates or other documents of title to

Division 4 financial products; and

(b) matters incidental to the cancellation of those certificates or

documents.

ASTC-regulated transfer means a transfer of a Division 4 financial

product:

(a) within the meaning of:

(i) Division 4 of Part 7.11 of the Act; and

(ii) regulations relating to transfer made for sections 1074A

and 1074E of the Act; and

(b) that is effected through ASTC; and

(c) that, according to the ASTC operating rules, is an

ASTC-regulated transfer.

benefit fund has the meaning given by section 16B of the Life

Insurance Act 1995.

building society has the same meaning as in section 16 of the RSA

Act.

capital guaranteed, for a superannuation product or an RSA

product, means that the contributions and accumulated earnings

may not be reduced by a negative investment return or a reduction

in the value of an asset in which the product is invested.

capital guaranteed FHSA product means an FHSA product:

(a) that is an FHSA deposit account or an FHSA life policy; and

(b) for which the balance may not be reduced other than by the

debiting of fees.

capital guaranteed fund means a public offer superannuation fund,

or a sub-fund of a public offer superannuation fund, that has the

following characteristics:

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(a) its investments comprise 1 or more of the following only:

(i) deposits with an ADI;

(ii) investments in a capital guaranteed superannuation

product or RSA product;

(b) the contributions and accumulated earnings of its members

cannot be reduced by negative investment returns (within the

meaning of subregulation 5.01(1) of the SIS Regulations) or

by any reduction in the value of its assets.

capital guaranteed member means a member whose interest in a

public offer superannuation fund is fully invested in a capital

guaranteed fund.

carbon abatement contract has the same meaning as in the Carbon

Credits (Carbon Farming Initiative) Act 2011.

choice product has the same meaning as in the SIS Act.

CPI means the Consumer Price Index number (being the weighted

average of the 8 capital cities) published by the Australian Bureau

of Statistics.

Division 3 asset means:

(a) shares mentioned in paragraph 1073A(1)(a) of the Act; or

(b) debentures mentioned in paragraph 1073A(1)(b) of the Act;

or

(c) interests in a registered scheme mentioned in

paragraph 1073A(1)(c) of the Act; or

(ca) a CGS depository interest mentioned in

paragraph 1073A(1)(da) of the Act; or

(d) securities mentioned in paragraph 1073A(1)(e) of the Act.

Division 3 rights means:

(a) rights mentioned in paragraph 1073A(1)(d) of the Act; and

(b) rights related to securities mentioned in

paragraph 1073A(1)(e) of the Act.

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Division 3 securities means Division 3 assets and Division 3

rights.

Division 4 financial product has the meaning given by

regulation 7.11.03.

enduring power of attorney means an enduring power of attorney

that complies with a law of a State or Territory.

Exchange body means:

(a) Australian Stock Exchange Limited; or

(b) a subsidiary of Australian Stock Exchange Limited.

excluded ADF has the same meaning as in the SIS Act.

exempt public sector superannuation scheme (EPSSS) has the

same meaning as in the SIS Act.

FHSA deposit account means an FHSA product of a kind

mentioned in subparagraph (c)(i) of the meaning of FHSA in

section 8 of the First Home Saver Accounts Act 2008.

FHSA life policy means an FHSA product of a kind mentioned in

subparagraph (c)(ii) of the meaning of FHSA in section 8 of the

First Home Saver Accounts Act 2008.

financial business means a business that:

(a) consists of, or includes, the provision of financial services; or

(b) relates wholly or partly to the provision of financial services.

form means an approved form or a prescribed form.

friendly society has the meaning given by section 16C of the Life

Insurance Act 1995.

FSR commencement means the commencement of item 1 of

Schedule 1 to the Financial Services Reform Act 2001.

generic MySuper product: a class of beneficial interest in a

superannuation entity is a generic MySuper product if:

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(a) the superannuation entity is a regulated superannuation fund;

and

(b) the RSE licensee of the fund (within the meaning of the SIS

Act) is authorised to offer that class of beneficial interest in

the fund as a MySuper product under section 29T of the SIS

Act; and

(c) the RSE licensee of the fund (within the meaning of the SIS

Act) is not authorised to offer that class of beneficial interest

in the fund as a MySuper product because section 29TA or

29TB of the SIS Act is satisfied in relation to the class.

income stream financial product means an annuity or other

facility that is a financial product which provides an income

stream, including:

(a) an income stream that is an investment life insurance

product; or

(b) an income designated under section 9 of the Social Security

Act 1991 or section 5H of the Veterans’ Entitlements Act

1986;

but does not include any of the following:

(c) a financial product under paragraph 764A(1)(ba) of the Act;

(d) anything that is not a financial product under section 765A of

the Act;

(e) available money;

(f) deposit money;

(g) a managed investment product;

(h) a security;

(i) a loan that has not been repaid in full;

(j) gold, silver or platinum bullion.

Note: In accordance with subsections 761G(6) and (7) of the Act,

superannuation products and RSA products are not income stream

financial products.

investment-based financial product means:

(a) a financial product under section 763B of the Act; or

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(b) a financial product under paragraph 764A(1)(ba) or (j) of the

Act; or

(c) a financial product under paragraph 764A(1)(m) of the Act

that is specified to be an investment-based financial product;

or

(d) a security; or

(e) a managed investment product; or

(f) an investment life insurance product; or

(g) a deposit product; or

(ga) a carbon unit;

(gb) an Australian carbon credit unit;

(gc) an eligible international emissions unit;

but does not include any of the following:

(h) anything that is not a financial product under section 765A of

the Act;

(i) an income stream financial product.

Note: In accordance with subsections 761G(6) and (7) of the Act,

superannuation products and RSA products are not income stream

financial products.

Lloyd’s has the same meaning as in the Insurance Act 1973.

margin loan, or margin lending, means a standard margin lending

facility.

medical indemnity insurance product means an arrangement:

(a) under which medical indemnity cover is provided to:

(i) a medical practitioner as defined in section 4 of the

Medical Indemnity (Prudential Supervision and Product

Standards) Act 2003; or

(ii) a registered health professional prescribed by the

Medical Indemnity (Prudential Supervision and Product

Standards) Regulations 2003 for a provision of Part 3 of

the Medical Indemnity (Prudential Supervision and

Product Standards) Act 2003; and

(b) to which the Medical Indemnity (Prudential Supervision and

Product Standards) Act 2003 applies.

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8 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

minor fee, for a margin loan, means a fee or cost for the margin

loan that does not relate to the ordinary acquisition, operation or

closure of the loan and which is less than $10.

MySuper product has the same meaning as in the SIS Act.

non-cash payment financial product means a financial product

under section 763D of the Act, other than:

(a) a derivative; or

(b) a financial product under paragraph 764A(1)(k) of the Act; or

(c) anything that is not a financial product under section 765A of

the Act.

non-Division 3 securities means financial products to which

Division 3 or 4 of Part 7.11 of the Act applies because of a

declaration made by ASIC under paragraph 1075A(1)(b) of the

Act.

old Corporations Act means the Corporations Act 2001 as in force

immediately before the FSR commencement.

policy committee has the same meaning as in the SIS Act.

pooled superannuation trust (or PST) has the same meaning as in

the SIS Act.

pre-FSR securities means securities defined in subsection 92(3) of

the old Corporations Act.

preserved benefits means preserved benefits under:

(a) Subdivision 6.1.2 of the SIS Regulations; or

(b) Subdivision 4.1.2 of the RSA Regulations.

proper ASTC transfer means:

(a) an ASTC-regulated transfer of a Division 4 financial product

effected:

(i) through the prescribed CS facility operated by the

ASTC; and

(ii) in accordance with the operating rules of the ASTC; and

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(b) an ASTC-regulated transfer that the ASTC, in accordance

with its operating rules, determines:

(i) to comply substantially with the applicable provisions

of those operating rules; and

(ii) to be taken to be, and always to have been, a proper

ASTC transfer.

public offer entity has the same meaning as in the SIS Act.

public offer superannuation fund has the same meaning as in the

SIS Act.

qualifying gas exchange product means an arrangement for the

physical delivery of natural gas or related goods or services,

including pipeline capacity.

qualifying gas trading exchange means a facility:

(a) established by the Australian Energy Market Operator

Limited (ACN 072 010 327) exercising its functions under

subsection 91BRK(1) of the National Gas Law set out in the

Schedule to the National Gas (South Australia) Act 2008

(SA); and

(b) through which persons may elect to buy and sell natural gas

or related goods or services (including pipeline capacity).

registration number means:

(a) for a company—the number allotted to the company under

paragraph 118(1)(a) or 601BD(1)(a) of the Act; or

(b) for a registered body—the number allotted to it under

section 601CB or 601CE of the Act; or

(c) for an auditor or a liquidator (including an official liquidator

or a liquidator of a specified body corporate)—the number

allotted to a person on registration of that person as an

auditor or a liquidator.

regulated superannuation fund has the same meaning as in the

SIS Act.

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10 Corporations Regulations 2001

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restricted non-preserved benefits means restricted non-preserved

benefits under:

(a) Subdivision 6.1.3 of the SIS Regulations; or

(b) Subdivision 4.1.3 of the RSA Regulations.

retirement savings account has the same meaning as in the RSA

Act.

risk-based financial product means:

(a) a financial product under section 763C of the Act; or

(b) a life risk insurance product;

but does not include any of the following:

(c) a derivative;

(d) anything that is not a financial product under section 765A of

the Act.

Note: In accordance with subsections 761G(5) and (7) of the Act, general

insurance products are not risk-based financial products.

RSA Act means the Retirement Savings Accounts Act 1997.

RSA Regulations means the Retirement Savings Accounts

Regulations 1997.

settlement documents, in relation to a transaction, means:

(a) if the agreement for the transaction has not been

discharged—documents the supply of which in accordance

with the agreement is sufficient to discharge the obligations

of the seller under the agreement, in so far as the obligations

relate to the supply of documents in connection with the

transaction; or

(b) if the agreement for the transaction has been discharged,

whether by performance or otherwise—documents the supply

of which in accordance with the agreement would, if the

agreement had not been discharged, be sufficient to discharge

the obligations of the seller under the agreement, in so far as

the obligations relate to the supply of documents in

connection with the transaction.

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Corporations Regulations 2001 11

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simple managed investment scheme means a registered

management investment scheme which is or was offered because it

meets 1 of the following requirements:

(a) the scheme invests at least 80% of its assets in money in an

account with a bank on the basis that the money is available

for withdrawal:

(i) immediately during the bank’s normal business hours;

or

(ii) at the end of a fixed-term period that does not exceed 3

months;

(b) the scheme invests at least 80% of its assets in money on

deposit with a bank on the basis that the money is available

for withdrawal:

(i) immediately during the bank’s normal business hours;

or

(ii) at the end of a fixed-term period that does not exceed 3

months;

(c) the scheme invests at least 80% of its assets under 1 or more

arrangements by which the responsible entity of the scheme

can reasonably expect to realise the investment, at the market

value of the assets, within 10 days.

SIS Act means the Superannuation Industry (Supervision) Act

1993.

SIS Regulations means the Superannuation Industry (Supervision)

Regulations 1994.

sub-plan, in relation to a regulated superannuation fund, means a

segment of the fund comprising a member or members of the fund,

being a sub-plan that the trustee determines should be made.

successor fund has the same meaning as in the SIS Regulations.

superannuation entity has the same meaning as in the SIS Act.

superannuation interest has the same meaning as in the SIS Act.

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12 Corporations Regulations 2001

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superannuation lump sum has the meaning given by

subsection 995-1(1) of the Income Tax Assessment Act 1997.

superannuation scheme means a complying superannuation fund

within the meaning of subsection 995-1(1) of the Income Tax

Assessment Act 1997.

superannuation-sourced money means money in relation to

which:

(a) the provider of a financial service knows that the money:

(i) will be paid to a person as a superannuation lump sum

by the trustee of a regulated superannuation fund; or

(ii) has been paid as an eligible termination payment (within

the meaning of these Regulations as in force

immediately before 1 July 2007) or as a superannuation

lump sum at any time during the previous 6 months; or

(b) the provider of the financial service ought reasonably to

know that fact.

trustee in relation to a superannuation scheme, includes a person

responsible for the administration and management of the scheme.

unrestricted non-preserved benefits means unrestricted

non-preserved benefits under:

(a) Subdivision 6.1.4 of the SIS Regulations; or

(b) Subdivision 4.1.4 of the RSA Regulations.

warrant means a financial product:

(a) that is:

(i) a derivative under section 761D of the Act; or

(ii) a financial product that would, apart from the effect of

paragraph 761D(3)(c) of the Act, be a derivative for

section 761D of the Act, and is excluded by that

paragraph only because:

(A) it is a security under paragraph (c) of the

definition of security in section 761A of the

Act; or

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(B) it is a legal or equitable right or interest

mentioned in subparagraph 764A(1)(b)(ii) of

the Act; or

(C) it is a legal or equitable right or interest

mentioned in subparagraph 764A(1)(ba)(ii) of

the Act; and

(b) that is transferable.

(2) In these Regulations, a reference to a form by number is a

reference to the form so numbered in Schedule 2.

1.0.02A Prescribed financial market

For the definition of prescribed financial market in section 9 of

the Act, the following financial markets are prescribed:

(a) Asia Pacific Exchange Limited;

(b) ASX Limited;

(c) Chi-X Australia Pty Ltd;

(d) National Stock Exchange of Australia Limited;

(e) SIM Venture Securities Exchange Ltd.

1.0.03 Prescribed forms (Act s 350)

(1) A form in Schedule 2 mentioned in an item in column 4 of

Schedule 1 is prescribed for the provision of the Act, or of these

Regulations, that is specified in the item in column 2.

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

(2) In a form, unless the contrary intention appears, a reference to a

Chapter, Part, Division, section, subsection, paragraph or

subparagraph is a reference to that Chapter, Part, Division, section,

subsection, paragraph or subparagraph of the Act.

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Chapter 1 Introductory

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Regulation 1.0.03A

14 Corporations Regulations 2001

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1.0.03A Documents that must be in the prescribed form

A document mentioned in the table under a provision of the Act

mentioned in the table must be in the prescribed form.

Item Document Provision of the

Act

1A Certificate to the effect that all documents

accompanying a notice lodged under section 263 or 264

of the Act have been duly stamped as required by any

applicable law relating to stamp duty

Paragraph

265(4)(b)

1B Notice stating that a person other than the original

chargee has become the holder of a registrable charge on

property of a company

Subsection 268(1)

1C Notice setting out particulars of a variation in the terms

of a registrable charge on property of a company

Subsection 268(2)

1 Notice of appointment to administer a compromise or

arrangement

Subsection 415(1)

2 Notice that an order for the appointment of a receiver of

property has been obtained or of the appointment of a

receiver

Paragraph

427(1)(a)

3 Notice of the appointment of a person to enter into

possession or take control of the property of a

corporation

Paragraph

427(1A)(a)

4 Notice of entering into possession or taking control Paragraph

427(1B)(a)

5 Notice that the person has ceased to be a controller Paragraph

427(4)(a)

6 Written notice stating that a company is taken to have

passed a resolution to wind up the company

Paragraph

446A(5)(a)

7 Notice of the appointment of an administrator Paragraph

450A(1)(a)

8 Notice of failure to execute deed of company

arrangement

Paragraph 450C(a)

9 Notice of termination of deed of company arrangement Paragraph 450D(a)

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Item Document Provision of the

Act

10 Notice of filing of application to wind up a company Paragraph

470(1)(a)

11 Notice of making of order to wind up a company Paragraph

470(1)(b)

12 Notice of withdrawal or dismissal of application to wind

up a company

Paragraph

470(1)(c)

13 Return of the holding of a meeting with account attached Subsection 509(3)

or (4)

14 Statement in writing verifying an account or statement Paragraph

539(1)(a) or (b)

15 Written notice disclaiming property Subsection 568A(1)

16 Statement by a liquidator Subsection 1288(3)

or (5)

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

On 1 July 2007, forms for the documents mentioned in the table are

not prescribed in these Regulations.

1.0.03B Documents that must be lodged with ASIC

A document mentioned in an item in the table for a provision

mentioned in the item must be lodged:

(a) with ASIC; and

(b) if the document is mentioned for subsection 430(1) of the

Act—by a controller, within 7 days of the controller

receiving a report under that subsection.

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Part 1.0 Miscellaneous

Regulation 1.0.03C

16 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Document Provision of the

Act

1 Statement in writing in the prescribed form verifying a

report about the affairs of a company

Subsection 430(1)

or 475(1) or (2)

2 Report about the affairs of a company Subsection 430(1)

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

On 23 December 2004, forms for the documents mentioned in item 1

of the table are not prescribed in these Regulations.

1.0.03C Documents that must be in a form approved by ASIC

A document mentioned in the table under a provision of the Act

mentioned in the table must be in a form approved by ASIC (if a

form has been approved).

Item Document Provision of the Act

1 Statement about the company’s business, property,

affairs and financial circumstances

Subsection 438B(2)

2 Report about a company’s business, property, affairs

and financial circumstances

Paragraph

439A(4)(a)

3 Notice of termination of deed of company arrangement Paragraph 450D(b)

Note: The documents mentioned in the table are not required to be lodged

with ASIC under the Act, and are not documents to which section 350

of the Act applies.

1.0.04 Directions and instructions in forms

A form must be completed in accordance with the directions and

instructions specified in the form.

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Regulation 1.0.05

Corporations Regulations 2001 17

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

1.0.05 Documents and information required by forms

(1) If a form requires:

(a) the lodging of a document; or

(b) the giving of information:

(i) by completing the form in the prescribed manner; or

(ii) by supplying or completing another document;

the document or information is taken to be the document or

information required for the provision of the Act or of these

Regulations for which the form is approved under

paragraph 350(1)(b) of the Act or included in Schedule 2.

(2) If the Act requires particulars to be provided by the giving of

information in a form, the particulars included in the form are

taken to be the particulars required:

(a) if the form is an approved form—for the provision of the Act

for which the form is approved under paragraph 350(1)(b) of

the Act; and

(b) if the form is a prescribed form—for the provision of the Act

for which the form is included in Schedule 2.

1.0.05A Lodgment with ASIC

(1) For the definition of lodge with ASIC in section 761A of the Act,

the definition relates to each provision of Chapter 7 of the Act that

includes the expression lodge with ASIC.

(2) For paragraph 1364(2)(c) of the Act:

(a) a statement that is to be given to ASIC in accordance with

subsection 912C(1) of the Act may be lodged with ASIC in

the prescribed form; and

(b) a report that is to be given to ASIC in accordance with

subsection 912D(1) of the Act may be lodged with ASIC in

the prescribed form; and

(c) written notice that is to be given to ASIC in accordance with

subsection 912D(2) of the Act may be lodged with ASIC in

the prescribed form; and

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Chapter 1 Introductory

Part 1.0 Miscellaneous

Regulation 1.0.06

18 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) information that is to be given to ASIC in accordance with

subsection 912E(2) of the Act may be lodged with ASIC in

the prescribed form; and

(e) information that is to be provided to ASIC in accordance

with paragraph 913B(1)(ca) of the Act may be lodged with

ASIC in the prescribed form; and

(f) a document that is to be lodged with ASIC for Part 10.2 of

the Act must be lodged in the prescribed form.

1.0.06 Annexures accompanying forms

(1) In this regulation:

annexure includes a document that is with a form.

(2) An annexure to a form must:

(a) have an identifying mark; and

(b) be endorsed with the words:

‘This is the annexure of (insert the number of pages) pages

marked (insert an identifying mark) mentioned in the (insert

a description of the form) signed by (insert ‘me’ or ‘us’) and

dated (insert the date of signing)’; and

(c) be signed by each person signing the form to which the

document is annexed.

(3) The pages in an annexure must be numbered consecutively.

(4) If a form has a document annexed, the following particulars of the

annexure must be written on the form:

(a) the identifying mark; and

(b) the number of pages.

1.0.07 General requirements for documents

Unless ASIC otherwise approves, a document to be lodged must:

(a) be on white or light pastel colour paper:

(i) of international A4 size; and

(ii) of medium weight and good quality; and

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Regulation 1.0.07

Corporations Regulations 2001 19

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(b) be clearly printed or written in black or dark blue in a manner

that is permanent and will make possible a reproduction, by

photographic, computerised or other electronic means that is

satisfactory to ASIC; and

(c) not be a carbon copy or a copy reproduced by any spirit

duplication method; and

(d) subject to paragraph (h), have margins of not less than 10

millimetres on all sides; and

(e) if it comprises 2 or more sheets, be fastened together securely

in the top left-hand corner; and

(f) display on the first page of the document or, if the document

is a single sheet, on that sheet:

(i) subject to regulation 7.6.03:

(A) the ACN, ARBN or ARSN of the corporation

or managed investment scheme; or

(B) if the last 9 digits of its ABN are the same, and

in the same order, as the last 9 digits of its

ACN, ARBN or ARSN (if the corporation or

managed investment scheme has an ACN,

ARBN or ARSN)—its ABN; and

(ii) the name of the corporation or managed investment

scheme; and

(iii) the title of the document; and

(iv) the section number of the Act under which the

document is being lodged; and

(g) have the following information at the top left-hand of the first

sheet:

(i) registered agent number (if any); and

(ii) lodging party or agent name; and

(iii) address; and

(iv) telephone number; and

(v) facsimile number (if any); and

(vi) DX number and applicable suburb or city (if any); and

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Chapter 1 Introductory

Part 1.0 Miscellaneous

Regulation 1.0.08

20 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(h) at the top right-hand of the first sheet, have a blank space that

measures 35 millimetres from the top of the page and 65

millimetres from the right-hand side of the page; and

(j) if the document is a form relating to a no liability company,

be completed by inserting the words ‘No Liability’ in place

of the word ‘Limited’; and

(k) in the case of an unlimited company, have the word

‘Limited’ omitted; and

(l) if the document contains maps or charts on which areas have

been distinguished by colour, also distinguish those areas by

hatching, numbering or lettering.

1.0.08 Information to accompany financial documents lodged for

financial years

A document lodged under subsection 319(1) of the Act for a

financial year must be accompanied by the approved form setting

out the following information:

(a) if the disclosing entity is a company:

(i) the ACN of the company or, if the last 9 digits of its

ABN are the same, and in the same order, as the last 9

digits of its ACN, the ABN of the company; and

(ii) the dates on which the financial year to which the

document relates begins and ends; and

(iii) a statement of certification in accordance with

regulation 1.0.16; or

(b) if the disclosing entity is a body (other than a company):

(i) the ARBN of the body or, if the last 9 digits of its ABN

are the same, and in the same order, as the last 9 digits

of its ARBN, the ABN of the body; and

(ii) the dates on which the financial year to which the

document relates begins and ends; and

(iii) a statement of certification in accordance with

regulation 1.0.16; or

(c) if the disclosing entity is a registered scheme:

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Regulation 1.0.09

Corporations Regulations 2001 21

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(i) the ARSN of the scheme or, if the last 9 digits of its

ABN are the same, and in the same order, as the last 9

digits of its ARSN, the ABN of the scheme; and

(ii) the dates of the beginning and end of the half-year to

which the document relates; and

(iii) the name of the responsible entity of the scheme and the

name of the scheme; and

(iv) a statement of certification in accordance with

regulation 1.0.16.

1.0.09 Information to accompany financial documents etc lodged for

half-years

A document lodged under section 320 of the Act for a half-year

must be accompanied by the approved form setting out the

following information:

(a) if the disclosing entity is a company:

(i) the ACN of the company or, if the last 9 digits of its

ABN are the same, and in the same order, as the last 9

digits of its ACN, the ABN of the company; and

(ii) the dates on which the half-year to which the document

relates begins and ends; and

(iii) a statement of certification in accordance with

regulation 1.0.16; or

(b) if the disclosing entity is a body (other than a company):

(i) the ARBN of the body or, if the last 9 digits of its ABN

are the same, and in the same order, as the last 9 digits

of its ARBN, the ABN of the body; and

(ii) the dates on which the half-year to which the document

relates begins and ends; and

(iii) a statement of certification in accordance with

regulation 1.0.16; or

(c) if the disclosing entity is a registered scheme:

(i) the ARSN of the scheme or, if the last 9 digits of its

ABN are the same, and in the same order, as the last 9

digits of its ARSN, the ABN of the scheme; and

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Chapter 1 Introductory

Part 1.0 Miscellaneous

Regulation 1.0.10

22 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the dates of the beginning and end of the half-years to

which the document relates; and

(iii) the name of the responsible entity of the scheme and the

name of the scheme; and

(iv) a statement of certification in accordance with

regulation 1.0.16.

1.0.10 Continuous disclosure notices

A document lodged under section 1001B of the Act must be

accompanied by Form 1003 setting out the following information:

(a) if the disclosing entity is a body:

(i) the ACN or ARBN of the body or, if the last 9 digits of

its ABN are the same, and in the same order, as the last

9 digits of its ACN or ARBN, the ABN of the body; and

(ii) a statement of certification in accordance with

regulation 1.0.16; or

(b) if the disclosing entity is a registered scheme:

(i) the ARSN of the scheme or, if the last 9 digits of its

ABN are the same, and in the same order, as the last 9

digits of its ARSN, the ABN of the scheme; and

(ii) the name of the responsible entity of the scheme and the

name of the scheme; and

(iii) a statement of certification in accordance with

regulation 1.0.16.

1.0.11 Certain documents to be signed by personal representatives

etc

Unless these Regulations state otherwise, a document relating to a

corporation that is a proprietary company to which section 201F of

the Act applies that does not have a director or secretary must be

signed by the personal representative or trustee mentioned in that

section.

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Introductory Chapter 1

Miscellaneous Part 1.0

Regulation 1.0.12

Corporations Regulations 2001 23

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

1.0.12 Form of notice of resolution

A copy of a resolution lodged under subsection 136(5), 157(2),

162(3), 246F(3), 254H(4), 254N(2), 256C(3), 260B(7), 461(2),

491(2), 506(1B), 507(11) or 510(1A) of the Act must be set out in,

or annexed to, a notice in accordance with the approved form.

1.0.13 Time for lodging documents

If:

(a) a document must be lodged; and

(b) the period within which the document must be lodged is not

prescribed;

the document must be lodged:

(c) if paragraph (d) does not apply—within one month; or

(d) if the document is to be lodged by a foreign company and

ASIC allows a further period because of special

circumstances—that further period;

after the happening of the event to which the document relates.

1.0.14 Address of registered office or place of business

If notice must be given under these Regulations of:

(a) the address of an office or a proposed office; or

(b) the address of a place of business;

of a corporation or a person, the notice must include:

(c) if applicable, the number of the room in which; and

(d) if applicable, the number of the floor or level on which; and

(e) the place in Australia in which;

the office or place of business is, or is to be, situated.

1.0.15 Affidavits and statements in writing

(1) An affidavit or statement in writing must be sworn or made, on

behalf of a corporation, by a director or a secretary of the

corporation.

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Chapter 1 Introductory

Part 1.0 Miscellaneous

Regulation 1.0.16

24 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If an affidavit is sworn outside Australia, the affidavit is sufficient

if it appears to be sworn in accordance with the requirements of the

law of that place.

1.0.16 Certification and verification of certain documents

A document relating to a corporation or managed investment

scheme that is to be certified or verified must be certified or

verified in the approved form and signed by:

(a) a director or secretary of the corporation, or of the

responsible entity of the scheme, who resides in Australia or

an external territory; or

(b) an agent of the corporation or entity or, if the agent is a

company, a director or secretary of the company who resides

in Australia or an external territory.

1.0.17 Documents signed or sworn in accordance with the rules

(1) A document that is signed in accordance with the rules is taken to

have been signed in accordance with regulation 1.0.11.

(2) An affidavit or statement that is sworn or made in accordance with

the rules is taken to have been sworn or made in accordance with

regulation 1.0.15.

1.0.18 Prescribed provisions (Act s 53)

For section 53 of the Act, the following provisions of the Act are

prescribed:

(a) section 657A;

(b) paragraphs 12(2)(b) and (c) of the Act.

1.0.20 Copies of orders to be lodged

A person who obtains an order of the Court under or for:

(c) subsection 266(4); or

(d) section 274; or

(e) subsection 484(1); or

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Miscellaneous Part 1.0

Regulation 1.0.21

Corporations Regulations 2001 25

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ea) paragraph 484(2)(c); or

(f) section 583; or

(g) section 585; or

(h) section 601ND; or

(j) section 1322;

of the Act, must lodge an office copy of the order with ASIC.

1.0.21 Identification of lodged orders

If an order or copy of an order of a court is lodged with ASIC, it

must be accompanied by a cover page in Form 105 identifying the

legislative provision or other law under which the order was made

and the nature of the order.

1.0.22 Territorial application of Act

For subsection 5(9) of the Act, each of the external Territories is

included in this jurisdiction for the purposes of Chapter 7 of the

Act (other than Parts 7.2 to 7.5 and Part 7.11) in relation to:

(a) a superannuation product within the meaning of section 761A

of the Act; and

(b) an RSA product within the meaning of section 761A of the

Act; and

(c) a financial service that relates to a superannuation product

within the meaning of section 761A of the Act; and

(d) a financial service that relates to an RSA product within the

meaning of section 761A of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 1 Introductory

Part 1.1 Prescribed amounts

Regulation 1.1.01

26 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 1.1—Prescribed amounts

1.1.01 Prescribed amounts

The amount specified in an item in column 3 of Schedule 4 is

prescribed in relation to the matter specified in the item in column

2.

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Introductory Chapter 1

Interpretation Part 1.2

General Division 1

Regulation 1.2.01

Corporations Regulations 2001 27

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 1.2—Interpretation

Division 1—General

1.2.01 Remuneration recommendations (Act s 9B)

For paragraph 9B(2)(f) of the Act, a recommendation, or advice or

information, provided in relation to one or more members of the

key management personnel for a company by an employee of a

company within the same consolidated entity, is not a remuneration

recommendation.

Federal Register of Legislative Instruments F2015C00303

Chapter 1 Introductory

Part 1.2A Disclosing entities

Regulation 1.2A.01

28 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 1.2A—Disclosing entities

1.2A.01 Securities declared not to be ED securities

For section 111AJ of the Act, the following securities are declared

not to be ED securities:

(a) securities of a body that, under the listing rules of the

Australian Stock Exchange Limited, is an exempt foreign

entity; or

(b) securities that are quoted on Australian Bloodstock Exchange

Limited.

1.2A.02 Foreign companies issuing securities under foreign scrip

offers etc exempt from disclosing entity provisions

(1) For section 111AS of the Act, a foreign company is exempt from

the disclosing entity provisions in respect of ED securities under

section 111AG of the Act if:

(a) the company issues the securities in connection with a

foreign takeover bid or foreign scheme of arrangement; and

(b) the securities issued are, at the time of issue, securities in a

class of securities quoted on an approved foreign exchange;

and

(c) the terms and conditions of the issue to citizens and

Australian permanent residents are the same as those

applying to each other person receiving securities that are in

the same class; and

(d) the same notices, documents or other information (or, where

applicable, an English translation of these) (modified, if

necessary, to include any additional information for the

purposes of complying with Chapter 6D of the Act) are given

to Australian citizens or permanent residents as are given to

each other person; and

(e) the notices, documents and other information are given to

Australian citizens and permanent residents at the same time,

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Introductory Chapter 1

Disclosing entities Part 1.2A

Regulation 1.2A.02

Corporations Regulations 2001 29

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

or as soon as practicable after, they are given to those other

persons; and

(f) in relation to the issue—the company complies with all

legislative and stock exchange requirements in the place in

which is located:

(i) the approved foreign exchange; or

(ii) if more than one—the principal approved exchange;

on which the company’s securities are quoted.

(2) In this regulation:

approved foreign exchange includes:

(a) American Stock Exchange Inc.;

(b) New York Stock Exchange Inc.;

(c) New Zealand Stock Exchange;

(d) The Stock Exchange of Hong Kong Ltd;

(e) Stock Exchange of Singapore Limited;

(f) The Amsterdam Stock Exchange;

(g) the Frankfurt Stock Exchange;

(h) The International Stock Exchange of the United Kingdom

and the Republic of Ireland Limited;

(i) the Milan Stock Exchange;

(j) the NASDAQ National Market;

(k) the Paris Bourse;

(l) the Tokyo Stock Exchange;

(m) the Toronto Stock Exchange;

(n) the Zurich Stock Exchange.

foreign scheme of arrangement means a compromise or

arrangement that is subject to court approval under

subsection 411(6) of the Act, between:

(a) a foreign company and a class of its creditors; or

(b) a foreign company and a class of its members.

foreign takeover bid means a bid to acquire some or all of the

securities of:

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Chapter 1 Introductory

Part 1.2A Disclosing entities

Regulation 1.2A.03

30 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) all holders of a class of securities of a foreign company; or

(b) all holders of those securities except the bidder or the bidder

and associates of the bidder.

1.2A.03 Foreign companies issuing securities under employee share

scheme exempt from the disclosing entity provisions

(1) For section 111AS of the Act, a foreign company is exempt from

the disclosing entity provisions in respect of an offer of shares in

the company for issue or sale:

(a) that is made to employees of the company, or of an

associated body corporate, under an employee share scheme;

and

(b) in relation to which a disclosure document is lodged with

ASIC.

(2) Subregulation (1) is not affected by any action of an employee, the

result of which is that another person who is not an employee

acquires an interest in a share issued under the employee share

scheme.

(3) For this regulation:

(a) an employee share scheme is a scheme under which a

company offers for issue or sale shares (or options over

issued shares) in the company only to a person who is a

full-time or part-time director or employee of the company or

of an associated body corporate when the offer is made; and

(b) a body corporate is an associated body corporate in relation

to a foreign company if:

(i) the body corporate is related to the company within the

meaning of section 50 of the Act; or

(ii) the body corporate is entitled to at least 20% of the

voting shares of the company; or

(iii) the company is entitled to at least 20% of the voting

shares of the body corporate.

Federal Register of Legislative Instruments F2015C00303

Registration of companies Chapter 2A

Size of partnerships or associations (Act s 115(2)) Part 2A.1

Regulation 2A.1.01

Corporations Regulations 2001 31

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2A—Registration of companies

Part 2A.1—Size of partnerships or associations

(Act s 115(2))

2A.1.01 Size of partnerships or associations

(1) For paragraph 115(1)(b) of the Act, the number prescribed for a

kind of partnership or association is the number specified in the

following table for that kind of partnership or association:

Item Kind of partnership or association Number

1 (a) Actuaries, medical practitioners, patent

attorneys, sharebrokers, stockbrokers or

trademark attorneys

(b) Partnerships or associations of the kind specified

in subregulation (2)

50

2 Architects, pharmaceutical chemists or veterinary

surgeons

100

3 Legal practitioners 400

4 Accountants 1 000

(2) For paragraph (b) of item 1 of the table in subregulation (1), the

partnership or association is one that:

(a) has as its primary purpose collaborative scientific research;

and

(b) includes as members:

(i) at least 1 university; and

(ii) at least 1 private sector participant;

whether or not it also includes government agencies or

publicly funded research bodies.

(3) In subregulation (2):

Federal Register of Legislative Instruments F2015C00303

Chapter 2A Registration of companies

Part 2A.1 Size of partnerships or associations (Act s 115(2))

Regulation 2A.1.01

32 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

private sector participant means an entity that obtains the majority

of its revenue from sources other than Commonwealth, State or

Territory appropriations.

Federal Register of Legislative Instruments F2015C00303

Registration of companies Chapter 2A

Change of place of registration of company (Act s 119A(3)) Part 2A.2

Regulation 2A.2.01

Corporations Regulations 2001 33

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2A.2—Change of place of registration of

company (Act s 119A(3))

2A.2.01 Approval of application for change of place of registration

(1) An application to ASIC for a change in the State or Territory in

this jurisdiction in which a company is taken to be registered must

be approved by a special resolution of the company.

(2) A copy of the special resolution must be given to ASIC within 14

days after the day on which it is passed.

2A.2.02 Special resolution may be set aside by Court order

(1) Within 28 days after the passing of a special resolution approving

an application for a change in the State or Territory in this

jurisdiction in which a company is taken to be registered, a

member, or members, of the company having at least 10% of the

votes capable of being cast on the special resolution may apply in

writing to the Court to have the resolution set aside.

(2) A member may, with the written consent of other members

mentioned in subregulation (1), apply on their behalf to the Court

under that subregulation.

(3) The Court may order the special resolution to be set aside if the

Court is satisfied that it would unfairly prejudice the applicant or

applicants if the State or Territory in which the company is taken to

be registered were changed in accordance with the resolution.

(4) The company must give ASIC a copy of the Court order within 14

days after the day on which it is made.

Federal Register of Legislative Instruments F2015C00303

Chapter 2A Registration of companies

Part 2A.2 Change of place of registration of company (Act s 119A(3))

Regulation 2A.2.03

34 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

2A.2.03 Application for change of place of registration

(1) A company may, in accordance with a special resolution of the

company, apply to ASIC for a change in the State or Territory in

this jurisdiction in which the company is taken to be registered.

(2) The application must be in accordance with the approved form.

2A.2.04 Change of place of registration

(1) On application under regulation 2A.2.03, ASIC must alter the

details of the company’s registration to show the change in the

State or Territory in this jurisdiction in which the company is taken

to be registered if:

(a) the company has passed a special resolution approving the

application for the change; and

(b) the Court has not made an order setting aside the special

resolution; and

(c) the relevant Minister of the State or Territory in which the

company is taken to be registered has approved the change

under subparagraph 119A(3)(a)(i) of the Act; and

(d) ASIC is not aware of any other reason why the change

should not be made.

(2) ASIC must not alter details of the company’s registration until 28

days after the day on which the application was made.

(3) ASIC must give the company a new certificate of registration after

it alters details of the company’s registration.

Federal Register of Legislative Instruments F2015C00303

Basic features of a company Chapter 2B

Names Part 2B.6

Regulation 2B.6.01

Corporations Regulations 2001 35

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2B—Basic features of a company

Part 2B.6—Names

2B.6.01 Availability of names (Act s 147)

(1) For paragraphs 147(1)(a) and (b) of the Act, the rules for

ascertaining whether a name is identical with another name are the

rules set out in Part 1 of Schedule 6.

(2) For paragraph 147(1)(c) of the Act, a name is unacceptable for

registration under the regulations if it is unacceptable under the

rules set out in Part 2 of Schedule 6.

2B.6.02 Consents required for use of certain letters, words and

expressions

(1) This regulation applies to a name if:

(a) the name:

(i) is the subject of an application for registration of a name

under section 117 of the Act; or

(ii) is the subject of an application for reservation of a name

under section 152 of that Act; or

(iii) for an application for a change of name under

section 157 of the Act—is the name to which the

previous name is to be changed; and

(b) the name is, uses or includes:

(i) letters, or a word or expression, specified in column 2 of

an item in Part 4 or 5 of Schedule 6; or

(ii) other letters, or another word or expression (whether or

not in English), that is of like import to the letters, word

or expression specified in the item.

(2) In paragraph (1)(b), a reference to letters, a word or an expression

being used includes a reference to the letters, word or expression

being used:

Federal Register of Legislative Instruments F2015C00303

Chapter 2B Basic features of a company

Part 2B.6 Names

Regulation 2B.6.03

36 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) as part of another word or expression; or

(b) in combination with other words or letters, or other symbols.

(3) However, this regulation does not apply to use of the letters ADI as

part of another word.

Example: The letters adi appear in the word traditional. This regulation does not apply to use of the word traditional.

(4) If an item in Part 4 of Schedule 6 applies in relation to the name,

the application must be accompanied by the written consent of the

Minister who is specified in the item.

(5) If an item in Part 5 of Schedule 6 applies in relation to the name,

the application must be accompanied by the written consent of the

public authority, instrumentality or agency that is specified in the

item.

2B.6.03 Exemptions from requirement to set out name and ACN on

certain documents (Act s 155)

For section 155 of the Act, the exemptions provided for in

Schedule 7 apply in relation to the requirements of

subsection 153(2) of the Act.

Federal Register of Legislative Instruments F2015C00303

Registers Chapter 2C

Registers generally Part 2C.1

Location of register Division 2C.1.1

Regulation 2C.1.01

Corporations Regulations 2001 37

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2C—Registers

Part 2C.1—Registers generally

Division 2C.1.1—Location of register

2C.1.01 Form of notice

A notice to be lodged under subsection 172(2) of the Act must be

in a form approved by ASIC (if a form has been approved).

Federal Register of Legislative Instruments F2015C00303

Chapter 2C Registers

Part 2C.1 Registers generally

Division 2C.1.2 Right to inspect and get copies of register

Regulation 2C.1.02

38 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2C.1.2—Right to inspect and get copies of register

2C.1.02 Form of register

For subsection 173(3) of the Act, a copy of a register must be

provided as a delimited text file:

(a) produced by a commercially available spreadsheet or

database application; and

(b) copied onto a CD-ROM or a USB portable memory device.

2C.1.03 Improper purposes for getting copy of register

For paragraph 173(3A)(b) of the Act, the following purposes are

prescribed:

(a) soliciting a donation from a member of a company;

(b) soliciting a member of a company by a person who is

authorised to assume or use the word stockbroker or

sharebroker in accordance with section 923B of the Act;

(c) gathering information about the personal wealth of a member

of a company;

(d) making an offer that satisfies paragraphs 1019D(1)(a) to (d)

of the Act;

(e) making an invitation that, were it an offer to purchase a

financial product, would be an offer that satisfies paragraphs

1019D(1)(a) to (d) of the Act.

Note: See subsection 1019D(1) of the Act for a description of unsolicited

offers to purchase financial products off-market.

2C.1.04 Information to be included in application for copy of

register

For paragraph 173(3A)(c) of the Act, the information that must be

contained in an application is the name and address of the

applicant.

Note: An application must also state the purpose for accessing a copy of a

register—see subsection 173(3A) of the Act.

Federal Register of Legislative Instruments F2015C00303

Registers Chapter 2C

Registers generally Part 2C.1

Use of information on registers by bodies corporate Division 2C.1.3

Regulation 2C.1.05

Corporations Regulations 2001 39

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2C.1.3—Use of information on registers by bodies

corporate

2C.1.05 Contact with members after failure to provide copy of

register

(1) This regulation applies if a body corporate mentioned in

regulation 12.8.02 has failed to give a person a copy of the part of

the register of members of the body who hold member shares:

(a) within 28 days after the person’s request for a copy; or

(b) if a longer period has been allowed by ASIC—within the

longer period.

(2) If the person:

(a) makes a statutory declaration that the person intends to use

information that is contained in that part of the register:

(i) for the purpose of contacting members of the body, or

sending material to members of the body, for a purpose

mentioned in subsection 177(1A) of the Act; and

(ii) in a way that does not contravene that subsection or

another law; and

(b) gives the statutory declaration to the body corporate; and

(c) pays the reasonable costs of contacting the members, or

sending material to the members;

the body corporate must do everything that is reasonably possible

to arrange for the members to be contacted, or for the material to

be sent to the members, on the person’s behalf by a third party

service provider nominated by the body corporate.

(3) If the body corporate believes on reasonable grounds that the

person intends to use information that is contained in that part of

the register:

(a) for a purpose that is not in accordance with

subparagraph (2)(a)(i); or

(b) in a way that is not in accordance with

subparagraph (2)(a)(ii);

Federal Register of Legislative Instruments F2015C00303

Chapter 2C Registers

Part 2C.1 Registers generally

Division 2C.1.3 Use of information on registers by bodies corporate

Regulation 2C.1.05

40 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the body corporate is not required to arrange for the members to be

contacted or for the material to be sent to the members on the

person’s behalf, and may terminate any existing arrangement.

(4) The arrangements made by the body corporate must ensure that, to

the extent reasonably possible:

(a) the details, from the register of members, of each member to

whom material is to be sent, or with whom contact is to be

made, will be provided to the third party service provider

within 14 days after the person pays the costs mentioned in

subregulation (2); and

(b) a copy of any material that is to be sent to a member will be

provided to the third party service provider within 28 days

after the person provides the material to the body corporate;

and

(c) if material is not to be sent to a member—written details of

the contact that is to be made with a member must be

provided to the third party service provider within 28 days

after the person provides the written details to the body

corporate; and

(d) for any material that is to be sent to a member—the material

will be sent to the member within 14 days after the body

corporate provides the material to the third party service

provider; and

(e) if material is not to be sent to a member—contact will be

made with the member within 14 days after the body

corporate provides, to the third party service provider, the

written details of the contact that is to be made with the

member.

(5) An arrangement made under subregulation (2) must:

(a) allow for contact to be made, or material to be sent, for a

period of 6 months after the period mentioned in

subregulation (1); and

(b) require the person to pay the reasonable costs of contacting

the members or sending material to the members to be paid

on each occasion before the contact is made or the material is

sent.

Federal Register of Legislative Instruments F2015C00303

Registers Chapter 2C

Registers generally Part 2C.1

Use of information on registers by bodies corporate Division 2C.1.3

Regulation 2C.1.05

Corporations Regulations 2001 41

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) A reference in subregulation (1) to the register of members of a

body corporate who hold member shares includes a reference to:

(a) the register of members of a body corporate that is a

company limited by guarantee; and

(b) the register of members of a body corporate limited by shares

and guarantee, who do not hold shares in the body.

Federal Register of Legislative Instruments F2015C00303

Chapter 2D Officers and employees

Part 2D.2 Restrictions on indemnities, insurance and termination payments

Division 2D.2.2 Termination payments

Regulation 2D.2.01

42 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2D—Officers and employees

Part 2D.2—Restrictions on indemnities, insurance

and termination payments

Division 2D.2.2—Termination payments

2D.2.01 Meaning of base salary

(1) For the definition of base salary in section 9 of the Act, the matters

specified in the following table are base salary.

Item Matter

1 The components of a short-term employee benefit that:

(a) are not dependent on the satisfaction of a performance condition; and

(b) are specified in paragraphs (a), (c) and (d) of column 3 of item 6 in the table

in subregulation 2M.3.03(1); and

(c) are paid during the relevant period

2 A superannuation contribution that:

(a) is not dependent on the satisfaction of a performance condition; and

(b) is paid during the relevant period

3 A share-based payment that:

(a) is not dependent on the satisfaction of a performance condition; and

(b) is specified in column 3 of item 11 in the table in subregulation 2M.3.03(1);

and

(c) is paid during the relevant period

4 A liability or prospective liability to pay tax in respect of a fringe benefit taxable

amount under:

(a) the Fringe Benefits Tax Assessment Act 1986; or

(b) the Fringe Benefits Tax Act 1986;

that relates to the provision of a matter specified in item 1, 2 or 3

(2) For subregulation (1):

Federal Register of Legislative Instruments F2015C00303

Officers and employees Chapter 2D

Restrictions on indemnities, insurance and termination payments Part 2D.2

Termination payments Division 2D.2.2

Regulation 2D.2.02

Corporations Regulations 2001 43

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) if a person has held an office in relation to a company:

(i) throughout a period of more than 12 months; or

(ii) throughout a number of periods of more than 12 months

in total;

the relevant period for that person is the last 12 months of

that period or the last 12 months of the total period; and

(b) if a person has held an office in relation to a company:

(i) throughout a period of 12 months or less; or

(ii) throughout a number of periods of 12 months or less in

total;

the relevant period for that person is that period or the total

period.

2D.2.02 Meaning of benefit

(1) For paragraph 200AB(1)(e) of the Act, each of the following things

is specified:

(a) any kind of pension, other than a pension paid from a

superannuation fund or a superannuation annuity (whether it

is paid from an Australian or a foreign fund);

(b) an amount paid as a voluntary out-of-court settlement in a

matter relating to the termination of employment;

(c) a payment:

(i) that is made as part of a restrictive covenant,

restraint-of-trade clause or non-compete clause

(however described); and

(ii) the value of which, when added to the value of all other

payments (if any) already made or payable in

connection with the person’s retirement from board or

managerial offices in the company and related bodies

corporate, exceeds the payment limit set by

section 200G of the Act.

Note: Subsection 200AB(1) of the Act provides that a benefit includes

specified things. Paragraph 200AB(1)(e) of the Act provides that a

benefit includes a thing specified in regulations. Things that are not

specified in subsection 200AB(1) of the Act or subregulation (1) may

also be benefits for the purposes of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 2D Officers and employees

Part 2D.2 Restrictions on indemnities, insurance and termination payments

Division 2D.2.2 Termination payments

Regulation 2D.2.02

44 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) For subsection 200AB(2) of the Act, each of the following things is

specified:

(a) a deferred bonus, including a benefit attributable to:

(i) the release of the deferred bonus from a restriction

relating to death or incapacity; or

(ii) the investment of the deferred bonus; or

(iii) another change to the value of the deferred bonus;

(b) a payment from a defined benefits superannuation scheme

that was in existence when this regulation commenced;

(c) a genuine superannuation contribution that is paid by an

employer or employee on or after the commencement of this

regulation;

(d) genuine accrued benefits that are payable under a law within

the meaning of section 200H of the Act;

(e) a payment made under a requirement imposed by a law of

another country;

(f) a reasonable payment that is made:

(i) in accordance with a policy of the company or body that

applies to all employees; and

(ii) as a result of a genuine redundancy; and

(iii) having regard to the length of a person’s service in an

office or position;

(g) a payment from a prescribed superannuation fund due to

death or incapacity.

Example for paragraph (d): A payment of annual leave, long service leave or sick leave.

Note: Subsection 200AB(2) of the Act provides that a benefit does not

include a thing specified in regulations. Things that are not specified

in subregulation (2) may also not be benefits for the purposes of the

Act.

(3) In this regulation:

deferred bonus includes an amount, or property, that:

(a) is earned by, accrued by or allocated to a person as

remuneration in respect of a period of employment before the

person’s retirement; and

Federal Register of Legislative Instruments F2015C00303

Officers and employees Chapter 2D

Restrictions on indemnities, insurance and termination payments Part 2D.2

Termination payments Division 2D.2.2

Regulation 2D.2.03

Corporations Regulations 2001 45

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) is not paid, provided or released to the person at the time at

which it is earned, accrued or allocated.

prescribed superannuation fund has the meaning given by

section 200B of the Act.

2D.2.03 When benefit given in connection with retirement from an

office or a position

(1) For subsection 200A(1A) of the Act, each of the following

circumstances is specified in relation to a benefit:

(a) circumstances in which the benefit is the automatic vesting of

share-based payments for a person on or as a result of

retirement from an office or a position;

(b) circumstances in which the benefit is the accelerated vesting

of share-based payments for a person on or as a result of

retirement from an office or a position; and

(c) circumstances in which the benefit is a payment made to a

person in lieu of the giving of notice of termination.

Note: Subsection 200A(1A) of the Act provides that a benefit is given in

connection with a person’s retirement from an office or a position if

the benefit is given in circumstances specified in regulations.

(2) For paragraph 200F(1)(b) of the Act, a benefit requires shareholder

approval:

(a) if it:

(i) is a deferred bonus under paragraph 2D.2.02(2)(a); and

(ii) is subject to automatic or accelerated vesting under

subregulation (1); and

(iii) exceeds the payment limit set by section 200G of the

Act; and

(b) if it is not a benefit attributable to the release of a deferred

bonus from a restriction due to death or incapacity.

Federal Register of Legislative Instruments F2015C00303

Chapter 2D Officers and employees

Part 2D.6 Disqualification from managing corporations

Division 2D.6.1 Automatic disqualification (Act s 206B)

Regulation 2D.6.01

46 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2D.6—Disqualification from managing

corporations

Division 2D.6.1—Automatic disqualification (Act s 206B)

2D.6.01 Prescribed foreign jurisdictions (Act s 206B(7))

For section 206B of the Act, a foreign country, or part of a foreign

country, mentioned in the following table is prescribed.

Item Country or part of country

1 New Zealand

Federal Register of Legislative Instruments F2015C00303

Officers and employees Chapter 2D

Ban on hedging remuneration of key management personnel Part 2D.7

Regulation 2D.7.01

Corporations Regulations 2001 47

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2D.7—Ban on hedging remuneration of key

management personnel

2D.7.01 Hedging arrangements (Act s 206J(3))

(1) For subsection 206J(3) of the Act, an arrangement in the following

table is to be treated as an arrangement that has the effect of

limiting the exposure of a member mentioned in

subsection 206J(1) of the Act to the risk mentioned in that

subsection.

Item Arrangement

1 A put option on incentive remuneration

2 A short position on shares that forms part of incentive remuneration

3 An income protection insurance contract in which the insurable risk event

affects the financial value of remuneration or equity or an equity-related

instrument for the key management personnel

(2) For subsection 206J(3) of the Act, an arrangement in the following

table is not to be treated as an arrangement that has the effect of

limiting the exposure of a member mentioned in

subsection 206J(1) of the Act to the risk mentioned in that

subsection.

Item Arrangement

1 An income protection insurance contract in which the insurable risk event is the

death, incapacity or illness of any of the key management personnel

2 A foreign currency risk arrangement

(3) In this regulation, a short position is a position in relation to shares

in a listed entity where the quantity of the shares that a person has

is less than the quantity of the shares that the person has an

obligation to deliver.

Federal Register of Legislative Instruments F2015C00303

Chapter 2D Officers and employees

Part 2D.7 Ban on hedging remuneration of key management personnel

Regulation 2D.7.01

48 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) In subregulation (3), the person has the shares if:

(a) the person is holding the shares on the person’s own behalf;

or

(b) another person is holding the shares on the person’s behalf;

or

(c) the person has entered into an agreement to buy the shares

but has not received the shares; or

(d) the person has vested title in the shares in a borrower, or in

an entity nominated by the borrower, under a securities

lending arrangement.

(5) In subregulation (3), the shares that the person has an obligation to

deliver are the shares that the person:

(a) has an obligation to deliver under a sale agreement where the

shares have not been delivered; or

(b) has an obligation to vest title in a lender under a securities

lending arrangement; or

(c) has any other non-contingent legal obligation to deliver.

Federal Register of Legislative Instruments F2015C00303

Related party transactions Chapter 2E

Regulation 2E.1.01

Corporations Regulations 2001 49

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2E—Related party transactions

2E.1.01 Small amounts given to related entity

For subsection 213(1) of the Act, $5 000 is prescribed.

Federal Register of Legislative Instruments F2015C00303

Chapter 2G Meetings

Part 2G.2 Meetings of members of companies

Division 6 Proxies and body corporate representatives

Regulation 2G.2.01

50 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2G—Meetings

Part 2G.2—Meetings of members of companies

Division 6—Proxies and body corporate representatives

2G.2.01 Authentication of appointment of proxy (Act s 250A)

(1) For subsection 250A(1) of the Act, an electronic authentication of

an appointment of a proxy must include:

(a) a method of identifying the member; and

(b) an indication of the member’s approval of the information

communicated.

(2) If a member appoints a proxy by e-mail or Internet-based voting:

(a) the member must be identified by personal details (for

example, the member’s name, address and date of birth); and

(b) the member’s approval of the information communicated

must be communicated by a form of security protection (for

example, the entering of a confidential identification number

such as a shareholder registration number or holder

identification number).

Federal Register of Legislative Instruments F2015C00303

Charges Chapter 2K

Registration Part 2K.2

Regulation 2K.2.01

Corporations Regulations 2001 51

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2K—Charges

Part 2K.2—Registration

2K.2.01 Lien or charge on crop or wool, or stock mortgage, that is a

registrable security: prescribed law—subsection 262(5) of

the Act

For subsection 262(5) of the Act, each of the following laws is a

prescribed law of a State or Territory:

NEW SOUTH WALES

Parts II and III of the Liens on Crops and Wool and Stock

Mortgages Act 1898

Parts 2 and 3 (to the extent that Part 3 applies to agricultural goods

mortgages) of the Security Interests in Goods Act 2005

VICTORIA

Parts VII and VIII of the Instruments Act 1958

QUEENSLAND

Part II (being provisions that apply in relation to registration of

instruments that are stock mortgages, liens upon crops and liens on

wool) and Part IV (other than section 24) of the Bills of Sale and

Other Instruments Act 1955

The Liens on Crops of Sugar Cane Act 1931

WESTERN AUSTRALIA

Sections 7 and 8 and Parts IX, X and XI of the Bills of Sale Act

1899

Federal Register of Legislative Instruments F2015C00303

Chapter 2K Charges

Part 2K.2 Registration

Regulation 2K.2.02

52 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

SOUTH AUSTRALIA

Liens on Fruit Act, 1923

Stock Mortgages and Wool Liens Act, 1924

TASMANIA

Sections 36 of the Bills of Sale Act 1900

Stock, Wool and Crop Mortgages Act 1930

AUSTRALIAN CAPITAL TERRITORY

Parts IV and V of the Instruments Act 1933.

2K.2.02 Time period for the provisional registration of charges

For paragraph 265(5)(b) of the Act, the period in which a

certificate to the effect set out in paragraph 265(4)(b) of the Act

must be produced to ASIC is 90 days after the notice is lodged.

2K.2.03 Charge that is a registrable security: specified law—

paragraphs 273A(4)(b), 273B(3)(b) and 273C(3)(b) of the

Act

For paragraphs 273A(4)(b), 273B(3)(b) and 273C(3)(b) of the Act

the following law is a specified law of a State or Territory:

NEW SOUTH WALES

Security Interests in Goods Act 2005

Federal Register of Legislative Instruments F2015C00303

Debentures Chapter 2L

Duties of borrower Part 2L.2

Regulation 2L.2.01

Corporations Regulations 2001 53

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2L—Debentures

Part 2L.2—Duties of borrower

2L.2.01 Register relating to trustees for debenture holders

(1) For subsection 283BCA(2) of the Act, ASIC must enter the

following details in the register in relation to a trustee for

debenture holders:

(a) the name and address of the trustee;

(b) either:

(i) if the trustee has an ACN—the trustee’s ACN; or

(ii) the trustee’s ABN;

(c) the name and address of the borrower who appointed the

trustee;

(d) the name of the trust for which the trustee has been appointed

to act;

(e) the day the trust deed was executed.

(2) If ASIC receives a notice from a borrower under

subsection 283BC(2) of the Act that the trustee has revoked the

trust deed, it must amend the register by removing the details

entered on the register in relation to the trustee.

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.01

54 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2M—Financial reports and audit

Part 2M.3—Financial reporting

Division 1—Annual financial reports and directors’ reports

2M.3.01 Disclosures required by notes to consolidated financial

statements—annual financial reports (Act s 295)

(1) For paragraph 295(3)(a) of the Act, if paragraph 295(2)(b) of the

Act applies to a parent entity, the following disclosures are

required in the notes to the financial statements of the consolidated

entity:

(a) current assets of the parent entity;

(b) total assets of the parent entity;

(c) current liabilities of the parent entity;

(d) total liabilities of the parent entity;

(e) shareholders’ equity in the parent entity separately showing

issued capital and each reserve;

(f) profit or loss of the parent entity;

(g) total comprehensive income of the parent company;

(h) details of any guarantees entered into by the parent entity in

relation to the debts of its subsidiaries;

(i) details of any contingent liabilities of the parent entity;

(j) details of any contractual commitments by the parent entity

for the acquisition of property, plant or equipment;

(k) comparative information for the previous period for each of

paragraphs (a) to (j).

(2) The disclosures in subregulation (1) must be calculated in

accordance with accounting standards in force in the financial year

to which the disclosure relates.

(3) In this regulation:

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 55

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

parent entity means a company, registered scheme or disclosing

entity that is required by the accounting standards to prepare

financial statements in relation to a consolidated entity.

2M.3.03 Prescribed details (Act s 300A)

(1) For paragraph 300A(1)(c) of the Act, the details set out in the table

relating to a person are prescribed.

Item Condition (if any) Details

General

1 The person’s name

2 Each position held by the

person in the financial year

3 If the person has held a

position mentioned in item 2

for less than the whole

financial year

(a) The date on which the

person began holding the

position

(b) The date (if any) on which

the person ceased to hold the

position

4 If there has been a change in

the chief executive officer or a

director of the entity during

the period:

(a) starting immediately after

the reporting date; and

(b) ending immediately before

the date on which the

financial report is

authorised for issue

(a) The name of each person

involved in the change

(b) The position involved

(c) The date on which the

change occurred

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

56 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

5 If a person (other than a

director or chief executive

officer) has retired during the

period:

(a) starting immediately after

the reporting date; and

(b) ending immediately before

the date on which the

financial report is

authorised for issue

(a) The person’s name

(b) The position involved

(c) The date on which the

retirement took effect

Payments and benefits

6 Note: See

subregulation (2).

The person’s short-term

employee benefits, divided into

at least the following

components:

(a) cash salary, fees and

short-term compensated

absences;

(b) short-term cash

profit-sharing and other

bonuses;

(c) non-monetary benefits;

(d) other short-term employee

benefits

7 Note: See

subregulation (2).

The person’s post-employment

benefits, divided into at least the

following components:

(a) pension and superannuation

benefits;

(b) other post-employment

benefits

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 57

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

8 Note: See

subregulation (2).

The person’s long-term

employee benefits other than

benefits mentioned in items 6

and 7, separately identifying

any amount attributable to a

long-term incentive plan

9 Note: See

subregulation (2).

The person’s termination

benefits

10 For any position the person

started to hold during the

financial year

Payments (if any) made to the

person, before the person started

to hold the position, as part of

the consideration for the person

agreeing to hold the position,

including:

(a) the monetary value of the

payment; and

(b) the date of the payment

11 Note: See

subregulation (2).

Share-based payments made to

the person, divided into at least

the following components:

(a) equity-settled share-based

payment transactions,

showing separately:

(i) shares and units; and

(ii) options and rights;

(b) cash-settled share-based

payment transactions;

(c) all other forms of

share-based payment

compensation (including

hybrids)

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

58 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

Compensation

12 For each grant of a cash

bonus, performance-related

bonus or share-based payment

compensation benefit made to

a person, whether part of a

specific contract for services

or not

The terms and conditions of

each grant affecting

compensation in the reporting

period or a future reporting

period, including the following:

(a) the grant date;

(b) the nature of the

compensation granted;

(c) the service and performance

criteria used to determine

the amount of

compensation;

(d) if there has been any

alteration of the terms or

conditions of the grant since

the grant date—the date,

details and effect of each

alteration;

(e) the percentage of the bonus

or grant for the financial

year that was paid to the

person, or that vested in the

person, in the financial year;

(f) the percentage of the bonus

or grant for the financial

year that was forfeited by

the person (because the

person did not meet the

service and performance

criteria for the bonus or

grant) in the financial year;

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 59

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

(g) the financial years, after the

financial year to which the

report relates, for which the

bonus or grant will be

payable if the person meets

the service and performance

criteria for the bonus or

grant;

(h) estimates of the maximum

and minimum possible total

value of the bonus or grant

(other than option grants) for

financial years after the

financial year to which the

report relates

13 For each contract for services

between a person and the

disclosing entity (or any of its

subsidiaries)

Any further explanation that is

necessary in addition to those

prescribed in

paragraph 300A(1)(ba) of the

Act and item 12 to provide an

understanding of:

(a) how the amount of

compensation in the current

reporting period was

determined; and

(b) how the terms of the

contract affect compensation

in future periods

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

60 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

14 If the terms of share-based

payment transactions

(including options or rights)

granted as compensation to

key management personnel

have been altered or modified

by the issuing entity during

the reporting period

(a) The date of the alteration

(b) The market price of the

underlying equity instrument

at the date of the alteration

(c) The terms of the grant of

compensation immediately

before the alteration,

including:

(i) the number and class

of the underlying

equity instruments,

exercise price; and

(ii) the time remaining

until expiry; and

(iii) each other condition

in the terms that

affects the vesting or

exercise of an option

or other right

(d) The new terms

(e) The difference between:

(i) the total of the fair

value of the options

or other rights

affected by the

alteration

immediately before

the alteration; and

(ii) the total of the fair

value of the options

or other rights

immediately after the

alteration

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 61

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

15 If options and rights over an

equity instrument issued or

issuable by the disclosing

entity or any of its subsidiaries

have been provided as

compensation to a person

during the reporting period

Note: See

subregulation (3).

(a) The number of options and

the number of rights that:

(i) have been granted;

and

(ii) have vested;

during the reporting period

(b) The terms and conditions of

each grant made during the

reporting period, including:

(i) the fair value per

option or right at

grant date; and

(ii) the exercise price per

share or unit; and

(iii) the amount, if any,

paid or payable by the

recipient; and

(iv) the expiry date; and

(v) the date or dates

when the options or

rights may be

exercised; and

(vi) a summary of the

service and

performance criteria

that must be met

before the beneficial

interest vests in the

person

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

62 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

16 If an equity instrument that is

issued or issuable by the

disclosing entity or any of its

subsidiaries has been provided

as a result of the exercise

during the reporting period of

options and rights that have

been granted as compensation

to a person

Note: See

subregulation (3).

(a) The number of equity

instruments

(b) If the number of options or

rights exercised differs from

the number of equity

instruments disclosed under

paragraph (a)—the number

of options or rights

exercised

(c) The amount paid per

instrument

(d) The amount unpaid per

instrument

Remuneration disclosure

17 For any option or right over

equity instruments issued or

issuable by the disclosing

entity and any of its

subsidiaries held, whether

directly, indirectly or

beneficially, by each key

management person, or by a

close member of the family of

that person, or an entity over

which the person or the family

member has, either directly or

indirectly, control, joint

control or significant

influence, disclosure must be

made of the number of rights

and options

(a) Options and rights held at

the start of the reporting

period

(b) Options and rights granted

during the reporting period

as compensation

(c) Options and rights exercised

during the reporting period

(d) Options and rights resulting

from any other change

during the reporting period

(e) Options and rights held at

the end of the reporting

period

(f) Options and rights vested at

the end of the reporting

period

(g) Options and rights vested

and exercisable at the end of

the reporting period

(h) Options and rights vested

and unexercisable at the end

of the reporting period

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 63

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

18 For any equity instrument

(other than an option or a

right) held directly, indirectly

or beneficially, by each key

management person, or by a

close member of the family of

that person, or an entity over

which the person or the family

member has, either directly or

indirectly, control, joint

control or significant

influence, disclosure must be

made of the number of equity

instruments

(a) Equity instruments held at

the start of the reporting

period

(b) Equity instruments granted

during the reporting period

as compensation

(c) Equity instruments received

during the reporting period

on the exercise of an option

or right

(d) Equity instruments resulting

from any other change

during the reporting period

(e) Equity instruments held at

the end of the reporting

period

(f) Equity instruments if

included in the number

disclosed under

paragraph (e), held

nominally at the end of the

reporting period

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

64 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

19 For a transaction involving an

equity instrument, other than

share-based payment

compensation, that has

occurred between a key

management person, a close

member of the family of that

person, or an entity over

which the person or the family

member has, either directly or

indirectly, control, joint

control or significant influence

and the issuing entity during

the reporting period, if the

terms or conditions of the

transaction were more

favourable than those that it is

reasonable to expect the entity

would have adopted if dealing

at arms-length with an

unrelated person

(a) The nature of each different

type of transaction

(b) For each transaction, the

terms and conditions of the

transaction

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 65

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

20 For the aggregate of loans

made, guaranteed or secured,

directly or indirectly, by the

disclosing entity and any of its

subsidiaries, in the reporting

period in relation to:

(a) all key management

personnel; and

(b) close members of the

family of a member of the

key management

personnel; and

(c) an entity over which any of

the persons mentioned in

paragraphs (a) and (b)

have, directly or indirectly,

control, joint control or

significant influence

(a) The amount outstanding at

the start of the reporting

period

(b) The amount of interest paid

and payable in the reporting

period to the disclosing

entity or to any of the

entity’s subsidiaries

(c) The difference between the

amount disclosed under

paragraph (b) and the

amount of interest that

would have been charged on

an arms-length basis

(d) Each write-down and each

allowance for doubtful

receivables recognised by

the disclosing entity or by

any of the entity’s

subsidiaries

(e) The amount outstanding at

the end of the reporting

period

(f) The number of key

management personnel

included in the group

aggregate at the end of the

reporting period

(g) A summary of the terms and

conditions of the loans

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

66 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

21 If the aggregate of loans made,

guaranteed or secured, directly

or indirectly, by the disclosing

entity and any of its

subsidiaries, in the reporting

period in relation to:

(a) a particular key

management person; and

(b) close members of the

family of the key

management person; and

(c) an entity over which any of

the persons mentioned in

paragraphs (a) and (b) has,

directly or indirectly,

control, joint control or

significant influence;

is greater than $100 000

(a) The amount outstanding at

the start of the reporting

period

(b) The amount of interest paid

and payable in the reporting

period to the disclosing

entity or to any of the

entity’s subsidiaries

(c) The difference between the

amount disclosed under

paragraph (b) and the

amount of interest that

would have been charged on

an arms-length basis

(d) Each write-down and each

allowance for doubtful

receivables recognised by

the disclosing entity or by

any of the entity’s

subsidiaries

(e) The amount outstanding at

the end of the reporting

period

(f) The highest amount of the

key management person’s

indebtedness during the

reporting period

(g) A summary of the terms and

conditions of the loans

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 67

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

22 For a transaction during the

reporting period between the

disclosing entity, or any of its

subsidiaries, and a key

management person, a close

member of the family of that

person, or an entity over

which the key management

person or the family member

has, directly or indirectly,

control, joint control or

significant influence, other

than a transaction mentioned

in item 19, 20 or 21 or

subregulation (3B)

(a) Each type of transaction of a

different nature

(b) The terms and conditions of

each type of transaction or,

if there are different

categories of terms and

conditions within a type of

transaction, the terms and

conditions of each category

of transaction

(c) For each type of transaction

or, if there are different

categories of terms and

conditions within a type of

transaction, for each

category of transaction:

(i) the names of the

persons involved in

the transaction; and

(ii) the aggregate amount

recognised

23 For each aggregate amount

disclosed under item 22

(a) The total of amounts

recognised as revenue,

separately identifying, if

applicable, the total amounts

recognised as:

(i) interest revenue; or

(ii) dividend revenue

(b) The total of amounts

recognised as expense,

separately identifying, if

applicable, the total amounts

recognised as:

(i) interest expense; or

(ii) write-downs of

receivables and

allowances made for

doubtful receivables

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

68 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item Condition (if any) Details

(c) Any further disclosures

necessary to provide an

understanding of the effects

of the transactions on the

financial statements

prepared in accordance with

Australian Accounting

Standards

24 For each transaction identified

under item 22

(a) The total of all assets,

classified into current and

non-current assets, and, if

applicable, any allowance

for doubtful receivables at

the end of the reporting

period

(b) The total of all liabilities,

classified into current and

non-current liabilities

(2) For items 6, 7, 8, 9 and 11 of the table:

(a) the information of the kind described in the item for the

previous financial year must also be disclosed in the financial

year to which the item relates (to give comparative

information for the purposes of the item); but

(b) paragraph (a) does not apply in relation to the first financial

year in which paragraph 300A(1)(c) of the Act applies in

relation to a person.

Note: The effect of paragraph (b) is that no comparative information is

required in the first period of reporting on a specific individual.

(3) For items 15 and 16 of the table, a disclosure required by the item

must:

(a) be separated into each class of equity instrument; and

(b) identify each class of equity instrument by:

(i) the name of the issuing entity;

(ii) the class of equity instrument; and

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Financial reporting Part 2M.3

Annual financial reports and directors’ reports Division 1

Regulation 2M.3.03

Corporations Regulations 2001 69

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) if the instrument is an option or right—the class and

number of equity instruments for which it may be

exercised.

(3A) For items 20 and 21 of the table in subregulation (1), loans do not

include loans involved in transactions in relation to options.

Example: A non-recourse loan is a loan that is a transaction in relation to an

option.

(3B) A transaction with, or an amount that is receivable from or payable

under a transaction to, a key management person, a close member

of the family of that person, or an entity over which the person or

the family member has, directly or indirectly, control, joint control

or significant influence, is excluded from the requirements of

items 22 to 24 if:

(a) the transaction occurs within a normal employee, customer or

supplier relationship on terms and conditions no more

favourable than those that it is reasonable to expect the entity

would have adopted if dealing at arms-length with an

unrelated person; or

(b) information about the transaction does not have the potential

to affect adversely decisions about the allocation of scarce

resources made by users of the financial statements, or the

discharge of accountability by the key management person;

or

(c) the transaction is trivial or domestic in nature.

(3C) Items 17 to 24 of the table in subregulation (1) apply in relation to

a directors’ report for a financial year commencing on or after

1 July 2013.

(4) For subregulation (1), a company must apply the requirements of

relevant accounting standards when disclosing the information

mentioned in the subregulation.

(5) In subregulation (1), an expression that is:

(a) used in the subregulation; and

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.3 Financial reporting

Division 1 Annual financial reports and directors’ reports

Regulation 2M.3.03

70 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) defined in a relevant accounting standard that is applied for

the purpose of disclosing information;

has the meaning given by that accounting standard.

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Auditor Part 2M.4

Regulation 2M.4.01A

Corporations Regulations 2001 71

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2M.4—Auditor

2M.4.01A Membership designations (Act s 324BE)

For paragraph 324BE(1)(b) of the Act, a designation mentioned in

an item of the table is prescribed for membership of the

professional accounting body mentioned in the item.

Membership designations

Item Professional accounting body Designation

1 Institute of Chartered Accountants in

Australia

CA; or

FCA

2 CPA Australia CPA; or

FCPA

3 Institute of Public Accountants FIPA; or

MIPA

2M.4.01 Notice of appointment of auditors

The responsible entity of a registered scheme must lodge a notice

in the approved form telling ASIC of the appointment by the entity

of an auditor of the scheme under section 331AB of the Act within

14 days of the appointment.

Federal Register of Legislative Instruments F2015C00303

Chapter 2M Financial reports and audit

Part 2M.4A Annual transparency reports for auditors

Regulation 2M.4A.01

72 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2M.4A—Annual transparency reports for

auditors

2M.4A.01 Application

This Part applies in relation to annual transparency reports for:

(a) the transparency reporting year in which Schedule 1 to the

Corporations Legislation Amendment (Audit Enhancement)

Act 2012 commences; and

(b) all later transparency reporting years.

Note: For the definitions of annual transparency report and transparency

reporting year, see section 9 of the Act.

2M.4A.02 Content of annual transparency report (Act s 332B)

(1) For subsection 332B(1) of the Act, Schedule 7A sets out the

information that an annual transparency report published in

accordance with subsection 332A(2) of the Act must contain.

(2) If the report is published by an audit firm or authorised audit

company, see Part 2 of Schedule 7A.

(3) If the report is published by an individual auditor, see Part 3 of

Schedule 7A.

Federal Register of Legislative Instruments F2015C00303

Financial reports and audit Chapter 2M

Modification of the operation of Chapter 2M of the Act Part 2M.6

Regulation 2M.6.01

Corporations Regulations 2001 73

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2M.6—Modification of the operation of

Chapter 2M of the Act

2M.6.01 Modifications (Act s 343)

For section 343 of the Act, the operation of Chapter 2M of the Act

is modified in accordance with this Part.

2M.6.05 Conduct of auditor—relevant relationships

The operation of Chapter 2M of the Act in relation to:

(a) all companies; and

(b) all registered schemes; and

(c) all disclosing entities;

is modified as set out in Schedule 5C.

Federal Register of Legislative Instruments F2015C00303

Chapter 2N Updating ASIC information about companies and registered schemes

Part 2N.2 Extract of particulars

Regulation 2N.2.01

74 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 2N—Updating ASIC information

about companies and registered

schemes

Part 2N.2—Extract of particulars

2N.2.01 Particulars ASIC may require in an extract of particulars

(Act s 346B)

(1) For section 346B of the Act, the following particulars are

prescribed for a company:

(a) ACN;

(b) name;

(c) address of registered office;

(d) address of principal place of business in this jurisdiction;

(e) for each director and company secretary:

(i) the person’s name; and

(ii) the person’s usual residential address, or, if the person is

entitled to have an alternative address under

subsection 205D(2) of the Act, that alternative address;

and

(iii) the person’s date and place of birth;

(f) the date of appointment or cessation of each director,

secretary or alternate director;

(g) for issued shares:

(i) the classes into which the shares are divided; and

(ii) for each class of share issued:

(A) the number of shares in the class; and

(B) the total amount paid up for the class; and

(C) the total amount unpaid for the class;

(h) for a proprietary company—the names and addresses of:

Federal Register of Legislative Instruments F2015C00303

Updating ASIC information about companies and registered schemes Chapter 2N

Extract of particulars Part 2N.2

Regulation 2N.2.01

Corporations Regulations 2001 75

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) if the company has 20 or fewer members—all members;

or

(ii) if the company has more than 20 members—the top 20

members in each class;

(i) for a proprietary company that has a share capital:

(i) the total number of shares in each class held by each of

the members mentioned in paragraph (h); and

(ii) whether or not the shares are fully paid; and

(iii) whether or not the shares are beneficially owned;

(j) for the ultimate holding company:

(i) its name; and

(ii) either:

(A) its ACN or ARBN if registered in this

jurisdiction; or

(B) the place at which it was incorporated or

formed if not registered in this jurisdiction.

(2) For section 346B of the Act, the following particulars are

prescribed for a registered scheme:

(a) registration number;

(b) name;

(c) name and ACN of the responsible entity;

(d) if the scheme is a managed investment scheme that is a unit

trust:

(i) issued interests in the scheme; and

(ii) the classes into which the interests are divided; and

(iii) for each class of interest issued:

(A) the number of interests in the class; and

(B) the total amount paid up for the class; and

(C) the total amount unpaid for the class;

(e) if the scheme is a managed investment scheme that is not a

unit trust:

(i) issued interests in the scheme; and

Federal Register of Legislative Instruments F2015C00303

Chapter 2N Updating ASIC information about companies and registered schemes

Part 2N.2 Extract of particulars

Regulation 2N.2.01

76 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) a description of the nature of the interests (for example,

interest in a limited partnership, right to participate in a

timesharing scheme); and

(iii) the number of the interests; and

(iv) the total amount paid for the interests; and

(v) the total amount unpaid for the interests.

Note: Under section 346B of the Act, ASIC may require a company or

responsible entity to provide a prescribed particular in response to an

extract of particulars given by ASIC under section 346A.

Federal Register of Legislative Instruments F2015C00303

Updating ASIC information about companies and registered schemes Chapter 2N

Return of particulars Part 2N.4

Regulation 2N.4.01

Corporations Regulations 2001 77

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 2N.4—Return of particulars

2N.4.01 Particulars ASIC may require in a return of particulars

(Act s 348B)

For section 348B of the Act, the following particulars are

prescribed:

(a) the personal details of a director, secretary or alternate

director mentioned in subsection 205B(3) of the Act;

(b) the date of appointment or cessation of a director, secretary

or alternate director;

(c) the date of change of name or change of address of a director,

secretary or alternate director;

(d) evidence that a specified person is (or is not) a director,

secretary or alternate director;

(e) completion of a declaration indicating that the company is a

special purpose company within the meaning of regulation 3

of the Corporations (Review Fees) Regulations 2003;

(f) the name of the ultimate holding company;

(g) the date on which a company became, or ceased to be, the

ultimate holding company;

(h) the previous name, or the new name, of the ultimate holding

company;

(i) the date of issue, cancellation, or transfer of shares;

(j) the date of any change to amounts paid on shares;

(k) a statement of whether or not shares for one or more

members are beneficially owned;

(l) the date of any change to beneficial ownership of shares;

(m) any of the following information from the share structure

table for a class of share:

(i) the share class code;

(ii) the full title of the class of share;

(iii) the total number of shares in the class that have been

issued;

Federal Register of Legislative Instruments F2015C00303

Chapter 2N Updating ASIC information about companies and registered schemes

Part 2N.4 Return of particulars

Regulation 2N.4.01

78 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iv) the total amount paid for shares in the class;

(v) the total amount unpaid for shares in the class;

(n) the date on which a new member’s name was entered in the

register of members;

(o) a statement that the company is:

(i) a small proprietary company mentioned in

subsection 45A(2) of the Act; or

(ii) a large proprietary company mentioned in

subsection 45A(3) of the Act; or

(iii) a foreign controlled small proprietary company

mentioned in paragraph 292(2)(b) of the Act;

(p) a statement that the company is listed (or not listed) on a

financial market, and the name of the financial market (if

any);

(q) the new name of the responsible entity in relation to a

managed investment scheme;

(r) a statement of whether the company or registered scheme

complies with subsection 348C(2) or (3) of the Act;

(s) information that a company is required to provide under

subsection 142(2), 146(1), 205B(1) or (4), 254X(1) or 319(1)

of the Act.

Note 1: Under section 348B of the Act, ASIC may require a company or

responsible entity to provide a prescribed particular in response to a

return of particulars given by ASIC under section 348A.

Note 2: A member, for a managed investment scheme, includes an interest

holder or unit holder—see section 9 of the Act.

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External administration Chapter 5

Arrangements and reconstructions Part 5.1

Regulation 5.1.01

Corporations Regulations 2001 79

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 5—External administration

Part 5.1—Arrangements and reconstructions

5.1.01 Prescribed information for paragraph 411(3)(b) and

subparagraph 412(1)(a)(ii) of the Act

(1) For paragraph 411(3)(b) and subparagraph 412(1)(a)(ii) of the Act,

unless ASIC otherwise allows, the explanatory statement must:

(a) for a proposed arrangement between a Part 5.1 body and its

creditors, or a class of its creditors:

(i) state the matters set out; and

(ii) have annexed to it the reports and copies of documents

mentioned;

in Part 2 of Schedule 8; and

(b) for a proposed arrangement between a Part 5.1 body and its

members, or a class of its members, other than a proposed

arrangement mentioned in paragraph (c):

(i) state the matters set out; and

(ii) have annexed to it the reports and copies of documents

mentioned;

in Part 3 of Schedule 8; and

(c) for a proposed arrangement between a Part 5.1 body and its

members, or a class of its members, in relation to the

reconstruction of a corporation, or the amalgamation of 2 or

more corporations, if:

(i) the whole or part of the undertaking or of the property

of a corporation is to be transferred to a trustee to be

held beneficially on behalf of the unit holders of the

trust; or

(ii) the shares in the corporation that are held by members

are to be cancelled and control is to pass to a trustee to

be held on behalf of a unit holder of the trust;

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.1 Arrangements and reconstructions

Regulation 5.1.02

80 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

state the matters set out and have annexed to it the documents

and, if the trustee of that business operates no other business

in relation to that trust, the reports mentioned, in Part 4 of

Schedule 8.

(2) For the purposes of Schedule 8, securities exchange means

Australian Stock Exchange Limited.

5.1.02 Giving notice under subsection 414(2) or (9) of the Act

A notice under subsection 414(2) or (9) of the Act must be given to

a person:

(a) by personal delivery; or

(b) by prepaid post to the person’s address shown in the books of

the transferor company.

Federal Register of Legislative Instruments F2015C00303

External administration Chapter 5

Receivers, and other controllers, of corporations Part 5.2

Regulation 5.2.01

Corporations Regulations 2001 81

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5.2—Receivers, and other controllers, of

corporations

5.2.01 Controller’s notice to owner or lessor of property—how given

A notice under subsection 419A(3) of the Act must be given to the

owner or lessor, as the case may be, by personal delivery or by

prepaid post to the owner’s or lessor’s usual place of residence or

business or the place of residence or business last known to the

controller.

5.2.01 Certified copies of reports

A copy of:

(a) a report that must be lodged; and

(b) a certificate or other document annexed to that report;

must be certified in writing to be a true copy by:

(c) for a copy lodged for paragraph 429(2)(c) of the Act—the

controller of property of the corporation; or

(f) for a copy lodged for subsection 475(7) of the Act—by the

liquidator or provisional liquidator of the company.

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.3A Administration of a company’s affairs with a view to executing a deed of

company arrangement

Regulation 5.3A.01

82 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5.3A—Administration of a company’s affairs

with a view to executing a deed of company

arrangement

5.3A.01 Administrator’s notice of ending of administration

(1) If the administration of a company ends on the happening of an

event of a kind mentioned in subsection 435C(2) or (3) of the Act,

the administrator of the company or of the deed of company

arrangement (as the case may be) must lodge a notice of the

happening of the event and the ending of the administration of the

company as soon as practicable after the event.

(2) Subregulation (1) does not apply if a notice of the happening of the

event is lodged in accordance with the Act or a provision of these

regulations other than this regulation.

5.3A.02 Administrator to specify voidable transactions in statement

The administrator of a company under administration, in setting

out his or her opinions in a statement mentioned in

paragraph 439A(4)(b) of the Act, must specify whether there are

any transactions that appear to the administrator to be voidable

transactions in respect of which money, property or other benefits

may be recoverable by a liquidator under Part 5.7B of the Act.

5.3A.03 Administrator to lodge notice of appointment

If an administrator is appointed under subsection 436E(4),

subsection 444A(2), section 449B, subsection 449C(1), (4) or (6),

or subsection 449D(1) or (2), of the Act, the administrator must

lodge a notice of the appointment in the prescribed form before the

end of the next business day after the appointment.

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

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External administration Chapter 5

Administration of a company’s affairs with a view to executing a deed of company

arrangement Part 5.3A

Regulation 5.3A.03A

Corporations Regulations 2001 83

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

On 23 December 2004, a form for the document mentioned in this

regulation is not prescribed in these Regulations.

5.3A.03A Notice of first meeting of creditors

(1) This regulation is made for paragraph 436E(3)(b) of the Act.

(2) The information about a meeting that is to be set out in a notice is

at least the following information:

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the section of the Act or, in the case of a combined notice,

the sections of the Act under which the notice is being given;

(e) the time, date and place for the meeting;

(f) the purpose for which the meeting is being convened under

that section;

(g) the time and date by which proofs of debt, and proxies for the

meeting, are to be submitted;

(h) the name and contact details of the administrator;

(i) the date on which the administrator was appointed;

(j) the section of the Act under which the administrator was

appointed.

Note: For information about telephone conference facilities in the notice of a

meeting, see regulation 5.6.13A.

5.3A.03AB Notice of meeting to decide the company’s future

(1) This regulation is made for paragraph 439A(3)(b) of the Act.

(2) The information about a meeting that is to be set out in a notice is

at least the following information:

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Chapter 5 External administration

Part 5.3A Administration of a company’s affairs with a view to executing a deed of

company arrangement

Regulation 5.3A.04

84 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the section of the Act under which the notice is being given;

(e) the time, date and place for the meeting;

(f) the purpose for which the meeting is being convened under

that section;

(g) the time and date by which proofs of debt, and proxies for the

meeting, are to be submitted;

(h) the name and contact details of the administrator.

5.3A.04 Notice of change of administrator’s address

An administrator of a company under administration or of a deed

of company arrangement must, within 10 business days after a

change in the location of the administrator’s office, lodge notice in

the prescribed form of the change.

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

On 23 December 2004, a form for the document mentioned in this

regulation is not prescribed in these Regulations.

5.3A.05 Administrator’s notice to owner or lessor of property—how

given

A notice under subsection 443B(3) of the Act must be given to the

owner or lessor, as the case may be, by personal delivery or by

prepaid post to the owner’s or lessor’s usual place of residence or

business or the place of residence or business last known to the

administrator.

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External administration Chapter 5

Administration of a company’s affairs with a view to executing a deed of company

arrangement Part 5.3A

Regulation 5.3A.06

Corporations Regulations 2001 85

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.3A.06 Provisions included in deed of company arrangement

For subsection 444A(5) of the Act, the prescribed provisions are

those set out in Schedule 8A.

5.3A.06A Notice of resolution to wind up voluntarily

(1) This regulation is made for paragraph 446A(5)(b) of the Act.

(2) The period within which a notice is to be published is 15 business

days after the day on which the company is taken to have passed

the special resolution that the company be wound up voluntarily.

5.3A.06AB Notice of meeting of creditors

(1) This regulation is made for paragraph 449C(5)(b) of the Act.

(2) The information about a meeting that is to be set out in a notice is

at least the following information:

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the section of the Act under which the notice is being given;

(e) the time, date and place for the meeting;

(f) the purpose for which the meeting is being convened under

that section;

(g) the time and date by which proofs of debt, and proxies for the

meeting, are to be submitted;

(h) the name and contact details of the administrator.

5.3A.07 Administrator becomes liquidator—additional cases

(1) For subsection 446B(1) of the Act, a company that has executed a

deed of company arrangement is taken to have passed a special

resolution under section 491 that the company be wound up

voluntarily:

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Chapter 5 External administration

Part 5.3A Administration of a company’s affairs with a view to executing a deed of

company arrangement

Regulation 5.3A.07

86 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) if the Court at a particular time makes an order under

section 445D of the Act terminating the deed of company

arrangement; or

(b) if the deed of company arrangement specifies circumstances

in which the deed is to terminate and the company is to be

wound up—if those circumstances exist at a particular time.

(2) The company is taken to have passed the special resolution:

(a) at the time mentioned in paragraph (1)(a) or (b), as the case

may be; and

(b) without a declaration having been made and lodged under

section 494 of the Act.

(3) Section 497 of the Act is taken to have been complied with in

relation to the winding up.

(5) The liquidator must:

(a) within 5 business days after the day on which the company is

taken to have passed the resolution, lodge a written notice in

the prescribed form stating that the company is taken because

of this regulation to have passed such a resolution and

specifying that day; and

(b) cause the notice to be lodged with ASIC in accordance with

subregulation 5.6.75(4) within 15 business days after that

day.

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

On 23 December 2004, a form for the document mentioned in

paragraph (5)(a) is not prescribed in these Regulations.

(6) Section 482 of the Act applies in relation to the winding up as if it

were a winding up in insolvency or by the Court.

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External administration Chapter 5

Administration of a company’s affairs with a view to executing a deed of company

arrangement Part 5.3A

Regulation 5.3A.07A

Corporations Regulations 2001 87

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: Section 482 of the Act empowers the Court to stay or terminate a

winding up and to give consequential directions.

(7) An application under section 482 of the Act as applying because of

subregulation (6) may be made:

(a) despite subsection 499(4) of the Act, by the company

pursuant to a resolution of the board; or

(b) by the liquidator; or

(c) by a creditor; or

(d) by a contributory.

5.3A.07A Notice of appointment of administrator

(1) This regulation is made for paragraph 450A(1)(b) of the Act.

(2) The information about an appointment that is to be set out in a

notice is at least the following information:

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the section of the Act or, in the case of a combined notice,

the sections of the Act under which the notice is being given;

(e) the name and contact details of the administrator;

(f) the date on which the administrator was appointed;

(g) the section of the Act under which the administrator was

appointed.

Note: See regulation 5.3.07A for the contents of the notice that may be

combined with the notice under this regulation, in accordance with

subsection 450A(1A) of the Act.

(3) The period within which the notice is to be published is 3 business

days after an administrator is appointed.

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.4 Winding up in insolvency

Regulation 5.4.01

88 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5.4—Winding up in insolvency

5.4.01 Application to Court for winding up—prescribed agency

The Australian Prudential Regulation Authority is a prescribed

agency for paragraph 459P(1)(g) of the Act.

5.4.01A Notice of application to wind up a company

(1) This regulation is made for paragraph 465A(c) of the Act.

(2) The information about an application that is to be set out in a

notice is at least the following information:

(a) if the court rules require particular information to be

published for the application and the court has not dispensed

with publication under the rules—that information;

(b) if the court rules do not require particular information to be

published, or the court has dispensed with publication under

the rules:

(i) the name of the company; and

(ii) any trading name of the company; and

(iii) the ACN of the company; and

(iv) the date on which the application was filed; and

(v) the identifying number allocated by the court when the

application was filed; and

(vi) the name of the applicant; and

(vii) the address for service of the applicant; and

(viii) the name and address of the court where the application

will be heard; and

(ix) the time and date of the court hearing; and

(x) the way in which documents that are filed in relation to

the application may be obtained.

Federal Register of Legislative Instruments F2015C00303

External administration Chapter 5

Winding up in insolvency Part 5.4

Regulation 5.4.02

Corporations Regulations 2001 89

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.4.02 Compromise of debt by liquidator—prescribed amount

For paragraph 477(2A)(a) of the Act, the amount of $100,000 is

prescribed.

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.4C Winding up by ASIC

Regulation 5.4C.01

90 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5.4C—Winding up by ASIC

5.4C.01 Notice of intention to order winding up of a company

(1) For subparagraph 489EA(6)(b)(ii) of the Act, this regulation

prescribes the manner of publishing notice of ASIC’s intention to

make an order under subsection 489EA(1), (2), (3) or (4) of the

Act.

(2) Notice is to be published on the publication website, established

under subsection 5.6.75(1), at least 10 business days before ASIC

makes the order.

Federal Register of Legislative Instruments F2015C00303

External administration Chapter 5

Voluntary winding up Part 5.5

Regulation 5.5.01

Corporations Regulations 2001 91

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5.5—Voluntary winding up

5.5.01 Notice of resolution to wind up voluntarily

(1) This regulation is made for paragraph 491(2)(b) of the Act.

(2) The information about a resolution that is to be set out in a notice is

at least the following information:

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the section of the Act under which the notice is being given;

(e) the name and contact details of the liquidator;

(f) the date on which the resolution was passed.

(3) The period within which the notice is to be published is 21 days

after the special resolution to wind up the company voluntarily is

passed.

5.5.02 Notice of meeting of creditors

(1) This regulation is made for paragraph 497(2)(d) of the Act.

(2) The period within which a notice is to be published is not less than

7 days, but no more than 14 days, before the day that is fixed for

holding the meeting of the company’s creditors.

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.01

92 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5.6—Winding up generally

5.6.01 Matters for entry in liquidator’s or provisional liquidator’s

books

For section 531 of the Act, the prescribed matters are those that are

required to give a complete and correct record of the liquidator’s or

provisional liquidator’s administration of the company’s affairs.

5.6.02 Inspection of books kept under section 531 of the Act

The liquidator or provisional liquidator must ensure that the books

kept under section 531 of the Act are available at his or her office

for inspection in accordance with that section.

5.6.06 Payment into liquidator’s general account

(1) A liquidator must:

(a) unless otherwise directed by the Court or the committee of

inspection—open a bank account to be known as the

liquidator’s general account; and

(b) pay into that account all money received by the liquidator not

later than 7 days after it has been received.

(2) However, if the liquidator is the liquidator of a pooled group:

(a) subregulation (1) does not require the liquidator to open a

separate account for each company in the group; and

(b) the liquidator may open a single bank account (to be known

as the liquidator’s general account) in relation to the group

and pay into the account all money received by the liquidator

in relation to the liquidation of the companies in the group.

5.6.07 Deposit of securities

A liquidator must deposit in the bank with which the liquidator’s

general account was opened:

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External administration Chapter 5

Winding up generally Part 5.6

Regulation 5.6.08

Corporations Regulations 2001 93

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the bills; and

(b) the notes; and

(c) any other securities;

payable to the company (or to any of the companies in a pooled

group if paragraph 5.6.06(2)(b) applies) or the liquidator as soon as

possible after they are received by the liquidator.

5.6.08 Delivery of securities

All bills, notes or other securities deposited in a bank in accordance

with regulation 5.6.07 must be delivered out on the signed request

of the liquidator.

5.6.09 Special bank account

(1) The Court may give directions regarding the payment, deposit or

custody of:

(a) money; and

(b) bills, notes or other securities;

that are payable to, or into the possession of, a liquidator.

(2) If an application is made to the Court to authorise the liquidator to

make payments into and out of a special bank account, the Court

may:

(a) authorise the payments for the time and on the terms as it

thinks fit; and

(b) if the Court thinks that the account is no longer required—at

any time order it to be closed.

(3) An office copy of an order under subregulation (2) must be served

by the liquidator on the bank with which the special bank account

has been opened.

5.6.10 Payments out of liquidator’s general account

(1) A payment out of the liquidator’s general account may be made by

cheque or by electronic funds transfer.

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.11

94 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A cheque to which subregulation (1) refers must:

(a) have the name of the company marked or written on the face

of it; and

(b) be signed by the liquidator.

5.6.11 Application

(1) In regulations 5.6.12 to 5.6.57, unless the contrary intention

appears:

proof of debt or claim includes a statement of particulars of a debt

or claim submitted in accordance with regulation 5.6.39, as well as

a formal proof of debt or claim.

(2) Subject to subregulation (3) and subregulation 5.6.24(4),

regulations 5.6.12 to 5.6.36A apply to the convening and conduct

of, and voting at:

(a) a meeting convened under Part 5.3A, 5.4, 5.4B, 5.5 or 5.6 of

the Act that is:

(i) a meeting of members, creditors or contributories of a

company; or

(ii) a joint meeting of creditors and members of a company;

or

(iii) a meeting of a committee of inspection; or

(iv) a meeting of a committee of creditors; or

(v) a meeting of eligible employee creditors; or

(vi) a meeting, on a consolidated basis, of creditors of

companies in a group; and

(b) a meeting of creditors of a company held under a deed of

company arrangement.

(3) Regulations 5.6.12 to 5.6.36A do not apply to:

(a) a meeting of the directors of a company; or

(b) a meeting of the members of a company, other than a

meeting mentioned in paragraph (2)(a); or

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External administration Chapter 5

Winding up generally Part 5.6

Regulation 5.6.11A

Corporations Regulations 2001 95

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) if those regulations are inconsistent with a particular

requirement of the Act, these Regulations or the rules—a

meeting mentioned in paragraph (2)(a) or (b).

5.6.11A Electronic methods of giving or sending certain notices etc

(1) This regulation applies if a person (the notifier) is authorised or

required to give or send a notice, or other document, to a person

(the recipient) under any of the following provisions:

(a) subregulation 5.6.12(1);

(b) subregulation 5.6.16(6);

(c) paragraph 5.6.48(2)(b);

(d) subregulation 5.6.53(1);

(e) subregulation 5.6.54(1);

(f) subregulation 5.6.55(3);

(g) subregulation 5.6.59(1);

(h) subregulation 5.6.62(1);

(i) paragraph 5.6.65(1)(b);

(j) paragraph 5.6.66(1)(d);

(k) paragraph 5.6.66(3)(a).

(2) If the recipient nominates an electronic address by which the

recipient may be notified of the notice or document, the notifier

may give or send the notice or document to the recipient by

sending it to that electronic address.

(3) If the recipient nominates any other electronic means by which the

recipient may be notified of such notices or documents, the notifier

may give or send the notice or document to the recipient by using

that electronic means.

(4) If the recipient nominates:

(a) an electronic means (the nominated notification means) by

which the recipient may be notified that such notices or

documents are available; and

(b) an electronic means (the nominated access means) the

recipient may use to access such notices or documents;

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.12

96 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the notifier may give or send the document to the recipient by

notifying the recipient (using the nominated notification means):

(c) that the notice or document is available; and

(d) how the recipient may use the nominated access means to

access the notice or document.

(5) A notice or document sent to an electronic address, or by other

electronic means, is taken to be given or sent on the business day

after it is sent.

(6) A notice or document given or sent under subsection (4) is taken to

be given or sent on the business day after the day on which the

recipient is notified that the notice or document is available.

(7) Subregulations (2), (3) and (4) do not limit the provisions

mentioned in subsection (1).

5.6.12 Notice of meeting

(1) The convenor of a meeting must give notice in writing of the

meeting to every person appearing on the company’s books or

otherwise to be:

(a) in the case of a meeting mentioned in

subparagraph 5.6.11(2)(a)(i)—a member, creditor or

contributory of the company; or

(b) in the case of a meeting mentioned in

subparagraph 5.6.11(2)(a)(ii)—a member or creditor of the

company; or

(c) in the case of a meeting mentioned in

subparagraph 5.6.11(2)(a)(iii)—a member of the committee

of inspection; or

(d) in the case of a meeting mentioned in

subparagraph 5.6.11(2)(a)(iv)—a member of the committee

of creditors; or

(e) in the case of a meeting mentioned in

paragraph 5.6.11(2)(b)—a creditor of the company; or

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Winding up generally Part 5.6

Regulation 5.6.12

Corporations Regulations 2001 97

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(f) in the case of a meeting mentioned in

subparagraph 5.6.11(2)(a)(v)—an eligible employee creditor;

or

(g) in the case of a meeting mentioned in

subparagraph 5.6.11(2)(a)(vi)—the creditors of a company in

a group.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

subregulation by the nominated electronic means.

(2) The notice must be given to a person:

(a) by delivering it personally; or

(b) by sending it to the person by prepaid post; or

(c) if the person has a facsimile transmission number to which

notices may be sent to the person—by faxing it to the person

at that number; or

(d) if the person has a document exchange number to which

notices may be sent to the person—by lodging it with the

exchange at, or for delivery to, the person’s receiving

facilities identified by that number.

(3) The notice must be given not less than 10 business days before the

day of the meeting, except:

(a) in the case of a meeting of creditors under section 436E,

439A or 445F, or subsection 449C(4), of the Act; or

(b) as provided by subregulation (4) or (5).

(4) If a liquidator thinks it appropriate, he or she may convene a

meeting of a committee of inspection by giving less than 10

business days’ notice of the meeting in accordance with

subregulations (1) and (2).

(5) If the administrator of a company under administration thinks it

appropriate, he or she may convene a meeting of a committee of

creditors or a meeting of eligible employee creditors by giving less

than 10 business days’ notice of the meeting in accordance with

subregulations (1) and (2).

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.13

98 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(6) The notice mentioned in subregulation (1) must be:

(a) if convening a meeting of creditors under subsection 496(1)

of the Act—in accordance with Form 521; or

(b) if convening a meeting of creditors under section 436E of the

Act—in accordance with Form 529A; or

(c) in any other case—in accordance with Form 529.

(7) A notice of a joint meeting of the creditors and members of a

company must be sent to the creditors of the company at the same

time as it is sent to the members of the company.

(8) A notice to a creditor must be sent by the person convening the

meeting:

(a) to the address given by the creditor in his or her proof of debt

or claim; or

(b) if the creditor has not lodged a proof, to the address given in

the report on the affairs of the company; or

(c) to any other address known to the person.

(9) A notice of a meeting must be sent by the convenor of the meeting:

(a) to the address given in the company’s books as the address of

that person; or

(b) to any other address known to the person convening the

meeting.

5.6.13 Proof of notice

A statement in writing in accordance with Form 530 by:

(a) the person convening a meeting; or

(b) a person acting on his or her behalf;

that notice of the meeting was sent by prepaid post is, in the

absence of evidence to the contrary, sufficient proof of the notice

having been sent to a person at the address specified for that person

in that notice.

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External administration Chapter 5

Winding up generally Part 5.6

Regulation 5.6.13A

Corporations Regulations 2001 99

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.13A If telephone conference facilities are available

If telephone conference facilities are expected to be available at the

place where the meeting is to be held and the convenor of the

meeting considers that, having regard to all the circumstances, it

will be appropriate to use those facilities, the notice of the meeting

must:

(a) set out the relevant telephone number; and

(b) indicate that a person, or the proxy or attorney of a person,

who wishes to participate in the meeting by telephone must

give to the convenor, not later than the second-last working

day before the day on which the meeting is to be held, a

written statement setting out:

(i) the name of the person and of the proxy or attorney (if

any); and

(ii) an address to which notices to the person, proxy or

attorney may be sent; and

(iii) a telephone number at which the person, proxy or

attorney may be contacted; and

(iv) any facsimile transmission number to which notices to

the person, proxy or attorney may be sent; and

(c) indicate that a person, or the proxy or attorney of a person,

who participates in the meeting by telephone must pay any

costs incurred by the person, proxy or attorney in

participating and is not entitled to be reimbursed for those

costs from the assets of the company.

5.6.13B Persons, or their proxies or attorneys, participating by

telephone

(1) If a person, or a person’s proxy or attorney, who wishes to

participate in a meeting by means of telephone conference

facilities, has given the convenor of the meeting a statement in

accordance with regulation 5.6.13A, the convenor must take all

reasonable steps to ensure that the person, or the person’s proxy or

attorney, is contacted before the start of the meeting on the

telephone number provided by that person.

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.14

100 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) If the person, proxy or attorney is contacted, the convenor must

take all reasonable steps to ensure that the person, proxy or

attorney can hear the proceedings, and can be heard, by means of

those facilities, so that the person, proxy or attorney can participate

in the meeting.

(3) A person who, or whose proxy or attorney, participates in the

meeting by telephone in accordance with this regulation is taken to

be present in person at the meeting.

5.6.14 Time and place of meeting

(1) The convenor of a meeting must convene the meeting at the time

and place that he or she thinks are most convenient for the majority

of persons entitled to receive notice of the meeting.

(2) The convenor must give not less than 5 business days’ notice of the

time and place of the meeting, except in the case of:

(a) a meeting of creditors under section 436E, 439A or 445F, or

subsection 449C(4), of the Act; or

(b) a meeting of a committee of creditors; or

(c) a meeting of a committee of inspection.

(3) Subregulation (1) does not prevent the convenor convening a

meeting to take place at separate venues provided that technology

is available at the venues to give all persons attending the meeting

a reasonable opportunity to participate.

5.6.14A Advertisement of a meeting

(1) The convenor of a meeting must lodge, with ASIC, a notice of the

meeting in accordance with subregulation 5.6.75(4).

(2) However, subregulation (1) does not apply if

(a) the meeting is convened under subsection 445F(2) of the Act;

or

(b) the meeting is a meeting of eligible employee creditors

mentioned in paragraph 444DA(2)(a) of the Act.

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Regulation 5.6.14B

Corporations Regulations 2001 101

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) The notice must state at least the following information:

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the section of the Act under which the notice is being given;

(e) the time, date and place for the meeting;

(f) the purpose for which the meeting is being convened under

that section;

(g) the time and date by which proofs of debt, and proxies for the

meeting, are to be submitted;

(h) the name and contact details of the convenor of the meeting.

5.6.14B Meetings not convened in accordance with regulations

A meeting may be held if all the persons who are entitled to be

present at, and to vote at, the meeting agree, even if it has not been

convened in accordance with these regulations.

5.6.15 Costs of convening meetings of creditors etc

(1) A person (other than a liquidator or administrator of a company

under administration or of a deed of company arrangement) at

whose request a meeting of creditors or contributories is convened

must:

(a) if the liquidator or administrator requires a security for the

payment of costs before the meeting is convened—deposit

with the liquidator or administrator a sum of money; and

(b) pay the costs of convening the meeting.

(2) The costs of convening a meeting of a committee of inspection or a

committee of creditors must be repaid out of the assets of the

company to the person causing it to be convened if:

(a) the Court so orders; or

(b) the committee by resolution so directs.

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.16

102 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.16 Quorum

(1) Subject to subregulation (3), a meeting must not act for any

purpose except:

(a) the election of a chairperson; and

(b) the proving of debts; and

(c) the adjournment of the meeting;

unless a quorum is present.

(2) A quorum consists of:

(a) if the number of persons entitled to vote exceeds 2—at least

2 of those persons; or

(b) if only one person is, or 2 persons are, entitled to vote—that

person or those persons;

present in person or by proxy or attorney.

(3) A meeting is sufficiently constituted if only one person is present

in person at the meeting if the person represents personally or by

proxy or otherwise a number of persons sufficient to constitute a

quorum.

(4) If within 30 minutes after the time appointed for a meeting:

(a) a quorum is not present; or

(b) the meeting is not otherwise sufficiently constituted;

the meeting is adjourned:

(c) to the same day in the next week at the same time and place;

or

(d) to the day (not being less than 7 or more than 21 days after

the day on which the meeting is adjourned) and at the time

and place that the chairperson appoints.

(6) The convenor of the meeting, or a person nominated by the

convenor, must immediately give notice of the adjournment to the

persons to whom notice of the meeting must be given under

regulation 5.6.12.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

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External administration Chapter 5

Winding up generally Part 5.6

Regulation 5.6.17

Corporations Regulations 2001 103

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

notices, the notifier may give or send the notice mentioned in this

subregulation by the nominated electronic means.

(7) A meeting on the date and at the place to which the meeting is

adjourned is not to be taken to be incompetent to act only because

of a failure to comply with subregulation (6) unless the Court, on

the application of the convenor of the meeting, or of a creditor or

contributory, otherwise declares.

(8) If within 30 minutes after the time appointed for the adjourned

meeting:

(a) a quorum is not present; or

(b) the meeting is not otherwise sufficiently constituted;

the adjourned meeting lapses.

5.6.17 Chairperson

(1) If a meeting is convened by:

(a) a liquidator; or

(b) a provisional liquidator; or

(c) an administrator of the company under administration or of a

deed of company arrangement; or

(d) a liquidator mentioned in paragraph 579L(1)(e) of the Act;

that person, or a person nominated by that person, must chair the

meeting.

(2) In any other case, the persons present and entitled to vote at a

meeting must elect one of their number to be chairperson of the

meeting.

5.6.18 Adjournment of meeting

(1) The chairperson of a meeting:

(a) if so directed by the meeting—must; or

(b) with the consent of the meeting—may;

adjourn the meeting from time to time and from place to place.

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.19

104 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A meeting convened under section 439A of the Act must not be

adjourned to a day that is more than 45 business days after the first

day on which the meeting was held.

(3) An adjourned meeting must be held at the place of the original

meeting unless:

(a) the resolution for adjournment specifies another place; or

(b) the Court otherwise orders; or

(c) the liquidator or provisional liquidator, or the administrator

of a company under administration or of a deed of company

arrangement, otherwise orders; or

(d) the place of the original meeting is unavailable, in which case

the chairperson may appoint another place.

5.6.19 Voting on resolutions

(1) A resolution put to the vote of a meeting must be decided on the

voices unless, subject to subregulation (5), a poll is demanded,

before or on the declaration of the result of the voices:

(a) by the chairperson; or

(b) by at least 2 persons present in person, by proxy or by

attorney and entitled to vote at the meeting; or

(c) by a person present in person, by proxy or by attorney and

representing not less than 10% of the total voting rights of all

the persons entitled to vote at the meeting; or

(d) in the case of a meeting of members—by a member or

members holding shares in the company conferring a right to

vote at a meeting, being shares on which the total sum paid

up is not less than 10% of the total sum paid up on all the

shares conferring that right.

(2) Unless a poll is demanded, the chairperson must declare that a

resolution has been:

(a) carried; or

(b) carried unanimously; or

(c) carried by a particular majority; or

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Regulation 5.6.20

Corporations Regulations 2001 105

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) lost;

on the voices.

(3) A declaration is conclusive evidence of the result to which it refers,

without proof of the number or proportion of the votes recorded in

favour of or against the resolution, unless a poll is demanded.

(4) A demand for a poll may be withdrawn.

(5) A vote taken at a joint meeting of creditors and members of a

company must be decided on the voices.

(6) If a creditor of a company, by contract, surrenders or limits all or

some of his or her rights to vote at a meeting of creditors, then the

creditor must not vote except in accordance with the contract and

any vote which is not in accordance with the contract will not be

counted.

5.6.20 Taking a poll

(1) Subject to subregulation (2), if a poll is demanded:

(a) the manner in which it is to be taken; and

(b) the time at which it is to be taken;

must be determined by the chairperson.

(2) A poll demanded on the election of a chairperson or on a question

of adjournment must be taken at once.

5.6.21 Carrying of resolutions after a poll has been demanded at a

meeting of creditors

(1) This regulation applies to a poll taken at a meeting of creditors.

(2) A resolution is carried if:

(a) a majority of the creditors voting (whether in person, by

attorney or by proxy) vote in favour of the resolution; and

(b) the value of the debts owed by the corporation to those

voting in favour of the resolution is more than half the total

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.21

106 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

debts owed to all the creditors voting (whether in person, by

proxy or by attorney).

(3) A resolution is not carried if:

(a) a majority of creditors voting (whether in person, by proxy or

by attorney) vote against the resolution; and

(b) the value of the debts owed by the corporation to those

voting against the resolution is more than half the total debts

owed to all creditors voting (whether in person, by proxy or

by attorney).

(4) Subject to subregulation (4B), if no result is reached under

subregulation (2) or (3), then:

(a) the person presiding at the meeting may exercise a casting

vote in favour of the resolution, in which case the resolution

is carried; or

(b) the person presiding at the meeting may exercise a casting

vote against the resolution, in which case the resolution is not

carried; or

(c) if the person presiding at the meeting does not exercise a

casting vote, the resolution is not carried.

(4A) If no result is reached under subregulation (2) or (3), and the

meeting is not a meeting of eligible employee creditors, the person

presiding at the meeting must include in the minutes of the meeting

the reasons for exercising, or not exercising, as the case may be, a

casting vote under subregulation (4).

(4B) In the case of a meeting of eligible employee creditors mentioned

in paragraph 444DA(2)(a) of the Act, if no result is reached under

subregulation (2) or (3), the resolution is not carried.

(5) In this regulation

creditor includes a debenture holder.

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Regulation 5.6.22

Corporations Regulations 2001 107

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.22 Carrying of resolution after a poll has been demanded at a

meeting of contributories or members

(1) This regulation applies to a poll taken at a meeting of

contributories or members.

(2) In counting the majority on a poll demanded on the question that a

resolution be carried, regard must be made to:

(a) the number of votes cast for or against the resolution; and

(b) the number of votes to which each member is entitled by the

Act or the articles of the company.

(3) The chairperson of the meeting has a casting vote in addition to his

or her deliberative vote.

5.6.23 Creditors who may vote

(1) A person is not entitled to vote as a creditor at a meeting of

creditors unless:

(a) his or her debt or claim has been admitted wholly or in part

by the liquidator or administrator of a company under

administration or of a deed of company arrangement; or

(b) he or she has lodged, with the chairperson of the meeting or

with the person named in the notice convening the meeting as

the person who may receive particulars of the debt or claim:

(i) those particulars; or

(ii) if required—a formal proof of the debt or claim.

(2) A creditor must not vote in respect of:

(a) an unliquidated debt; or

(b) a contingent debt; or

(c) an unliquidated or a contingent claim; or

(d) a debt the value of which is not established;

unless a just estimate of its value has been made.

(3) A creditor must not vote in respect of:

(a) a debt or a claim on or secured by:

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.23A

108 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) a bill of exchange; or

(ii) a promissory note; or

(iii) any other negotiable instrument or security;

held by the creditor unless he or she is willing:

(b) to treat the liability to him or her on the instrument or

security of a prescribed person as a security in his or her

hands; or

(c) to estimate its value; and

(d) for the purposes of voting (but not for the purposes of

dividend), to deduct it from his or her debt or claim.

(4) For paragraph 5.6.23(3)(b), a prescribed person is a person whose

liability is mentioned in paragraph 5.6.23(3)(a) who:

(a) is liable to the company directly; or

(b) may be liable to the company on the default of another

person with respect to the liability;

at the time of voting, but who is not:

(c) an insolvent under administration; or

(d) a person against whom a winding up order is in force.

5.6.23A Voting status of persons by whom money is advanced to a

company

(1) For this Part, a person by whom money is advanced to a company

as described in section 560 of the Act is entitled to one vote at a

meeting of creditors.

(2) Subregulation (1) applies whether the person has advanced money

to the company:

(a) on 1 occasion only; or

(b) on more than 1 occasion in respect of the same matter; or

(c) on 1 or more occasions in respect of more than 1 matter.

Note: Paragraph 560(c) of the Act provides that a person by whom money is

advanced to a company in specified circumstances has the same rights

as a creditor of the company in relation to matters set out in Chapter 5

of the Act. This includes voting at a meeting of creditors of the

company.

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Regulation 5.6.24

Corporations Regulations 2001 109

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.24 Votes of secured creditors

(1) For the purposes of voting, a secured creditor must state in the

creditor’s proof of debt or claim:

(a) the particulars of his or her security; and

(b) the date when it was given; and

(c) the creditor’s estimate of the value of the security;

unless he or she surrenders the security.

(2) A creditor is entitled to vote only in respect of the balance, if any,

due to him or her after deducting the value of his or her security as

estimated by him or her in accordance with regulation 5.6.41.

(3) If a secured creditor votes in respect of his or her whole debt or

claim, the creditor must be taken to have surrendered his or her

security unless the Court on application is satisfied that the

omission to value the security has arisen from inadvertence.

(4) This regulation does not apply to:

(a) a meeting of creditors convened under Part 5.3A of the Act;

or

(b) a meeting held under a deed of company arrangement.

5.6.26 Admission and rejection of proofs for purposes of voting

(1) The chairperson of a meeting has power to admit or reject a proof

of debt or claim for the purposes of voting.

(2) If the chairperson is in doubt whether a proof of debt or claim

should be admitted or rejected, he or she must mark that proof as

objected to and allow the creditor to vote, subject to the vote being

declared invalid if the objection is sustained.

(3) A decision by the chairperson to admit or reject a proof of debt or

claim for the purposes of voting may be appealed against to the

Court within 10 business days after the decision.

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.27

110 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.27 Minutes of meeting

(1) The chairperson must, within the period specified in

subregulation (7):

(a) cause minutes of the proceedings to be drawn up and entered

in a record kept for the purpose; and

(b) sign the minutes after they have been entered in the record.

(1A) However, if the meeting is held on a consolidated basis,

subregulation (1) does not require the chairperson to draw up and

enter separate minutes for each of the companies to which the

meeting relates.

(2) A record of the persons present in person, by proxy or by attorney

at a meeting must be prepared and kept:

(a) if the meeting is of members or contributories—in

accordance with Form 531A; and

(b) if the meeting is of creditors, eligible employee creditors or

debenture holders—in accordance with Form 531B; and

(c) if the meeting is of a committee of inspection or a committee

of creditors—in accordance with Form 531C.

(3) The chairperson at a meeting (other than a meeting of holders of

debentures) must lodge a copy of the minutes of the meeting

certified by him or her to be a true copy within the period specified

in subregulation (7).

(3A) However, if the meeting is held on a consolidated basis,

subregulation (1) does not require the chairperson to lodge separate

copies of the minutes for each of the companies to which the

meeting relates.

(4) If the chairperson:

(a) dies without having signed the minutes as required by

subregulation (1), or without having lodged a certified copy

of the minutes as required by subregulation (3); or

(b) becomes incapable, whether through illness or other cause, of

signing the minutes as required by subregulation (1), or of

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Regulation 5.6.28

Corporations Regulations 2001 111

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

lodging a certified copy of the minutes as required by

subregulation (3);

the convenor of the meeting, if he or she attended the meeting, or a

creditor, member or contributory who attended the meeting, may

sign the minutes as required by subregulation (1) and may certify

and lodge a copy of the minutes as required by subregulation (3).

(5) The administrator of a company under administration or of a deed

of company arrangement, after a meeting of creditors, must cause:

(a) the minutes; and

(b) the record of persons present at the meeting;

prepared in accordance with this regulation to be made available

for inspection by creditors or members at the registered office or

principal place of business of the company in this jurisdiction.

(6) The liquidator must cause:

(a) the minutes; and

(b) the record of persons present at the meeting;

prepared under this regulation to be made available at the principal

place at which he or she practises, for inspection by creditors or

contributories.

(7) For subregulations (1) and (3), the specified period is:

(a) for a meeting other than a meeting convened under

section 436E or 439A of the Act—1 month after the end of

the meeting; or

(b) for a meeting convened under section 436E or 439A of the

Act—10 business days after the end of the meeting.

5.6.28 Appointment of proxies

(1) A person entitled to attend and vote at a meeting may appoint a

natural person over the age of 18 years as his or her proxy to attend

and vote at the meeting.

(2) Subject to subregulation (3) and to regulation 5.6.30, a proxy

appointed under this regulation has the same right to speak and

vote at the meeting as the person who appointed the proxy.

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Part 5.6 Winding up generally

Regulation 5.6.29

112 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) If a person claims to be:

(a) the proxy of a person, appointed by an instrument of

appointment mentioned in subregulation 5.6.29(2); and

(b) entitled to attend and vote at a meeting;

the person is not entitled to speak or vote as proxy at the meeting

(except in relation to the election of a chairperson) unless:

(i) the instrument; or

(ii) a facsimile copy of the instrument; or

(iii) a copy of the instrument sent by email or similar

electronic means;

has been lodged with the person named in the notice convening the

meeting as the person who is to receive the instrument, or with the

chairperson.

(4) If a person claims to be:

(a) the proxy of a person, appointed by an instrument completed

in a way that allows it to be given by electronic means as

described in subregulation 5.6.29(3); and

(b) entitled to attend and vote at a meeting;

the person is not entitled to speak or vote as proxy at the meeting

(except in relation to the election of a chairperson) unless the

instrument has been given by electronic means to the person named

in the notice convening the meeting as the person who is to receive

the instrument, or with the chairperson.

5.6.29 Form of proxies

(1) The appointment of a person as a proxy must be by:

(a) an instrument in accordance with Form 532, completed in

hard copy in compliance with subregulation (2); or

(b) if the person convening the meeting offers an electronic

address under paragraph 5.6.31(2)(a) for the purpose of the

receipt of proxy appointments—a copy of the instrument

mentioned in paragraph (a), the copy made in a way that

allows it to be given by electronic means (such as by emain( �

or

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Regulation 5.6.29

Corporations Regulations 2001 113

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) if the person convening the meeting offers other electronic

means under paragraph 5.6.31(2)(b) by which a person may

give the proxy appointment—an electronic representation

equivalent to Form 532 (such as an on-line Form) that may

be completed and authenticated in compliance with

subregulation (3).

(2) If Form 532 is to be completed in hard copy:

(a) the person appointing the proxy must sign the instrument of

proxy, or, if incapable of writing, attach his or her mark to it;

and

(b) the proxy of a person who is blind or incapable of writing

must not be accepted unless:

(i) the person attaches his or her signature or mark to the

instrument appointing the proxy after it has been

completed; and

(ii) the instrument is read to him or her by a witness to his

or her signature or mark (not being the person

nominated as proxy) who completes the certificate of

witness set out in Form 532.

Note 1: Form 532 may be lodged by facsimile after being completed in hard

copy: see subregulation 5.6.28(3).

Note 2: Form 532 may be lodged by email or similar means, in certain

circumstances, after being completed in hard copy: see

paragraph (1)(b).

(3) If Form 532 is to be completed in a way that allows it to be given

by electronic means, the electronic authentication of the

appointment of the proxy must include:

(a) a method of identifying the person entitled to appoint a

proxy; and

(b) an indication of the person’s approval of the information

communicated.

(4) In this regulation, electronic means does not include a facsimile

transmission.

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Part 5.6 Winding up generally

Regulation 5.6.30

114 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.30 Instruments of proxy

An instrument appointing a proxy may specify the manner in

which the proxy is to vote on a particular resolution, and the proxy

is not entitled to vote on the resolution except as specified in the

instrument.

5.6.31 Proxy forms to accompany notice of meetings

(1) A person convening a meeting must:

(a) send a form of proxy with each notice of the meeting; and

(b) ensure that neither the name or description of any person is

printed or inserted in the body of the form of proxy before it

is sent out.

(2) The form of proxy may specify:

(a) an electronic address for the purpose of the receipt of proxy

appointments; and

(b) other electronic means by which a person may give the proxy

appointment.

5.6.31A Person may attend and vote by attorney

(1) A person entitled to attend and vote at a meeting may attend and

vote at a meeting by his or her attorney.

(2) A person claiming to be the attorney of a person entitled to attend

and vote at a meeting is not entitled to speak or vote as attorney at

the meeting (except in relation to the election of a chairperson)

unless:

(a) the instrument by which the person was appointed as attorney

has been produced to the chairperson; or

(b) the chairperson is otherwise satisfied that the person claiming

to be the attorney of the person entitled to vote is the duly

authorised attorney of that person.

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Regulation 5.6.32

Corporations Regulations 2001 115

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.32 Liquidator etc may act as proxy

A person may appoint:

(a) the liquidator; or

(b) the provisional liquidator; or

(c) the administrator of a company under administration or of a

deed of company arrangement; or

(d) the chairperson of a meeting;

by name or by reference to his or her office, to act as his or her

general or special proxy.

5.6.33 Voting by proxy if financially interested

A person acting under a general proxy must not vote in favour of

any resolution which would directly or indirectly place:

(a) the person; or

(b) the person’s partner; or

(c) the person’s employer;

in a position to receive any remuneration out of assets of the

company except as a creditor rateably with the other creditors of

the company.

5.6.34 Liquidator etc may appoint deputy

If:

(a) a liquidator; or

(b) an administrator of a company under administration or of a

deed of company arrangement; or

(c) a trustee for debenture holders;

holds a proxy and cannot attend the meeting for which it is given,

he or she may in writing appoint a person as a deputy who must:

(d) use the proxy:

(i) on his or her behalf in the manner he or she directs; or

(ii) if the proxy is a special proxy—in accordance with its

terms; and

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Regulation 5.6.36

116 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(e) if the person has been appointed by a liquidator—comply

with regulation 5.6.33 as if the person were the liquidator.

5.6.36 Time for lodging proxies

A person named in a notice convening a meeting as the person who

is to receive:

(a) an instrument appointing a proxy; or

(b) any other document relating to the validity of the

appointment of a proxy;

must not require that instrument or document to be received more

than 48 hours before the meeting.

5.6.36A Facsimile copies of proxies

(1) A person who, for the purposes of a meeting, lodges a faxed copy

of an instrument appointing a proxy or of any document relating to

the validity of the appointment, must lodge the original instrument

or document in the manner mentioned in subregulation 5.6.28(3)

within 72 hours after lodging the faxed copy.

(2) A failure by a person to comply with subregulation (1) will not

invalidate the meeting or anything done at the meeting unless the

Court, on the application of the convenor of the meeting or of a

creditor, member or contributory, otherwise declares.

5.6.37 Establishing title to priority

Regulations 5.6.39 to 5.6.57 (inclusive) apply to the establishment

of a title to priority as if it were a debt or claim.

5.6.39 Notice to submit particulars of debt or claim

(1) A liquidator may from time to time fix a day, not less than 14 days

after the day on which notice is given in accordance with

subregulation (2), on or before which a creditor may submit

particulars of his or her debt or claim.

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Regulation 5.6.40

Corporations Regulations 2001 117

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The notice must be lodged with ASIC in accordance with

subregulation 5.6.75(4).

(3) The notice must state at least the following information:

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the day fixed under subregulation (1).

5.6.40 Preparation of a proof of debt or claim

(1) A proof of debt or claim may be prepared by the creditor

personally or by a person authorised by the creditor.

(2) A proof prepared by an authorised person must state his or her

authority and means of knowledge.

5.6.41 Disclosure of security

A proof of debt or claim must state:

(a) whether the creditor is or is not a secured creditor; and

(b) the value and nature of the creditor’s security (if any); and

(c) whether the debt is secured wholly or in part.

5.6.42 Discounts

In preparing a proof of debt or claim, a creditor must allow for all

discounts for which an allowance would have been made if the

company were not being wound up.

5.6.43 Periodical payments

(1) If rent or any other payment:

(a) falls due at stated times; and

(b) the relevant date is a time other than one of those times;

the person entitled to the rent or other payment may submit a proof

of debt or claim for a proportionate part of the rent or other

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Part 5.6 Winding up generally

Regulation 5.6.43A

118 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

payment, up to the date of the winding up order or resolution, as if

the rent or payment accrued from day to day.

(2) If the liquidator remains in control of premises rented to a

company that is being wound up, subregulation (1) does not affect

the right of the landlord of the premises to claim payment of rent

by the company or the liquidator during the period of the

company’s occupation or the liquidator’s control.

5.6.43A Debt or claim of uncertain value—appeal to Court

(1) An appeal to the Court under subsection 554A(3) of the Act must

be made:

(a) within 21 days after the person aggrieved becomes aware of

the liquidator’s estimate or, if the period is extended under

subregulation (2), within the extended period; and

(b) in accordance with the rules.

(2) On application by the person aggrieved before or after the end of

the period of 21 days mentioned in subregulation (1), the Court

may extend the period within which an appeal must be made.

5.6.44 Debt discount rate (Act s 554B)

The discount by which the amount payable on the future date is to

be reduced under section 554B of the Act is 8% a year calculated

from the declaration of the dividend to the time when the debt

would have become payable according to the terms on which it

was contracted.

5.6.45 Employees’ wages

(1) If the employees of a company make demands:

(a) for wages or salaries (whether or not earned wholly or in part

by way of commission), whether or not payable to the

employees for annual leave or long service leave; or

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Regulation 5.6.46

Corporations Regulations 2001 119

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) for retrenchment payments;

one proof of debt or claim may be prepared and submitted on

behalf of those employees.

(2) A proof of debt or claim prepared and submitted under

subregulation (1):

(a) must have annexed to it a schedule setting out the names of

the employees and the amounts due to each of them; and

(b) has the same effect as if separate proofs had been prepared

and submitted by each of the employees named in the

schedule.

5.6.46 Production of bill of exchange and promissory note

If a company is, or may become, liable on:

(a) a bill of exchange; or

(b) a promissory note; or

(c) any other negotiable instrument or security;

it must be produced to the liquidator before a proof of debt or

claim for the liability can be admitted, unless the Court otherwise

orders.

5.6.47 Admission of debt or claim without formal proof

(2) If a liquidator admits a debt or claim without formal proof, it is not

necessary for the liquidator formally to admit the debt or claim in

writing.

(3) If a creditor’s debt or claim has been admitted without formal

proof, a notice of dividend is sufficient notice of the admission.

(4) A liquidator must not reject a debt or claim without:

(a) notifying the creditor of the grounds of the liquidator’s

rejection; and

(b) requiring that a formal proof of debt or claim be submitted

for that debt or claim.

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Part 5.6 Winding up generally

Regulation 5.6.48

120 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.48 Notice to creditors to submit formal proof

(1) A liquidator may from time to time fix a day, not less than 14 days

after the day on which notice is given in accordance with

subregulation (2), on or before which creditors of the company

whose debts or claims have not been admitted are formally to

prove their debts or claims.

(2) A liquidator must give the notice:

(a) by lodging the notice with ASIC in accordance with

subregulation 5.6.75(4); and

(b) to every person who, to the knowledge of the liquidator,

claims to be a creditor of the company, and whose debt or

claim has not been admitted.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

paragraph by the nominated electronic means.

(3) The notice must state at least the following information:

(a) the name of the company;

(b) any trading name of the company;

(c) the ACN of the company;

(d) the day fixed under subregulation (1).

(4) A creditor of the company who fails to comply with a requirement

of a liquidator under subregulation (1) is excluded:

(a) from the benefit of a distribution made before his or her debt

or claim is admitted; and

(b) from objecting to that distribution.

5.6.49 Formal proof of debt or claim

(1) A debt or claim may be formally proved by delivering or sending

by post a formal proof of debt or claim to the liquidator.

(2) A formal proof of debt or claim:

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Regulation 5.6.50

Corporations Regulations 2001 121

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) that is prepared and submitted in accordance with

regulation 5.6.45—must be in accordance with Form 536;

and

(b) in any other case—must be in accordance with Form 535.

5.6.50 Contents of formal proof of debt or claim

(1) A formal proof of debt or claim must:

(a) contain detailed particulars of the debt or claim sought to be

proved; and

(b) in the case of a debt, include a statement of account; and

(c) specify the vouchers (if any) by which the statement can be

substantiated.

(2) The liquidator may at any time call for the production of the

vouchers mentioned in subregulation (1).

5.6.51 Costs of proof

A creditor must bear the cost:

(a) of proving his or her debt or claim; or

(b) of amending a proof of debt or claim;

unless the Court otherwise orders.

5.6.52 Liquidator to notify receipt of proof of debt or claim

If a liquidator is requested to do so by the person submitting a

proof of debt or claim, the liquidator must notify that person of the

receipt of the proof and whether or not it has been admitted under

regulation 5.6.47.

5.6.53 Time for liquidator to deal with proofs

(1) A liquidator must, within:

(a) 28 days after receiving a request in writing from a creditor to

do so; or

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Regulation 5.6.54

122 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) if ASIC allows—any further period;

in writing:

(c) admit all or part of the formal proof of debt or claim

submitted by the creditor; or

(d) reject all or part of the formal proof of debt or claim; or

(e) require further evidence in support of it.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

subregulation by the nominated electronic means.

(2) If the liquidator does not deal with a request under

subregulation (1) in accordance with that subregulation, the

creditor who submitted the proof may apply to the Court for a

decision in respect of it.

(3) If the liquidator gives notice in writing to a creditor that further

evidence is required in support of the formal proof of debt or claim

submitted by the creditor under subregulation (1), the period

mentioned in that subregulation is taken not to have begun to run

until the day on which the liquidator receives a sufficient written

answer to his or her notice.

5.6.54 Grounds of rejection and notice to creditor

(1) Within 7 days after the liquidator has rejected all or part of a

formal proof of debt or claim, the liquidator must:

(a) notify the creditor of the grounds for that rejection in

accordance with Form 537; and

(b) give notice to the creditor at the same time:

(i) that the creditor may appeal to the Court against the

rejection within the time specified in the notice, being

not less than 14 days after service of the notice, or such

further period as the Court allows; and

(ii) that unless the creditor appeals in accordance with

subparagraph (i), the amount of his or her debt or claim

will be assessed in accordance with the liquidator’s

endorsement on the creditor’s proof.

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Regulation 5.6.55

Corporations Regulations 2001 123

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

subregulation by the nominated electronic means.

(2) A person may appeal against the rejection of a formal proof of debt

or claim within:

(a) the time specified in the notice of the grounds of rejection; or

(b) if the Court allows—any further period.

(3) The Court may extend the time for filing an appeal under

subregulation (2), even if the period specified in the notice has

expired.

(4) If the liquidator has admitted a formal proof of debt or claim, the

notice of dividend is sufficient notice of the admission.

5.6.55 Revocation or amendment of decision of liquidator

(1) If the liquidator considers that a proof of debt or claim has been

wrongly admitted, the liquidator may:

(a) revoke the decision to admit the proof and reject all of it; or

(b) amend the decision to admit the proof by increasing or

reducing the amount of the admitted debt or claim.

(2) If the liquidator considers that all of a proof of debt or claim has

been wrongly rejected, the liquidator may:

(a) revoke the decision to reject the proof of debt or claim; and

(b) admit all of the proof or admit part of it and reject part of it.

(3) If the liquidator:

(a) revokes a decision to admit a proof of debt or claim and

rejects all of it; or

(b) amends that decision by reducing the amount of the admitted

debt or claim;

the liquidator must inform the creditor by whom it was lodged, in

writing, of his or her grounds for the revocation or amendment.

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Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.56

124 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

subregulation by the nominated electronic means.

(4) If the liquidator revokes a decision to admit a proof of debt or

claim and rejects all of it, or amends that decision by reducing the

amount of the admitted debt or claim, the creditor must at once

repay to the liquidator:

(a) the amount received as dividend for the proof; or

(b) the amount received as dividend that exceeds the amount that

the creditor would have been entitled to receive if his or her

debt or claim had been originally admitted for the reduced

amount.

(5) If the liquidator:

(a) revokes a decision to reject all of a proof of debt or claim; or

(b) amends a decision to admit part of a proof of debt or claim;

by increasing the amount of the admitted debt or claim, the creditor

by whom it was lodged is entitled to be paid, out of available

money for the time being in the hands of the liquidator:

(c) the dividend; or

(d) an additional amount of dividend;

that the creditor would have been entitled to receive if all of the

debt or claim had been originally admitted, or the increased

amount had been admitted, before the available money is applied

to pay a further dividend.

(6) The creditor is not entitled to disturb the distribution of any

dividends declared before the liquidator revoked or amended the

decision.

5.6.56 Withdrawal or variation of proof of debt or claim

A proof of debt or claim may be withdrawn, reduced or varied by a

creditor with the consent of the liquidator.

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Regulation 5.6.57

Corporations Regulations 2001 125

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.57 Oaths

The liquidator in a winding up by the Court may:

(a) administer an affirmation or oath; and

(b) take an affidavit;

for the purposes of the liquidator’s duties in relation to admitting a

debt or claim.

5.6.58 Liquidator to make out provisional list of contributories

If the liquidator of a company considers it necessary to make calls

on or adjust the rights of contributories, the liquidator must, as

soon as practicable, make out a provisional list of contributories in

accordance with Form 538.

5.6.59 Time and place for settlement of list

(1) The liquidator must give to each person included in the list not less

than 14 days’ notice in writing, in accordance with Form 539, of

the time and place appointed to settle the list.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

subregulation by the nominated electronic means.

(2) The liquidator or a person acting on his or her behalf must lodge a

statement in writing in the prescribed form that notice under

subregulation (1) was given to each person included in the

provisional list of contributories.

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

On 23 December 2004, a form for the document mentioned in

subregulation (2) is not prescribed in these Regulations.

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Regulation 5.6.60

126 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) A statement under subregulation (2) is evidence that the notice was

sent to a person on the list at the address shown for that person, in

the absence of evidence to the contrary.

5.6.60 Settlement of list of contributories

(1) Before settling the list of contributories, the liquidator must hear

and determine any objection by a person to being included in the

list.

(2) The liquidator must settle the list of contributories and certify it, in

accordance with Form 541, at the time and place specified in the

notice given under regulation 5.6.59.

5.6.61 Supplementary list

(1) The liquidator may at any time vary or add to the list of

contributories by:

(a) making out a provisional supplementary list of contributories

in accordance with Form 542; and

(b) settling and certifying that list in accordance with Form 543.

(2) Regulation 5.6.59 and subregulation 5.6.60(1) apply to making out,

or settling and certifying, a supplementary list by the liquidator.

5.6.62 Notice to contributories

(1) Within 14 days after the settlement of the list, or supplementary

list, of contributories, the liquidator must:

(a) notify each person included in the list, or supplementary list,

of his or her inclusion; and

(b) at the same time give each person notice that he or she may

appeal to the Court against his or her inclusion within:

(i) 21 days after service of the notice; or

(ii) if the Court allows—any further period.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

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Regulation 5.6.63

Corporations Regulations 2001 127

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

notices, the notifier may give or send the notice mentioned in this

subregulation by the nominated electronic means.

(2) A person may appeal against his or her inclusion in the list, or

supplementary list, of contributories, within:

(a) 21 days after service on the person of the notice under

subregulation (1); or

(b) if the Court allows—any further period.

(3) The Court may extend the time for filing an appeal under

subregulation (2), even if the period of 21 days specified in

subregulation (1) has expired.

(4) A notice for subregulation (1) must be in accordance with Form

544.

(5) The liquidator, or a person acting on the liquidator’s behalf, must

lodge a statement in writing in the prescribed form that notice

under subregulation (1) was given to each person placed on the list,

or supplementary list, of contributories.

Note: Under section 350 of the Act, a document that the Act requires to be

lodged with ASIC in a prescribed form must:

(a) if a form for the document is prescribed in these Regulations, be in that prescribed form; and

(b) if a form for the document is not prescribed in these Regulations but ASIC has approved a form for the document, be in that approved form.

On 23 December 2004, a form for the document mentioned in

subregulation (5) is not prescribed in these Regulations.

(6) A statement under subregulation (5) is sufficient evidence that the

notice was sent to a person on the list at the address shown for that

person, in the absence of evidence to the contrary.

5.6.63 Dividend payable only on admission of a debt or claim

A dividend in the winding up of the affairs of a company may be

paid only to a creditor whose debt or claim has been admitted by

the liquidator at the date of the distribution of dividends.

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Part 5.6 Winding up generally

Regulation 5.6.64

128 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5.6.64 Application of regulations 5.6.37 to 5.6.57

For regulations 5.6.64 to 5.6.71, regulations 5.6.37 to 5.6.57 apply:

(a) to the formal proof of a debt or claim; and

(b) to the rejection and to an appeal against the rejection of all or

part of a formal proof of a debt or claim.

5.6.65 Liquidator to give notice of intention to declare a dividend

(1) The liquidator must give notice of his or her intention to declare a

dividend not more than 2 months before the intended date:

(a) by lodging a notice with ASIC in accordance with

subregulation 5.6.75(4); and

(b) in writing, in accordance with Form 547 or, for a final

dividend, in accordance with Form 548, to any person whose

debt or claim has not been admitted and who:

(i) for a winding up by the Court—is shown as a creditor in

the report on the affairs of the company under

subsection 475(1) of the Act; or

(ii) for a members’ voluntary winding up—appears in the

company’s records to be a creditor; or

(iii) for a creditors’ voluntary winding up—is shown as a

creditor in the list of creditors prepared in accordance

with subparagraph 497(2)(b)(ii) of the Act; or

(iv) to the knowledge of the liquidator claims to be, or might

claim to be, a creditor of the company.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

paragraph by the nominated electronic means.

(2) A notice in accordance with subregulation (1) must specify a date,

not less than 21 days after the date of the notice, on or before

which formal proof, in accordance with Form 535 or 536, of a debt

or claim must be submitted to participate in the distribution.

(2A) Also, the notice must state at least the following information:

(a) the name of the company;

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Regulation 5.6.66

Corporations Regulations 2001 129

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) any trading name of the company;

(c) the ACN of the company.

(3) Subject to regulation 5.6.68, a person:

(a) who claims to be a creditor; and

(b) who does not submit a formal proof of a debt or claim on or

before the date specified in the notice given under

subregulation (1);

is excluded from participating in the distribution to which that

notice relates.

5.6.66 Time allowed for dealing with formal proof of debt or claim

(1) If the liquidator has given notice in accordance with

subregulation 5.6.65(1), the liquidator must:

(a) within 14 days after the date shown in the notice; or

(b) within such further period as ASIC allows;

in writing:

(c) before the end of that period:

(i) admit a formal proof of debt or claim received by the

liquidator; or

(ii) reject it; or

(iii) admit part of it and reject part of it; or

(iv) require further evidence in support of it; and

(d) give notice of the liquidator’s decision to the creditor who

submitted the proof.

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

paragraph by the nominated electronic means.

(2) If, within whichever period is applicable under paragraph (1)(a) or

(b) or subregulation (3), the liquidator does not, in writing, deal

with a formal proof of debt or claim in accordance with

paragraphs (1)(c) and (d), the creditor who submitted the proof

may apply to the Court for a decision on it.

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Regulation 5.6.67

130 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) If the liquidator gives notice to a creditor that further evidence is

required in relation to a formal proof of debt or claim submitted by

the creditor:

(a) the liquidator must, in writing, deal with the formal proof of

debt or claim in accordance with paragraphs (1)(c) and (d),

within whichever period mentioned in paragraph (1)(a) or (b)

is applicable; and

Note: The effect of regulation 5.6.11A is that if a recipient has, in

accordance with that provision, nominated electronic means to receive

notices, the notifier may give or send the notice mentioned in this

paragraph by the nominated electronic means.

(b) that period must be taken not to have begun to run until the

day on which the liquidator receives a sufficient written

answer to his or her request.

5.6.67 Declaration and distribution of dividend

(1) The liquidator must, as soon as practicable, declare and distribute a

dividend among the creditors whose debts or claims have been

admitted.

(2) The liquidator must distribute as dividend all money in hand except

enough:

(a) to meet the costs of administration; or

(b) to give effect to the provisions of the Act.

(3) If the liquidator declares a dividend, he or she must send a notice

of that declaration, in accordance with Form 549, to every person

entitled to receive payment of the dividend.

5.6.68 Rights of creditor who has not proved debt before declaration

of dividend

(1) If:

(a) a creditor’s debt or claim has not been admitted before the

declaration of a dividend; and

(b) the debt or claim is admitted;

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Regulation 5.6.69

Corporations Regulations 2001 131

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the creditor is entitled to be paid dividends that the creditor has

failed to receive, out of any available money for the time being in

the hands of the liquidator, before that money is applied to the

payment of a further dividend.

(2) A creditor is not entitled to disturb the distribution of a dividend

declared before the creditor’s debt or claim was admitted.

5.6.69 Postponement of declaration

If the liquidator postpones the declaration of a dividend past the

date shown for that purpose in the notice lodged with ASIC in

accordance with subregulation 5.6.75(4), the liquidator must lodge

another notice with ASIC for publication on the publication

website of the liquidator’s intention to declare a dividend.

5.6.70 Payment of dividend to a person named

If a person to whom a dividend is payable lodges an authority in

accordance with Form 550 with the liquidator, the liquidator must

pay the dividend to the person to whom payment is directed by that

authority.

5.6.70A Prescribed rate of interest on debts and claims from

relevant date to date of payment

For section 563B of the Act, the prescribed rate of interest on the

amount paid in respect of an admitted debt or claim for the period

starting on the relevant date and ending on the day on which the

payment is made is 8% a year.

5.6.70B Notice of disclaimer

(1) This regulation is made for subsection 568A(2) of the Act.

(2) The information about a disclaimer that is to be set out in a notice

is at least the following information:

(a) the name of the company;

(b) any trading name of the company;

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.71

132 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the ACN of the company;

(d) the paragraph of subsection 568(1) of the Act under which

the property is disclaimed;

(e) a description of the property;

(f) if the property is a contract (other than an unprofitable

contract or a lease of land)—the date on which the Court

granted leave under subsection 568(1A) of the Act;

(g) the name and contact details of the liquidator.

5.6.71 Distribution of surplus in a winding up by the Court

(1) An order in a winding up by the Court authorising the liquidator to

distribute any surplus to a person entitled to it must, unless the

Court otherwise directs, have annexed to it a schedule in

accordance with Form 551.

(2) The liquidator must send to each person to whom any surplus is

distributed a notice in accordance with Form 552.

5.6.72 Distribution of surplus as directed

If a person who receives a notice of distribution of surplus in

accordance with subregulation 5.6.71(2) lodges with the liquidator

an authority in accordance with Form 553, the liquidator must

distribute that surplus to the person to whom payment is directed

by that authority.

5.6.73 Eligible unsecured creditor

Creditors that are eligible unsecured creditors

(1) For paragraph 579Q(1)(b) of the Act, the following creditors are

specified:

(a) a creditor to which either of the following applies as a result

of a modification of the Act made under paragraph 571(1)(d)

of the Act:

Federal Register of Legislative Instruments F2015C00303

External administration Chapter 5

Winding up generally Part 5.6

Regulation 5.6.74

Corporations Regulations 2001 133

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) a debt payable by a company or companies in a group to

any other company or companies in the group is not

extinguished;

(ii) a claim that a company or companies in a group has

against any other company or companies in the group is

not extinguished;

(b) a creditor that is determined by a Court to be an eligible

unsecured creditor.

Creditors that are not eligible unsecured creditors

(2) For subsection 579Q(2) of the Act, a creditor that is determined by

a Court not to be an eligible unsecured creditor is specified.

5.6.74 Interpretation: prescribed countries

For the definition of prescribed country in section 580 of the Act,

the following countries are prescribed:

(a) the Bailiwick of Jersey;

(b) Canada;

(c) the Independent State of Papua New Guinea;

(d) Malaysia;

(e) New Zealand;

(f) the Republic of Singapore;

(g) Switzerland;

(h) the United Kingdom;

(i) the United States of America.

5.6.75 Publication in the prescribed manner

(1) ASIC must establish and maintain a website (the publication

website) on which it publishes notices that have to be:

(a) published in the prescribed manner under Part 5.1, 5.3A, 5.4,

5.4B, 5.4C, 5.5, 5.6, 5.8 or 5A.1 of the Act; or

(b) lodged in accordance with this section.

Federal Register of Legislative Instruments F2015C00303

Chapter 5 External administration

Part 5.6 Winding up generally

Regulation 5.6.75

134 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) ASIC is taken to have complied with a requirement to publish a

notice, or a copy of a notice, in the prescribed manner if ASIC

publishes the notice on the publication website.

(3) A person (other than ASIC) is taken to have complied with a

requirement to publish a notice, or a copy of a notice, in the

prescribed manner if the person electronically lodges the notice

with ASIC for publication by ASIC.

(4) A person electronically lodges a notice, or a copy of a notice, with

ASIC if:

(a) the person:

(i) pays the fee prescribed under the Corporations (Fees)

Regulations 2001; and

(ii) sends the notice in an electronic communication to the

portal for ASIC’s publication website, in the format

required by ASIC; and

(iii) receives an electronic communication from ASIC that

confirms the fee has been paid and the notice has been

lodged; or

(b) the notice, or a copy of the notice, appears on the publication

website.

(5) If a person lodges a notice, or a copy of a notice, in accordance

with subsection (4), ASIC must publish the notice or copy of the

notice on the publication website.

(6) In this regulation:

electronic communication has the meaning given by

subsection 5(1) of the Electronic Transactions Act 1999.

Note: This regulation is made for section 1367A of the Act.

Federal Register of Legislative Instruments F2015C00303

Bodies corporate registered as companies, and registrable bodies Chapter 5B

Registrable bodies Part 5B.2

Regulation 5B.2.01

Corporations Regulations 2001 135

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 5B—Bodies corporate registered as

companies, and registrable bodies

Part 5B.2—Registrable bodies

5B.2.01 Certified copies of certificates of incorporation etc

For paragraphs 601CB(a) and 601CE(a) of the Act, a certified copy

of a current certificate of the incorporation or registration in its

place of origin, or a document of similar effect, of:

(a) a registrable Australian body; or

(b) a foreign company;

that is lodged with an application for registration under Division 1

or 2 of Part 5B.2 of the Act, must be a copy that:

(c) within the 3 months immediately before the day on which it

is lodged; or

(d) if ASIC permits—within a longer period;

has been certified to be a true copy by a person:

(e) who has the custody of the original document under a law in

force in the place of origin of the corporation or company;

and

(f) who exercises under that law functions similar to those

exercised by ASIC.

5B.2.02 Manner of certifying constituent documents

For paragraphs 601CB(b) and 601CE(b) of the Act, a certified

copy of a constitution of:

(a) a registrable Australian body; or

(b) a foreign company;

must be a copy that:

(c) within the period of 3 months immediately preceding the day

on which it is lodged; or

Federal Register of Legislative Instruments F2015C00303

Chapter 5B Bodies corporate registered as companies, and registrable bodies

Part 5B.2 Registrable bodies

Regulation 5B.2.03

136 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) if ASIC permits—a longer period;

has been certified to be a true copy:

(e) by a person:

(i) to whom the custody of the original document is

committed under a law in force in the place of origin of

the corporation or company; and

(ii) who exercises under that law functions similar to those

exercised by ASIC; or

(f) by a notary public; or

(g) by a director or secretary of the body:

(i) if the body is a registrable Australian body—by a

statement in writing; or

(ii) if the body is a foreign company—by affidavit.

5B.2.03 Manner of sending letters (Act ss 601CC(2) and 601CL(3))

For subsections 601CC(2) and 601CL(3) of the Act, a letter must

be sent by post.

5B.2.04 Manner of sending notices (Act ss 601CC(3) and 601CL(4))

For subsections 601CC(3) and 601CL(4) of the Act, a notice must

be sent by prepaid certified mail.

5B.2.05 Prescribed countries (Act s 601CDA(a))

For paragraph 601CDA(a) of the Act, a country mentioned in the

following table is prescribed:

Item Country

1 New Zealand

Federal Register of Legislative Instruments F2015C00303

Bodies corporate registered as companies, and registrable bodies Chapter 5B

Registrable bodies Part 5B.2

Regulation 5B.2.06

Corporations Regulations 2001 137

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5B.2.06 Notices (Act s 601CV(1))

(1) A notice in writing of a change in a constitution or other document,

in accordance with paragraph 601CV(1)(b) of the Act, must be

accompanied by a copy of the instrument effecting the change or a

copy of the document as changed, being a copy that is certified to

be a true copy of that instrument or document by a person

mentioned in paragraph 5B.2.02(e), (f) or (g).

(2) A notice in writing of a change in director’s powers, in accordance

with subparagraph 601CV(1)(d)(i) of the Act, must be

accompanied by a memorandum in writing executed by or on

behalf of the foreign company after a change in those powers

stating the powers of its directors as changed.

Federal Register of Legislative Instruments F2015C00303

Chapter 5B Bodies corporate registered as companies, and registrable bodies

Part 5B.3 Names of registrable Australian bodies and foreign companies

Regulation 5B.3.01

138 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5B.3—Names of registrable Australian bodies

and foreign companies

5B.3.01 Availability of names (Act s 601DC)

(1) For paragraphs 601DC(1)(a) and (b) of the Act, the rules for

ascertaining whether a name is identical with another name are the

rules set out in Part 1 of Schedule 6.

(2) For paragraph 601DC(1)(c) of the Act, a name is unacceptable for

registration under the regulations if the name is unacceptable under

the rules set out in Part 2 of Schedule 6.

5B.3.02 Consents required for use of certain letters, words and

expressions

(1) This regulation applies to a name if:

(a) the name:

(i) is the subject of an application for registration of a name

under section 601BC, 601CB or 601CE of the Act; or

(ii) is the subject of an application for reservation of a name

under section 601DA of that Act; or

(iii) for a notice of change of name under section 601DH of

the Act—is the name to which the previous name is to

be changed; and

(b) the name is, uses or includes:

(i) letters, or a word or expression, specified in column 2 of

an item in Part 4 or 5 of Schedule 6; or

(ii) other letters, or another word or expression (whether or

not in English), that is of like import to the letters, word

or expression specified in the item.

(2) In paragraph (1)(b), a reference to letters, a word or an expression

being used includes a reference to the letters, word or expression

being used:

Federal Register of Legislative Instruments F2015C00303

Bodies corporate registered as companies, and registrable bodies Chapter 5B

Names of registrable Australian bodies and foreign companies Part 5B.3

Regulation 5B.3.03

Corporations Regulations 2001 139

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) as part of another word or expression; or

(b) in combination with other words or letters, or other symbols.

(3) However, this regulation does not apply to use of the letters ADI as

part of another word.

Example: The letters adi appear in the word traditional. This regulation does not apply to use of the word traditional.

(4) If an item in Part 4 of Schedule 6 applies in relation to the name,

the application or notice must be accompanied by the written

consent of the Minister who is specified in the item.

(5) If an item in Part 5 of Schedule 6 applies in relation to the name,

the application or notice must be accompanied by the written

consent of the public authority, instrumentality or agency that is

specified in the item.

5B.3.03 Exemptions from requirement to set out ARBN etc on

certain documents (Act s 601DG)

For section 601DG of the Act, the exemptions provided for in

Schedule 7 apply in relation to the requirements of paragraphs

601DE(1)(b), (c) and (d) of the Act.

5B.3.04 Notices (Act s 601DH (1))

(1) A notice in writing of a change of name in accordance with

subsection 601DH(1) of the Act, must have annexed to it:

(a) a copy of the certificate of incorporation or registration of the

registered body, or a document of similar effect, being a

certificate or document evidencing the change; or

(b) if no certificate or document of that kind exists—a copy of

the instrument effecting the change;

being a copy that is certified by a person mentioned in

paragraph 5B.2.02(e), (f) or (g) to be a true copy of that certificate,

document or instrument.

Federal Register of Legislative Instruments F2015C00303

Chapter 5C Managed investment schemes

Part 5C.1 Registration of managed investment schemes

Regulation 5C.1.01

140 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 5C—Managed investment schemes

Part 5C.1—Registration of managed investment

schemes

5C.1.01 Applying for registration

(1) An application under section 601EA of the Act to register a

managed investment scheme must be in the approved form.

(2) The form must state the name of the managed investment scheme.

(3) The stated name must not be the same as the name of:

(a) another managed investment scheme that is the subject of an

application for registration that is lodged but not yet

determined; or

(b) a registered scheme.

(4) A statement made for paragraph 601EA(4)(c) of the Act must be in

the approved form.

5C.1.02 Change of name of registered schemes

(1) To change the name of a registered scheme, the responsible entity

of the scheme must lodge a notice in the approved form stating the

proposed name of the scheme.

(2) The stated name must not be the same as the name of:

(a) another managed investment scheme that is the subject of an

application for registration under section 601EB of the Act

that is lodged but not yet determined; or

(b) a registered scheme.

(3) On application in accordance with this regulation, ASIC must

amend the record of the registration of the scheme to include the

name of the scheme as proposed to be amended.

Federal Register of Legislative Instruments F2015C00303

Managed investment schemes Chapter 5C

Registration of managed investment schemes Part 5C.1

Regulation 5C.1.03

Corporations Regulations 2001 141

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5C.1.03 Modification (Act s 601QB)

(1) For section 601QB of the Act, the operation of Chapter 5C of the

Act is modified in accordance with this regulation.

(2) If:

(a) a managed investment scheme is registered under

section 601EB of the Act; and

(b) the managed investment scheme is also registered on the

Australian Business Register; and

(c) the last 9 digits of the ABN of the registered scheme are the

same, and in the same order, as the last 9 digits of its ARSN;

and

(d) a document relating to the scheme is lodged with ASIC, and

displays that ABN;

section 601EC of the Act does not apply to the document.

Federal Register of Legislative Instruments F2015C00303

Chapter 5C Managed investment schemes

Part 5C.2 The responsible entity

Regulation 5C.2.01

142 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5C.2—The responsible entity

5C.2.01 Duty of responsible entities’ agents—surveillance checks

The agent of a responsible entity must take all reasonable steps to

assist the entity and ASIC when ASIC is conducting a check

whether the entity is complying with the constitution and

compliance plan of a registered scheme and with the Act.

5C.2.02 Appointment of temporary responsible entities

ASIC, or a member of a registered scheme, may apply to the Court

for the appointment of a temporary responsible entity of the

scheme if ASIC or member reasonably believes that the

appointment is necessary to protect scheme property or the

interests of members of the scheme.

5C.2.03 Form of notices (Act ss 601FL(2) and 601FM(2))

A notice to be lodged under subsection 601FL(2) or 601FM(2) of

the Act must be in the approved form.

5C.2.04 Notice of appointment of temporary responsible entities

As soon as practicable after the Court appoints a temporary

responsible entity for a registered scheme on application by a

member of the scheme under section 601FN of the Act, the

member must lodge a notice in the approved form that tells ASIC

of the appointment.

5C.2.05 Form of notices (Act s 601FP(3))

A notice to be lodged under subsection 601FP(3) of the Act must

be in the approved form.

Federal Register of Legislative Instruments F2015C00303

Managed investment schemes Chapter 5C

The compliance plan Part 5C.4

Regulation 5C.4.01

Corporations Regulations 2001 143

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5C.4—The compliance plan

5C.4.01 Agents’ authorities to be lodged

If a compliance plan, or modification of a plan, lodged with ASIC

under section 601HC or subsection 601HE(3) of the Act is signed

by an agent of the directors of the responsible entity of the

registered scheme to which the plan relates, the authority to do so,

or a copy of the authority verified by a director of the entity, must

be attached to the plan or modification.

5C.4.02 Agents to assist auditors of compliance plans

An agent of the responsible entity of a registered scheme, and an

officer of the agent, must:

(a) allow the auditor of the scheme’s compliance plan to have

access to the books of the scheme; and

(b) if the auditor requires the agent or entity to give the auditor

information or an explanation for the audit—give the

information or explanation to the auditor; and

(c) otherwise assist the conduct of the audit.

Federal Register of Legislative Instruments F2015C00303

Chapter 5C Managed investment schemes

Part 5C.5 The compliance committee

Regulation 5C.5.01

144 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5C.5—The compliance committee

5C.5.01 Responsible entities etc to assist compliance committees

(1) This regulation applies to a person who is the responsible entity of

a registered scheme, an officer of the entity, an agent of the entity

or an officer of the agent.

(2) The person must:

(a) allow the compliance committee to have access to the books

of the scheme; and

(b) if the committee requires the person to give the committee

information or an explanation about the scheme—give the

information or explanation to the committee; and

(c) otherwise assist the committee in the performance of its

functions.

Federal Register of Legislative Instruments F2015C00303

Managed investment schemes Chapter 5C

Winding up Part 5C.9

Regulation 5C.9.01

Corporations Regulations 2001 145

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5C.9—Winding up

5C.9.01 Notice of commencement of winding up

The responsible entity of a registered scheme must lodge a notice

in the approved form telling ASIC that winding up of the scheme

has commenced, or been completed, within 14 days of the

commencement or completion.

Federal Register of Legislative Instruments F2015C00303

Chapter 5C Managed investment schemes

Part 5C.11 Exemptions and modifications

Division 1 Exemptions

Regulation 5C.11.01

146 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5C.11—Exemptions and modifications

Division 1—Exemptions

5C.11.01 Certain schemes not managed investment schemes

(1) For paragraph (n) of the definition of managed investment scheme

in section 9 of the Act, each of the following schemes is declared

not to be a managed investment scheme:

(a) an approved benefit fund within the meaning given by

subsection 16B (1) of the Life Insurance Act 1995;

(b) a scheme (a litigation funding scheme) that has all of the

following features:

(i) the dominant purpose of the scheme is for each of its

general members to seek remedies to which the general

member may be legally entitled;

(ii) the possible entitlement of each of its general members

to remedies arises out of:

(A) the same, similar or related transactions or

circumstances that give rise to a common issue

of law or fact; or

(B) different transactions or circumstances but the

claims of the general members can be

appropriately dealt with together;

(iii) the possible entitlement of each of its general members

to remedies relates to transactions or circumstances that

occurred before or after the first funding agreement

(dealing with any issue of interests in the scheme) is

finalised;

(iv) the steps taken to seek remedies for each of its general

members include a lawyer providing services in relation

to:

(A) making a demand for payment in relation to a

claim; or

(B) lodging a proof of debt; or

Federal Register of Legislative Instruments F2015C00303

Managed investment schemes Chapter 5C

Exemptions and modifications Part 5C.11

Exemptions Division 1

Regulation 5C.11.01

Corporations Regulations 2001 147

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(C) commencing or undertaking legal proceedings;

or

(D) investigating a potential or actual claim; or

(E) negotiating a settlement of a claim; or

(F) administering a deed of settlement or scheme of

settlement relating to a claim;

(v) a person (the funder) provides funds, indemnities or

both under a funding agreement (including an

agreement under which no fee is payable to the funder

or lawyer if the scheme is not successful in seeking

remedies) to enable the general members of the scheme

to seek remedies;

(vi) the funder is not a lawyer or legal practice that provides

a service for which some or all of the fees,

disbursements or both are payable only on success;

(c) a scheme (a litigation funding scheme) that has all of the

following features:

(i) the scheme relates to an externally-administered body

corporate;

(ii) the creditors or members of the body corporate provide

funds (including through a trust), indemnities or both to

the body corporate or external administrator;

(iii) the funds, indemnities or both enable the external

administrator or the body corporate to:

(A) conduct investigations; or

(B) seek or enforce a remedy against a third party;

or

(C) defend proceedings brought against the body

corporate in relation to the external

administration of the body corporate (other than

in relation to allegations, made by creditors or

members of the body corporate, of negligence

or non-performance of duties by the external

administrator);

(d) an arrangement (a litigation funding arrangement) that has

all of the following features:

Federal Register of Legislative Instruments F2015C00303

Chapter 5C Managed investment schemes

Part 5C.11 Exemptions and modifications

Division 1 Exemptions

Regulation 5C.11.01

148 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the dominant purpose of the arrangement is:

(A) for a general member to seek remedies to which

the general member may be legally entitled; or

(B) proving claims made by one individual under

Division 6 of Part 5.6 of the Act (which may

include the funding of the preparation and the

lodgement of the proofs);

(ii) the steps taken to seek remedies include a lawyer

providing services in relation to:

(A) making a demand for payment in relation to a

claim; or

(B) lodging a proof of debt; or

(C) commencing or undertaking legal proceedings;

or

(D) investigating a potential or actual claim; or

(E) negotiating a settlement of a claim; or

(F) administering a deed of settlement or scheme of

settlement relating to a claim;

(iii) a person (the funder) provides funds, indemnities or

both under a funding agreement (including an

agreement under which no fee is payable to the funder

or lawyer if the arrangement is not successful in seeking

remedies) to enable the general member of the

arrangement to seek remedies;

(iv) the funder is not a lawyer or legal practice that provides

a service for which some or all of the fees,

disbursements or both are payable only on success;

(v) the arrangement is not a litigation funding scheme.

(2) In this regulation:

external administrator includes an administrator, a liquidator

(including a provisional liquidator) and a controller.

Federal Register of Legislative Instruments F2015C00303

Managed investment schemes Chapter 5C

Exemptions and modifications Part 5C.11

Exemptions Division 1

Regulation 5C.11.01

Corporations Regulations 2001 149

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

general member:

(a) in relation to a litigation funding scheme—means a member

of the scheme who:

(i) is not the funder; and

(ii) is not a lawyer providing services for the purposes of

the scheme; and

(b) in relation to a litigation funding arrangement—means the

party to the arrangement who:

(i) is not the funder; and

(ii) is not a lawyer providing services for the purposes of

the arrangement.

Federal Register of Legislative Instruments F2015C00303

Chapter 5C Managed investment schemes

Part 5C.11 Exemptions and modifications

Division 2 Modifications

Regulation 5C.11.02

150 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Modifications

5C.11.02 Modifications

For section 601QB of the Act, the operation of the Act is modified

in accordance with this Division.

5C.11.03 Register of members of registered schemes (Act s 169(1))

The register of members of a registered scheme need not contain

information about a member whose only interest in the scheme is

as the holder of an option.

5C.11.03A How to work out the value of an interest

If a registered scheme is quoted on 2 or more prescribed financial

markets, paragraph 253F(a) of the Act is to be applied so that the

value of an interest in the registered scheme is taken to be the last

sale price, on the market on which the scheme is listed, on the

trading day immediately before the day on which the poll is taken.

5C.11.04 Names of registered schemes (Act s 601EB(1))

ASIC must not register a managed investment scheme if the name

of the scheme stated under subregulation 5C.1.01(2) does not

comply with subregulation 5C.1.01(3).

5C.11.05A Schemes not required to be registered (Act s 601ED)

Subsection 601ED(2) of the Act has effect as if the words ‘and

Division 2 of Part 7.9 applied to the interests at that time’ were

inserted after the words ‘when the issues were made’.

Federal Register of Legislative Instruments F2015C00303

Managed investment schemes Chapter 5C

Exemptions and modifications Part 5C.11

Modifications Division 2

Regulation 5C.11.06

Corporations Regulations 2001 151

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5C.11.06 Liability of responsible entities (Act s 601FB(4))

In determining the liability under subsection 601FB(2) of the Act

of the responsible entity of a registered scheme to the members of

the scheme for an act or omission of an agent appointed by the

entity under that subsection, the amount recovered under

subsection 601FB(4) of the Act is to be disregarded.

Federal Register of Legislative Instruments F2015C00303

Chapter 5D Licensed trustee companies

Part 5D.1 Preliminary

Regulation 5D.1.01

152 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 5D—Licensed trustee companies

Part 5D.1—Preliminary

5D.1.01 Prescribed requirements for publication

For the definition of publish in section 601RAA of the Act:

(a) a notice mentioned in paragraph 601WBH(b) of the Act is to

be published in the Gazette and on the ASIC website; and

(b) a notice mentioned in paragraph 601WDA(1)(b) or

subsection 601WDA(3) of the Act is to be published in a

national newspaper and on the transferring company’s

website.

5D.1.01A Meaning of trustee company

(1) For subsection 601RAB(1) of the Act, a company that is listed in

Schedule 8AA is a trustee company for the purpose of the Act.

(2) A company that performs the function of the Public Trustee of a

State or Territory may only be listed in Schedule 8AA if:

(a) the State or Territory requests the Minister to prescribe the

company as a trustee company; and

(b) the Minister agrees to the request.

5D.1.02 Meaning of traditional trustee company services and estate

management functions

(1) For paragraph 601RAC(3)(f) of the Act, acting in any of the

following capacities is prescribed:

(a) as trustee for the holders of debt securities of a body;

(b) as trustee of a trust established for purposes that include

issuing debt securities (including loan-backed securities and

mortgage-backed securities) or managing or servicing the

assets of the trust;

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Licensed trustee companies Chapter 5D

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Regulation 5D.1.02

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(c) as trustee for the benefit of present or future creditors of

another person when holding:

(i) mortgages, charges, guarantees, indemnities or other

rights or benefits that have been given to secure debts

owing to the creditors; and

(ii) the proceeds from the enforcement of any of the

securities mentioned in subparagraph (i);

Note: Securities is defined in section 92 of the Act.

(d) as custodian for another trustee or for the responsible entity

of a registered scheme or other commercial entity;

(e) as trustee of a managed investment scheme the main assets of

which consist of land and improvements on the land where

the trustee is not responsible for the daily management of the

land or any business conducted on the land;

Note: Managed investment scheme is defined in section 9 of the Act.

(f) as trustee for employee share or benefit schemes;

(g) as trustee for trusts the main activities of which consist of

making loans to, or otherwise investing in, companies or

other commercial entities;

(h) as an escrow agent;

(i) as a person named in a will as an executor when not actively

providing a service or function;

(j) as a person named in a power of attorney as an attorney when

not actively providing a service or function;

(k) preparing a power of attorney for a person’s medical

treatment or for guardianship of a person’s affairs;

(l) preparing a living will or advance health directive of any

kind.

(2) In this regulation:

custodian does not include a trustee establishing and operating a

common fund.

Federal Register of Legislative Instruments F2015C00303

Chapter 5D Licensed trustee companies

Part 5D.1 Preliminary

Regulation 5D.1.02

154 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

debt security means:

(a) any debenture, debenture stock, bond, note or other security

of a corporation or body; or

(b) any convertible note issued by a company or any convertible

note in a unit trust scheme issued by the trustee of a unit trust

scheme; or

(c) any right to a security mentioned in paragraph (a) or (b);

whether or not it is a charge on the assets of the corporation,

company, society or unit trust scheme.

employee share or benefit scheme means a scheme under which a

company offers for issue or sale shares (or options over issued

shares) in the company, or some other benefit in the company, only

to a director or employee of the company, or of an associated body

corporate, when the offer is made.

escrow agent means a person with whom is deposited a contract,

deed, bond or other written agreement or property for delivery to

the grantee, promisee or some other person on resolution of a

dispute or fulfilment of some condition.

loan-backed security means:

(a) an instrument or property:

(i) creating a right or interest (whether described as a unit,

bond or otherwise) for a beneficiary; or

(ii) conferring a right or interest (whether described as a

unit, bond or otherwise) on a beneficiary; or

(iii) consisting of a right or interest (whether described as a

unit, bond or otherwise) of a beneficiary;

in a scheme under which the profits, distributions of capital

or income in which beneficiaries share arise or arises from

the acquisition, holding, management or disposal of a loan or

pool of loans; or

(b) an instrument which evidences a right or interest mentioned

in paragraph (a); or

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Licensed trustee companies Chapter 5D

Preliminary Part 5D.1

Regulation 5D.1.03

Corporations Regulations 2001 155

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) a debt security:

(i) the payments under which by the person that issues or

makes the instrument are derived mainly from the

acquisition, holding, management or disposal of a loan

or pool of loans; and

(ii) that is secured by a mortgage or charge over a loan or

pool of loans.

mortgage-backed security has the meaning given in

regulation 5D.1.03.

5D.1.03 Meaning of mortgage-backed security

(1) A mortgage-backed security is:

(a) an interest in a trust that entitles the holder of, or beneficial

owner under, the interest to:

(i) the whole, or any part, of the rights or entitlements of a

mortgagee and any other rights or entitlements in

respect of a mortgage or pool of mortgages; or

(ii) any amount payable by the mortgagor or mortgagors

under a mortgage or mortgages (whether or not the

amount is payable to the holder of, or beneficial owner

under, the interest on the same terms as under the

mortgage or mortgages); or

(iii) payments that are derived mainly from the income or

receipts of a mortgage or pool of mortgages;

and that may, in addition, entitle the holder, or beneficial

owner, to a transfer or assignment of the mortgage or

mortgages; or

(b) a debt security (whether or not in writing) the payments

under which by the person who issues or makes the debt

security are derived mainly from the income or receipts of a

mortgage or pool of mortgages; or

(c) any of the following:

(i) an interest in a trust:

(A) creating a right or interest (whether described as

a unit, bond or otherwise) for a beneficiary; or

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Chapter 5D Licensed trustee companies

Part 5D.1 Preliminary

Regulation 5D.1.04

156 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(B) conferring a right or interest (whether described

as a unit, bond or otherwise) on a beneficiary;

or

(C) consisting of a right or interest (whether

described as a unit, bond or otherwise) of a

beneficiary;

in a scheme under which any profit or income in which

the beneficiaries share arises from the acquisition,

holding, management or disposal of a mortgage, pool of

mortgages or the income or receipts of a mortgage or

pool of mortgages;

(ii) any instrument that evidences a right or interest

mentioned in subparagraph (i);

(iii) a security (whether or not in writing) the payments

under which by the person who issues or makes the

security are derived mainly from the income or receipts

of a mortgage or pool of mortgages;

(iv) an interest in a trust or a debt security (whether or not in

writing);

(v) an instrument or property that creates an interest in, or

charge over an interest in, a trust;

(vi) a debt security (whether or not in writing);

(vii) any other property to which paragraph (a) or (b) or

subparagraph (i), (ii) or (iii) applies.

(2) However, a mortgage-backed security does not include an

instrument or property consisting of any of the following:

(a) a mortgage;

(b) the transfer of a mortgage;

(c) a declaration of trust.

5D.1.04 Interaction between trustee company provisions and State

and Territory laws

(1) For paragraph 601RAE(4)(a) of the Act, the trustee company

provisions are intended to apply to the exclusion of the provisions

of State or Territory laws prescribed in Schedule 8AB.

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Licensed trustee companies Chapter 5D

Preliminary Part 5D.1

Regulation 5D.1.04

Corporations Regulations 2001 157

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) For paragraph 601RAE(4)(b) of the Act, the trustee company

provisions are intended not to apply to the exclusion of the State or

Territory laws, or the provisions of State or Territory laws,

prescribed in Schedule 8AC, so far as those laws relate to an

administrator of a person’s estate.

(3) For paragraph 601RAE(4)(b) of the Act, the trustee company

provisions are intended not to apply to the exclusion of the State or

Territory laws, or the provisions of State or Territory laws,

prescribed in Schedule 8AD.

Federal Register of Legislative Instruments F2015C00303

Chapter 5D Licensed trustee companies

Part 5D.2 Powers etc of licensed trustee companies

Division 2.1 Annual Information Returns

Regulation 5D.2.01

158 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5D.2—Powers etc of licensed trustee

companies

Division 2.1—Annual Information Returns

5D.2.01 Obligation on licensed trustee company to provide an

annual information return if requested

(1) For section 601SAB of the Act, this regulation prescribes the

obligation of a licensed trustee company to provide an annual

information return.

(2) The licensed trustee company commits an offence if:

(a) a person mentioned in subregulation (3) requests an annual

information return; and

(b) the company does not provide the return to the person in

accordance with the requirements in subregulations (5), (6)

and (8) and regulation 5D.2.02.

Penalty: 50 penalty units.

(3) A person may request an annual information return if the person is

one of the following:

(a) in the case of the estate of a deceased person:

(i) if the person died testate—a beneficiary under the

deceased person’s will; or

(ii) if the person died intestate—a person who, under a law

of a State or Territory, has, is entitled to, or claims to be

entitled to, an interest in the deceased person’s estate; or

(iii) a person who has commenced a proceeding in a court,

under a law of a State or Territory, to seek to be

included as a beneficiary of the deceased person’s

estate;

(b) in relation to a charitable trust:

(i) the settlor, or one of the settlors, of the trust; or

Federal Register of Legislative Instruments F2015C00303

Licensed trustee companies Chapter 5D

Powers etc of licensed trustee companies Part 5D.2

Annual Information Returns Division 2.1

Regulation 5D.2.01

Corporations Regulations 2001 159

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) a person who, under the terms of the trust, has power to

appoint or remove a trustee of the trust or to vary (or

cause to be varied) any of the terms of the trust; or

(iii) a person, or a person’s appointed successor, who is

named in the instrument establishing the trust as a

person who must, or may, be consulted by the trustee or

trustees before distributing or applying money or other

property for the purposes of the trust;

(c) in the case of any other trust:

(i) the settlor, or one of the settlors, of the trust; or

(ii) a person who, under the terms of the trust, has power to

appoint or remove a trustee of the trust or to vary (or

cause to be varied) any of the terms of the trust; or

(iii) a beneficiary of the trust.

(4) The person must make the request for an annual information return

in writing to the licensed trustee company and may indicate in the

request which one of the following forms of return is required:

(a) by sending it to the person’s postal address;

(b) by emailing it to a nominated email address.

(5) The annual information return must be provided within 30 days

after the request from the person is received by the licensed trustee

company, and then annually.

(6) The annual information return must be for the last financial year

that the licensed trustee company has provided a service to the

person who has requested the return.

(7) However, the licensed trustee company is not required to provide

an annual information return covering a period:

(a) before 1 July 2010; or

(b) before it provided a service to the person.

(8) The annual information return must be provided as follows:

(a) if requested in a particular form—in the form requested;

(b) in all other cases—by sending it to the person’s postal

address.

Federal Register of Legislative Instruments F2015C00303

Chapter 5D Licensed trustee companies

Part 5D.2 Powers etc of licensed trustee companies

Division 2.1 Annual Information Returns

Regulation 5D.2.02

160 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

5D.2.02 Information to be included in annual information return

The annual information return provided by a licensed trustee

company must include the following:

(a) for a person mentioned in subparagraphs 5D.2.01(3)(a)(i) and

(ii) and (c)(iii):

(i) details of income earned on the person’s interest in the

trust or estate; and

(ii) details of expenses in operating the trust or estate in

relation to the person’s interest in the trust or estate; and

(iii) the net value of the person’s interest in the trust or

estate;

(b) for any other person mentioned in subregulation 5D.2.01(3):

(i) details of income earned on the trust’s assets; and

(ii) details of expenses in operating the trust’s assets,

including remuneration, commission or other benefits

received by the trustee company; and

(iii) the net value of the trust’s assets;

(c) if required under the terms of the trust—a copy of the trust’s

audit report and financial statements for the year.

Federal Register of Legislative Instruments F2015C00303

Licensed trustee companies Chapter 5D

Powers etc of licensed trustee companies Part 5D.2

Common funds Division 2.2

Regulation 5D.2.03

Corporations Regulations 2001 161

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2.2—Common funds

5D.2.03 Common funds

This Division is made for section 601SCC of the Act.

5D.2.04 Establishment of common funds

(1) A licensed trustee company may:

(a) establish accounts within a common fund; and

(b) establish a common fund on the basis of units or another

suitable basis.

(2) If the common fund includes money that is not estate money and

that is not otherwise held in trust, the licensed trustee company is

taken to hold the money in trust for the person on whose behalf the

money is invested in the common fund.

5D.2.05 Deciding details about common funds

(1) A licensed trustee company that is establishing a common fund

commits an offence if, at the time of establishing the fund, it does

not ensure that its Board makes a decision, in writing, about the

following:

(a) any limitation on the amount of money that will form the

common fund;

(b) the investment strategy for the common fund, including the

following:

(i) the class of investments in which the common fund may

be invested;

(ii) the procedure for valuing the investments;

(iii) if the trustee company is to seek expert advice about

proposed investments—the type of expert advice to be

sought;

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Chapter 5D Licensed trustee companies

Part 5D.2 Powers etc of licensed trustee companies

Division 2.2 Common funds

Regulation 5D.2.06

162 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the amount of fees that are to be paid by:

(i) the common fund for the provision of traditional trustee

company services; and

(ii) each account in the common fund;

(d) the manner in which a withdrawal can be made from the

common fund;

(e) the procedure for auditing the common fund;

(f) if the common fund is to have a limited life—the duration of

the common fund;

(g) if the common fund is to have a minimum amount that may

be invested in the fund on account of each estate—the

minimum amount.

Penalty: 50 penalty units.

(2) The licensed trustee company commits an offence if it does not:

(a) within 14 days of making the decision:

(i) send a copy of the decision to ASIC; and

(ii) publish a copy of the decision on its website; and

(b) if requested by a person entitled to request an annual

information return under subregulation 5D.2.01(3), make a

copy of the decision available to the person within 30 days of

the request being received.

Penalty: 50 penalty units.

5D.2.06 Operation of common funds

Compliance with the Act and regulations

(1) A licensed trustee company may, from time to time and without

liability for breach of trust, pay into or withdraw an amount from a

common fund in accordance with the Act and these Regulations.

Note: Payments into a common fund may be prohibited where this is

contrary to the conditions on which the company holds the money: see

subsection 601SCB(3) of the Act.

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Licensed trustee companies Chapter 5D

Powers etc of licensed trustee companies Part 5D.2

Common funds Division 2.2

Regulation 5D.2.06

Corporations Regulations 2001 163

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Withdrawals

(2) A licensed trustee company may do the following:

(a) withdraw an amount from a common fund for a purpose

relating to a trust or estate that is part of the fund and is

managed or administered by the company;

(b) withdraw from a common fund an amount at credit in the

fund on account of a trust matter or a managed estate and

invest the amount on the separate account of the matter or

estate.

(3) A licensed trustee company commits an offence if it pays interest

from the common fund on withdrawn amounts on or after the day

of the withdrawal.

Penalty: 50 penalty units.

Derivatives

(4) A licensed trustee company commits an offence if:

(a) when managing and administering a common fund, the

trustee company enters into a derivative; and

(b) at the time of entering into the derivative:

(i) the trustee company did not do so for the purpose of

managing a financial risk arising from:

(A) variations in the expenses of the common fund;

or

(B) variations in the revenue obtainable from

investments made by the common fund; and

(ii) the arrangement was not in accordance with the trustee

company’s equitable and other duties as a trustee under

the relevant State or Territory provisions set out in

Schedule 8AE.

Penalty: 50 penalty units.

Federal Register of Legislative Instruments F2015C00303

Chapter 5D Licensed trustee companies

Part 5D.2 Powers etc of licensed trustee companies

Division 2.2 Common funds

Regulation 5D.2.06

164 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Applying income from investment

(5) A licensed trustee company commits an offence if it applies

income from investment of a common fund other than for:

(a) payment of the company’s fee for the proper administration

and management of the fund under the Act, regulations and

terms of the common fund, proportionate to the value of the

work done or the services rendered; and

(b) allocation in accordance with subregulation (6) in relation to

the accounts from which the fund is derived.

Penalty: 50 penalty units.

(6) For paragraph (5)(b), the allocation must be made at intervals not

exceeding 6 months.

Investments

(7) A licensed trustee company commits an offence if:

(a) the trustee company invests money committed to its

administration or management; and

(b) the investment is:

(i) not in accordance with a decision of the Board made for

the purpose of regulation 5D.2.05; and

(ii) not made in a manner in which trust funds may be

invested by a trustee under the relevant State or

Territory provisions set out in Schedule 8AE.

Penalty: 50 penalty units.

Valuation of investments

(8) A licensed trustee company commits an offence if it does not

comply with the following requirements about the valuation of

investments of common funds:

(a) by the third business day of each month, the trustee company

must decide the value of the investments in each common

fund as at the first business day of the month;

Federal Register of Legislative Instruments F2015C00303

Licensed trustee companies Chapter 5D

Powers etc of licensed trustee companies Part 5D.2

Common funds Division 2.2

Regulation 5D.2.07

Corporations Regulations 2001 165

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) subject to subregulation (9), in deciding the value of

securities listed on a financial market for a month, the trustee

company must take the last sale price of the first business day

of the month published by the market operator as the value of

the listed securities;

(c) the trustee company must make withdrawals from the

common fund and further investments on the basis of the last

valuation of investments made by the company.

Penalty: 50 penalty units.

(9) The requirement in paragraph 8(b) does not apply if, in a particular

month, the licensed trustee company decides it is in the best

interests of each account in the common fund that a sale price used

for the valuation be one taken later in that month.

Realising investments

(10) A licensed trustee company may sell investments belonging to a

common fund.

(11) A licensed trustee company that has realised an investment in a

common fund commits an offence if it does not credit or debit a

profit or loss from the investment to the unit holders of the

common fund:

(a) in proportion to the amount invested in the common fund by

the unit holders at the time of the realisation; and

(b) within 14 days of the realisation.

Penalty: 50 penalty units.

5D.2.07 Register of investments

(1) A licensed trustee company commits an offence if it does not

maintain a register of investments for each common fund in

accordance with subregulation (2).

Penalty: 50 penalty units.

(2) The register must contain:

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Chapter 5D Licensed trustee companies

Part 5D.2 Powers etc of licensed trustee companies

Division 2.2 Common funds

Regulation 5D.2.08

166 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) a record identifying each investment made by the common

fund; and

(b) details of amounts held to the credit of the common fund.

Note: For other obligations relating to common funds: see section 601SCB

of the Act.

5D.2.08 Financial reports

(1) A licensed trustee company must comply with this regulation in

relation to each common fund established by the company that is

not a registered scheme.

Account keeping

(2) The licensed trustee company commits an offence if it does not

keep accounts that:

(a) correctly record and explain its transactions for the common

fund and the fund’s financial position and performance; and

(b) would enable true and fair financial statements to be prepared

and audited.

Penalty: 50 penalty units.

Auditing

(3) The licensed trustee company commits an offence if it does not:

(a) have the financial statements for a financial year for the

common fund audited by a registered company auditor; and

(b) obtain an auditor’s report for the financial statements.

Penalty: 50 penalty units.

Lodging financial statements with ASIC

(4) The licensed trustee company commits an offence if it does not

lodge the audited financial statements for the fund with ASIC

within 3 months of the end of the financial year.

Penalty: 50 penalty units.

Federal Register of Legislative Instruments F2015C00303

Licensed trustee companies Chapter 5D

Powers etc of licensed trustee companies Part 5D.2

Common funds Division 2.2

Regulation 5D.2.08

Corporations Regulations 2001 167

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Request for financial information

(5) A person who is entitled to request an annual information return

under subregulation 5D.2.01(3) may request, in writing, that the

licensed trustee company provide the information mentioned in

subregulation (7).

(6) The licensed trustee company commits an offence if it does not

provide the information mentioned in subregulation (7) to the

person within 30 days of receiving the request under

subregulation (5).

Penalty: 50 penalty units.

(7) The information that must be provided is:

(a) a copy of the common fund’s financial statements and audit

report; and

(b) the classes of investments in which the common fund is

invested and how the investment is divided between each

class; and

(c) the trustee company’s investment strategy for the common

fund.

Federal Register of Legislative Instruments F2015C00303

Chapter 5D Licensed trustee companies

Part 5D.3 Regulation of fees charged by licensed trustee companies

Regulation 5D.3.01

168 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5D.3—Regulation of fees charged by licensed

trustee companies

5D.3.01 Modification of section 601TAB of the Act: disclosure to

clients of changed fees

For paragraph 601YAB(1)(b) of the Act, Chapter 5D of the Act

applies as if section 601TAB of the Act were modified by inserting

after subsection (3) the following subsections:

‘(4) A licensed trustee company is not required to comply with

paragraph (1)(a) or (b) or (3)(a) in relation to a client who is a lost

client, or an agent who is a lost agent.

(5) In subsection (4):

lost client means a client who, at a particular time, is

uncontactable.

lost agent means an agent who, at a particular time, is

uncontactable.

(6) In subsection (5):

uncontactable, in relation to a person who is a client or an agent of

a licensed trustee company, means:

(a) the licensed trustee company:

(i) never had an address for the person; or

(ii) sent at least 1 written communication to the person’s

last known address which was returned unclaimed and

the person has not, since the communication, given the

company a contact address; and

(b) if the person is an agent, the licensed trustee company made a

reasonable attempt to get the agent’s address from the agent’s

client or the client’s carers.’

Federal Register of Legislative Instruments F2015C00303

Licensed trustee companies Chapter 5D

Obligations of receiving company after transfer Part 5D.4

Regulation 5D.4.01

Corporations Regulations 2001 169

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 5D.4—Obligations of receiving company after

transfer

5D.4.01 Preserving rights under dispute resolution systems and

compensation arrangements

(1) This regulation applies if ASIC makes a determination under

subsection 601WBA(1) of the Act that there is to be a transfer of

estate assets and liabilities from a transferring company to a

receiving company.

(2) For section 601SAB of the Act, the obligations of the receiving

company include the provision to retail clients of access to the

receiving company’s compensation arrangements, and dispute

resolution system, in relation to a complaint arising from the

provision of traditional trustee services by the transferring

company.

(3) In this regulation:

compensation arrangements, for a receiving company, means the

arrangements the receiving company is required to have under

subsection 912B(1) of the Act.

dispute resolution system, for a receiving company, means the

dispute resolution system the receiving company is required to

have under paragraph 912A(1)(g) of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 6 Takeovers

Part 6.2 Exceptions to the prohibition

Regulation 6.2.01

170 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 6—Takeovers

Part 6.2—Exceptions to the prohibition

6.2.01 Prescribed circumstances (Act s 611)

For item 20 in the table in section 611 of the Act, the acquisition of

a relevant interest in voting shares in a following body corporate is

prescribed:

(a) a body corporate that is incorporated within Australia or an

external Territory and is a public authority or an

instrumentality or agency of the Crown in right of a State or

Territory;

(b) a corporation sole;

(f) a foreign company or recognised company in respect of

which an exemption from compliance with subsection 61(1)

of the Co-operation Act 1923 of New South Wales is in

force;

(g) a society within the meaning of The Co-operative and Other

Societies Act of 1967 or The Co-operative Housing Societies

Act of 1958 of Queensland;

(i) an association within the meaning of The Primary

Producers’ Co-operative Associations Act of 1923 of

Queensland;

(j) an association, society, institution or body incorporated under

the Associations Incorporation Act 1981 of Queensland;

(k) a body incorporated or deemed to be incorporated by or

under a law of South Australia other than the Corporations

Law of South Australia, the Companies Code (South

Australia) or a corresponding previous enactment of South

Australia;

(l) a society (other than a society that is a financial institution)

within the meaning of section 5 of the Building Societies Act

1976 of Western Australia;

Federal Register of Legislative Instruments F2015C00303

Takeovers Chapter 6

Exceptions to the prohibition Part 6.2

Regulation 6.2.02

Corporations Regulations 2001 171

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(n) a co-operative company registered under Part VI of the

Companies (Co-operative) Act 1943 or a corresponding

previous enactment of Western Australia;

(o) a society registered under the Co-operative and Provident

Societies Act 1903 of Western Australia;

(p) an association, society, institution or body incorporated under

the Associations Incorporation Act 1895 of Western

Australia;

(q) a trustee bank registered under the Trustee Banks Act 1984 of

Tasmania;

(r) a society (other than a society that is a financial institution)

registered under the Co-operative Industrial Societies Act

1928 of Tasmania;

(ra) a society registered under the Co-operative Housing Societies

Act 1963 of Tasmania;

(s) an association, society, institution or body incorporated under

the Associations Incorporations Act 1964 of Tasmania;

(t) a body corporate created by section 75Q of the Conveyancing

and Law of Property Act 1884 of Tasmania;

(u) a society (other than a society that is a financial institution)

registered under the Co-operative Societies Act 1939 of the

Australian Capital Territory;

(v) an association, society, institution or body incorporated under

the Associations Incorporation Act 1953 of the Australian

Capital Territory;

(w) a corporation constituted under the Unit Titles Act 1970 of

the Australian Capital Territory;

(x) a society registered under the Co-operatives Act 1997 of the

Northern Territory.

6.2.02 Other prescribed circumstances (Act s 611)

For item 20 in the table in section 611 of the Act, the acquisition

by a person of a relevant interest in voting shares in a body

corporate that results from the person holding an office specified in

Schedule 3 is prescribed.

Federal Register of Legislative Instruments F2015C00303

Chapter 6 Takeovers

Part 6.5 The takeover procedure

Regulation 6.5.01

172 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 6.5—The takeover procedure

6.5.01 Wholesale holder of securities—telephone monitoring during

bid period

(1) For paragraph 648J(4)(a) of the Act, the amount applicable in

relation to securities to which that paragraph applies is $500 000,

determined on the basis of the market value of the securities.

(2) For paragraph 648J(4)(d) of the Act, the following persons are

prescribed:

(a) a director of a recorder mentioned in subsection 648J(1) of

the Act;

(b) an executive officer of a recorder mentioned in

subsection 648J(1) of the Act.

(3) For paragraph 648J(4)(d) of the Act:

(a) an authorised representative of a financial services licensee

who is acting on behalf of the bidder or target in relation to a

takeover bid is prescribed only if the authorised

representative is not involved in a telephone call as a holder

of securities in the bidder or the target; and

(b) any other person who is acting on behalf of the bidder or

target in relation to a takeover bid is prescribed only if that

person is not involved in a telephone call as a holder of

securities in the bidder or the target.

Federal Register of Legislative Instruments F2015C00303

Takeovers Chapter 6

Variation of offers Part 6.6

Regulation 6.6.01

Corporations Regulations 2001 173

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 6.6—Variation of offers

6.6.01 Right to withdraw acceptance

(1) For paragraph 650E(3)(a) of the Act, a notice under

paragraph 650E(2)(a) of the Act relating to securities entered on a

register or subregister of a prescribed CS facility must be in a form

approved by the operating rules of that prescribed CS facility for

Part 6.6 of the Act (which may include an electronic form).

(2) For paragraph 650E(4)(a) of the Act, if securities are entered on a

register or subregister of a prescribed CS facility, a person to

whom section 650E of the Act applies must take the action that the

operating rules of the prescribed CS facility require in relation to

the return of the securities.

(3) For paragraph 650E(5)(a) of the Act, if a person withdraws an

acceptance of an offer, the bidder must take any action that the

operating rules of the prescribed CS facility require in relation to

any of the securities:

(a) to which the acceptance relates; and

(b) that are entered on a register or subregister of the prescribed

CS facility.

Federal Register of Legislative Instruments F2015C00303

Chapter 6 Takeovers

Part 6.8 Acceptances

Regulation 6.8.01

174 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 6.8—Acceptances

6.8.01 Acceptance of offers made under off-market bid

For paragraph 653A(b) of the Act, if the operating rules of a

prescribed CS facility require an acceptance of an offer to which

paragraph 653A(a) applies to be made in a particular way, to the

extent that the acceptance relates to the securities in the offer, the

acceptance must be made in that way.

6.8.02 Acceptances by transferees and nominees of offers made

under off-market bid

For paragraph 653B(4)(a) of the Act, a notice relating to securities

entered on a register or subregister of a prescribed CS facility must

be in a form approved by the operating rules of the prescribed CS

facility for Part 6.8 of the Act (which may include an electronic

form).

Federal Register of Legislative Instruments F2015C00303

Takeovers Chapter 6

Review and intervention Part 6.10

Regulation 6.10.01

Corporations Regulations 2001 175

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 6.10—Review and intervention

6.10.01 Application for review of Panel decision (Act s 657EA)

For subsection 657EA(3) of the Act, an application for review of a

decision of the Panel must not be made later than 2 business days

after the day on which the decision was made.

Federal Register of Legislative Instruments F2015C00303

Chapter 6A Compulsory acquisitions and buy-outs

Part 6A.1 Compulsory acquisitions and buy-outs after takeover bid

Regulation 6A.1.01

176 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 6A—Compulsory acquisitions and

buy-outs

Part 6A.1—Compulsory acquisitions and buy-outs

after takeover bid

6A.1.01 Terms on which securities to be acquired

For paragraph 661C(4)(a) of the Act, an election relating to

securities entered on an electronic register or subregister of a

prescribed CS facility must be in an electronic form approved by

the operating rules of the prescribed CS facility.

Federal Register of Legislative Instruments F2015C00303

Continuous disclosure Chapter 6CA

Regulation 6CA.1.01

Corporations Regulations 2001 177

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 6CA—Continuous disclosure

6CA.1.01 Continuous disclosure: other disclosing entities

For paragraph 675(2)(d) of the Act, the disclosure of information

under section 675 of the Act is not required if:

(a) a reasonable person would not expect the information to be

disclosed; and

(b) the information is confidential; and

(c) at least 1 of the following applies:

(i) the disclosure of the information would contravene a

law;

(ii) the information is about a matter of supposition;

(iii) the information is not definite enough to make

disclosure appropriate;

(iv) the information relates to an incomplete proposal or a

matter that is in the course of negotiation;

(v) the information was prepared or created for the internal

management purposes of the entity;

(vi) the information is a trade secret.

Federal Register of Legislative Instruments F2015C00303

Chapter 6D Fundraising

Part 6D.2 Disclosure to investors about securities

Regulation 6D.2.01

178 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 6D—Fundraising

Part 6D.2—Disclosure to investors about securities

6D.2.01 Exemption—member shares

Part 6D.2 of the Act does not apply to an offer of a member share

within the meaning given by regulation 12.8.03.

6D.2.02 Exemption—foreign companies

Part 6D.2 of the Act does not apply to an offer under a dividend

reinvestment plan or bonus share plan of fully-paid shares in a

foreign company to an existing holder of shares in the foreign

company.

6D.2.03 Sophisticated investors

(1) For subparagraph 708(8)(c)(i) of the Act, $2.5 million is specified.

(2) For subparagraph 708(8)(c)(ii) of the Act, $250 000 is specified.

Note: Under subsection 708(8) of the Act, an offer of a body’s securities

does not need disclosure to investors under Part 6D.2 of the Act if it

appears from a certificate given by a qualified accountant no more

than 6 months before the offer is made that the person to whom the

offer is made:

(a) has net assets of at least the amount specified in regulations made for the purposes of subparagraph 708(8)(c)(i); or

(b) has a gross income for each of the last 2 financial years of at least the amount specified in regulations made for the purposes of subparagraph 708(8)(c)(ii).

6D.2.04 Simple corporate bonds—base prospectus

(1) For subsections 713C(5) and (6) of the Act, this regulation

specifies:

(a) the information that must be contained in a base prospectus

for simple corporate bonds; and

Federal Register of Legislative Instruments F2015C00303

Fundraising Chapter 6D

Disclosure to investors about securities Part 6D.2

Regulation 6D.2.04

Corporations Regulations 2001 179

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the statements that must be set out in a base prospectus for

simple corporate bonds.

(2) Subregulation (1) does not prevent a base prospectus from

containing other material or setting out other statements.

(3) A base prospectus must contain a table of contents and sections

dealing with the following matters:

(a) Section 1: What you need to know;

(b) Section 2: About the bonds;

(c) Section 3: About the issuer;

(d) Section 4: Risks;

(e) Section 5: Other information you should consider;

(f) Section 6: Glossary.

Section 1: What you need to know

(4) The following statements, or statements to the same effect as the

following statements, must be set out in section 1 of a base

prospectus:

(a) This document will be the base prospectus for these bonds

for 3 years from the time it is lodged with the Australian

Securities and Investments Commission.

(b) There will be a separate offer-specific prospectus for each

offer of bonds during the life of this base prospectus.

(c) To make an informed investment decision about these bonds,

you should read the offer-specific prospectus and this base

prospectus before investing.

(d) This base prospectus alone is not an offer. The offer is

contained in the offer-specific prospectus, this base

prospectus and other information that is incorporated by

reference into the offer-specific prospectus and this base

prospectus.

(e) To find out more about the pros and cons of investing in

corporate bonds, visit ASIC’s MoneySmart website:

http://moneysmart.gov.au.

Federal Register of Legislative Instruments F2015C00303

Chapter 6D Fundraising

Part 6D.2 Disclosure to investors about securities

Regulation 6D.2.04

180 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Section 2: About the bonds

(5) The following information must be contained in section 2 of a base

prospectus:

(a) information on the program of the bonds (if applicable),

including any pre-planned future issues of bonds;

(b) details of the key aspects of the bonds, including information

about the following matters:

(i) the interaction between the coupon rate and yield;

(ii) the interest rate of the bonds;

(iii) the term of the bonds;

(iv) the maturity and redemption of the bonds;

(v) events that will constitute default;

(vi) guarantees in relation to the bonds and information

about any guarantors;

(vii) security and ranking.

Note: If information mentioned in this subregulation is contained in another

document that has been lodged with ASIC, a base prospectus may

refer to that lodged document instead of setting out the information

(see section 713E of the Act).

Section 3: About the issuer

(6) The following information must be contained in section 3 of a base

prospectus:

(a) brief information about the issuing body that includes a

summary of the body’s:

(i) business; and

(ii) management personnel (including directors and senior

managers); and

(iii) business strategy; and

(iv) governance arrangements;

(b) the trust deed relating to the issuing body;

(c) an explanation of the role of the trustee;

Federal Register of Legislative Instruments F2015C00303

Fundraising Chapter 6D

Disclosure to investors about securities Part 6D.2

Regulation 6D.2.04

Corporations Regulations 2001 181

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) additional information about the issuing body that relates to

the investment decision, and where that information can be

obtained, including:

(i) a reference to the issuing body’s annual report and

financial report; and

(ii) a reference to any half-year report that the issuing body

lodged with ASIC after it lodged an annual financial

report and before it lodged the most recent copy of the

base prospectus with ASIC; and

(e) the key financial ratios, calculated in accordance with

regulation 6D.2.06, that are relevant to the issuing body,

accompanied by:

(i) an explanation of those key financial ratios; and

(ii) information about how a change to those key financial

ratios may affect the bonds to be issued under the base

prospectus.

Note: If information mentioned in this subregulation is contained in another

document that has been lodged with ASIC, a base prospectus may

refer to that lodged document instead of setting out the information

(see section 713E of the Act).

(7) The following statements, or statements to the same effect as the

following statements, must be set out in section 3 of a base

prospectus:

A publicly listed entity must release financial reports and

continuously disclose information that may have an impact on its

share or bond price. This information is available publicly on the

relevant market exchange. You should consider this information

when making an investment decision about bonds. While this

information is important, it is not considered part of the disclosure

document for the offer of bonds using this base prospectus.

Section 4: Risks

(8) The following information must be contained in section 4 of a base

prospectus:

(a) the main risks associated with bonds and an explanation of

those risks;

Federal Register of Legislative Instruments F2015C00303

Chapter 6D Fundraising

Part 6D.2 Disclosure to investors about securities

Regulation 6D.2.04

182 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the issuing body’s main business risks;

(c) if other risks specific to bonds may be relevant to a

consumer’s investment decision—an explanation of those

other risks;

(d) if other business risks may be relevant to a consumer’s

investment decision—an explanation of those other risks.

Note: If information mentioned in this subregulation is contained in another

document that has been lodged with ASIC, a base prospectus may

refer to that lodged document instead of setting out the information

(see section 713E of the Act).

Section 5: Other information you should consider

(9) The following information must be contained in section 5 of a base

prospectus:

(a) an explanation of the consequences, relating to taxation, of

investing in bonds;

(b) information relating to privacy in general and the issuing

body’s obligations under privacy laws;

(c) any applicable selling restrictions.

Note: If information mentioned in this subregulation is contained in another

document that has been lodged with ASIC, a base prospectus may

refer to that lodged document instead of setting out the information

(see section 713E of the Act).

(10) The following statements, or statements to the same effect as the

following statements, must be set out in section 5 of a base

prospectus:

(a) More information on the tax implications associated with

investing in bonds can be found on the Australian Taxation

Office’s website: http://www.ato.gov.au.

(b) The following is a list of material referred to, but not set out

in full, in this base prospectus. However, the material (or

relevant extracts of the material) is incorporated by reference

and, as such, forms part of the offer of bonds covered by this

base prospectus.

Federal Register of Legislative Instruments F2015C00303

Fundraising Chapter 6D

Disclosure to investors about securities Part 6D.2

Regulation 6D.2.05

Corporations Regulations 2001 183

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(11) Section 5 of a base prospectus must contain a list of material

referred to, but not set out in full, in the prospectus.

Section 6: Glossary

(12) The information that section 6 of a base prospectus must contain is

information that is adequate to explain the meanings of terms

required to understand the content of:

(a) the base prospectus; or

(b) the offer-specific prospectus that is combined with the base

prospectus to create a 2-part simple corporate bonds

prospectus.

Note: See section 713B of the Act.

6D.2.05 Simple corporate bonds—offer-specific prospectus

(1) For subsections 713D(6) and (7) of the Act, this regulation

specifies:

(a) the information that must be contained in an offer-specific

prospectus for an offer of simple corporate bonds; and

(b) the statements that must be set out in an offer-specific

prospectus for an offer of simple corporate bonds.

(2) Subregulation (1) does not prevent an offer-specific prospectus

from containing other material or setting out other statements.

(3) An offer-specific prospectus for an offer of simple corporate bonds

must contain a table of contents and sections dealing with the

following matters:

(a) Section 1: What you need to know;

(b) Section 2: Key dates and offer details;

(c) Section 3: Offer-specific information you should consider.

Section 1: What you need to know

(4) The following statements, or statements to the same effect as the

following statements, must be set out in section 1 of an

offer-specific prospectus:

Federal Register of Legislative Instruments F2015C00303

Chapter 6D Fundraising

Part 6D.2 Disclosure to investors about securities

Regulation 6D.2.05

184 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) This offer-specific prospectus is not a summary of the

information contained in the base prospectus.

(b) This offer-specific prospectus is only relevant for this offer

of bonds.

(c) A base prospectus applies to this offer of bonds.

(d) This offer-specific prospectus provides offer details, key

dates and other relevant information for the offer. The base

prospectus for this offer provides additional information that

is also critical to your decision. You should take all of the

information in the base prospectus into consideration before

making your decision in relation to this offer.

(e) To find out more about the pros and cons of investing in

corporate bonds, visit ASIC’s MoneySmart website:

http://moneysmart.gov.au.

Section 2: Key dates and offer details

(5) The following information must be contained in section 2 of an

offer-specific prospectus:

(a) the terms of the offer, which must include the following:

(i) the name of the issuing body;

(ii) the size of the series, or tranche, to which the offer

relates;

(iii) the face value of the bonds;

(iv) the term of the bonds;

(v) the maturity date of the bonds;

(vi) guarantees in relation to the bonds and information

about any guarantors;

(vii) the interest rate of the bonds;

(viii) interest payment dates;

(ix) events that will constitute default;

(x) details of any existing security;

(xi) the structure of the offer;

(xii) the minimum size of an application for the bonds;

(xiii) the prescribed financial market on which the bonds will

be listed;

Federal Register of Legislative Instruments F2015C00303

Fundraising Chapter 6D

Disclosure to investors about securities Part 6D.2

Regulation 6D.2.05

Corporations Regulations 2001 185

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) a short explanation of the circumstances in which the bonds

can be redeemed;

(c) any fees and costs associated with the offer;

(d) either:

(i) if a provision of the base prospectus contains

information about any selling restrictions—a reference

to the provision; or

(ii) if subparagraph (i) does not apply—information about

any selling restrictions;

(e) an explanation of where investors can obtain additional

information about the offer, including:

(i) a reference to financial advisors or other professional

advisors; and

(ii) the contact details of the issuing body.

Note: If information mentioned in this subregulation is contained in another

document that has been lodged with ASIC, an offer-specific

prospectus may refer to that lodged document instead of setting out

the information (see section 713E of the Act).

Section 3: Offer-specific information you should consider

(6) The following information must be contained in section 3 of an

offer-specific prospectus:

(a) any significant information necessary to update the

information in the base prospectus;

(b) any notices that the issuing body has issued to explain

changes that have occurred to the base prospectus since it

was lodged with ASIC;

(c) the key financial ratios, calculated in accordance with

regulation 6D.2.06, that are relevant to the issuing body,

accompanied by:

(i) details of any change in those key financial ratios since

the last offer-specific prospectus was issued; or

(ii) if no offer-specific prospectus has previously been

issued—details of any change in those key financial

ratios compared with the key financial ratios at the time

the base prospectus was lodged with ASIC;

Federal Register of Legislative Instruments F2015C00303

Chapter 6D Fundraising

Part 6D.2 Disclosure to investors about securities

Regulation 6D.2.06

186 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) an explanation of how the issuing body will use the funds

raised by issuing the bonds;

(e) a brief summary of the effect of the offer on the issuing body;

(f) the ranking of the bonds and any other debt on issue;

(g) an explanation of any changes to the risks disclosed in the

base prospectus;

(h) the amount that anyone has paid or agreed to pay, or the

nature and value of any benefit that anyone has given or

agreed to give, to:

(i) any directors or proposed directors of the issuing body;

or

(ii) a person named in the prospectus as performing a

function in a professional, advisory or other capacity in

connection with the preparation or distribution of the

prospectus; or

(iii) a promoter of the issuing body; or

(iv) an underwriter (but not a sub-underwriter) to the issue

or sale or a financial services licensee named in the

prospectus as a financial services licensee involved in

the issue or sale.

Note: If information mentioned in this subregulation is contained in another

document that has been lodged with ASIC, an offer-specific

prospectus may refer to that lodged document instead of setting out

the information (see section 713E of the Act).

6D.2.06 Simple corporate bonds—key financial ratios relevant to

issuing body

(1) For paragraphs 6D.2.04(6)(e) and 6D.2.05(6)(c), the key financial

ratios that are relevant to an issuing body are:

(a) the gearing ratio; and

(b) the working capital ratio; and

(c) the interest cover ratio.

Federal Register of Legislative Instruments F2015C00303

Fundraising Chapter 6D

Disclosure to investors about securities Part 6D.2

Regulation 6D.2.06

Corporations Regulations 2001 187

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The key financial ratios referred to in subregulation (1) must be

calculated in accordance with subregulations (3) to (5), based on

the issuing body’s most recent financial statements or, if

applicable, the issuing body’s consolidated financial statements.

(3) The gearing ratio must be calculated using the following formula:

(4) The working capital ratio must be calculated using the following

formula:

(5) The interest cover ratio must be calculated using the following

formula:

where:

EBITDA means earnings before net interest expense, taxes,

depreciation and amortisation, for the period to which the issuing

body’s most recent financial statements relate.

net interest expense means the interest expense net of interest

revenue, taking account of any related hedging arrangements

recognised in the profit and loss statements, for the period to which

the issuing body’s most recent financial statements relate.

Note: The issuing body’s most recent financial statements may relate to a

period that is less than 12 months.

Total liabilities

Total equity

Current assets

Current liabilities

EBITDA

Net interest expense

Federal Register of Legislative Instruments F2015C00303

Chapter 6D Fundraising

Part 6D.5 Fundraising—miscellaneous

Regulation 6D.5.01

188 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 6D.5—Fundraising—miscellaneous

6D.5.01 Warrants that are securities

For paragraph 742(1)(b) of the Act, a warrant that is a security is

exempted from all provisions of Chapter 6D of the Act.

6D.5.02 Modification of paragraph 708(8)(c) of the Act: renewal

period for accountants’ certificates

For paragraph 742(1)(c) of the Act, section 708 of the Act applies

as if paragraph 708(8)(c) of the Act were modified by omitting “6

months” and substituting “2 years”.

Federal Register of Legislative Instruments F2015C00303

 Corporations Regulations 2001

Prepared by the Office of Parliamentary Counsel, Canberra

Corporations Regulations 2001

Statutory Rules No. 193, 2001

made under the

Corporations Act 2001

Compilation No. 113

Compilation date: 31 March 2015

Includes amendments up to: SLI No. 39, 2015

Registered: 9 April 2015

This compilation is in 7 volumes

Volume 1: regulations 1.0.01–6D.5.02

Volume 2: regulations 7.1.02–7.6.08E

Volume 3: regulations 7.7.01–8.4.02

Volume 4: regulations 9.1.01–12.9.03

Volume 5: Schedules 1, 2 and 2A

Volume 6: Schedules 3–12

Volume 7: Endnotes

Each volume has its own contents

Federal Register of Legislative Instruments F2015C00303

About this compilation

This compilation

This is a compilation of the Corporations Regulations 2001 that shows the text

of the law as amended and in force on 31 March 2015 (the compilation date).

This compilation was prepared on 31 March 2015.

The notes at the end of this compilation (the endnotes) include information

about amending laws and the amendment history of provisions of the compiled

law.

Uncommenced amendments

The effect of uncommenced amendments is not shown in the text of the

compiled law. Any uncommenced amendments affecting the law are accessible

on ComLaw (www.comlaw.gov.au). The details of amendments made up to, but

not commenced at, the compilation date are underlined in the endnotes. For

more information on any uncommenced amendments, see the series page on

ComLaw for the compiled law.

Application, saving and transitional provisions for provisions and

amendments

If the operation of a provision or amendment of the compiled law is affected by

an application, saving or transitional provision that is not included in this

compilation, details are included in the endnotes.

Modifications

If the compiled law is modified by another law, the compiled law operates as

modified but the modification does not amend the text of the law. Accordingly,

this compilation does not show the text of the compiled law as modified. For

more information on any modifications, see the series page on ComLaw for the

compiled law.

Self-repealing provisions

If a provision of the compiled law has been repealed in accordance with a

provision of the law, details are included in the endnotes.

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 i

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Contents

Chapter 9—Miscellaneous 1

Part 9.1—Registers and registration of documents 1 9.1.01 Prescribed registers............................................................1

9.1.02 Prescribed information ......................................................2

Part 9.2—Registration of auditors and liquidators 7

Division 2—Registration 7

9.2.01 Practical experience in auditing (Act s 1280(2)) ...............7

9.2.02 Prescribed universities and institutions (Act ss

1280(2A) and 1282(2))......................................................7

9.2.03 Prescribed courses (Act s 1280(2A)) .................................9

Division 2A—Conditions on registration 11

9.2.08 Kinds of conditions (Act s 1289A)..................................11

Part 9.2A—Authorised audit companies 12

Division 1—Registration 12

9.2A.01 Application for registration as authorised audit

company (Act s 1299A) ..................................................12

9.2A.03 Annual statements by authorised audit company

(Act s 1299G) ..................................................................13

Part 9.4—Penalty notice offences and penalties 16 9.4.01 Prescribed offences (Act s 1313).....................................16

9.4.02 Prescribed penalties (Act s 1313) ....................................16

9.4.03 Late payment of review fee—prescribed offence

and penalty (Act s 1313 and 1364) ..................................16

Part 9.4A—Register and index 18 9.4A.01 Definitions for Part 9.4A.................................................18

9.4A.02 Register and index must be kept up to date:

subsection 1306(4A) of the Act.......................................18

Part 9.5—Delegation of powers and functions under the Act 19 9.5.01 Prescribed functions (Law s 1345A(1))...........................19

Part 9.7—Unclaimed property 20 9.7.01 Entitlement to unclaimed property ..................................20

Federal Register of Legislative Instruments F2015C00303

ii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.12—Matters relating to regulations 22 9.12.01 Exemptions from Chapter 7.............................................22

9.12.02 Exemption from provisions of Chapter 7—CLS

Bank ................................................................................22

9.12.03 Partial exemption of foreign-based market

licensees from certain notification obligations ................24

9.12.04 Exemption from provisions of Chapter 7—

compliance with ASIC exemptions .................................26

9.12.04 Exemption from provisions of Chapter 7—carbon

unit auctions ....................................................................26

9.12.05 Exemption from provisions of Chapter 7—gas

trading exchange .............................................................27

Chapter 10—Repeals 28

Part 10.1—Old Corporations Regulations 28 10.1.01 Repeal of Corporations Regulations 1990 ......................28

10.1.02 Repeal of Partnerships and Associations

Application Order 1999 (No. 1) ......................................28

Part 10.2—Transitional arrangements relating to Financial

Services Reform legislation 29

Division 1—Preliminary 29

10.2.01 Application of Part 10.2 ..................................................29

10.2.02 Definitions.......................................................................29

10.2.02A References to transition periods ......................................29

10.2.02B References to the application of Division 2 of

Part 7.9 of the Act ...........................................................30

Division 1A—Treatment of proposed markets that have not

started to operate by the FSR commencement 31

10.2.02C Proposed markets ............................................................31

Division 2—Transitional arrangements relating to business rules

or listing rules 32

Subdivision 2.1—Business rules 32

10.2.03 Amendment of business rules of securities

exchange before FSR commencement.............................32

10.2.04 Amendment of SCH business rules before FSR

commencement................................................................33

10.2.05 Amendment of SEGC business rules before FSR

commencement................................................................34

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Corporations Regulations 2001 iii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.06 Amendment of business rules of futures body

before FSR commencement ............................................35

Subdivision 2.2—Listing rules 36

10.2.07 Amendment of listing rules of securities exchange

before FSR commencement ............................................36

Division 3—Status of directions and notices 38

10.2.08 Direction to securities exchange to comply with

ongoing requirements ......................................................38

10.2.09 Notice to securities exchange of need to prohibit

trading .............................................................................38

10.2.10 Notice to securities exchange prohibiting trading ...........38

10.2.11 Direction to futures exchange—orderly market ..............39

Division 4—Assistance to ASIC 40

10.2.12 Obligations of securities exchange: disciplinary

action...............................................................................40

10.2.13 Obligations of securities exchange: particulars of

contravention...................................................................40

10.2.14 Obligations of securities exchange: information

about listed disclosing entity ...........................................41

10.2.15 Obligations of securities clearing house:

disciplinary action ...........................................................41

10.2.16 Obligations of futures body: disciplinary action..............42

10.2.17 Obligations of futures body: particulars of

contravention...................................................................42

10.2.18 Obligations of clearing house for futures

exchange: information about listed disclosing

entity................................................................................43

Division 5—Special reports 44

10.2.19 Special report by securities exchange about

compliance with ongoing requirements...........................44

10.2.20 Special report by securities exchange about

compliance with ongoing requirements: ASIC

requirements ....................................................................44

Division 5A—Transactions by holder of financial services licence

or a representative of the holder of such a licence 45

10.2.20A References to financial service licensee ..........................45

Division 5B—Obligation to pay money into account 46

10.2.20B Financial products quoted on Australian Stock

Exchange Limited ...........................................................46

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iv Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—Self-listing 48

10.2.21 Status of arrangements for self-listing.............................48

10.2.22 Status of exemption relating to self-listing ......................48

Division 7—Decisions about membership of futures exchange 49

10.2.23 Status of notice to applicant ............................................49

10.2.24 Status of notice to ASIC..................................................49

Division 8—National Guarantee Fund 50

10.2.25 Status of claim against the National Guarantee

Fund ................................................................................50

10.2.26 Entitlement to make claim against the National

Guarantee Fund ...............................................................51

10.2.27 Status of future claim against the National

Guarantee Fund ...............................................................52

10.2.27A Expenditure of excess funds from National

Guarantee Fund ...............................................................53

Division 9—Claims against fidelity funds 54

10.2.28 Status of claim against fidelity fund ................................54

10.2.29 Entitlement to make claim against fidelity fund ..............54

10.2.29A Status of incomplete claim against fidelity fund..............55

10.2.30 Status of future claim against fidelity fund......................55

Division 10—Status of netting markets 57

10.2.31 Netting markets ...............................................................57

10.2.32 Netting market approval granted before the FSR

commencement................................................................57

Division 11—Status of listed securities 59

10.2.33 Securities of exempt stock markets .................................59

Division 12—Miscellaneous 60

10.2.34 Preservation of nomination of body corporate as

SEGC ..............................................................................60

Division 13—Regulated principals 61

10.2.35 Definitions.......................................................................61

10.2.35A Streamlined licensing procedure for certain

regulated principals .........................................................62

10.2.36 Persons who are not covered by section 1433 of

the Act .............................................................................63

10.2.37 Variation of conditions on financial services

licence .............................................................................63

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Corporations Regulations 2001 v

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.38 Persons taken to be regulated principals: giving of

incidental advice and previously exempt persons............64

10.2.39 Reference to offer covered by Australian financial

services licence: section 911A of the Act ........................74

10.2.40 Reference to financial services licensee:

section 911A of the Act...................................................75

10.2.40A Need for an Australian financial services licence............75

10.2.41 Reference to second principal: section 911B of the

Act...................................................................................76

10.2.42 Reference to financial services licensee:

section 916D of the Act...................................................76

10.2.43 Status of insurance agent: section 1436A of the

Act...................................................................................76

10.2.44A Obligation to cite licence number in documents..............76

10.2.46 When Australian financial services licence may be

granted.............................................................................77

10.2.46A When Australian financial services licence may be

varied...............................................................................78

10.2.47 Dispute resolution requirements: no external

dispute resolution scheme................................................79

10.2.47A Modification of pre-FSR authority ..................................79

Division 14—Financial services disclosure 81

10.2.48 Obligation to give Financial Services Guide for

service arranged before application of Part 7.7 of

the Act .............................................................................81

10.2.48A Obligation to give a Financial Services Guide for a

custodial and depository service......................................82

10.2.49 Obligation to give Financial Services Guide in

relation to existing clients................................................83

10.2.50 Content of Financial Services Guide for an

authorised representative that is a regulated

principal or a representative of a regulated

principal ..........................................................................83

10.2.50A Treatment of arrangements under which a person

can instruct another person to acquire a financial

product ............................................................................85

Division 15—Other provisions relating to conduct etc 86

10.2.51 Sale offers that need disclosure .......................................86

10.2.52 Offers that do not need disclosure: small scale

offerings ..........................................................................86

10.2.52A Offers that do not need disclosure ...................................87

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vi Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.53 Money other than loans: financial services licensee

who formerly held dealer’s licence..................................87

10.2.54 Money other than loans: financial services licensee

who formerly held futures broker’s licence .....................88

10.2.55 Money other than loans: financial services licensee

who was formerly a registered insurance broker .............89

10.2.56 Money other than loans: financial services licensee

who ceases to be licensed ................................................91

10.2.57 Loan money: financial services licensee who

formerly held dealer’s licence .........................................91

10.2.58 Other property of clients: financial services

licensee who formerly held dealer’s licence ....................92

10.2.59 Other property of clients: financial services

licensee who formerly held futures broker’s

licence .............................................................................92

10.2.60 Special provisions relating to insurance: financial

services licensee who was formerly a registered

insurance broker ..............................................................93

10.2.61 Obligation to report: financial services licensee

who formerly held a futures broker’s licence ..................94

10.2.62 Reporting in relation to dealings in derivatives:

financial services licensee who formerly held a

dealer’s licence ................................................................95

10.2.63 Financial statements of financial services licensee:

general .............................................................................96

10.2.64 Financial statements of financial services licensees

who were certain regulated principals .............................96

10.2.65 Auditors: certain financial services licensee who

formerly held dealer’s licence .........................................98

10.2.66 Auditors: certain financial services licensees who

held a futures broker’s licence.......................................100

10.2.67 Auditor’s report in certain matters: financial

services licensee who formerly held a dealer’s

licence ...........................................................................102

10.2.68 Auditor’s report on certain matters: financial

services licensee who formerly held a futures

broker’s licence .............................................................103

10.2.69 Auditor’s report on certain matters: financial

services licensee who was formerly a registered

insurance broker ............................................................104

10.2.70 Priority to clients’ orders: financial services

licensee who held a dealers licence ...............................104

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 vii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.71 Sequencing of instructions to deal through

licensed markets: financial services licensee who

formerly held a futures brokers licence .........................105

10.2.72 Records relating to instructions to deal through

licensed markets: financial services licensee who

held a futures brokers licence ........................................105

10.2.73 Dealing with non-licensees: financial services

licensee who held a dealers licence ...............................106

10.2.73A Advertising for financial products .................................107

10.2.73B Freezing accounts ..........................................................108

Division 16—Product disclosure provisions for existing products

during transition period 109

10.2.74 Financial products in the same class..............................109

10.2.75 References to financial services licensee.......................111

10.2.76 References to retail client ..............................................111

10.2.77 References to issue of product.......................................112

10.2.78 References to Product Disclosure Statement: offer

previously accepted .......................................................112

10.2.79 References to Product Disclosure Statement:

managed investment products .......................................113

10.2.80 Lodgment of Product Disclosure Statement after

lodgment of notice.........................................................113

10.2.81 Ongoing disclosure........................................................113

10.2.82 Money received for financial product before the

product is issued: general ..............................................114

10.2.83 Money received for financial product before the

product is issued: requirement before application

of subsection 37(2) of Insurance (Agents and

Brokers) Act 1984..........................................................115

10.2.84 Confirmation of transactions .........................................115

10.2.85 Dispute resolution requirements: financial

products .........................................................................115

10.2.86 Dispute resolution requirements: regulated

principals .......................................................................115

10.2.87 Dispute resolution requirements: no external

dispute resolution scheme..............................................116

10.2.87A Meaning of financial product advice: exempt

document or statement...................................................116

Division 17—Arrangements relating to enforcement of matters

by ASIC 118

10.2.88 Definition ......................................................................118

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10.2.89 Financial services law ...................................................118

10.2.90 ASIC may have regard to prior conduct and events ......118

10.2.91 Power to act in relation to relevant old legislation ........119

Division 18—Specific kinds of documents in existence before

FSR commencement 121

10.2.92 Banning orders made before FSR commencement........121

10.2.93 Banning orders made under relevant old

legislation after FSR commencement............................122

10.2.94 Banning orders made under the Act after FSR

commencement..............................................................123

10.2.94A Prohibitions under paragraphs 827(1)(d) and

1192(1)(d) of the old Corporations Act made

before FSR commencement ..........................................124

10.2.94B Prohibitions under paragraphs 827(1)(d) and

1192(1)(d) of the old Corporations Act made after

FSR commencement......................................................124

10.2.95 Undertakings .................................................................125

10.2.96 Registers in existence before FSR commencement .......126

10.2.97 Registers created after FSR commencement .................127

10.2.98 Registers, documents and things kept before FSR

commencement..............................................................127

10.2.98A Licenses, registration, etc in force before FSR

commencement..............................................................128

Division 19—Extension of limitation periods 130

10.2.99 Application of items 111 and 121 of the Financial

Services Reform (Consequential Provisions) Act

2001 to amendments of the Australian Securities

and Investments Commission Act 2001 .........................130

Division 20—Rules for dealing with liability during transition

period 131

10.2.100 Application of Division 20 ............................................131

10.2.101 Definitions for Division 20............................................131

10.2.102 Liability of responsible person: general rules................132

10.2.103 Conduct by a person who operates as

representative and principal...........................................134

10.2.104 Operation of regulations 10.2.102 and 10.2.103............135

Division 21—Title and transfer 137

10.2.105 Loss or destruction of certificates..................................137

10.2.106 Instrument of transfer ....................................................137

10.2.107 Trustee etc may be registered as owner of shares ..........138

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Corporations Regulations 2001 ix

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.108 Registration of transfer at request of transferor .............138

10.2.109 Notice of refusal to register transfer ..............................139

10.2.110 Duties of company with respect to issue of

certificates: allotment of shares or debentures or

making interests available .............................................139

10.2.111 Duties of company with respect to issue of

certificates: transfer of shares, debentures or

interests .........................................................................140

10.2.112 Notices relating to non-beneficial and beneficial

ownership of shares .......................................................141

10.2.113 What is a sufficient transfer of marketable

securities or marketable rights: general .........................142

10.2.114 Sufficient transfer by authorised trustee

corporation ....................................................................143

10.2.115 Determination of who holds quoted securities for

the purposes of a meeting: determination made

before FSR commencement ..........................................143

Division 22—Transitional matters under relevant old legislation:

Financial Transaction Reports Act 1988 145

10.2.116 Cash dealer ....................................................................145

10.2.117 Exempt cash transaction ................................................145

Division 23—Transitional matters under relevant old legislation:

Income Tax Assessment Act 1936 146

10.2.118 Offshore banking units ..................................................146

Division 24—Transitional matters under relevant old legislation:

Insurance Act 1973 147

10.2.119 Insurers carrying on class of insurance business ...........147

Division 24A—Transitional matters under relevant old

legislation: Insurance (Agents and Brokers) Act

1984 148

10.2.119A Debts of broker in relation to premiums etc ..................148

10.2.119B Disqualifications made before FSR

commencement..............................................................148

10.2.119C Disqualifications made after FSR commencement ........149

Division 25—Transitional matters under relevant old legislation:

Marine Insurance Act 1909 150

10.2.120 Marine policy effected through broker ..........................150

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x Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 25A—Transitional matters under relevant old

legislation: Retirement Savings Accounts

Regulations 1997 151

10.2.120A Continuation of RSA Regulations during transition

period ............................................................................151

Division 25B—Transitional matters under relevant old

legislation: Superannuation Industry (Supervision)

Regulations 1994 152

10.2.120B Continuation of SIS Regulations during transition

period ............................................................................152

Division 26—Transitional matters under relevant old legislation:

Superannuation (Resolution of Complaints) Act

1993 153

10.2.121 Life insurance broker.....................................................153

Division 27—Transitional matters under the Act (other than

Chapter 7) 154

10.2.122 Solvency and insolvency ...............................................154

10.2.123 Managed investment products held by 100 or more

persons ..........................................................................154

10.2.124 When a managed investment scheme must be

registered .......................................................................154

10.2.125 Responsible entity to be a public company and

hold an Australian financial services licence.................155

10.2.126 Duties of officers of responsible entity..........................155

10.2.127 Voidable contracts.........................................................155

10.2.128 Situations not giving rise to relevant interests ...............156

10.2.129 Bidder’s statement content ............................................156

10.2.130 Continuous disclosure: other disclosing entities............157

10.2.131 Sale offers that need disclosure: securities issued

before FSR commencement ..........................................157

10.2.132 Offers that do not need disclosure: offer to

sophisticated investor through licensed dealer ..............158

10.2.133 Prospectus content: general disclosure test....................158

10.2.134 Prospectus content—specific disclosures ......................158

10.2.135 Registers........................................................................159

Division 27A—Transitional matters under other legislation 160

10.2.135A References to authorised foreign exchange dealers .......160

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Corporations Regulations 2001 xi

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 28—Retail clients and wholesale clients 161

10.2.136 Securities before the FSR commencement ....................161

10.2.137 Incomplete financial services ........................................162

10.2.138 Professional investors....................................................163

Division 29—Effect on definitions in old Corporations Act of

transition to licensed markets and licensed CS

facilities 165

10.2.139 Approved foreign bank..................................................165

10.2.140 Eligible exchange-traded options ..................................165

10.2.141 Futures law....................................................................165

10.2.142 Member organisation.....................................................166

10.2.143 Non-broker ....................................................................166

10.2.144 Non-dealer.....................................................................167

10.2.145 Securities law ................................................................167

10.2.146 Marketable parcel ..........................................................167

Division 30—Effect on certain conduct of transition to licensed

markets and licensed CS facilities 169

10.2.147 Own account dealings and transactions: futures

contracts ........................................................................169

10.2.148 Conditions of dealers licence.........................................169

10.2.149 Persons who are not clients ...........................................169

10.2.150 Dealings and transactions on a dealer’s own

account ..........................................................................170

10.2.151 Dealer to give priority to clients’ orders........................170

10.2.152 Dealers’ financial records..............................................170

10.2.153 Auditor to report to ASIC on certain matters ................170

10.2.154 Qualified privilege for auditor.......................................171

10.2.155 Court may freeze certain bank accounts of dealers

and former dealers .........................................................171

10.2.156 Interpretation—registers................................................171

10.2.157 Conditions of futures broker’s licence:

membership of futures organisation ..............................172

10.2.158 Futures organisation to be informed about

conditions of futures brokers licence.............................173

10.2.159 Licensee to notify breach of licence condition ..............173

10.2.160 Register of Futures Licensees........................................174

10.2.161 Excluded clients ............................................................174

10.2.162 Segregation of client money and property.....................174

10.2.163 Accounts to be kept by futures brokers .........................175

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xii Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.164 Property in custody of futures broker ............................175

10.2.165 Auditor to report to ASIC in certain cases.....................176

10.2.166 Defamation....................................................................176

10.2.167 Power of Court to restrain dealings with futures

broker’s bank accounts ..................................................177

10.2.168 Power of Court to restrain dealings with futures

broker’s bank accounts ..................................................177

10.2.169 Sequence of transmission and execution of orders ........177

10.2.170 Dealings by employees of futures brokers and

futures advisers..............................................................178

Division 31—Effect on fundraising of transition to licensed

markets and licensed CS facilities 179

10.2.171 Sale offers that need disclosure .....................................179

10.2.172 Prospectus content—specific disclosures ......................179

10.2.173 Issuing or transferring the securities under a

disclosure document ......................................................180

10.2.174 Choices open to person making an offer if

disclosure document condition not met or

disclosure document defective.......................................180

10.2.175 Restrictions on advertising and publicity.......................180

Division 32—Effect on product disclosure of transition to

licensed markets and licensed CS facilities 181

10.2.176 Offers that do not need disclosure .................................181

10.2.177 Prospectus content—general disclosure test..................181

10.2.178 Prospectus content—specific disclosures ......................181

10.2.179 Futures broker to give certain information to

prospective client...........................................................182

Division 33—Effect on Corporations Regulations 2001 of

transition of financial service providers and

transition to licensed markets and licensed CS

facilities 183

10.2.180 Licence conditions—investment advice to retail

investors ........................................................................183

10.2.181 Exemption from licensing—certain dealings ................183

10.2.182 Exemption from licensing—managed investment

schemes .........................................................................183

10.2.183 Exempt dealer................................................................184

10.2.184 Exempt securities and interests......................................184

10.2.185 Transactions in prescribed circumstances......................184

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Corporations Regulations 2001 xiii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.186 Exempted transaction ....................................................184

10.2.187 Charging brokerage on principal transactions ...............185

10.2.188 Exemption from subsection 844(2) of old

Corporations Act ...........................................................185

10.2.189 Exemption: Part 8.3 of old Corporations Act—

certain futures contracts.................................................185

10.2.190 Exemption of certain transactions from

subsection 1206(1) of old Corporations Act..................186

10.2.191 Exemption of certain transactions from

subsection 1207(1) of the old Corporations Act ............186

10.2.192 Which futures broker to comply with

subsection 1207(1) of old Corporations Act in

relation to certain transactions.......................................187

10.2.193 Exemption of certain transactions from paragraphs

1207(1)(g) and (h) of old Corporations Act...................187

Division 34—Effect on certain instruments of transition of

financial service providers and transition to licensed

markets and licensed CS facilities 188

10.2.194 References to certain matters.........................................188

Division 35—Streamlined licensing 190

10.2.195 Suspension or cancellation of streamlined licence ........190

Division 36—Insurance multi-agents 191

10.2.196 Application by holder of qualified licence ....................191

Division 37—Hawking of managed investment products 192

10.2.197 Hawking interest in managed investment scheme .........192

10.2.198 Hawking financial product—other arrangements ..........192

Division 38—Security bonds issued before FSR commencement 194

10.2.199 Security bonds...............................................................194

Division 39—Disclosure documents 195

10.2.200 Disclosure documents—cooling-off period...................195

Division 40—Telephone monitoring during takeovers 196

10.2.201 Telephone monitoring ...................................................196

10.2.201A References to financial services licensees .....................196

Division 41—Requirements if Product Disclosure Statement is

not in existence 197

10.2.202 Documents equivalent to Product Disclosure

Statement.......................................................................197

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xiv Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 42—Dealing with money received for financial product

before the product is issued 198

10.2.203 Payment of money into account ....................................198

Division 43—Arrangements related to deposits with stock

exchanges 199

10.2.204 Withdrawals from trust account ....................................199

Division 44—Superannuation to which arrangements apply

under the Family Law Act 1975 200

10.2.205 Application of amendments...........................................200

Division 45—Arrangements relating to certain reporting periods 202

10.2.206 Fund information for retail clients for financial

products that have an investment component:

superannuation ..............................................................202

10.2.207 Periodic statements for retail clients for financial

products that have an investment component ................202

Division 46—Arrangements relating to passbook accounts 203

10.2.208 Periodic statements........................................................203

10.2.209 Confirmation of transactions .........................................203

Division 47—Agreements with unlicensed persons relating to the

provision of financial services 204

10.2.210 Agreements ...................................................................204

Division 48—Arrangements for Lloyd’s 205

10.2.211 Lloyd’s ..........................................................................205

Division 49—Hawking of certain financial products 206

10.2.212 Hawking of managed investment products....................206

Division 50—Warrants or options to acquire issued securities 207

10.2.213 Warrants or options to acquire issued securities............207

Division 52—Winding up of fidelity funds if market ceases to

operate 208

10.2.215 Winding up of fidelity funds if market ceases to

operate...........................................................................208

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 xv

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 10.5—Transitional provisions relating to the Corporate

Law Economic Reform Program (Audit Reform and

Corporate Disclosure) Act 2004 209 10.5.01 Adoption of auditing standards made by

accounting profession before commencement (Act

ss 1455(1) and (3)) ........................................................209

Part 10.15—Transitional provisions relating to the

Corporations Amendment (Financial Market

Supervision) Act 2010 213 10.15.01 Application of Part 10.15 ..............................................213

10.15.02 Amendments not to apply to certain operators of

licensed markets ............................................................213

10.15.03 Transfer of documents...................................................213

10.15.04 Notifications, consents, waivers, etc..............................214

10.15.05 Notification given by participant to operator of

licensed market..............................................................215

10.15.06 Registers........................................................................216

Part 10.18—Transitional provisions relating to Corporations

Amendment (Further Future of Financial Advice

Measures) Act 2012 217

Part 10.19—Transitional matters relating to MySuper

measures 218 10.19.01 Changes to product disclosure statements and

periodic statements ........................................................218

Part 10.20—Transitional matters relating to relevant providers

and persons who control body corporate licensees 220

Division 1—Introduction 220

10.20.01 Simplified outline of this Part........................................220

10.20.02 Object of this Part..........................................................221

10.20.03 Definitions.....................................................................221

Division 2—General application provision for Schedule 8D 222

10.20.04 General application provision for Schedule 8D.............222

Division 3—Pre-existing and new relevant providers and

controllers during the transitional period 223

10.20.05 Application of this Division ..........................................223

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xvi Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.20.06 Notices under section 922D—initial lodgement of

information....................................................................224

10.20.07 Notices under section 922D—later notice about

educational qualifications and professional

memberships .................................................................225

10.20.08 Notices under section 922H—important changes

before 30 April 2015 .....................................................226

10.20.09 Notices under section 922H—other changes before

30 September 2015........................................................226

10.20.10 Notices under section 922J—pre-existing body

corporate licensees ........................................................227

10.20.11 Notices under section 922J—controllers during

transition period.............................................................227

10.20.12 Notices under section 922K—ceasing to control a

pre-existing body corporate licensees............................228

10.20.13 Change in matter within 30 business days.....................228

10.20.14 Application of regulations 10.20.06 to 10.20.13 ...........228

Division 4—Other application provisions 229

10.20.15 Application—relevant provider numbers ......................229

10.20.16 Application—register of relevant providers ..................229

10.20.17 Application—prescribed registers .................................229

Chapter 12—Financial sector reform 230

Part 12.1—Preliminary 230 12.1.01 Definitions for Chapter 12.............................................230

12.1.02 Application of this Chapter to previous governing

Codes etc .......................................................................231

12.1.03 Interpretation of applied provisions...............................231

Part 12.2—Transitional matters—general 233

Division 2—Other matters 233

12.2.08 Lodgment of certain documents with ASIC ..................233

12.2.10 Certain appointments of auditors continue ....................233

12.2.12 Converted shares ...........................................................233

Part 12.4—Notice of meetings of certain bodies corporate 234 12.4.01 Application of Part ........................................................234

12.4.02 Modification of certain provisions of Act......................234

12.4.03 Members etc may elect to be notified of meetings ........235

12.4.04 Notice of meetings to be published in press ..................236

Federal Register of Legislative Instruments F2015C00303

Corporations Regulations 2001 xvii

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

12.4.05 Copies of notices to be displayed ..................................237

12.4.06 Members may request notice of meetings at any

time................................................................................237

12.4.07 Records to be kept about notices ...................................237

Part 12.5—Determinations and declarations in relation to

certain instruments 239 12.5.01 Definition for Part 12.5 .................................................239

12.5.02 Application, variation, revocation and

modification ..................................................................239

12.5.03 Effect of determinations and declarations .....................240

12.5.04 Publication of determinations and declarations .............240

12.5.05 When determinations and declarations take effect ........241

12.5.06 Inspection and purchase of copies of instruments .........241

Part 12.6—Financial reporting by certain bodies corporate 242 12.6.01 Application of Part ........................................................242

12.06.01A Annual financial reporting.............................................242

12.6.02 Modification of certain provisions of Act......................242

12.6.03 Members etc may elect to receive reports .....................243

12.6.04 Copies of reports to be available to members ................244

12.6.05 Records to be kept about notices ...................................244

Part 12.7—Other disclosure 245

Division 1—Preliminary 245

12.7.01 Definitions for Part 12.7................................................245

12.7.02 Declarations by ASIC....................................................245

Division 2—Continued application of certain provisions 247

12.7.03 Continuation of certain provisions of previous

governing Codes............................................................247

12.7.04 Continuation of ASIC transitional standards .................248

12.7.05 Exemption from, and modification of, certain

provisions ......................................................................248

12.7.06 Certain provisions of the Friendly Societies Code

cease to apply to FSR licensee ......................................249

Part 12.8—Shares in certain bodies corporate 250

Division 1—Preliminary 250

12.8.02 Application of Part 12.8 ................................................250

12.8.03 What is a member share ................................................250

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Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

12.8.04 Declarations by ASIC....................................................251

Division 2—Member shares 252

12.8.05 Notice requirements ......................................................252

12.8.06 Registers of members ....................................................252

12.8.06A Member shares—liability to pay calls ...........................254

12.8.07 Disclosure in annual returns ..........................................254

12.8.08 Member shares—numbering and certificates ................255

12.8.09 Member shares—unclaimed property............................255

Division 3—Certain shares in transferring building societies and

credit unions 256

12.8.10 Definitions for Division 3..............................................256

12.8.11 Transferring building societies may issue shares

equivalent to membership shares...................................256

12.8.12 Transferring credit unions may issue shares

equivalent to withdrawable shares.................................257

Part 12.9—Winding up and deregistration of certain

transferring financial institutions 258 12.9.01 Application of Part 12.9 ................................................258

12.9.02 Winding up....................................................................258

12.9.03 Deregistration ................................................................258

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Miscellaneous Chapter 9

Registers and registration of documents Part 9.1

Regulation 9.1.01

Corporations Regulations 2001 1

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 9—Miscellaneous

Part 9.1—Registers and registration of documents

9.1.01 Prescribed registers

For subsections 1274A(2), (3) and (4) of the Act, the following

registers are prescribed:

(a) the register of companies registered under section 118 or

601BD of the Act or the registration of which is continued by

section 1378 of the Act;

(b) the register of Disqualified Company Directors and Other

Officers kept under section 1274AA of the Act;

(c) the Australian Register of Company Charges kept under

section 265 of the Act;

(d) the register of registered Australian bodies kept under

Division 1 of Part 5B.2 of the Act;

(e) the register of foreign companies registered under Division 2

of Part 5B.2 of the Act;

(f) the register of names reserved under section 152 of the Act;

(g) the Register of Licence Holders kept under section 789 of the

Act;

(h) the register of managed investment schemes registered under

section 601EB of the Act;

(i) the Register of Futures Licensees kept under section 1155 of

the Act;

(j) the Register of Auditors kept under section 1285 of the Act;

(k) the Register of Liquidators kept under section 1286 of the

Act;

(l) the Register of Official Liquidators kept under section 1286

of the Act;

(m) the register in respect of financial services licensees

mentioned in subsection 922A(2) of the Act;

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Chapter 9 Miscellaneous

Part 9.1 Registers and registration of documents

Regulation 9.1.02

2 Corporations Regulations 2001

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(n) the register in respect of authorised representatives of

financial services licensees mentioned in subsection 922A(2)

of the Act;

(o) the register in respect of persons against whom a banning

order or disqualification order is made mentioned in

subsection 922A(2) of the Act;

(p) the register relating to trustees for debenture holders kept

under section 283BCA of the Act;

(q) the register of relevant providers mentioned in

regulation 7.6.06B.

9.1.02 Prescribed information

For subsections 1274A(3) and (4) of the Act, the following

information is prescribed:

(a) in relation to each company registered under section 118 or

601BD of the Act or the registration of which is continued by

section 1378 of the Act:

(i) its full name, the date of its registration and its

registration number;

(ii) whether it is a public company or a proprietary

company;

(iii) whether it is a company limited by shares, a company

limited by guarantee, a company limited by both shares

and guarantee, an unlimited company or a no liability

company;

(iv) its contact address;

(iva) its principal place of business;

(v) its registered office;

(vi) its officers;

(vii) any scheme of arrangement it has entered into with its

creditors, its placement under voluntary administration

or a deed of company arrangement or receivership or its

liquidation;

(viii) its paid-up and unpaid capital;

(ix) its deregistration;

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Miscellaneous Chapter 9

Registers and registration of documents Part 9.1

Regulation 9.1.02

Corporations Regulations 2001 3

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(x) any charges on its property that have been lodged with

ASIC or entered in the Australian Register of Company

Charges;

(b) in relation to the Register of Disqualified Company Directors

and Other Officers—orders and notices registered under

section 1274AA of the Act;

(c) in relation to the Australian Register of Company Charges—

each charge registered under subsection 265(2) of the Act;

(d) in relation to each body registered in the register of registered

Australian bodies:

(i) its full name, the date of its incorporation and its

registration number;

(ii) the class of the body in its place of origin and whether

the liability of members of the body is limited;

(iii) its contact address;

(iiia) its principal place of business;

(iv) its registered office;

(v) its registered office or principal place of business in its

place of origin;

(vi) its officers;

(vii) any scheme of arrangement it has entered into with its

creditors, its placement under voluntary administration

or a deed of company arrangement or receivership or its

liquidation;

(viii) its paid-up and unpaid capital;

(ix) its deregistration;

(x) any charges on its property that have been lodged with

ASIC or entered in the Australian Register of Company

Charges;

(e) in relation to each company entered in the register of foreign

companies:

(i) its full name, the date and place of its incorporation or

registration in its place of origin and its registration

number;

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Chapter 9 Miscellaneous

Part 9.1 Registers and registration of documents

Regulation 9.1.02

4 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the class of the foreign company in its place of origin

and whether the liability of its members is limited;

(iii) its contact address;

(iiia) its principal place of business;

(iv) its registered office;

(v) its registered office or principal place of business in its

place of origin;

(vi) its officers;

(vii) its agent;

(viii) any scheme of arrangement it has entered into with its

creditors, its placement under voluntary administration

or a deed of company arrangement or receivership or its

liquidation;

(ix) its paid-up and unpaid capital;

(x) its deregistration;

(xi) any charges on its property that have been lodged with

ASIC or entered in the Australian Register of Company

Charges;

(f) in relation to the register of reserved or registered names—a

name entered in that register, the number allocated to that

name and the date on which the entry was made;

(g) in relation to the Register of Licence Holders—each licence

holder registered under section 783 or 784 of the Act;

(h) in relation to each registered scheme:

(i) the ARSN of the scheme;

(ii) the name of the scheme;

(iii) the date of registration of the scheme;

(iiia) its contact address;

(iiib) its principal place of business;

(iv) the name and address of the registered office of the

responsible entity of the scheme;

(v) the name and address of the auditor of the scheme’s

compliance plan;

(vi) the date of any amendment of the constitution or

compliance plan of the scheme;

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Miscellaneous Chapter 9

Registers and registration of documents Part 9.1

Regulation 9.1.02

Corporations Regulations 2001 5

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(vii) any deregistration or winding up of the scheme;

(viii) the name and address of the auditor of the scheme;

(i) in relation to the Register of Futures Licensees—the name of

each registered futures licensee;

(j) in relation to the Register of Auditors—the name of each

registered auditor;

(k) in relation to the Register of Liquidators—the name of each

registered liquidator;

(l) in relation to the Register of Official Liquidators—the name

of each registered official liquidator;

(m) in relation to the register in respect of financial services

licensees mentioned in subsection 922A(2) of the Act:

(i) all of the information in the register which ASIC

considers appropriate for a person to search in

accordance with subsection 1274A(3) of the Act; or

(ii) all of the information in the register which ASIC

considers appropriate to make available in accordance

with subsection 1274A(4) of the Act;

(n) in relation to the register in respect of authorised

representatives of financial services licensees mentioned in

subsection 922A(2) of the Act:

(i) all of the information in the register which ASIC

considers appropriate for a person to search in

accordance with subsection 1274A(3) of the Act; or

(ii) all of the information in the register which ASIC

considers appropriate to make available in accordance

with subsection 1274A(4) of the Act;

(o) in relation to the register in respect of persons against whom

a banning order or disqualification order is made mentioned

in subsection 922A(2) of the Act:

(i) all of the information in the register which ASIC

considers appropriate for a person to search in

accordance with subsection 1274A(3) of the Act; or

(ii) all of the information in the register which ASIC

considers appropriate to make available in accordance

with subsection 1274A(4) of the Act;

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Chapter 9 Miscellaneous

Part 9.1 Registers and registration of documents

Regulation 9.1.02

6 Corporations Regulations 2001

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(p) in relation to the register relating to trustees for debenture

holders kept under section 283BCA of the Act:

(i) all of the information in the register which ASIC

considers appropriate for a person to search in

accordance with subsection 1274A(3) of the Act; or

(ii) all of the information in the register which ASIC

considers appropriate to make available in accordance

with subsection 1274A(4) of the Act;

(q) in relation to the register of relevant providers (within the

meaning of section 922C of the Act as notionally inserted by

Schedule 8D to these Regulations):

(i) all of the information in the register (other than a

relevant provider’s date and place of birth) which ASIC

considers appropriate for a person to search in

accordance with subsection 1274A(3) of the Act; or

(ii) all of the information in the register (other than a

relevant provider’s date and place of birth) which ASIC

considers appropriate to make available in accordance

with subsection 1274A(4) of the Act.

Federal Register of Legislative Instruments F2015C00303

Miscellaneous Chapter 9

Registration of auditors and liquidators Part 9.2

Registration Division 2

Regulation 9.2.01

Corporations Regulations 2001 7

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.2—Registration of auditors and liquidators

Division 2—Registration

9.2.01 Practical experience in auditing (Act s 1280(2))

For subparagraph 1280(2)(b)(ii) of the Act, each of the following is

prescribed practical experience in auditing:

(a) during the 5 years immediately before the date of the

application, at least 3 000 hours work in auditing under the

direction of a registered company auditor, including:

(i) appraising the operations of companies and forming

opinions on the matters specified in sections 307, 308

and 309 of the Act; and

(ii) at least 750 hours spent supervising audits of

companies;

(b) practical experience that, in the opinion of ASIC, is

equivalent to the practical experience mentioned in

paragraph (a);

(c) work of the kind and duration mentioned in paragraph (a)

that was done under previous laws corresponding to

sections 307, 308 and 309 of the Act.

9.2.02 Prescribed universities and institutions (Act ss 1280(2A) and

1282(2))

For paragraph 1280(2A)(a) and subparagraph 1282(2)(a)(ii) of the

Act:

(a) the universities mentioned in Part 1 of the table are

prescribed; and

(b) the institution mentioned in Part 2 of the table is prescribed.

Part 1 University

101 Australian Catholic University

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Chapter 9 Miscellaneous

Part 9.2 Registration of auditors and liquidators

Division 2 Registration

Regulation 9.2.02

8 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 1 University

102 Australian National University

103 Bond University

104 Central Queensland University

105 Charles Darwin University

106 Charles Sturt University

107 Curtin University of Technology

108 Deakin University

109 Edith Cowan University

110 Griffith University

111 Flinders University of South Australia

112 James Cook University

113 La Trobe University

114 Macquarie University

115 Monash University

116 Murdoch University

117 Queensland University of Technology

118 Royal Melbourne Institute of Technology University

119 Southern Cross University

120 Swinburne University of Technology

121 University of Adelaide

122 University of Ballarat

123 University of Canberra

124 University of Melbourne

125 University of Newcastle

126 University of New England

127 University of New South Wales

128 University of Notre Dame Australia

129 University of Queensland

130 University of South Australia

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Miscellaneous Chapter 9

Registration of auditors and liquidators Part 9.2

Registration Division 2

Regulation 9.2.03

Corporations Regulations 2001 9

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Part 1 University

131 University of Southern Queensland

132 University of Sydney

133 University of Tasmania

134 University of Technology, Sydney

135 University of the Sunshine Coast

136 University of Western Australia

137 University of Western Sydney

138 University of Wollongong

139 Victoria University

Part 2 Institution

201 Avondale College

9.2.03 Prescribed courses (Act s 1280(2A))

For paragraph 1280(2A)(c) of the Act, the courses prescribed are:

(a) the following courses conducted by The Institute of

Chartered Accountants in Australia:

(i) Audit and Assurance in the CA Program;

(ii) Financial Reporting and Assurance in the CA Program;

(iii) Accounting 2 in the Professional Year Program;

(iv) Audit and EDP Module in the Professional Year

Program;

(v) an audit module in the Professional Year Program

conducted before 1986 that is equivalent to a course

mentioned in subparagraph (i), (ii), (iii) or (iv); and

(b) the following courses in the CPA Program conducted by

CPA Australia:

(i) Assurance Services and Auditing;

(ii) Advanced Audit and Assurance; and

(c) the following courses conducted by, or on behalf of, the

National Institute of Accountants:

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Chapter 9 Miscellaneous

Part 9.2 Registration of auditors and liquidators

Division 2 Registration

Regulation 9.2.03

10 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) Issues in Auditing and Professional Practice in the

Graduate Certificate in Professional Accounting, offered

by the University of New England in conjunction with

the National Institute of Accountants;

(ii) Issues in Auditing and Professional Practice in the

Degree of Master of Commerce (Professional

Accounting), offered by the University of New England

in conjunction with the National Institute of

Accountants.

Federal Register of Legislative Instruments F2015C00303

Miscellaneous Chapter 9

Registration of auditors and liquidators Part 9.2

Conditions on registration Division 2A

Regulation 9.2.08

Corporations Regulations 2001 11

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2A—Conditions on registration

9.2.08 Kinds of conditions (Act s 1289A)

For subsection 1289A(1) of the Act, the following kinds of

conditions are specified:

(a) conditions relating to the minimum amount and nature of

continuing or other professional education that must be

undertaken by a registered company auditor;

(b) conditions relating to the periodic or other review of the audit

and audit-related work of a registered company auditor as

part of a quality assurance or review program;

(c) conditions relating to having a current policy of professional

indemnity insurance for claims against a registered company

auditor in relation to audits conducted under the Act;

(d) conditions relating to establishing and maintaining a system

for resolving complaints made against a registered company

auditor by audit clients in relation to audits conducted under

the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 9 Miscellaneous

Part 9.2A Authorised audit companies

Division 1 Registration

Regulation 9.2A.01

12 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.2A—Authorised audit companies

Division 1—Registration

9.2A.01 Application for registration as authorised audit company

(Act s 1299A)

For subsection 1299A(2) of the Act, the information is:

(a) the following information about the applicant:

(i) the applicant’s name;

(ii) the applicant’s ABN or ACN;

(iii) the address of the applicant’s registered office;

(iv) the address of the principal place at which the applicant

proposes to practise as an auditor;

(v) the address of each other place (if any) at which the

applicant proposes to practise as an auditor; and

(b) the following information about each director of the

applicant:

(i) the director’s name and address;

(ii) the director’s registration number as a registered

company auditor; and

(c) the following statements:

(i) a statement to the effect that none of the directors of the

applicant have been disqualified from managing a

company under Part 2D.6 of the Act;

(ii) a statement to the effect that each share in the applicant

is held and beneficially owned by an individual or by

the legal personal representative of an individual;

(iii) a statement of whether the applicant’s constitution

allows a share in the applicant to be held and

beneficially owned by a person other than an individual

or the legal personal representative of an individual;

(iv) a statement to the effect that a majority of the votes that

may be cast at a general meeting of the applicant attach

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Miscellaneous Chapter 9

Authorised audit companies Part 9.2A

Registration Division 1

Regulation 9.2A.03

Corporations Regulations 2001 13

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

to shares in the applicant that are held and beneficially

owned by individuals who are registered company

auditors;

(v) a statement to the effect that the applicant is not an

externally-administered body corporate; and

(d) the name and address of each person who performs a chief

executive officer function (within the meaning of

section 295A of the Act) in relation to the applicant; and

(e) the following details about the applicant’s professional

indemnity insurance policy for claims that may be made

against the applicant in relation to the audit of companies and

registered schemes under the Act:

(i) the insurer’s name;

(ii) the policy number;

(iii) the terms and conditions of the policy.

9.2A.03 Annual statements by authorised audit company (Act s

1299G)

(1) For subsection 1299G(1A) of the Act, the information is:

(a) whether the information about the company on the Register

of Authorised Audit Companies under section 1299E of the

Act is correct; and

(b) a statement of whether the company has, at all times in the

relevant period, met the requirements of paragraphs

1299B(a), (b), (c) and (e) of the Act; and

(c) if the company has not, at all times in the relevant period,

met the requirements of paragraphs 1299B(a), (b), (c) and (e)

of the Act—details about the way in which the company did

not meet the requirements; and

(d) the following details about the company’s professional

indemnity insurance policy for claims that may be made

against the applicant in relation to the audit of companies and

registered schemes under the Act:

(i) the insurer’s name;

(ii) the policy number;

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Chapter 9 Miscellaneous

Part 9.2A Authorised audit companies

Division 1 Registration

Regulation 9.2A.03

14 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(iii) the terms and conditions of the policy; and

(e) information about criminal proceedings (if any) that have

been taken against the company in the relevant period; and

(f) for each director of the company and each employee of the

company who is a registered company auditor, details of

criminal or disciplinary proceedings (if any) that have been

taken against the director or employee in the relevant period

(including exclusion from practice as an auditor or liquidator

or suspension of registration as an auditor or liquidator); and

(g) a statement of whether the company has resigned or been

removed from office as an auditor during the relevant period;

and

(h) if the company has resigned or been removed from office as

an auditor during the relevant period, the following details

about each resignation or removal:

(i) the name and ACN of the corporation, registered

scheme, disclosing entity or financial services licensee

being audited;

(ii) the date of the company’s resignation or removal from

office;

(iii) the reason for the company’s resignation or removal

from office; and

(i) a statement of whether a director or employee of the

company has resigned or been removed from office as a

liquidator during the relevant period; and

(j) if a director or employee of the company has resigned, or has

been removed from office as a liquidator, during the relevant

period, the following details about each resignation or

removal:

(i) the name and ACN of the corporation, registered

scheme, disclosing entity or financial services licensee

being liquidated;

(ii) the date of the resignation or removal from office;

(iii) the reason for the resignation or removal from office;

and

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Miscellaneous Chapter 9

Authorised audit companies Part 9.2A

Registration Division 1

Regulation 9.2A.03

Corporations Regulations 2001 15

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(k) a list of the 10 audits, including the approximate dollar value

of the fees, for which the company has received the highest

audit engagement fees in the relevant period.

(2) In this regulation:

relevant period means the period of 12 months to which the

statement relates under subsection 1299G(1) of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 9 Miscellaneous

Part 9.4 Penalty notice offences and penalties

Regulation 9.4.01

16 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.4—Penalty notice offences and penalties

9.4.01 Prescribed offences (Act s 1313)

For paragraph (b) of the definition of prescribed offence in

subsection 1313(8) of the Act, an offence against a provision

mentioned in Schedule 3 to the Act, to which a penalty of 5 penalty

units applies, is prescribed.

9.4.02 Prescribed penalties (Act s 1313)

For an offence prescribed by regulation 9.4.01 for which a person

may be, or has been, given a notice under subsection 1313(1) of the

Act, the amount of the penalty is:

(a) if the person is an individual—1.25 penalty units; and

(b) if the person is a body corporate—6.25 penalty units.

9.4.03 Late payment of review fee—prescribed offence and penalty

(Act s 1313 and 1364)

(1) For paragraph (b) of the definition of prescribed offence in

subsection 1313(8) of the Act, the failure to pay a review fee by the

due date specified for the fee in subsection 1351(3) of the Act is

prescribed.

Note: The failure to pay is made an offence by section 1311 of the Act.

(2) For paragraph 1364(2)(n) of the Act, the penalty for the failure to

pay a review fee is:

(a) if payment is received within 1 month after the due date—

$65; and

(b) if payment is not received within 1 month after the due

date—$270.

Note: Subsection 1351(3) of the Act provides for when a fee imposed by the

Corporations (Review Fees) Act 2003 is due.

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Miscellaneous Chapter 9

Penalty notice offences and penalties Part 9.4

Regulation 9.4.03

Corporations Regulations 2001 17

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) In this regulation:

review fee means a fee imposed by section 5 of the Corporations

(Review Fees) Act 2003.

Federal Register of Legislative Instruments F2015C00303

Chapter 9 Miscellaneous

Part 9.4A Register and index

Regulation 9.4A.01

18 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.4A—Register and index

9.4A.01 Definitions for Part 9.4A

In this Part, unless the contrary intention appears:

index means an instrument, prepared for subsection 1306(4) of the

Act, that is an index of members of a corporation.

issuer has the same meaning as in section 761E of the Act.

register means an instrument, prepared for subsection 1306(4) of

the Act, that is any of the following:

(a) register of members of a corporation;

(b) register of holders of debentures of a corporation;

(c) register of members of a registered scheme;

(d) register of holders of options of a corporation.

9.4A.02 Register and index must be kept up to date:

subsection 1306(4A) of the Act

(1) A corporation that is an issuer that is required to keep 1 or more

registers must ensure that its registers and index (if any) are, at any

time, not more than 20 business days out of date.

(2) If a person notifies a corporation that is an issuer that is required to

keep 1 or more registers that the person wishes to inspect a register

or index of the corporation, the corporation must ensure that, at the

beginning of the business day following the day on which it

receives the notice, the register or index that the person wishes to

inspect is not more than 5 business days out of date.

Federal Register of Legislative Instruments F2015C00303

Miscellaneous Chapter 9

Delegation of powers and functions under the Act Part 9.5

Regulation 9.5.01

Corporations Regulations 2001 19

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.5—Delegation of powers and functions

under the Act

9.5.01 Prescribed functions (Law s 1345A(1))

For subsection 1345A(1) of the Act, the functions and powers of

the Minister under the following provisions of the Act are

prescribed:

(a) subsection 147(2) or 601DC(2) (Names available with

Minister’s consent);

(c) Part 9.7 (Unclaimed property).

Federal Register of Legislative Instruments F2015C00303

Chapter 9 Miscellaneous

Part 9.7 Unclaimed property

Regulation 9.7.01

20 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.7—Unclaimed property

9.7.01 Entitlement to unclaimed property

(1) This regulation sets out how to work out the interest for

paragraph 1341(3A)(a) of the Act.

(2) If the unclaimed money is paid to ASIC in more than one payment,

the interest is to be worked out separately for each payment.

(3) The interest is to be worked out for the period (the interest period)

that:

(a) starts on the later of:

(i) 1 July 2013; and

(ii) the day when the unclaimed money was paid to ASIC;

and

(b) ends on the 14th day after ASIC last authorised the

unclaimed money to be paid under subsection 1341(1) or (2)

of the Act.

(4) The interest is to be worked out by adding together the interest for

each financial year during the interest period.

(5) The interest for each financial year is worked out using the

following formula, and rounding the result to the nearest cent:

Amount × Days interest payable × Interest rate

Days in the financial year

where:

amount means the amount of unclaimed money plus the interest (if

any) worked out for each earlier financial year for which interest is

payable.

days interest payable means the number of days in the financial

year for which interest is payable.

Federal Register of Legislative Instruments F2015C00303

Miscellaneous Chapter 9

Unclaimed property Part 9.7

Regulation 9.7.01

Corporations Regulations 2001 21

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

days in the financial year means the number of days in the

financial year.

interest rate, for a financial year, means:

(a) the percentage change in the All Groups CPI between the

2 March quarters most recently published before the first day

of the financial year (rounded up to 4 decimal places); or

(b) if that percentage change is less than 0%—0%.

Federal Register of Legislative Instruments F2015C00303

Chapter 9 Miscellaneous

Part 9.12 Matters relating to regulations

Regulation 9.12.01

22 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 9.12—Matters relating to regulations

9.12.01 Exemptions from Chapter 7

Subsection 1043A(1) of the Act does not have effect in relation to

the following:

(a) the obtaining by a director of a share qualification;

(b) the application for, and acquisition under that application of,

financial products of a body corporate by, or by a trustee for,

employees of that body, or of a body corporate that is related

to the first-mentioned body under a superannuation scheme,

pension fund or other scheme established solely or primarily

for the benefit of the employees;

(c) a transaction entered into by a person in accordance with his

or her obligations under an underwriting agreement;

(d) a person holding the office of:

(i) personal representative of a deceased person; or

(ii) liquidator; or

(iii) trustee under Parts IV, X and XI of the Bankruptcy Act

1966;

in respect of a transaction entered into by the person in good

faith in the performance of the functions of the office;

(e) a sale of financial products under:

(i) a mortgage or charge of the financial products; or

(ii) a mortgage, charge, pledge or lien of documents of title

to the financial products.

9.12.02 Exemption from provisions of Chapter 7—CLS Bank

(1) For section 1368 of the Act, the following provisions of Chapter 7

of the Act do not have effect in relation to the following

transactions by participants in the facility operated CLS Bank

International:

(a) section 794E—settlement of non-cash payments between

participants;

Federal Register of Legislative Instruments F2015C00303

Miscellaneous Chapter 9

Matters relating to regulations Part 9.12

Regulation 9.12.02

Corporations Regulations 2001 23

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) Part 7.3—settlement of non-cash payments between

participants in relation to the provision or transfer of a

financial product mentioned in paragraph 764A(1)(a), (b),

(ba), (c), (j) or (k) of the Act.

(2) Subregulation (1) is subject to the conditions set out in this

regulation.

(3) CLS Bank International must:

(a) operate under section 25A of the Federal Reserve Act of the

United States of America; and

(b) be regulated as a bank by the Board of Governors of the

Federal Reserve System of the United States of America.

(4) An Australian entity that is a participant in the facility operated by

CLS Bank International:

(a) must be regulated by APRA; and

(b) must not use the services of CLS Bank International as a

retail client within the meaning of section 761G of the Act.

(5) CLS Bank International must tell the Reserve Bank of Australia in

writing as soon as practicable after any of the following

circumstances happen:

(a) CLS Bank International receives a request for an Australian

entity to become a participant in the facility it operates;

(b) CLS Bank International proposes approving an additional

Australian entity or Australian resident as a shareholder;

(c) CLS Bank International notifies the Board of Governors of

the Federal Reserve System of the United States of America

of a proposed change in the character or nature of the facility

or a significant change in its operations;

(d) material regulatory action is taken against CLS Bank

International in any other jurisdiction.

(6) In this regulation:

Australian entity includes:

(a) an Australian bank; or

Federal Register of Legislative Instruments F2015C00303

Chapter 9 Miscellaneous

Part 9.12 Matters relating to regulations

Regulation 9.12.03

24 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) a financial services licensee within the meaning of

section 761A of the Corporations Act 2001.

material regulatory action, for the facility operated by CLS Bank

International, means:

(a) any action by the Board of Governors of the Federal Reserve

System of the United States of America that requires CLS

Bank International to cease, suspend or vary its operations or

to take any other action in the nature of a sanction or

corrective action in relation to either the operation of the

facility or CLS Bank International; or

(b) regulatory action that is likely to affect Australian

participants in the facility or any Australian operations of

CLS Bank International.

participant, for the facility operated by CLS Bank International,

means a person who, under the facility’s operating rules, is allowed

to participate directly in the facility, with or without the authority

of another participant.

9.12.03 Partial exemption of foreign-based market licensees from

certain notification obligations

(1) This regulation sets out the extent to which, for section 1368 of the

Act, specified provisions of the Act have effect in relation to a

market licensee whose licence was granted under

subsection 795B(2) of the Act.

(2) Paragraph 792B(2)(b) of the Act has effect only to the extent that:

(a) the participant in the market against whom disciplinary

action is taken is in this jurisdiction; or

(b) the activity giving rise to the disciplinary action may

significantly affect:

(i) another participant in the market who is in this

jurisdiction; or

(ii) a client, of a participant in the market, whom the market

licensee believes to be in this jurisdiction.

Federal Register of Legislative Instruments F2015C00303

Miscellaneous Chapter 9

Matters relating to regulations Part 9.12

Regulation 9.12.03

Corporations Regulations 2001 25

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) Paragraph 792B(2)(c) of the Act has effect only to the extent that:

(a) the person suspected of the contravention or impending

contravention of the market’s operating rules or the Act is a

participant in the market who is in this jurisdiction; or

(b) the contravention or impending contravention may

significantly affect:

(i) a participant in the market who is in this jurisdiction; or

(ii) a client, of a participant in the market, whom the market

licensee believes to be in this jurisdiction.

(4) In spite of subregulation (3), paragraph 792B(2)(c) of the Act has

effect only to the extent of requiring inclusion in the notice to

ASIC of information that, under the regulatory regime applying to

financial markets in the foreign country in which the market

licensee’s principal place of business is located, it is permissible

for the market licensee to include in the notice.

(5) Subregulation (4) is subject to the conditions that:

(a) the market licensee gives notice of the contravention or

impending contravention to a body responsible for the

regulation of financial markets in the foreign country in

which the market licensee’s principal place of business is

located as soon as practicable after suspecting the

commission of the contravention, or the likelihood of the

impending contravention; and

(b) the notice to that body includes the information mentioned in

subparagraphs 792B(2)(c)(i), (ii) and (iii) of the Act; and

(c) the market licensee informs ASIC of the following:

(i) the giving of the notice mentioned in paragraph (a);

(ii) the name and address of the regulatory body to whom it

was given;

(iii) when the notice was given; and

(d) arrangements exist for that body to give notice to ASIC about

the contravention or impending contravention that includes

the information that it is not permissible for the market

licensee to include in the notice it gives to ASIC under

subregulation (4).

Federal Register of Legislative Instruments F2015C00303

Chapter 9 Miscellaneous

Part 9.12 Matters relating to regulations

Regulation 9.12.04

26 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

9.12.04 Exemption from provisions of Chapter 7—compliance with

ASIC exemptions

(1) For paragraph 1368(a) of the Act, Division 2 of Part 7.7A of the

Act does not have effect in relation to a person to whom one of the

following exemptions made by ASIC is stated to apply:

(a) ASIC Class Order [CO 05/736];

(b) ASIC Class Order [CO 05/1122];

(c) ASIC Class Order [CO 08/01];

(d) ASIC Class Order [CO 11/1227].

(2) The Division does not have effect subject to the condition that the

person complies with the conditions set out in the exemption which

applies to the person.

9.12.04 Exemption from provisions of Chapter 7—carbon unit

auctions

(1) For paragraph 1368(a) of the Act, section 791A of the Act does not

have effect in relation to a person if:

(a) the person is engaged, by the Clean Energy Regulator, to

assist in the conduct of the auction of carbon units under the

Clean Energy Act 2011; and

(b) in conducting or assisting in the conduct of the auction, the

person engages in conduct that constitutes operating a

financial market.

(2) For paragraph 1368(a) of the Act, section 820A of the Act does not

have effect in relation to a person if:

(a) the person is engaged, by the Clean Energy Regulator, to

assist in the conduct of the auction of carbon units; and

(b) in conducting or assisting in the conduct of the auction, the

person engages in conduct that constitutes operating a

clearing and settlement facility.

Federal Register of Legislative Instruments F2015C00303

Miscellaneous Chapter 9

Matters relating to regulations Part 9.12

Regulation 9.12.05

Corporations Regulations 2001 27

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

9.12.05 Exemption from provisions of Chapter 7—gas trading

exchange

(1) For paragraph 1368(a) of the Act, section 791A of the Act does not

have effect in relation to the operator of a qualifying gas trading

exchange carrying out its role of operating a market in qualifying

gas exchange products on the qualifying gas trading exchange.

(2) For paragraph 1368(a) of the Act, section 820A of the Act does not

have effect in relation to the operator of a qualifying gas trading

exchange carrying out its role in relation to clearing and settlement

arrangements for qualifying gas exchange products on the

qualifying gas trading exchange.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.1 Old Corporations Regulations

Regulation 10.1.01

28 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 10—Repeals

Part 10.1—Old Corporations Regulations

10.1.01 Repeal of Corporations Regulations 1990

The following Statutory Rules are repealed:

1990 No. 455

1991 Nos. 218, 219, 281, 341, 453, 478 and 479

1992 Nos. 230, 281, 364, 395 and 450

1993 Nos. 135, 207 and 277

1994 Nos. 35, 108, 153, 221, 251, 302 and 430

1995 Nos. 222, 344, 345 and 398

1996 Nos. 26, 51, 55, 90, 205, 218 and 343

1997 Nos. 10, 81, 102 and 142

1998 Nos. 9, 22, 109, 128, 161, 185, 186, 239 and 293

1999 Nos. 38, 47, 143, 212, 237 and 293

2000 Nos. 11, 30, 31, 50, 78, 175, 206 and 282

Note: These Regulations were made under the old Corporations Law, but are

continued in effect by section 1380 of the Corporations Act 2001 as if

made under the Act.

10.1.02 Repeal of Partnerships and Associations Application

Order 1999 (No. 1)

The Partnerships and Associations Application Order 1999 (No. 1)

is repealed.

Note: The Partnerships and Associations Application Order 1999 (No. 1)

was made under the old Corporations Law, but is continued in effect

by section 1388 of the Act.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Preliminary Division 1

Regulation 10.2.01

Corporations Regulations 2001 29

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 10.2—Transitional arrangements relating to

Financial Services Reform legislation

Division 1—Preliminary

10.2.01 Application of Part 10.2

For Part 10.2 of the Act, this Part deals with matters of a

transitional, saving or application nature relating to amendments

made by the Financial Services Reform Act 2001 and the transition

from the application of the old legislation to the application of the

new legislation.

Note: Part 10.2 contains a number of regulation-making powers that relate to

matters of a transitional, saving and application nature.

10.2.02 Definitions

In this Part:

old Corporations Regulations means these Regulations as in force

immediately before the FSR commencement.

Note: Section 9 and Part 10.2 of the Act include a number of definitions of

words and expressions that are relevant to the operation of this Part.

They have the same meanings when used in this Part.

Part 10.2 also includes several expressions that have particular

meanings in the context of particular provisions or circumstances,

including relevant old legislation, relevant new legislation and

transition period.

10.2.02A References to transition periods

In these Regulations, unless the contrary intention appears, a

reference to a transition period includes a transition period that has

been extended under section 1437 of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 1 Preliminary

Regulation 10.2.02B

30 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.02B References to the application of Division 2 of Part 7.9 of the

Act

In these Regulations, unless the contrary intention appears:

(a) a reference to Division 2 of Part 7.9 of the Act not applying

to or in relation to a financial product is taken to refer only to

circumstances in which that Division does not apply because

of the effect of a provision of Part 10.2 of the Act; and

(b) a reference to a financial product to which, or in relation to

which, Division 2 of Part 7.9 of the Act applies is taken to

include any financial product except a financial product to

which that Division does not apply because of the effect of a

provision of Part 10.2 of the Act.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Treatment of proposed markets that have not started to operate by the FSR

commencement Division 1A

Regulation 10.2.02C

Corporations Regulations 2001 31

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 1A—Treatment of proposed markets that have not

started to operate by the FSR commencement

10.2.02C Proposed markets

For paragraph 1412(1)(b) of the Act, the following markets are

identified:

(a) a market in futures contracts proposed to be operated by

Atriax Limited;

(b) a market in futures contracts proposed to be operated by

Hong Kong Futures Exchange Limited;

(c) a market in securities proposed to be operated by Bloomberg

L.P;

(d) a market in futures contracts proposed to be operated by The

London Metal Exchange;

(e) a market in futures contracts proposed to be operated by

Credit Suisse First Boston (Europe) Limited;

(f) a market in securities proposed to be operated by Eurex

Deutschland;

(g) a market in futures contracts proposed to be operated by

Eurex Deutschland.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 2 Transitional arrangements relating to business rules or listing rules

Regulation 10.2.03

32 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Transitional arrangements relating to business

rules or listing rules

Subdivision 2.1—Business rules

10.2.03 Amendment of business rules of securities exchange before

FSR commencement

(1) This regulation applies if:

(a) an amendment was made, by way of rescission, alteration or

addition, to the business rules of a securities exchange before

the FSR commencement; and

(b) written notice of the amendment was lodged in accordance

with subsection 774(1) of the old Corporations Act before the

FSR commencement; and

(c) the period of 28 days in relation to the amendment,

mentioned in subsection 774(5) of the old Corporations Act,

had not expired before the FSR commencement; and

(d) the Minister had not decided, before the FSR

commencement, whether to disallow the whole or a specified

part of the amendment under subsection 774(5) of the old

Corporations Act.

Note: The period of 28 days in paragraph (c) is the period in which the

Minister may disallow the whole or a specified part of the amendment.

(2) On and after the FSR commencement, section 793E of the Act has

effect in relation to the amendment as if the amendment were a

change to the operating rules of a licensed market mentioned in

section 793D of the Act.

(3) For subregulation (2):

(a) the securities exchange is to be treated, under sections 793D

and 793E of the Act, as a market licensee that has lodged

written notice of the change with ASIC; and

(b) ASIC is taken to have complied with its obligations to the

Minister under section 793E of the Act; and

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional arrangements relating to business rules or listing rules Division 2

Regulation 10.2.04

Corporations Regulations 2001 33

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the Minister is taken to have been given the notice of the

change on the day on which written notice of the amendment

was lodged in accordance with subsection 774(1) of the old

Corporations Act.

10.2.04 Amendment of SCH business rules before FSR

commencement

(1) This regulation applies if:

(a) an amendment was made, by way of rescission, alteration or

addition, to the SCH business rules before the FSR

commencement; and

(b) written notice of the amendment was given in accordance

with subsection 779C(1) of the old Corporations Act before

the FSR commencement; and

(c) the period of 28 days in relation to the amendment,

mentioned in subsection 779C(5) of the old Corporations

Act, had not expired before the FSR commencement; and

(d) the Minister had not decided, before the FSR

commencement, whether to disallow the whole or a specified

part of the amendment under subsection 779C(5) of the old

Corporations Act.

Note: The period of 28 days in paragraph (c) is the period in which the

Minister may disallow the whole or a specified part of the amendment.

(2) On and after the FSR commencement, section 822E of the Act has

effect in relation to the amendment as if the amendment were a

change to the operating rules of a licensed CS facility mentioned in

section 822D of the Act.

(3) For subregulation (2):

(a) the securities clearing house is to be treated, under

sections 822D and 822E of the Act, as a licensed CS facility

that has lodged written notice of the change with ASIC; and

(b) ASIC is taken to have complied with its obligations to the

Minister under section 822E of the Act; and

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 2 Transitional arrangements relating to business rules or listing rules

Regulation 10.2.05

34 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the Minister is taken to have been given the notice of the

change on the day on which written notice of the amendment

was given in accordance with subsection 779C(1) of the old

Corporations Act.

10.2.05 Amendment of SEGC business rules before FSR

commencement

(1) This regulation applies if:

(a) a change is made to the SEGC’s operating rules before the

FSR commencement; and

(b) written notice of the amendment was given in accordance

with subsection 928(1) of the old Corporations Act before the

FSR commencement; and

(c) the period of 28 days in relation to the amendment,

mentioned in subsection 928(5) of the old Corporations Act,

had not expired before the FSR commencement; and

(d) the Minister had not decided, before the FSR

commencement, whether to disallow the whole or a specified

part of the amendment under subsection 928(5) of the old

Corporations Act.

Note: The period of 28 days in paragraph (c) is the period in which the

Minister may disallow the whole or a specified part of the amendment.

(2) On and after the FSR commencement, section 890H of the Act has

effect in relation to the amendment as if the amendment were a

change to the SEGC’s operating rules mentioned in section 890G

of the Act.

(3) For subregulation (2):

(a) the SEGC is to be treated, under sections 890G and 890H of

the Act, as having lodged written notice of the change with

ASIC; and

(b) ASIC is taken to have complied with its obligations to the

Minister under section 890H of the Act; and

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional arrangements relating to business rules or listing rules Division 2

Regulation 10.2.06

Corporations Regulations 2001 35

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the Minister is taken to have been given the notice of the

change on the day on which written notice of the amendment

was given in accordance with subsection 928(1) of the old

Corporations Act.

10.2.06 Amendment of business rules of futures body before FSR

commencement

(1) This regulation applies if:

(a) an amendment was made, by way of rescission, alteration or

addition, to the business rules of any of a futures body before

the FSR commencement; and

(b) written notice of the amendment was given in accordance

with subsection 1136(1) of the old Corporations Act before

the FSR commencement; and

(c) the period of 28 days in relation to the amendment,

mentioned in subsection 1136(5) of the old Corporations Act,

had not expired before the FSR commencement; and

(d) the Minister had not decided, before the FSR

commencement, whether to disallow the whole or a specified

part of the amendment under subsection 1136(5) of the old

Corporations Act.

Note: The period of 28 days in paragraph (c) is the period in which the

Minister may disallow the whole or a specified part of the amendment.

(2) On and after the FSR commencement, section 793E of the Act has

effect in relation to the amendment as if the amendment were a

change to the operating rules of a licensed market mentioned in

section 793D of the Act.

(3) For subregulation (2):

(a) the futures body is to be treated, under sections 793D and

793E of the Act, as a market licensee that has lodged written

notice of the change with ASIC; and

(b) ASIC is taken to have complied with its obligations to the

Minister under section 793E of the Act; and

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 2 Transitional arrangements relating to business rules or listing rules

Regulation 10.2.07

36 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the Minister is taken to have been given the notice of the

change on the day on which written notice of the amendment

was given in accordance with subsection 1136(1) of the old

Corporations Act.

Subdivision 2.2—Listing rules

10.2.07 Amendment of listing rules of securities exchange before

FSR commencement

(1) This regulation applies if:

(a) a securities exchange made or adopted an amendment, by

way of rescission, alteration or addition, to its listing rules

before the FSR commencement; and

(b) written notice of the amendment was lodged in accordance

with subsection 774(1) of the old Corporations Act before the

FSR commencement; and

(c) the period of 28 days in relation to the amendment,

mentioned in subsection 774(5) of the old Corporations Act,

had not expired before the FSR commencement; and

(d) the Minister had not decided, before the FSR

commencement, whether to disallow the whole or a specified

part of the amendment under subsection 774(5) of the old

Corporations Act.

Note: The period of 28 days in paragraph (c) is the period in which the

Minister may disallow the whole or a specified part of the amendment.

(2) On and after the FSR commencement, section 793E of the Act has

effect in relation to the amendment as if the amendment were a

change to the operating rules of a licensed market mentioned in

section 793D of the Act.

(3) For subregulation (2):

(a) the securities exchange is to be treated, under sections 793D

and 793E of the Act, as a market licensee that has lodged

written notice of the change with ASIC; and

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional arrangements relating to business rules or listing rules Division 2

Regulation 10.2.07

Corporations Regulations 2001 37

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) ASIC is taken to have complied with its obligations to the

Minister under section 793E of the Act; and

(c) the Minister is taken to have been given the notice of the

change on the day on which written notice of the amendment

was lodged in accordance with subsection 774(1) of the old

Corporations Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 3 Status of directions and notices

Regulation 10.2.08

38 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Status of directions and notices

10.2.08 Direction to securities exchange to comply with ongoing

requirements

(1) This regulation applies if the Minister published a notice under

subsection 769B(1) of the old Corporations Act before the FSR

commencement, directing a securities exchange to do specified

things.

(2) On and after the FSR commencement, the notice is taken to be a

direction to a market licensee under subsection 794A(1) of the Act.

10.2.09 Notice to securities exchange of need to prohibit trading

(1) This regulation applies if ASIC gave a notice to a securities

exchange under subsection 775(1) of the old Corporations Act

before the FSR commencement, stating the Commission’s opinion

that it is necessary to prohibit trading in particular securities.

(2) On and after the FSR commencement, the notice is taken to be

written advice given to a market licensee under subsection 794D(1)

of the Act.

(3) ASIC is taken to have complied with its obligation under

subsection 794D(1) of the Act to give a statement setting out

reasons for making the direction.

10.2.10 Notice to securities exchange prohibiting trading

(1) This regulation applies if ASIC gave a notice to a securities

exchange under subsection 775(2) of the old Corporations Act

before the FSR commencement, prohibiting trading in particular

securities.

(2) On and after the FSR commencement, the notice is taken to be a

direction to a market licensee under subsection 794D(2) of the Act.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Status of directions and notices Division 3

Regulation 10.2.11

Corporations Regulations 2001 39

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) ASIC is taken to have complied with its obligation under

subsection 794D(2) of the Act to give a statement setting out

reasons for making the direction.

10.2.11 Direction to futures exchange—orderly market

(1) This regulation applies if ASIC gave a notice to a futures exchange

under subsection 1138(1) of the old Corporations Act before the

FSR commencement.

(2) On and after the FSR commencement, the notice is taken to be

written advice given to a market licensee under subsection 794D(1)

of the Act.

(3) ASIC is taken to have complied with its obligations under

section 794D of the Act in relation to the period before giving the

written advice.

(4) ASIC is taken to have complied with its obligations under

subsection 794D(5) of the Act if it complies with those obligations

as soon as practicable after the FSR commencement.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 4 Assistance to ASIC

Regulation 10.2.12

40 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Assistance to ASIC

10.2.12 Obligations of securities exchange: disciplinary action

(1) This regulation applies if:

(a) a securities exchange was required, before the FSR

commencement, to lodge written particulars under

subsection 776(2) of the old Corporations Act of disciplinary

action it had taken; and

(b) the securities exchange had not complied with the

requirement before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, the requirement is taken to

be a requirement under paragraph 792B(2)(b) of the Act.

(3) The market licensee to which subregulation (2) relates is taken to

have complied with its obligations under paragraph 792B(2)(b) of

the Act if it complies with those obligations as soon as practicable

after the FSR commencement.

10.2.13 Obligations of securities exchange: particulars of

contravention

(1) This regulation applies if:

(a) a securities exchange was required, before the FSR

commencement, to lodge a statement under

subsection 776(2A) of the old Corporations Act in relation to

a contravention of the securities exchange’s business rules or

listing rules; and

(b) the securities exchange had not complied with the

requirement before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

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Assistance to ASIC Division 4

Regulation 10.2.14

Corporations Regulations 2001 41

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) On and after the FSR commencement, the requirement is taken to

be a requirement under paragraph 792B(2)(c) of the Act.

(3) The market licensee to which subregulation (2) relates is taken to

have complied with its obligations under paragraph 792B(2)(c) of

the Act if it complies with those obligations as soon as practicable

after the FSR commencement.

10.2.14 Obligations of securities exchange: information about listed

disclosing entity

(1) This regulation applies if:

(a) a securities exchange was required, before the FSR

commencement, to give ASIC a document under

subsection 776(2B) of the old Corporations Act containing

information about a listed disclosing entity; and

(b) the securities exchange had not complied with the

requirement before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, the requirement is taken to

be a requirement under subsection 792C(1) of the Act.

(3) The market licensee to which subregulation (2) relates is taken to

have complied with its obligations under subsection 792C(1) of the

Act if it complies with those obligations as soon as practicable

after the FSR commencement.

10.2.15 Obligations of securities clearing house: disciplinary action

(1) This regulation applies if:

(a) the securities clearing house was required under section 779E

of the old Corporations Act, before the FSR commencement,

to lodge written particulars relating to disciplinary action;

and

(b) the securities clearing house had not complied with the

requirement before the FSR commencement; and

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 4 Assistance to ASIC

Regulation 10.2.16

42 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, the requirement is taken to

be a requirement under paragraph 821B(2)(b) of the Act.

10.2.16 Obligations of futures body: disciplinary action

(1) This regulation applies if:

(a) a futures body was required, before the FSR commencement,

to lodge written particulars under subsection 1139(2) of the

old Corporations Act of disciplinary action it had taken; and

(b) the futures body had not complied with the requirement

before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, the requirement is taken to

be a requirement under:

(a) if the futures body has become a market licensee after the

FSR commencement—paragraph 792B(2)(b) of the Act; or

(b) if the futures body has become a CS facility licensee after the

FSR commencement—paragraph 821B(2)(b) of the Act.

(3) The market licensee or CS facility licensee to which

subregulation (2) relates is taken to have complied with its

obligations under subsection 792C(1) of the Act if it complies with

those obligations as soon as practicable after the FSR

commencement.

10.2.17 Obligations of futures body: particulars of contravention

(1) This regulation applies if:

(a) a futures body was required, before the FSR commencement,

to lodge a statement under subsection 1139(2A) of the old

Corporations Act in relation to a contravention of the futures

exchange’s business rules or listing rules; and

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Assistance to ASIC Division 4

Regulation 10.2.18

Corporations Regulations 2001 43

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the futures body had not complied with the requirement

before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, the requirement is taken to

be a requirement under paragraph 792B(2)(c) of the Act.

(3) The market licensee to which subregulation (2) relates is taken to

have complied with its obligations under paragraph 792B(2)(c) of

the Act if it complies with those obligations as soon as practicable

after the FSR commencement.

10.2.18 Obligations of clearing house for futures exchange:

information about listed disclosing entity

(1) This regulation applies if:

(a) a clearing house for a futures exchange was required, before

the FSR commencement, to give ASIC particulars of action

under subsection 1139(3) of the old Corporations Act; and

(b) the clearing house had not complied with the requirement

before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, subsection 1139(4) of the

old Corporations Act, as in force immediately before the FSR

commencement, continues to have effect in relation to the clearing

house in its capacity as a market licensee.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 5 Special reports

Regulation 10.2.19

44 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5—Special reports

10.2.19 Special report by securities exchange about compliance with

ongoing requirements

(1) This regulation applies if:

(a) a securities exchange was required, before the FSR

commencement, to give ASIC a special report under

subsection 769D(1) of the old Corporations Act; and

(b) the securities exchange had not complied with the

requirement before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, the requirement is taken to

be a requirement under subsection 794B(1) of the Act.

10.2.20 Special report by securities exchange about compliance with

ongoing requirements: ASIC requirements

(1) This regulation applies if:

(a) a securities exchange was required, before the FSR

commencement, to give ASIC a special report under

subsection 769D(1) of the old Corporations Act; and

(b) ASIC had not complied with its obligations to the Minister

under section 769D of the old Corporations Act before the

FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, ASIC’s obligations to the

Minister are taken to be obligations under subsection 794B(1) of

the Act.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transactions by holder of financial services licence or a representative of the holder of

such a licence Division 5A

Regulation 10.2.20A

Corporations Regulations 2001 45

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5A—Transactions by holder of financial services

licence or a representative of the holder of such a

licence

10.2.20A References to financial service licensee

(1) For section 1444 of the Act, a reference in section 1043K of the

Act to a financial services licensee includes a reference to a

regulated principal mentioned in item 1, 3 or 8 of the table in

section 1430 of the Act.

(2) Subregulation (1) ceases to apply in relation to a regulated

principal at the end of the transition period in relation to the

regulated principal.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 5B Obligation to pay money into account

Regulation 10.2.20B

46 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 5B—Obligation to pay money into account

10.2.20B Financial products quoted on Australian Stock Exchange

Limited

(1) For section 1444 of the Act, this regulation applies in relation to a

person that is:

(a) a regulated principal mentioned in item 1 of the table in

section 1430 of the Act (including a person to whom Part 7.6

of the old Corporations Act applies); and

(b) a participant of Australian Stock Exchange Limited.

(2) In addition to section 866 of the old Corporations Act, the

regulated principal must:

(a) operate a special purpose interest-bearing trust account; and

(b) designate the account to be a Special Purpose Trust Account;

and

(c) ensure that the Special Purpose Trust Account is:

(i) with an Australian ADI; or

(ii) of a kind mentioned in subregulation 7.8.01(2).

(3) The regulated principal must withdraw from an account maintained

for section 866 of the old Corporations Act an amount equal to

two-thirds of:

(a) if the regulated principal maintains 2 or more accounts for

that section—the lowest aggregate of the balances in the

accounts during the 3 months ending on the quarter day last

past; or

(b) if the regulated principal maintains 1 account for that

section—the lowest balance in the account during the 3

months ending on the quarter day last past.

(4) Subject to subregulations (5) and (6), the regulated principal must:

(a) deposit the amount mentioned in subregulation (3) into the

regulated principal’s Special Purpose Trust Account; and

(b) keep the amount on deposit.

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Obligation to pay money into account Division 5B

Regulation 10.2.20B

Corporations Regulations 2001 47

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) A deposit need not be lodged or kept for subregulation (4) if, apart

from this subregulation, the amount of the deposit would be less

than $3 000.

(6) If, because of subregulation (3), the amount of a deposit to be

lodged and kept in the regulated principal’s Special Purpose Trust

Account increases, the regulated principal must lodge the amount

of the increase within 5 business days after the relevant quarter day

that is the last day of the period by reference to which the amount

required to be lodged is calculated.

(7) An amount deposited in the Special Purpose Trust Account under

subregulation (4) is also taken to be monies held in an account

maintained by the regulated principal for section 866 of the old

Corporations Act.

(8) If money is held in an account under subregulation (4):

(a) the interest on the account is the income of SEGC; and

(b) the regulated principal must pay the interest to SEGC, less

any amount paid in relation to account establishment fees,

account keeping fees, government taxes or other duties.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 6 Self-listing

Regulation 10.2.21

48 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 6—Self-listing

10.2.21 Status of arrangements for self-listing

On and after the FSR commencement, arrangements entered into

by a securities exchange under subsection 772B(2) of the old

Corporations Act are taken to be arrangements entered into under

subsection 798C(2) of the Act.

10.2.22 Status of exemption relating to self-listing

(1) On and after the FSR commencement, an exemption given by

ASIC under paragraph 772B(6)(a) of the old Corporations Act

continues in force as if it were an exemption given under

paragraph 798D(1)(a) of the Act.

(2) On and after the FSR commencement, a declaration made by ASIC

under paragraph 772B(6)(b) of the old Corporations Act continues

in force as if it were a declaration made under

paragraph 798D(1)(b) of the Act.

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Decisions about membership of futures exchange Division 7

Regulation 10.2.23

Corporations Regulations 2001 49

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 7—Decisions about membership of futures

exchange

10.2.23 Status of notice to applicant

(1) This regulation applies if:

(a) a futures exchange was required, before the FSR

commencement, to give an applicant for membership of the

futures exchange a notice under subsection 1135(1) of the old

Corporations Act; and

(b) the futures exchange had not complied with the requirement

before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, subsection 1135(1) of the

old Corporations Act, as in force immediately before the FSR

commencement, continues to have effect in relation to the futures

exchange in its capacity as a market licensee.

10.2.24 Status of notice to ASIC

(1) This regulation applies if:

(a) a futures exchange was required, before the FSR

commencement, to give ASIC a notice under

subsection 1135(1) of the old Corporations Act; and

(b) the futures exchange had not complied with the requirement

before the FSR commencement; and

(c) the period for compliance had not expired before the FSR

commencement.

(2) On and after the FSR commencement, subsection 1135(1) of the

old Corporations Act, as in force immediately before the FSR

commencement, continues to have effect in relation to the futures

exchange in its capacity as a market licensee.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 8 National Guarantee Fund

Regulation 10.2.25

50 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 8—National Guarantee Fund

10.2.25 Status of claim against the National Guarantee Fund

(1) This regulation applies if:

(a) a person made a claim in relation to a matter, before the FSR

commencement, under a provision of any of the following

Divisions of the old Corporations Act:

(i) Division 6 of Part 7.10 (dealing with contract

guarantees);

(ii) Division 6A of Part 7.10 (dealing with securities loans

guarantees);

(iii) Division 6B of Part 7.10 (dealing with net obligations);

(iv) Division 6C of Part 7.10 (dealing with transfer service

delivery guarantees);

(v) Division 7 of Part 7.10 (dealing with unauthorised

transfer);

(vi) Division 7A of Part 7.10 (dealing with contraventions of

SCH certificate cancellation provisions);

(vii) Division 8 of Part 7.10 (dealing with insolvent

members); and

(b) the claim had not been withdrawn, or finally determined in

accordance with the old Corporations Act, before the FSR

commencement.

(2) On and after the FSR commencement:

(a) Division 1, and Divisions 6 to 9, of Part 7.10 of the old

Corporations Act continue to have effect in relation to the

claim; and

(b) regulations made for Part 7.10 of the old Corporations Act, as

in force immediately before the FSR commencement,

continue to have effect in relation to the claim; and

(c) Part 7.5 of the Act has effect in relation to a matter to which

paragraphs (a) and (b) do not apply.

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National Guarantee Fund Division 8

Regulation 10.2.26

Corporations Regulations 2001 51

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.26 Entitlement to make claim against the National Guarantee

Fund

(1) This regulation applies if:

(a) a person could have made a claim in relation to a matter,

before the FSR commencement, under a provision of any of

the following Divisions of the old Corporations Act:

(i) Division 6 of Part 7.10 (dealing with contract

guarantees);

(ii) Division 6A of Part 7.10 (dealing with securities loans

guarantees);

(iii) Division 6B of Part 7.10 (dealing with net obligations);

(iv) Division 6C of Part 7.10 (dealing with transfer service

delivery guarantees);

(v) Division 7 of Part 7.10 (dealing with unauthorised

transfer);

(vi) Division 7A of Part 7.10 (dealing with contraventions of

SCH certificate cancellation provisions);

(vii) Division 8 of Part 7.10 (dealing with insolvent

members); and

(b) the person did not make the claim before the FSR

commencement.

(2) On and after the FSR commencement:

(a) Division 1, and Divisions 6 to 9, of Part 7.10 of the old

Corporations Act continue to have effect in relation to the

person; and

(b) regulations made for Part 7.10 of the old Corporations Act

continue to have effect in relation to the person; and

(c) Part 7.5 of the Act has effect in relation to a matter to which

paragraphs (a) and (b) do not apply.

(3) However, the person cannot make a claim under section 949 or

950, or Division 6A, 6B or 6C of Part 7.10, of the old Corporations

Act after 30 September 2005.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 8 National Guarantee Fund

Regulation 10.2.27

52 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.27 Status of future claim against the National Guarantee Fund

(1) This regulation applies if:

(a) a matter related to conduct that occurred before the FSR

commencement; and

(b) a person could, if Part 7.10 of the old Corporations Act had

not been repealed, have made a claim in relation to the matter

under any of the following Divisions of the old Corporations

Act on or after the FSR commencement:

(i) Division 6 of Part 7.10 (dealing with contract

guarantees);

(ii) Division 6A of Part 7.10 (dealing with securities loans

guarantees);

(iii) Division 6B of Part 7.10 (dealing with net obligations);

(iv) Division 6C of Part 7.10 (dealing with transfer service

delivery guarantees);

(v) Division 7 of Part 7.10 (dealing with unauthorised

transfer);

(vi) Division 7A of Part 7.10 (dealing with contraventions of

SCH certificate cancellation provisions);

(vii) Division 8 of Part 7.10 (dealing with insolvent

members).

(2) On and after the FSR commencement:

(a) Division 1, and Divisions 6 to 9, of Part 7.10 of the old

Corporations Act continue to have effect in relation to the

matter and the person; and

(b) regulations made for Part 7.10 of the old Corporations Act

continue to have effect in relation to the matter and the

person; and

(c) Part 7.5 of the Act has effect in relation to a matter to which

paragraphs (a) and (b) do not apply.

(3) However, the person cannot make a claim under section 949 or

950, or Division 6A, 6B or 6C of Part 7.10, of the old Corporations

Act after 30 September 2005.

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National Guarantee Fund Division 8

Regulation 10.2.27A

Corporations Regulations 2001 53

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.27A Expenditure of excess funds from National Guarantee

Fund

(1) For section 1444 of the Act, this regulation applies to a purpose in

relation to a payment to be made out of a development account if:

(a) the purpose was approved under subsection 945(3) of the old

Corporations Act; and

(b) the approval was in force immediately before the FSR

commencement.

(2) The purpose is taken to be an approved purpose for

subregulation 7.5.88(1).

(3) If the purpose approved under subsection 945(3) of the old

Corporations Act included conditions relating to the payment to

which the approval related, the conditions are taken to be

conditions determined under subregulation 7.5.88(3).

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 9 Claims against fidelity funds

Regulation 10.2.28

54 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 9—Claims against fidelity funds

10.2.28 Status of claim against fidelity fund

(1) This regulation applies if:

(a) a person made a claim in relation to a matter, before the FSR

commencement, under Part 7.9 or Part 8.6 of the old

Corporations Act; and

(b) the claim had not been withdrawn, or finally determined in

accordance with the old Corporations Act, before the end of

the transition period within the meaning of

subsection 1414(2) of the Act.

(2) After the end of the transition period:

(a) Part 7.9 or Part 8.6 of the old Corporations Act (as

appropriate), as in force immediately before the FSR

commencement, continues to have effect in relation to the

claim; and

(b) regulations made for Part 7.9 or Part 8.6 of the old

Corporations Act (as appropriate), as in force immediately

before the FSR commencement, continue to have effect in

relation to the claim.

10.2.29 Entitlement to make claim against fidelity fund

(1) This regulation applies if:

(a) a person could have made a claim in relation to a matter,

before the FSR commencement, under Part 7.9 or Part 8.6 of

the old Corporations Act; and

(b) the person did not make the claim before the end of the

transition period within the meaning of subsection 1414(2) of

the Act.

(2) After the end of the transition period:

(a) Part 7.9 or Part 8.6 of the old Corporations Act (as

appropriate), as in force immediately before the FSR

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Claims against fidelity funds Division 9

Regulation 10.2.29A

Corporations Regulations 2001 55

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

commencement, continues to have effect in relation to the

claim; and

(b) regulations made for Part 7.9 or Part 8.6 of the old

Corporations Act (as appropriate), as in force immediately

before the FSR commencement, continue to have effect in

relation to the claim.

10.2.29A Status of incomplete claim against fidelity fund

(1) This regulation applies if:

(a) a person made a claim in relation to a matter, after the FSR

commencement, under Part 7.9 or Part 8.6 of the old

Corporations Act; and

(b) the claim had not been withdrawn, or finally determined in

accordance with the old Corporations Act, before the end of

the transition period within the meaning of

subsection 1414(2) of the Act.

(2) After the end of the transition period:

(a) Part 7.9 or Part 8.6 of the old Corporations Act (as

appropriate), as in force immediately before the FSR

commencement, continues to have effect in relation to the

claim; and

(b) regulations made for Part 7.9 or Part 8.6 of the old

Corporations Act (as appropriate), as in force immediately

before the FSR commencement, continue to have effect in

relation to the claim.

10.2.30 Status of future claim against fidelity fund

(1) This regulation applies if:

(a) a matter related to conduct that occurred before the FSR

commencement; and

(b) a person could, if Part 7.9 or 8.6 of the old Corporations Act

had not been repealed, have made a claim in relation to the

matter under Part 7.9 or Part 8.6 of the old Corporations Act

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 9 Claims against fidelity funds

Regulation 10.2.30

56 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

after the end of the transition period within the meaning of

subsection 1414(2) of the Act.

(2) After the end of the transition period:

(a) Part 7.9 or Part 8.6 of the old Corporations Act (as

appropriate), as in force immediately before the FSR

commencement, continues to have effect in relation to the

claim; and

(b) regulations made for Part 7.9 or Part 8.6 of the old

Corporations Act (as appropriate), as in force immediately

before the FSR commencement, continue to have effect in

relation to the claim.

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Status of netting markets Division 10

Regulation 10.2.31

Corporations Regulations 2001 57

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 10—Status of netting markets

10.2.31 Netting markets

(1) This regulation applies to:

(a) an approved special stock market that was, immediately

before the FSR commencement, a netting market within the

meaning of the Payment Systems and Netting Act 1998; and

(b) an exempt stock market that was, immediately before the

FSR commencement, a netting market within the meaning of

the Payment Systems and Netting Act 1998; and

(c) an exempt futures market that was, immediately before the

FSR commencement, a netting market within the meaning of

the Payment Systems and Netting Act 1998.

(2) On and after the FSR commencement, the market is taken to be a

netting market for the purposes of that Act.

(3) Subregulation (2) ceases to apply to the market if the market has

not become:

(a) the person conducting an Australian financial services

licensee; or

(b) an Australian market licensee;

by the end of the transition period.

(4) Subregulations (2) and (3) do not prevent a market mentioned in

subregulation (1) from applying for netting market approval during

the transition period in relation to the market.

Note: The transition period is explained in sections 1418 and 1421 of the

Act.

10.2.32 Netting market approval granted before the FSR

commencement

On and after the FSR commencement, a netting market approval

granted:

(a) under the Payment Systems and Netting Act 1998; and

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 10 Status of netting markets

Regulation 10.2.32

58 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) in relation to a market other than a market mentioned in

subregulation 10.2.31(1) before the FSR commencement;

is taken to continue in force.

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Status of listed securities Division 11

Regulation 10.2.33

Corporations Regulations 2001 59

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 11—Status of listed securities

10.2.33 Securities of exempt stock markets

(1) This regulation applies to a listed security, within the meaning of

the SIS Act, that was, immediately before the FSR commencement,

a share, unit, bond or debenture, right or other security, listed for

quotation in the official list of an exempt stock market.

(2) On and after the FSR commencement, the share, unit, bond or

debenture, right or other security is taken to be a listed security for

the purposes of the SIS Act.

(3) Subregulation (2) ceases to apply if:

(a) the person conducting the exempt stock market to which the

share, unit, bond or debenture, right or other security relates

becomes:

(i) an Australian financial services licensee; or

(ii) an Australian market licensee; or

(b) the exempt stock market to which the share, unit, bond or

debenture, right or other security relates ceases to operate.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 12 Miscellaneous

Regulation 10.2.34

60 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 12—Miscellaneous

10.2.34 Preservation of nomination of body corporate as SEGC

On and after the FSR commencement, the nomination of the SEGC

that continued to have effect in accordance with section 1390 of

the old Corporations Act continues to have effect.

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Regulation 10.2.35

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Division 13—Regulated principals

10.2.35 Definitions

In this Division:

amended Corporations Act means the Act as in force after the FSR

commencement.

associate, in relation to a principal, means:

(a) if the principal is a body corporate:

(i) a director or secretary of the principal; and

(ii) a related body corporate; and

(iii) a responsible officer of the principal; and

(b) if the principal is a natural person:

(i) a person with whom the principal carries on a financial

services business in partnership; and

(ii) a director or proposed director of a body corporate:

(A) of which the principal is also a director or

proposed director; and

(B) that carries on a financial services business; and

(c) if the principal is a trustee of a trust to which

subsection 761FA(1) of the amended Corporations Act

applies—another trustee of that trust with whom the principal

carries on a financial services business.

financial services activities means:

(a) any conduct or activities that constitute:

(i) carrying on a financial services business; or

(ii) operating a financial market; or

(iii) operating a clearing and settlement facility; and

(b) any conduct or activities:

(i) that were engaged in before the FSR commencement;

and

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Division 13 Regulated principals

Regulation 10.2.35A

62 Corporations Regulations 2001

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(ii) to which paragraph (a) would apply if they were

engaged in after the FSR commencement; and

(c) any conduct or activities:

(i) that were engaged in:

(A) after the FSR commencement; and

(B) before the relevant provisions of the amended

Corporations Act applied to the conduct or any

of the activities; and

(ii) to which paragraph (a) would apply if they were

engaged in after the relevant provisions of the amended

Corporations Act applied to the conduct or activities.

regulator means any of the following bodies:

(a) ASIC;

(b) a body that had any of the functions of ASIC before ASIC

was created;

(c) APRA;

(d) a body that had any of the functions of APRA before APRA

was created;

(e) the Australian Competition and Consumer Commission;

(f) a body that had any of the functions of the Australian

Competition and Consumer Commission before the

Australian Competition and Consumer Commission was

created.

10.2.35A Streamlined licensing procedure for certain regulated

principals

For subparagraph 1433(1)(b)(i) of the Act, each of the following is

a regulated principal to whom section 1433 of the Act applies:

(a) a regulated principal mentioned in item 14 of the table in

subregulation 10.2.38(2);

(b) a regulated principal mentioned in item 15 of the table in

subregulation 10.2.38(2).

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Regulation 10.2.36

Corporations Regulations 2001 63

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10.2.36 Persons who are not covered by section 1433 of the Act

For subsection 1433(3) of the Act, a person who is a member of a

class of persons identified in an item in Schedule 10D is not

covered by section 1433 of the Act:

(a) if a period is mentioned in the item—during that period; or

(b) if there is no period mentioned in the item—while the person

remains a member of that class of persons.

10.2.37 Variation of conditions on financial services licence

(1) If:

(a) a person lodges an application for a financial services

licence; and

(b) subsection 1433(2) of the Act applies in relation to the

application;

the person may, at any time before ASIC grants or refuses to grant

the financial services licence, lodge with ASIC in the prescribed

form an application under paragraph 914A(2)(b) of the Act to vary

the conditions on the financial services licence so that the financial

services, or class of financial services, that the financial services

licence will authorise the person to provide is increased (despite

the fact that the financial services licence has not yet been granted).

(2) If:

(a) a person lodges an application for a financial services

licence; and

(b) subsection 1433(2) of the Act applies in relation to the

application; and

(c) the person has also lodged with ASIC the application under

paragraph 914A(2)(b) of the Act mentioned in

subregulation (1); and

(d) ASIC proposes to grant the financial services licence and

vary the conditions in accordance with the applications;

ASIC may, instead of issuing the licence and subsequently varying

the conditions on the licence, grant the financial services licence

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 13 Regulated principals

Regulation 10.2.38

64 Corporations Regulations 2001

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subject to conditions that include the conditions that would

otherwise be mentioned in the variation.

(3) If ASIC acts under subregulation (2), ASIC is not required to

notify the licensee separately of the variation to the conditions in

accordance with subsection 914A(1) of the Act.

10.2.38 Persons taken to be regulated principals: giving of incidental

advice and previously exempt persons

(1) For item 9 of the table in section 1430 of the Act, a person is a

regulated principal if, immediately before the FSR commencement,

the person is a person described in column 2 of one of the items in

the following table.

(2) The regulated activities of that person are as specified in column 3

of that item, and the relevant old legislation is as specified in

column 4 of that item.

Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

1 A person who first conducts

an activity, to which

subsection 77(5) of the old

Corporations Act would have

applied if that subsection had

not been repealed, after the

FSR commencement.

The activities to which

subsection 77(5) of the

old Corporations Act

would have applied if

that subsection had not

been repealed.

Subsection 77(5)

of the old

Corporations Act,

and any

associated

provisions.

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Regulation 10.2.38

Corporations Regulations 2001 65

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

2 A person who conducts an

exempt stock market within

the meaning of the old

Corporations Act that, if

carried on after the FSR

commencement, would be

required by the amended

Corporations Act (apart from

Subdivision D of Division 1 of

Part 10.2) to be covered by an

Australian financial services

licence.

The activities that the

declaration (as in force

immediately before the

FSR commencement)

under section 771 of the

old Corporations Act

authorised the person to

carry on.

Sections 767 and

771 of the old

Corporations Act,

and any

associated

provisions.

3 A person who conducts an

exempt futures market within

the meaning of the old

Corporations Act that, if

carried on after the FSR

commencement, would be

required by the amended

Corporations Act (apart from

Subdivision D of Division 1 of

Part 10.2) to be covered by an

Australian financial services

licence.

The activities that the

declaration (as in force

immediately before the

FSR commencement)

under section 1127 of the

old Corporations Act

authorised the person to

carry on.

Sections 1123

and 1127 of the

old Corporations

Act, and any

associated

provisions.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 13 Regulated principals

Regulation 10.2.38

66 Corporations Regulations 2001

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

4 A person who carries on an

activity, not mentioned in

item 2 or 3, that was the

subject of an exemption under

the old Corporations Act, or

any other relevant old

legislation prior to the FSR

commencement, that, if

carried on after the FSR

commencement, would be

required by the amended

Corporations Act (apart from

Subdivision D of Division 1 of

Part 10.2) to be covered by an

Australian financial services

licence.

The activities that were

covered by the

exemption.

The provision

that created the

exemption, and

any associated

provisions.

5 A holder of a futures brokers

licence within the meaning of

the old Corporations Act.

The activities that the

licence (as in force

immediately before the

FSR commencement)

authorised the person to

carry on.

Parts 8.3, 8.4

(other than

section 1210) and

8.5 of the old

Corporations Act,

sections 1266 and

1267 of the old

Corporations Act,

and any

associated

provisions.

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Regulation 10.2.38

Corporations Regulations 2001 67

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

6 A holder of a futures advisers

licence within the meaning of

the old Corporations Act.

The activities that the

licence (as in force

immediately before the

FSR commencement)

authorised the person to

carry on.

Parts 8.3 and 8.4

(other than

section 1210) of

the old

Corporations Act,

section 1267 of

the old

Corporations Act,

and any

associated

provisions.

7 A person whose licence is

suspended under

subsection 827(1) of the old

Corporations Act (whether the

suspension occurred before,

on or after the FSR

commencement)

(a) While the suspension

is in force—no

activities

(b) If the suspension

ceases to be in force

on or before

10 March 2004, and

from the time the

suspension ceases to

be in force—the

activities that the

licence (as in force

immediately before it

was suspended)

authorised the person

to carry on

All relevant old

legislation in

relation to the

kind of licence

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Division 13 Regulated principals

Regulation 10.2.38

68 Corporations Regulations 2001

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

8 A person whose licence is

suspended under

subsection 1192(1) of the old

Corporations Act (whether the

suspension occurred before,

on or after 11 March 2002)

(a) While the suspension

is in force—no

activities

(b) If the suspension

ceases to be in force

on or before

10 March 2004, and

from the time the

suspension ceases to

be in force—the

activities that the

licence (as in force

immediately before it

was suspended)

authorised the person

to carry on

All relevant old

legislation in

relation to the

kind of licence

9 A person whose registration is

suspended under section 25 of

the Insurance (Agents and

Brokers) Act 1984

(a) While the suspension

is in force—no

activities

(b) If the suspension

ceases to be in force

on or before

10 March 2004, and

from the time the

suspension ceases to

be in force—the

activities that the

licence (as in force

immediately before it

was suspended)

authorised the person

to carry on

All of the

provisions of the

Insurance

(Agents and

Brokers) Act

1984 as in force

immediately

before the FSR

commencement,

and any

associated

provisions

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Regulation 10.2.38

Corporations Regulations 2001 69

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

10 A person whose registration is

suspended under section 25 of

the Insurance (Agents and

Brokers) Act 1984 who is

covered by a specification in

writing by ASIC under

subsection 25(3) of that Act

(a) While the

specification is in

force—such of the

person’s activities as

ASIC specifies in

writing under

subsection 25(3) of

the Insurance (Agents

and Brokers) Act

1984

(b) If the suspension

ceases to be in force

on or before

10 March 2004, and

from the time the

suspension ceases to

be in force—the

activities that the

registration

(immediately before

it was suspended)

authorised the person

to carry on

All of the

provisions of the

Insurance

(Agents and

Brokers) Act

1984 as in force

immediately

before the FSR

commencement,

and any

associated

provisions

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 13 Regulated principals

Regulation 10.2.38

70 Corporations Regulations 2001

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

11 A person whose registration is

suspended under section 31H

of the Insurance (Agents and

Brokers) Act 1984

(a) While the suspension

is in force—no

activities

(b) If the suspension

ceases to be in force

on or before

10 March 2004, and

from the time the

suspension ceases to

be in force—the

activities that the

registration

(immediately before

it was suspended)

authorised the person

to carry on

All of the

provisions of the

Insurance

(Agents and

Brokers) Act

1984 as in force

immediately

before the FSR

commencement,

and any

associated

provisions

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Regulation 10.2.38

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

12 A person whose registration is

suspended under section 31H

of the Insurance (Agents and

Brokers) Act 1984 who is

covered by a specification in

writing by ASIC under

subsection 31H(3) of that Act

(a) While the

specification is in

force—such of the

person’s activities as

ASIC specifies in

writing under

subsection 31H(3) of

the Insurance (Agents

and Brokers) Act

1984

(b) If the suspension

ceases to be in force

on or before

10 March 2004, from

the time the

suspension ceases to

be in force—the

activities that the

registration

(immediately before

it was suspended)

authorised the person

to carry on

All of the

provisions of the

Insurance

(Agents and

Brokers) Act

1984 as in force

immediately

before the FSR

commencement,

and any

associated

provisions

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Division 13 Regulated principals

Regulation 10.2.38

72 Corporations Regulations 2001

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

13 A person who was a registered

insurance broker within the

meaning of the Insurance

(Agents and Brokers) Act 1984

as in force immediately before

the FSR commencement, if:

(a) the person’s registration

under that Act expired

because of the operation of

subsection 21(3) of that

Act; and

(b) either:

(i) it is less than 8

weeks after the

registration expired;

or

(ii) the person applied

for renewal of

registration within 8

weeks after the

registration expired

The person’s business as

an insurance broker,

within the meaning of

the Insurance (Agents

and Brokers) Act 1984 as

in force immediately

before the FSR

commencement, carried

on from the date that the

registration ceased to

have effect

All the provisions

of the Insurance

(Agents and

Brokers) Act

1984 as in force

immediately

before the FSR

commencement,

and any

associated

provisions

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Regulation 10.2.38

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

14 A person who:

(a) conducts activities that, if

carried on after the FSR

commencement, would be

required by the amended

Corporations Act (apart

from Subdivision D of

Division 1 of Part 10.2) to

be covered by an

Australian financial

services licence; and

(b) is an Australian ADI, a life

company under the Life

Insurance Act 1995, a

general insurer under the

Insurance Act 1973 or an

approved trustee under the

Superannuation Industry

(Supervision) Act 1993

The class of activities

lawfully carried on by

the person immediately

before the FSR

commencement that, if

carried on after the FSR

commencement, would

be required by the

amended Corporations

Act (apart from

Subdivision D of

Division 1 of Part 10.2)

to be covered by an

Australian financial

services licence

For a body that

was an insurer

within the

meaning of the

Insurance

(Agents and

Brokers) Act

1984 as in force

immediately

before the FSR

commencement

—all the

provisions of that

Act as then in

force, and any

associated

provisions

In any other

case—subject to

any regulations

made for the

purposes of this

item, there is no

relevant old

legislation

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Division 13 Regulated principals

Regulation 10.2.39

74 Corporations Regulations 2001

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Regulated principals and regulated activities

Item These persons are regulated

principals

These are the regulated

principal’s regulated

activities

This is the

relevant old

legislation (if

any)

15 A person described in column

2 of items 1 to 5 of the table in

subsection 1430(1) of the Act,

who carries on other activities:

(a) that are not regulated

activities for the purpose

of items 1 to 5 of the table;

and

(b) that, if carried on after the

FSR commencement,

would (apart from

Subdivision D of

Division 1 of Part 10.2 of

the Act) be required by the

amended Corporations Act

to be covered by an

Australian financial

services licence

The class of activities

lawfully carried on by

the person immediately

before the FSR

commencement that

were not authorised by

the pre-FSR licence or

registration but would

(apart from Subdivision

D of Division 1 of

Part 10.2 of the Act) be

required by the amended

Corporations Act to be

covered by an Australian

financial services licence

There is no

relevant old

legislation

10.2.39 Reference to offer covered by Australian financial services

licence: section 911A of the Act

(1) For section 1444 of the Act, this regulation applies in relation to:

(a) a regulated principal; and

(b) a representative of a regulated principal within the meaning

of subsection 1436(1) of the Act.

(2) A reference in paragraph 911A(2)(b) of the Act to a financial

services licensee includes a regulated principal.

(3) A reference in paragraph 911A(2)(b) of the Act to an authorised

representative includes a representative of a regulated principal.

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(4) A reference in paragraph 911A(2)(b) of the Act to an offer covered

by a financial services licensee’s Australian financial services

licence includes an offer within the regulated activities of the

regulated principal.

(5) Subregulations (2), (3) and (4) cease to apply in relation to the

regulated principal and the representative at the end of the

transition period in relation to the regulated principal.

10.2.40 Reference to financial services licensee: section 911A of the

Act

(1) This regulation applies in relation to the following provisions of

the Act:

(a) subparagraph 911A(2)(f)(viii);

(b) subparagraph 911A(2)(f)(ix);

(c) paragraph 911A(3)(a);

(d) paragraph 911A(3)(c).

(2) A reference in those provisions to a financial services licensee

includes a regulated principal.

(3) Subregulation (2) ceases to apply in relation to a regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.40A Need for an Australian financial services licence

(1) For section 1444 of the Act, paragraphs 911A(2)(ea), (eb) and (ec)

of the Act do not apply in relation to a regulated principal and its

regulated activities.

(2) For section 1444 of the Act, subparagraphs 7.6.01(1)(e)(iii) and

(iv) and subparagraph 7.6.01(1)(o)(iv) do not apply in relation to a

regulated principal and its regulated activities.

(4) This regulation ceases to apply in relation to a regulated principal

and its regulated activities at the end of the period of 2 years

starting on the FSR commencement.

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Regulation 10.2.41

76 Corporations Regulations 2001

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10.2.41 Reference to second principal: section 911B of the Act

(1) For section 1444 of the Act, subparagraph 911B(1)(b)(iv) of the

Act does not apply if the second principal is a regulated principal.

(2) Subregulation (1) ceases to apply in relation to a regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.42 Reference to financial services licensee: section 916D of the

Act

(1) For section 1444 of the Act, section 916D of the Act is taken to

prohibit a regulated principal from being the authorised

representative of a financial services licensee if the authorisation

would authorise the regulated principal to provide financial

services that are within the regulated principal’s regulated

activities.

(2) Subregulation (1) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.43 Status of insurance agent: section 1436A of the Act

For section 1436A of the Act, and to avoid doubt, if an insurer is:

(a) a financial services licensee; and

(b) a principal mentioned in paragraph 1436A(2)(d) in relation to

an insurance agent mentioned in paragraph 1436A(2)(a);

the insurance agent is taken not to be a representative of the insurer

under section 910A of the Act.

10.2.44A Obligation to cite licence number in documents

(1) This regulation applies if:

(a) a person who has not been granted a financial services

licence prepares any document in connection with the

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Regulation 10.2.46

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provision of financial services or the business of providing

financial services; and

(b) the document does not include a licence number for the

person; and

(c) the person is granted a licence after preparing the document.

(2) For section 1444 of the Act, section 912F of the Act does not apply

to the document.

(3) If the document is a periodic statement under section 1017D of the

Act, subregulation (2) ceases to apply at the end of 3 years after the

FSR commencement.

(4) If the document is not a periodic statement under section 1017D of

the Act, subregulation (2) ceases to apply at the end of 2 years after

the FSR commencement.

10.2.46 When Australian financial services licence may be granted

(1) For section 1444 of the Act, on and after the FSR commencement:

(a) section 913B of the Act is taken to authorise ASIC to specify,

in an Australian financial services licence, a date (later than

the date on which the licence is granted) from which the

licence takes effect; and

(b) the financial services licence is taken for all purposes not to

have been granted until the specified date.

(2) Paragraph (1)(a) ceases to apply 2 years after the FSR

commencement.

Note: Generally, providers of financial services (other than new entrants to

the industry) will have 2 years from the FSR commencement to obtain

a licence under the new regime. During this transition period, the

existing legislative regime (if any) will be preserved for, and will

continue to apply to, those providers.

The arrangements for the transition period are set out in Subdivision D

of Division 1 of Part 10.2 of the Corporations Act.

Therefore, there will be an individual date at which the new legislative

regime will begin to apply to those providers. The date will be some

time between the FSR commencement and the end of the transition

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Regulation 10.2.46A

78 Corporations Regulations 2001

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period (2 years after the FSR commencement), and may be the date on

which the provider is granted an Australian financial services licence.

It may be appropriate, in some cases, for the date of effect of the

Australian financial services licence to be later than the date on which

the licence is physically granted.

This arrangement ceases to apply 2 years after the end of the FSR

commencement. However, the date of effect of a licence will not be

affected by the end of the arrangement.

10.2.46A When Australian financial services licence may be varied

(1) For section 1444 of the Act, on and after the FSR commencement:

(a) subsection 914A(1) of the Act is taken to authorise ASIC to

specify a date (later than the date on which conditions are

imposed on an Australian financial services licence) from

which the imposition of the conditions takes effect; and

(b) the conditions are taken for all purposes not to have been

imposed until the specified date.

(2) For section 1444 of the Act, on and after the FSR commencement:

(a) subsection 914A(1) of the Act is taken to authorise ASIC to

specify a date (later than the date on which additional

conditions are imposed on an Australian financial services

licence) from which the imposition of the additional

conditions takes effect; and

(b) the additional conditions are taken for all purposes not to

have been issued until the specified date.

(3) For section 1444 of the Act, on and after the FSR commencement:

(a) subsection 914A(1) of the Act is taken to authorise ASIC to

specify a date (later than the date on which conditions

imposed on an Australian financial services licence are

varied or revoked) from which the variation or revocation

takes effect; and

(b) the conditions are taken for all purposes not to have been

varied or revoked until the specified date.

(4) For section 1444 of the Act, on and after the FSR commencement:

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Regulation 10.2.47

Corporations Regulations 2001 79

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) subsection 915A(1) of the Act is taken to authorise ASIC to

specify a date (later than the date on which an Australian

financial services licence is varied) from which the variation

takes effect; and

(b) the financial services licence is taken for all purposes not to

have been varied until the specified date.

(5) Paragraphs (1)(a), (2)(a), (3)(a) and (4)(a) cease to apply 2 years

after the FSR commencement.

10.2.47 Dispute resolution requirements: no external dispute

resolution scheme

For section 1444 of the Act, paragraph 912A(2)(b) of the Act does

not apply in relation to a financial services licensee at any time

within 2 years after the FSR commencement unless, at that time:

(a) there is an external dispute resolution scheme in existence

that satisfies subparagraphs 912A(2)(b)(i) and (ii) of the Act;

and

(b) the external dispute resolution scheme has been in existence

for a period of at least 3 months.

10.2.47A Modification of pre-FSR authority

(1) For section 1444 of the Act, this regulation applies if a person:

(a) is a regulated principal in relation to 2 or more regulated

activities; and

(b) holds an authority under the relevant old legislation in

relation to those regulated activities; and

(c) either:

(i) becomes a financial services licensee in relation to 1 or

more of those regulated activities; or

(ii) is exempt from the requirement to hold a financial

services licence in relation to 1 or more of those

regulated activities.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 13 Regulated principals

Regulation 10.2.47A

80 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) ASIC may vary the authority to take account of the fact that the

person has become a financial services licensee, or is exempt from

the requirement to hold a financial services licence.

(3) ASIC must not vary the authority unless ASIC has given the

person an opportunity:

(a) to appear at a hearing before ASIC that takes place in private;

and

(b) to make submissions and give evidence to ASIC in relation to

the matter.

(4) ASIC must give written notice of the variation to the person.

(5) The variation takes effect when the written notice of the variation

is given to the person.

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Financial services disclosure Division 14

Regulation 10.2.48

Corporations Regulations 2001 81

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 14—Financial services disclosure

10.2.48 Obligation to give Financial Services Guide for service

arranged before application of Part 7.7 of the Act

For section 1444 of the Act, sections 941A and 941B of the Act are

taken not to require a person to give a client a Financial Services

Guide in accordance with Division 2 of Part 7.7 of the Act in

relation to a financial service (the new financial service) if, before

the person became subject to Part 7.7 of the Act in relation to the

provision of the new financial service:

(a) the person was a regulated principal, or a representative of a

regulated principal within the meaning of subsection 1436(1)

of the Act, whose regulated activities included the provision

of financial services of the same kind as the new financial

service; and

(b) the person entered into an agreement with the client, to

provide the new financial service; and

(c) the client took all of the steps necessary for the person to be

able to provide the new financial service.

Note: When Part 7.7 of the Act begins to apply to a person, the person will

be under an obligation to provide a Financial Services Guide to a retail

client to which it provides financial services. The Financial Services

Guide should be given before the financial service is provided (see

sections 941A, 941B and 941D of the Act).

However, this could create difficulties if the person, or an authorised

representative, has an existing client, and has entered into an

arrangement with the client before Part 7.7 started to apply. The

obligation to give a Financial Services Guide would arise when

Part 7.7 begins to apply, but, under the arrangement, the financial

service might have to be provided very shortly afterwards. This might

make the giving of the Financial Services Guide in accordance with

section 941D difficult.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 14 Financial services disclosure

Regulation 10.2.48A

82 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.48A Obligation to give a Financial Services Guide for a

custodial and depository service

(1) For section 1444 of the Act, sections 941A and 941B of the Act are

taken not to require a person to give a Financial Services Guide to

a client, in accordance with Division 2 of Part 7.7 of the Act, in

relation to a financial service (the new financial service), if:

(a) the new financial service constitutes:

(i) the provision of a custodial or depository service under

section 766E of the Act; or

(ii) dealing in a financial product that is held on trust for or

on behalf of the client as a necessary part of the

custodial or depository service; or

(iii) issuing, to the client, a financial product that is a

beneficial interest in a financial product held on trust for

or on behalf of the client as a necessary part of the

custodial or depository service; and

(b) the person entered into the arrangement under which the

custodial or depository service is provided, before the FSR

commencement; and

(c) the arrangement continued unaltered after the person became

subject to Part 7.7 of the Act.

(2) For paragraph (1)(c), an arrangement is taken to continue unaltered

if:

(a) the person holds, under the arrangement, financial products

that are different financial products from those held under the

arrangement before the person became subject to Part 7.7 of

the Act; and

(b) none of the different financial products is held on instruction

from the client.

(3) Subparagraph (1)(a)(ii) does not apply to dealing in a financial

product if the dealing consists of the issue of a financial product to

a person other than the client to whom the custodial or depository

service is provided.

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Regulation 10.2.49

Corporations Regulations 2001 83

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.49 Obligation to give Financial Services Guide in relation to

existing clients

(1) For section 1444 of the Act, section 941D of the Act is taken not to

require a person to give a client a Financial Services Guide in

relation to a financial service (the new financial service) within the

period specified in that section if, in the period of 6 months ending

on the day immediately before Part 7.7 of the Act first applies to

the person in relation to the provision of financial services of the

same kind as the new financial service, the person had provided a

financial service to the client of the same kind as the new financial

service.

(2) For subregulation (1), section 941D of the Act is also taken to

require the person to give the client the Financial Services Guide:

(a) as soon as is reasonably practicable; and

(b) in any event, within the period of 14 days starting on the day

on which the person would have been required by

section 941D of the Act to provide a Financial Services

Guide if subregulation (1) did not apply.

(3) This regulation ceases to apply in relation to the person at the end

of 14 days after the day on which Part 7.7 of the Act first applies to

the person in relation to the provision of financial services of the

same kind as the new financial service.

10.2.50 Content of Financial Services Guide for an authorised

representative that is a regulated principal or a

representative of a regulated principal

(1) This regulation applies if a person:

(a) is a regulated principal, or a representative of a regulated

principal within the meaning of subsection 1436(1) of the

Act; and

(b) is also in the transition period in the capacity of:

(i) a regulated principal; or

(ii) a representative of a regulated principal; and

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Division 14 Financial services disclosure

Regulation 10.2.50

84 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) is also a financial services licensee or an authorised

representative of a financial services licensee.

(2) Paragraphs 942B(2)(c) and 942C(2)(d) of the Act are taken to

require the person:

(a) to provide a statement, in addition to a Financial Services

Guide, to the effect that the person is able to provide

financial services as:

(i) a regulated principal; or

(ii) a representative of a regulated principal; and

(b) to include in the statement:

(i) a brief description of the kinds of financial services

provided in that capacity; and

(ii) the name of each regulated principal (if any) on whose

behalf the financial services are provided.

(3) For subregulation (2):

(a) section 940C of the Act is taken to apply in relation to the

statement; and

(b) the following matters are also taken to apply in relation to the

person:

(i) any regulations or other instruments in force for

section 940C;

(ii) any interpretation provisions that apply for

section 940C;

(iii) any provisions relating to liability (civil or criminal) that

apply for section 940C (whether or not they also apply

or applied for other purposes);

(iv) any provisions that limit, or that otherwise affect, the

operation of section 940C (whether or not they also

limit or limited, or affect or affected, the operation of

other provisions); and

(c) for Part 7.7 of the Act, the statement:

(i) is taken not to be a part of the Financial Services Guide;

and

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Regulation 10.2.50A

Corporations Regulations 2001 85

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) is taken not to be a statement that the person is required

to include in a Financial Services Guide.

(4) The person must not fail to give the statement in accordance with

this regulation.

Penalty: 50 penalty units.

10.2.50A Treatment of arrangements under which a person can

instruct another person to acquire a financial product

(1) For section 1444 of the Act, this regulation applies in relation to a

custodial arrangement (within the meaning of section 1012IA of

the Act) in which the client is the holder of a superannuation

product issued to the client by the provider.

(2) Section 1012IA of the Act does not apply to a regulated acquisition

(within the meaning of that section) that occurs under the custodial

arrangement.

(3) Subregulation (2) ceases to apply at the end of 2 years after the

FSR commencement.

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Division 15 Other provisions relating to conduct etc

Regulation 10.2.51

86 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 15—Other provisions relating to conduct etc

10.2.51 Sale offers that need disclosure

For section 1444 of the Act:

(a) section 707 of the old Corporations Act applies in relation to

managed investment products:

(i) issued before the FSR commencement; and

(ii) sold during the transitional period in relation to the

products; and

(b) section 707 of the Act applies in relation to managed

investment products:

(i) issued on or after the FSR commencement; and

(ii) sold during the transitional period in relation to the

products; and

(c) section 1012C of the Act does not apply in relation to a

financial product that is issued before the end of the

transition period in relation to the financial product, other

than:

(i) a security that is not also a warrant; and

(ii) a managed investment product that is not also a warrant.

10.2.52 Offers that do not need disclosure: small scale offerings

(1) For section 1444 of the Act, this regulation applies in relation to

managed investment products:

(a) issued or sold before the end of the transition period in

relation to the managed investment products; and

(b) for which:

(i) a disclosure document under Chapter 6D of the old

Corporations Act was not required because of the

operation of section 708 of the old Corporations Act

(other than subsection 708(1)); or

(ii) a disclosure document was lodged with ASIC under

Chapter 6D of the old Corporations Act.

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Regulation 10.2.52A

Corporations Regulations 2001 87

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A reference in subsection 1012E(8) of the Act to issues and sales

that should be disregarded includes issues or sales of the managed

investment products.

10.2.52A Offers that do not need disclosure

(1) For section 1444 of the Act, this regulation applies in relation to an

offer of a financial product if:

(a) the financial product is described in subsection 1012E(1) of

the Act; and

(b) the financial product was offered before Division 2 of

Part 7.9 of the Act applied to the product; and

(c) a disclosure document was not required under Chapter 6D of

the old Corporations Act, in the course of the offer of the

financial product; and

(d) the disclosure document was not required in accordance with

a provision of section 708 of the old Corporations Act (other

than subsection 708(1)).

(2) The offer is taken to comply with the condition set out in

paragraph 1012E(9)(c) of the Act.

10.2.53 Money other than loans: financial services licensee who

formerly held dealer’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 1 of the table in section 1430 of the Act, and whose

financial services licence covers regulated activities for a regulated

principal of that kind in relation to money:

(a) received by the person before the end of the transition period

in relation to the person in the capacity of a regulated

principal of that kind; and

(b) to which subsection 867(1) of the old Corporations Act

applied.

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Division 15 Other provisions relating to conduct etc

Regulation 10.2.54

88 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) Sections 866 to 871 of the old Corporations Act, and any

associated provisions, continue to apply to the regulated principal,

after the end of the transition period in relation to:

(a) the person in the capacity of a regulated principal of that

kind; and

(b) the money;

as if the regulated principal were a licensee within the meaning of

Part 7.6 of the old Corporations Act.

(3) Subdivision A of Division 2 of Part 7.8 of the Act, and any

associated provisions, apply in relation to the regulated principal as

if the money were money to which that Subdivision applied.

(4) A regulated principal must choose whether to deal with the money

in accordance with the arrangements mentioned in

subregulation (2) or the arrangements mentioned in

subregulation (3).

(5) For this regulation, compliance with the arrangements chosen by a

regulated principal is also taken to be compliance with the

arrangements that the regulated principal did not choose.

10.2.54 Money other than loans: financial services licensee who

formerly held futures broker’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 3 of the table in section 1430 of the Act, and whose

financial services licence covers regulated activities for a regulated

principal of that kind, in relation to:

(a) money received by the person before the end of the transition

period in relation to the person in the capacity of a regulated

principal of that kind and to which section 1209 of the old

Corporations Act applied; and

(b) money received by the person after the end of the transition

period in relation to the person in the capacity of a regulated

principal of that kind as a result of:

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Regulation 10.2.55

Corporations Regulations 2001 89

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) the payment of interest, dividends or other income from

the investment of money mentioned in paragraph (1)(a);

or

(ii) the realisation of an investment of money mentioned in

paragraph (1)(a); and

(c) money received by the person under subsection 1209(5A) of

the old Corporations Act after the end of the transition period

in relation to the person in the capacity of a regulated

principal of that kind.

(2) Section 1209 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the regulated principal

after the end of the transition period in relation to:

(a) the person in the capacity of a regulated principal of that

kind; and

(b) the money;

as if the regulated principal were a futures broker within the

meaning of the old Corporations Act.

(3) Subdivision A of Division 2 of Part 7.8 of the Act, and any

associated provisions, apply in relation to the regulated principal as

if the money were money to which that Subdivision applied.

(4) A regulated principal must choose whether to deal with the money

in accordance with the arrangements mentioned in

subregulation (2) or the arrangements mentioned in

subregulation (3).

(5) For this regulation, compliance with the arrangements chosen by a

regulated principal is also taken to be compliance with the

arrangements that the regulated principal did not choose.

10.2.55 Money other than loans: financial services licensee who was

formerly a registered insurance broker

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 5 of the table in section 1430 of the Act, and whose

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Division 15 Other provisions relating to conduct etc

Regulation 10.2.55

90 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

financial services licence covers regulated activities for a regulated

principal of that kind, in relation to:

(a) money:

(i) received by the person before the end of the transition

period in relation to the person in their capacity as a

regulated principal of that kind; and

(ii) to which section 26 of the Insurance (Agents and

Brokers) Act 1984 applied; and

(b) money received by the person after the end of the transition

period in relation to the person in the capacity of a regulated

principal of that kind as a result of:

(i) the payment of interest, dividends or other income from

the investment of money mentioned in paragraph (1)(a);

or

(ii) the realisation of an investment of money mentioned in

paragraph (1)(a).

(2) Section 26 of the Insurance (Agents and Brokers) Act 1984, and

any associated provisions, continues to apply in relation to the

regulated principal after the end of the transition period in relation

to:

(a) the person in the capacity of a regulated principal of that

kind; and

(b) the money;

as if the regulated principal were a registered insurance broker

within the meaning of the Insurance (Agents and Brokers) Act

1984.

(3) Subdivision A of Division 2 of Part 7.8 of the Act, and any

associated provisions, apply in relation to the regulated principal as

if the money were money to which that Subdivision applied.

(4) A regulated principal must choose whether to deal with the money

in accordance with the arrangements mentioned in

subregulation (2) or the arrangements mentioned in

subregulation (3).

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Regulation 10.2.56

Corporations Regulations 2001 91

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) For this regulation, compliance with the arrangements chosen by a

regulated principal is also taken to be compliance with the

arrangements that the regulated principal did not choose.

10.2.56 Money other than loans: financial services licensee who

ceases to be licensed

(1) For section 1444 of the Act, this regulation applies in relation to

money held by a financial services licensee in an account

maintained under any of the following provisions:

(a) section 866 of the old Corporations Act;

(b) section 1209 of the old Corporations Act;

(c) section 26 of the Insurance (Agents and Brokers) Act 1984.

(2) If any of paragraphs 981F(a) to (d) of the Act applies to the

financial services licensee, any money held by the financial

services licensee in an account mentioned in subregulation (1) is to

be dealt with as if it were held by the licensee in an account

maintained for section 981B of the Act.

10.2.57 Loan money: financial services licensee who formerly held

dealer’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 1 of the table in section 1430 of the Act, and whose

financial services licence covers regulated activities for a regulated

principal of that kind, in relation to money:

(a) received by the person before the end of the transition period

in relation to the person in the capacity of a regulated

principal of this kind; and

(b) to which section 872 of the old Corporations Act applied.

(2) Section 872 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the regulated principal

after the end of the transition period in relation to:

(a) the person in the capacity of a regulated principal of that

kind; and

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Regulation 10.2.58

92 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the money;

as if the person were a dealer within the meaning of the old

Corporations Act.

10.2.58 Other property of clients: financial services licensee who

formerly held dealer’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 1 of the table in section 1430 of the Act, and whose

financial services licence covers regulated activities for a regulated

principal of this kind, in relation to scrip:

(a) received by the person before the end of the transition period

in relation to the person in the capacity of a regulated

principal of that kind; and

(b) to which section 873 of the old Corporations Act applied.

(2) Section 873 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the regulated principal

after the end of the transition period in relation to:

(a) the person in the capacity of a regulated principal of that

kind; and

(b) the scrip;

as if the person was still the holder of a dealers licence within the

meaning of the old Corporations Act.

10.2.59 Other property of clients: financial services licensee who

formerly held futures broker’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 3 of the table in section 1430 of the Act, and whose licence

covers regulated activities for a regulated principal of that kind, in

relation to property:

(a) received by the person before the end of the transition period

in relation to the person in the capacity of a regulated

principal of that kind; and

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Regulation 10.2.60

Corporations Regulations 2001 93

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) to which section 1209 or 1214 of the old Corporations Act

applied.

(2) Sections 1209 and 1214 of the old Corporations Act, and any

associated provisions, continue to apply in relation to the regulated

principal after the end of the transition period in relation to:

(a) the person in the capacity of a regulated principal of that

kind; and

(b) the property;

as if the licensee were a futures broker within the meaning of the

old Corporations Act.

10.2.60 Special provisions relating to insurance: financial services

licensee who was formerly a registered insurance broker

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 5 of the table in section 1430 of the Act, and whose

financial services licence covers regulated activities for a regulated

principal of that kind, in relation to:

(a) money:

(i) received by the person before the end of the transition

period in relation to the person in the capacity of a

regulated principal of that kind; and

(ii) to which section 27 of the Insurance (Agents and

Brokers) Act 1984 applied; and

(b) contracts of insurance arranged or effected by the person

(either directly or through another person) before the end of

the transition period in relation to the person in the capacity

of a regulated principal of that kind; and

(c) proposed contracts of insurance of the kind mentioned in

paragraph (b).

(2) Section 27 (other than subsections 27(3) and (5)) of the Insurance

(Agents and Brokers) Act 1984, and any associated provisions,

continue to apply to the regulated principal after the end of the

transition period in relation to:

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Division 15 Other provisions relating to conduct etc

Regulation 10.2.61

94 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) the person in the capacity of a regulated principal of that

kind; and

(b) the money;

as if the licensee were a registered insurance broker within the

meaning of the Insurance (Agents and Brokers) Act 1984.

(3) Subsection 27(3) of the Insurance (Agents and Brokers) Act 1984,

and any associated provisions, continue to apply to the regulated

principal after the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind, in

relation to contracts of insurance mentioned in paragraph (1)(b).

(4) Subsection 27(5) of the Insurance (Agents and Brokers) Act 1984,

and any associated provisions, continue to apply to the regulated

principal after the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind, in

relation to contracts of insurance, or proposed contracts of

insurance, mentioned in paragraphs (1)(b) and (c) for which:

(a) the risk or part of the risk to which the contract or proposed

contract relates is accepted by or on behalf of an insurer; and

(b) the person has not been informed of, and has not otherwise

ascertained, the amount of a premium or an instalment of a

premium to be paid in connection with the contract or

proposed contract;

as if the person was still a registered insurance broker within the

meaning of the Insurance (Agents and Brokers) Act 1984.

10.2.61 Obligation to report: financial services licensee who

formerly held a futures broker’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee whose financial services licence covers

regulated activities for a regulated principal of the kind mentioned

in item 3 of the table in section 1430 of the Act, in relation to:

(a) money that is held by the licensee in an account maintained

under section 1209 of the old Corporations Act; and

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Regulation 10.2.62

Corporations Regulations 2001 95

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(b) property that is held by the licensee under section 1209 or

1214 of the old Corporations Act.

(2) Section 1207 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the regulated principal

after the end of the transition period in relation to:

(a) the person in the capacity of a regulated principal of that

kind; and

(b) the money;

as if the person were a futures broker.

10.2.62 Reporting in relation to dealings in derivatives: financial

services licensee who formerly held a dealer’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in item 3 of the table in section 1430 of the Act, and whose

financial services licence covers regulated activities for a regulated

principal of that kind, in relation to:

(a) a futures contract within the meaning of section 72 of the old

Corporations Act that was acquired by the licensee on behalf

of a client before the end of the transition period in relation to

the person in the capacity of a regulated principal of that

kind; and

(b) authority to operate a discretionary account within the

meaning of section 61 of the old Corporations Act that was

given to the licensee before the end of the transition period in

relation to the person in the capacity of a regulated principal

of that kind.

(2) Section 1207 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the regulated principal

after the end of the transition period in relation to:

(a) the person in the capacity of a regulated principal of that

kind; and

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Regulation 10.2.63

96 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) futures contracts mentioned in paragraph (1)(a) that have not

been disposed of by the end of a particular month; and

(c) discretionary accounts mentioned in paragraph (1)(b) for

which the authority remained in force during part of a

particular month;

as if the person were a futures broker.

10.2.63 Financial statements of financial services licensee: general

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is not a regulated principal

mentioned in any the following items of the table in section 1430

of the Act:

(a) item 1;

(b) item 3;

(c) item 5;

(d) item 7.

(2) Subdivision C of Division 6 of Part 7.8 of the Act applies in

relation to the financial services licensee as if the first day of the

first financial year in relation to the licensee, in its capacity as

licensee, commenced on:

(a) if the person prepares financial statements for the entire

financial year in which the person became a financial

services licensee—the first day of that financial year; or

(b) if paragraph (a) does not apply—the day on which the person

became a financial services licensee.

10.2.64 Financial statements of financial services licensees who were

certain regulated principals

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who is a regulated principal mentioned

in any of the following items of the table in section 1430 of the

Act:

(a) item 1;

(b) item 3;

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Regulation 10.2.64

Corporations Regulations 2001 97

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) item 5;

(d) item 7.

(2) Subdivision C of Division 6 of Part 7.8 of the Act applies in

relation to the financial services licensee as if the financial services

licensee had been a financial services licensee on and from the first

day of the financial year in which the person became a financial

services licensee.

(3) If the financial services licensee was, immediately before

becoming a financial services licensee, a regulated principal

mentioned in item 1 of the table in section 1430 of the Act:

(a) section 860 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the most recent

financial year that ended before the financial year in which

the licensee became a financial services licensee, as if the

licensee were a person who held a securities dealers licence

within the meaning of the old Corporations Act; and

(b) section 860 of the old Corporations Act does not apply in

relation to the licensee in relation to the financial year in

which the licensee became a financial services licensee.

(4) If the financial services licensee was, immediately before

becoming a financial services licensee, a regulated principal

mentioned in item 3 of the table in section 1430 of the Act:

(a) section 1218 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the licensee in

relation to the most recent financial year that ended before

the financial year in which the licensee became a financial

services licensee as if the licensee were a futures broker

within the meaning of the old Corporations Act; and

(b) section 1218 of the old Corporations Act does not apply in

relation to the licensee in relation to the financial year in

which the licensee became a financial services licensee.

(5) If the financial services licensee was, immediately before

becoming a financial services licensee, a regulated principal

mentioned in item 5 of the table in section 1430 of the Act:

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Regulation 10.2.65

98 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) section 25A of the Insurance (Agents and Brokers) Act 1984,

and any associated provisions, continue to apply in relation to

the licensee in relation to the most recent accounting period

(within the meaning of that Act) that ended before the

accounting period in which the licensee became a financial

services licensee, as if the licensee were a registered

insurance broker; and

(b) section 25A of the Insurance (Agents and Brokers) Act 1984

does not apply in relation to the licensee in relation to the

accounting period in which the licensee became a financial

services licensee.

(6) If the financial services licensee was, immediately before

becoming a financial services licensee, a regulated principal

mentioned in item 7 of the table in section 1430 of the Act:

(a) section 31J of the Insurance (Agents and Brokers) Act 1984,

and any associated provisions, continue to apply in relation to

the licensee in relation to the most recent accounting period

(within the meaning of that Act) that ended before the

accounting period in which the licensee became a financial

services licensee as if the licensee were a registered foreign

insurance agent; and

(b) section 31J of the Insurance (Agents and Brokers) Act 1984

does not apply in relation to the licensee in relation to the

accounting period in which the licensee became a financial

services licensee.

10.2.65 Auditors: certain financial services licensee who formerly

held dealer’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who:

(a) is a regulated principal mentioned in item 1 of the table in

section 1430 of the Act, and whose financial services licence

covers regulated activities for a regulated principal of that

kind; and

(b) is not a body corporate (other than a proprietary company) to

which section 327 of the old Corporations Act applies.

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Regulation 10.2.65

Corporations Regulations 2001 99

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(2) If:

(a) there was no vacancy in the office of auditor of the regulated

principal at the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind;

and

(b) an auditor of the regulated principal would be eligible to

continue to act as auditor of the financial services licensee;

the auditor of the regulated principal is taken to have been

appointed under section 990B of the Act as auditor of the licensee

when the regulated principal became a financial services licensee

in relation to the regulated activities of a regulated principal of that

kind.

(3) If:

(a) there was no vacancy in the office of auditor of the regulated

principal at the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind;

and

(b) the auditor of the regulated principal would not be eligible to

continue to act as auditor of the financial services licensee;

the auditor of the regulated principal is taken to have ceased to

hold office at the time when the regulated principal became a

financial services licensee in relation to the regulated activities of a

regulated principal of that kind.

(4) If:

(a) there was no vacancy in the office of auditor of the regulated

principal at the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind;

and

(b) the auditor of the regulated principal would be eligible to

continue to act as auditor of the financial services licensee;

and

(c) ASIC had previously consented to the removal or resignation

of the auditor under section 858 of the old Corporations Act

on a specified date after the regulated principal became a

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Regulation 10.2.66

100 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

financial services licensee in relation to the regulated

activities of a regulated principal of that kind;

the auditor of the regulated principal is taken to have been

appointed under section 990B of the Act when the regulated

principal became a financial services licensee in relation to the

regulated activities of a regulated principal of that kind, and ASIC

is taken to have specified the date mentioned in paragraph (c)

under section 990H of the Act.

(5) If there was a vacancy in the office of the auditor of the regulated

principal mentioned in item 1 of the table in section 1430 of the

Act when the regulated principal became a financial services

licensee in relation to the regulated activities of a regulated

principal of that kind, the licensee must appoint an auditor within

14 days after the day on which the vacancy occurred in accordance

with subsections 990B(4) and (5) of the Act.

(6) Subregulation (5) does not apply to a financial services licensee in

relation to which an auditor has already been appointed under

section 990B of the Act.

10.2.66 Auditors: certain financial services licensees who held a

futures broker’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who:

(a) is a regulated principal mentioned in item 3 of the table in

section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind; and

(c) is not a body corporate (other than a proprietary company) in

relation to which section 327 of the old Corporations Act

applies.

(2) If:

(a) there was no vacancy in the office of auditor of the regulated

principal at the end of the transition period in relation to the

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Corporations Regulations 2001 101

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person in the capacity of a regulated principal of that kind;

and

(b) an auditor of the regulated principal would be eligible to

continue to act as auditor of the financial services licensee;

the auditor of the regulated principal is taken to have been

appointed under section 990B of the Act as auditor of the licensee

when the regulated principal became a financial services licensee

in relation to the regulated activities of a regulated principal of that

kind.

(3) If:

(a) there was no vacancy in the office of auditor of the regulated

principal at the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind;

and

(b) the auditor of the regulated principal would not be eligible to

continue to act as auditor of the financial services licensee;

the auditor of the regulated principal is taken to have ceased to

hold office at the time when the regulated principal became a

financial services licensee in relation to the regulated activities of a

regulated principal of that kind.

(4) If:

(a) there was no vacancy in the office of auditor of the regulated

principal at the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind;

and

(b) the auditor of the regulated principal would be eligible to

continue to act as auditor of the financial services licensee;

and

(c) ASIC had previously consented to the removal or resignation

of the auditor under section 1216 of the old Corporations Act

on a specified date after the regulated principal became a

financial services licensee in relation to the regulated

activities of a regulated principal of that kind;

the auditor of the regulated principal is taken to have been

appointed under section 990B of the Act when the regulated

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Regulation 10.2.67

102 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

principal became a financial services licensee in relation to the

regulated activities of a regulated principal of that kind, and ASIC

is taken to have specified the date mentioned in paragraph (c)

under section 990H of the Act.

(5) If there was a vacancy in the office of the auditor of a regulated

principal mentioned in item 3 of the table in section 1430 of the

Act when the regulated principal became a financial services

licensee in relation to the regulated activities of a regulated

principal of that kind, the licensee must appoint an auditor within

14 days after the day on which the vacancy occurred in accordance

with subsections 990B(4) and (5) of the Act.

(6) Subregulation (5) does not apply to a financial services licensee in

relation to which an auditor has already been appointed under

section 990B of the Act.

10.2.67 Auditor’s report in certain matters: financial services

licensee who formerly held a dealer’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee:

(a) who is a regulated principal mentioned in item 1 of the table

in section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind.

(2) Section 990K of the Act applies in relation to an auditor of a

financial services licensee mentioned in subregulation (1) as if

subsection 990K(2) required the auditor to give a report on any

matter that, in the opinion of the auditor:

(a) adversely affected the ability of the licensee to meet its

obligations as a securities dealer before the time that it

became a financial services licensee in relation to the

regulated activities mentioned in item 1 of the table in

section 1430 of the Act; or

(b) constitutes, or may constitute, a contravention of the

condition of the dealers licence held by the licensee before

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Regulation 10.2.68

Corporations Regulations 2001 103

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the time that it became a financial services licensee in

relation to the regulated activities mentioned in item 1 of the

table in section 1430 of the Act; or

(c) constitutes, or may constitute, a contravention of section 856,

866, 867, 868, 869, 870, 871, 872 or 873, or Part 7.7 of the

old Corporations Act.

10.2.68 Auditor’s report on certain matters: financial services

licensee who formerly held a futures broker’s licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee:

(a) who is a regulated principal mentioned in item 3 of the table

in section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind.

(2) Section 990K of the Act applies in relation to an auditor of a

financial services licensee mentioned in subregulation (1) as if

subsection 990K(2) required the auditor to give a report on any

matter that, in the opinion of the auditor:

(a) adversely affected the ability of the licensee to meet its

obligations as a futures broker before the time that it became

a financial services licensee in relation to the regulated

activities mentioned in item 3 of the table in section 1430 of

the Act; or

(b) constitutes, or may constitute, a contravention of the

condition of the futures brokers licence held by the licensee

before the time that it became a financial services licensee in

relation to the regulated activities mentioned in item 3 of the

table in section 1430 of the Act; or

(c) constitutes, or may constitute, a contravention of

section 1209, 1213 or 1214 of the old Corporations Act.

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Regulation 10.2.69

104 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.69 Auditor’s report on certain matters: financial services

licensee who was formerly a registered insurance broker

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee:

(a) who is a regulated principal mentioned in item 5 of the table

in section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind.

(2) Section 990K of the Act applies in relation to an auditor of the

financial services licensee as if subsection 990K(2) required the

auditor to give a report on any matter that, in the opinion of the

auditor, constitutes, or may constitute, a contravention of

section 25C, 26 or 27 of the Insurance (Agents and Brokers) Act

1984.

10.2.70 Priority to clients’ orders: financial services licensee who

held a dealers licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee:

(a) who is a regulated principal mentioned in item 1 of the table

in section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind;

in relation to instructions to buy or sell securities (as defined for

the purposes of Part 7.4 of Chapter 7 of the old Corporations Act)

that were received by the licensee from a client who was not an

associate of the licensee before the end of the transition period in

relation to the person in the capacity of a regulated principal of that

kind.

(2) Section 844 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the regulated principal

after the end of the transition period in relation to the person

entering into a transaction in securities of the same class as those to

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Regulation 10.2.71

Corporations Regulations 2001 105

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which the instructions relates as if the person were a dealer within

the meaning of the old Corporations Act.

(3) This regulation applies until the regulated principal has complied

with the instructions.

10.2.71 Sequencing of instructions to deal through licensed markets:

financial services licensee who formerly held a futures

brokers licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee:

(a) who is a regulated principal mentioned in item 3 of the table

in section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind;

in relation to instructions to deal in a class of futures contracts

(within the meaning of section 72 of the old Corporations Act) that

were received by the licensee before the licensee became a

financial services licensee.

(2) Section 1266 of the old Corporations Act (other than

subsections 1266(7) and (8)), and any associated provisions,

continue to apply in relation to the regulated principal after the end

of the transition period in relation to the person entering into a

transaction in derivatives of the same class as those to which the

instructions relates as if the person were a futures broker within the

meaning of the old Corporations Act.

(3) This regulation applies until the regulated principal has complied

with the instructions.

10.2.72 Records relating to instructions to deal through licensed

markets: financial services licensee who held a futures

brokers licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee:

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Regulation 10.2.73

106 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) who is a regulated principal mentioned in item 3 of the table

in section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind;

in relation to instructions to deal in futures contracts (within the

meaning of section 72 of the old Corporations Act) that were

received by the licensee before the end of the transition period in

relation to the person in the capacity of a regulated principal of that

kind.

(2) Subsections 1266(7) and (8) of the old Corporations Act, and any

associated provisions, continue to apply in relation to the regulated

principal after the end of the transition period in relation to the

person in the capacity of a regulated principal of that kind as if the

person were a futures broker within the meaning of the old

Corporations Act.

10.2.73 Dealing with non-licensees: financial services licensee who

held a dealers licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee:

(a) who is a regulated principal mentioned in item 1 of the table

in section 1430 of the Act; and

(b) whose financial services licence covers regulated activities

for a regulated principal of that kind, in relation to a

transaction of sale or purchase of securities (as defined for

the purposes of Part 7.4 of the old Corporations Act) with a

non-dealer (within the meaning of the old Corporations Act)

that was entered into by the licensee, on the licensee’s own

account, before the end of the transition period (within the

meaning of subsection 1431(1) of the Act) that applied to the

person in the capacity of a regulated principal of that kind.

(2) Section 843 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the regulated principal

after the end of the transition period in relation to the person in the

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Regulation 10.2.73A

Corporations Regulations 2001 107

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capacity of a regulated principal of that kind as if the person were a

dealer within the meaning of the old Corporations Act.

10.2.73A Advertising for financial products

(1) For section 1444 of the Act, this regulation applies in relation to:

(a) a financial product; or

(b) a class of financial products that includes the financial

product;

for which a notice has been lodged with ASIC in accordance with

paragraph 1438(3)(b) of the Act.

(2) At any time in the period of 3 months ending immediately before

the date specified in the notice in accordance with

paragraph 1438(3)(b) of the Act, the issuer of the financial product

may decide to comply with Division 4 of Part 7.9 of the Act in

relation to the financial product.

(3) If the product issuer makes the decision mentioned in

subregulation (2):

(a) Division 4 of Part 7.9 of the Act applies in relation to the

financial product until the date specified in the notice; and

(b) section 734 of the old Corporations Act does not apply in

relation to the financial product.

Note: Under subsection 1438(5) of the Act, it is possible for the date

specified in accordance with paragraph 1438(3)(b) of the Act to be

changed.

(4) If the notice is lodged with ASIC less than 3 months before the

date specified in the notice in accordance with

paragraph 1438(3)(b) of the Act, subregulation (2) applies only

during the period:

(a) starting when the notice is lodged; and

(b) ending immediately before the date specified in the notice.

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Regulation 10.2.73B

108 Corporations Regulations 2001

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10.2.73B Freezing accounts

(1) For section 1444 of the Act, this regulation applies if a person:

(a) holds or held a licence under Chapter 7 or 8 of the old

Corporations Act in relation to an activity; and

(b) the licence is revoked or suspended at any time before or

after the FSR commencement.

(2) Subsection 983A(3) of the Act applies to the person as if the

person were a person who holds, or has at any time held, an

Australian financial services licence that has been revoked or

suspended.

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Regulation 10.2.74

Corporations Regulations 2001 109

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Division 16—Product disclosure provisions for existing

products during transition period

10.2.74 Financial products in the same class

(1) For subsection 1410(2) of the Act, this regulation identifies what

constitutes a class of financial products for subsection 1438(1) of

the Act.

(2) Subject to subregulation (2A), a managed investment product is in

the same class as another financial product only if:

(a) the other financial product is a managed investment product;

and

(b) both products are interests in registered schemes that have

the same responsible entity; and

(c) at the FSR commencement, the responsible entity’s licence to

operate registered schemes would have authorised the

operation of both registered schemes.

(2A) A financial product that is an interest in a registered scheme is in

the same class as another financial product if the other financial

product is an interest in the same registered scheme.

(3) A derivative is in the same class as another financial product only

if:

(a) the other financial product is a derivative; and

(b) either:

(i) each of the derivatives was entered into or acquired on a

financial market; or

(ii) none of the derivatives was entered into or acquired on a

financial market.

(4) A life risk insurance product is in the same class as another

financial product only if the other financial product is a life risk

insurance product.

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Regulation 10.2.74

110 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) An investment life insurance product is in the same class as

another financial product only if the other financial product is an

investment life insurance product.

(6) An insurance product (other than a life risk insurance product or an

investment life product) is in the same class as another financial

product only if:

(a) the other financial product is an insurance product other than

a life risk insurance product or an investment life product;

and

(b) both products:

(i) provide the same kind of cover; or

(ii) provide cover in relation to the same kind of asset (for

example, a motor vehicle).

(7) A superannuation interest is in the same class as another financial

product only if the other financial product is a superannuation

interest.

Note: Superannuation interest is defined in subsection 10(1) of the SIS Act.

(8) An RSA product is in the same class as another financial product

only if the other financial product is an RSA product.

(9) A deposit product is in the same class as another financial product

only if the other financial product is a deposit product.

(9A) A facility for making non-cash payments that is related to a deposit

product is in the same class as another financial product only if the

other financial product is a facility for making non-cash payments

that is related to a deposit product.

Note: Non-cash payments are explained in section 763D of the Act.

(9B) In this regulation:

deposit product means a deposit-taking facility made available by

an ADI (within the meaning of the Banking Act 1959) in the course

of its banking business (within the meaning of that Act), other than

an RSA.

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Regulation 10.2.75

Corporations Regulations 2001 111

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(10) A financial product mentioned in paragraph 764A(1)(k) of the Act

is in the same class as another financial product only if the other

financial product is a financial product mentioned in

paragraph 764A(1)(k) of the Act.

(11) A warrant is in the same class as another financial product only if

the other financial product is a warrant.

10.2.75 References to financial services licensee

(1) For section 1444 of the Act, a reference in Part 7.9 of the Act to a

financial services licensee includes a regulated principal.

(2) Subregulation (1) also applies to section 761E of the Act.

(3) A reference in paragraph 761E(6)(d) of the Act to an authorised

representative includes a representative of a regulated principal.

(4) A reference in paragraph (d) of the definition of regulated person

in section 1011B of the Act to an authorised representative

includes a representative of a regulated principal.

(5) A reference in paragraph 1015C(3)(b) of the Act to an authorised

representative includes a representative of a regulated principal.

(6) A reference in paragraph 1017A(1)(c) of the Act to an authorised

representative includes a representative of a regulated principal.

(7) Subregulations (1) to (6) cease to apply in relation to the regulated

principal and the authorised representative at the end of the

transition period in relation to the regulated principal.

10.2.76 References to retail client

(1) For section 1444 of the Act, this regulation applies if a person

acquired a financial product before the FSR commencement.

(2) Subject to subregulation (3), the person is taken to have acquired

the financial product as a retail client.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 16 Product disclosure provisions for existing products during transition period

Regulation 10.2.77

112 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) The person is taken to have acquired the product as a wholesale

client if:

(a) the person would not have acquired the product as a retail

client if the product had been acquired at the FSR

commencement; or

(b) the person would not have acquired the product as a retail

client if the Act had applied at the time when the product was

acquired.

10.2.77 References to issue of product

For section 1444 of the Act, a reference in subsection 1438(1) of

the Act to financial products in a class of products that are first

issued by a person after the FSR commencement does not include

financial products in a class of products if the person who is, or

will be, the product issuer first made an offer to issue a financial

product in that class of products before the FSR commencement.

10.2.78 References to Product Disclosure Statement: offer

previously accepted

(1) For section 1444 of the Act, this regulation applies:

(a) if a person:

(i) made an offer to the issuer or seller of a financial

product, before Division 2 of Part 7.9 of the Act began

to apply to the financial product, that involves the

person, or another person, acquiring the financial

product; or

(ii) accepted an offer by the issuer or seller of a financial

product, before Division 2 of Part 7.9 of the Act began

to apply to the financial product, to issue the financial

product to the person or the other person; and

(b) if the acquisition is not completed before Division 2 of

Part 7.9 of the Act began to apply to the financial product.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Product disclosure provisions for existing products during transition period Division 16

Regulation 10.2.79

Corporations Regulations 2001 113

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The legislation mentioned in section 1440 of the Act in relation to

the kind of financial product continues to apply in relation to the

financial product to the extent necessary to allow the financial

product to be acquired.

(3) Division 2 of Part 7.9 of the Act does not apply in relation to the

financial product to the extent necessary to allow the financial

product to be acquired.

10.2.79 References to Product Disclosure Statement: managed

investment products

For section 1444 of the Act, a reference in the following provisions

of the Act to a Product Disclosure Statement includes a disclosure

document under Chapter 6D of the old Corporations Act:

(a) paragraph 1012C(6)(b);

(b) paragraph 1012C(8)(c);

(c) subparagraph 1012D(2)(b)(i).

10.2.80 Lodgment of Product Disclosure Statement after lodgment

of notice

For section 1444 of the Act, if a person lodges with ASIC a notice

under paragraph 1438(3)(b) of the Act:

(a) section 1015B of the Act is taken to authorise the person to

lodge a Product Disclosure Statement before the date of

effect specified in the notice; and

(b) the period mentioned in section 1016B of the Act is taken to

start in relation to the person when the person lodges the

Product Disclosure Statement.

10.2.81 Ongoing disclosure

For section 1444 of the Act, if:

(a) the issuer of a financial product would have had an obligation

to notify the holder of a financial product of a change or

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 16 Product disclosure provisions for existing products during transition period

Regulation 10.2.82

114 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

event mentioned in subsection 1017B(1A) of the Act if

Part 7.9 of the Act had applied at all times to the product; and

(b) the issuer would have been exempt from the obligation

because regulation 7.9.16G would have applied to the issuer

in relation to the product if Part 7.9 of the Act had applied at

all times to the product;

regulation 7.9.16G applies to the issuer in relation to the product

during the transition period for the product.

10.2.82 Money received for financial product before the product is

issued: general

(1) For section 1444 of the Act, this regulation applies if:

(a) money is paid to a person before the FSR commencement to

acquire a financial product (whether the money is paid by the

person who is to acquire the financial product or by another

person); and

(b) the person holds the money immediately after the FSR

commencement.

(2) The following provisions of the relevant old legislation continue to

apply in relation to the person and the money:

(a) section 722 of the old Corporations Act, and any associated

provisions;

(b) Division 5 of Part 19 of the SIS Act, and any associated

provisions;

(c) Division 6 of Part 5 of the RSA Act, and any associated

provisions;

(d) section 37 of the Insurance (Agents and Brokers) Act 1984

(other than subsection 37(2)), and any associated provisions.

(3) Section 1017E of the Act does not apply in relation to the person

and the money.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Product disclosure provisions for existing products during transition period Division 16

Regulation 10.2.83

Corporations Regulations 2001 115

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.83 Money received for financial product before the product is

issued: requirement before application of subsection 37(2)

of Insurance (Agents and Brokers) Act 1984

Section 37 of the Insurance (Agents and Brokers) Act 1984 (other

than subsection 37(2)) does not apply in relation to money to

which section 1017E of the Act applies unless one of the events

mentioned in subsection 1017E(3) of the Act occurs.

10.2.84 Confirmation of transactions

(1) For section 1444 of the Act, this regulation applies in relation to a

financial product to which:

(a) section 1017F of the Act applies; and

(b) subsection 37(2) of the Insurance (Agents and Brokers) Act

1984 would, but for subregulation (2), apply after the FSR

commencement.

(2) Subsection 37(2) of the Insurance (Agents and Brokers) Act 1984

does not apply in relation to the financial product.

10.2.85 Dispute resolution requirements: financial products

(1) For section 1444 of the Act, this regulation applies in relation to

financial products (the relevant financial products) other than

financial products that are, or have been, available for acquisition

at a time at which Division 2 of Part 7.9 of the Act applies to the

financial products.

(2) A reference in section 1017G of the Act to financial products that

are, or have been, available for acquisition does not include the

relevant financial products.

10.2.86 Dispute resolution requirements: regulated principals

(1) For section 1444 of the Act, if:

(a) a regulated principal in relation to a financial product would,

but for this regulation, be required by subsection 1017G(1) of

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 16 Product disclosure provisions for existing products during transition period

Regulation 10.2.87

116 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the Act to have a dispute resolution system for the financial

product; and

(b) the issue or sale of the financial product as mentioned in

paragraph 1017G(1)(b) of the Act is within the regulated

activities of the regulated principal;

section 1017G of the Act does not apply to the regulated principal

in relation to the financial product.

(2) Subregulation (1) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.87 Dispute resolution requirements: no external dispute

resolution scheme

For section 1444 of the Act, paragraph 1017G(2)(b) of the Act

does not apply in relation to a particular activity of, or a particular

financial product offered by, an issuer or a regulated person at any

time within 2 years after the FSR commencement unless, at that

time:

(a) there is an external dispute resolution scheme in existence

that satisfies subparagraphs 1017G(2)(b)(i) and (ii) of the

Act; and

(aa) the external dispute resolution scheme applies to that activity

or financial product; and

(b) the external dispute resolution scheme has been in existence

for a period of at least 3 months.

10.2.87A Meaning of financial product advice: exempt document or

statement

(1) For subsection 1409(1) of the Act, this regulation applies to a

document or statement about a financial product during the

transition period that ceases on the earlier of:

(a) the date that Part 7.9 of the Act applies to the regulated

person; and

(b) 2 years after the FSR commencement.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Product disclosure provisions for existing products during transition period Division 16

Regulation 10.2.87A

Corporations Regulations 2001 117

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) The following documents and statements are prescribed under

paragraph (b) of the definition of exempt document or statement in

subsection 766B(9) of the Act:

(a) in relation to an interest in a managed investment scheme to

which Division 2 of Part 7.9 of the Act does not apply—a

disclosure document lodged under Chapter 6D of the Act;

(b) in relation to a derivative to which Division 2 of Part 7.9 of

the Act does not apply—information mentioned in

section 1210 of the old Corporations Act;

(c) in relation to a superannuation product to which Division 2 of

Part 7.9 of the Act does not apply—information mentioned in

section 153 or 159 of the SIS Act or Part 2 of the SIS

Regulations as in force immediately before the FSR

commencement;

(d) in relation to an RSA product to which Division 2 of Part 7.9

of the Act does not apply—information mentioned in

section 56 of the RSA Act, as in force immediately before the

FSR commencement;

(e) in relation to an investment life insurance product or a life

risk insurance product—a document or statement that

contains information given in accordance with Circular G.I.1,

issued by the Insurance and Superannuation Commission in

February 1996.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 17 Arrangements relating to enforcement of matters by ASIC

Regulation 10.2.88

118 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 17—Arrangements relating to enforcement of

matters by ASIC

10.2.88 Definition

In this Division:

amended Corporations Act means the Act as in force after the FSR

commencement.

10.2.89 Financial services law

For section 761A of the Act, a provision of the relevant old

legislation is not a financial services law unless the operation of the

provision is expressly preserved or applied (with or without

modification) in relation to the matter by a provision of these

Regulations (other than this regulation).

10.2.90 ASIC may have regard to prior conduct and events

(1) For a provision of Part 7.6 of the Act mentioned in

subregulation (2), ASIC is not precluded from having regard to any

of the following matters in exercising its powers and performing its

functions under the provision:

(a) a matter that arose at any time before the FSR

commencement;

(b) a matter that arose during the transition period;

(c) a matter that arose before a person becomes subject to the

amended Corporations Act in relation to:

(i) all of the person’s business; or

(ii) a particular part of the person’s business.

(2) The provisions are:

(a) paragraph 913B(1)(b); and

(b) paragraph 913B(1)(c); and

(c) subsection 913B(2); and

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Arrangements relating to enforcement of matters by ASIC Division 17

Regulation 10.2.91

Corporations Regulations 2001 119

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(d) subsection 913B(3); and

(e) paragraph 915C(1)(a); and

(f) paragraph 915C(1)(aa); and

(g) paragraph 915C(1)(b); and

(h) paragraph 920A(1)(b); and

(i) paragraph 920A(1)(ba); and

(j) paragraph 920A(1)(e); and

(k) paragraph 920A(1)(f); and

(l) regulations made for paragraph 913B(1)(d); and

(m) subsection 912C(1); and

(n) subsection 914A(1); and

(o) paragraphs 915B(1)(a), (b), (c) and (d); and

(p) paragraphs 915B(2)(a), (b) and (c); and

(q) paragraphs 915B(3)(a), (b), (c) and (d); and

(r) paragraphs 915B(4)(a), (b) and (c); and

(s) paragraph 915C(1)(d); and

(t) paragraphs 915C(2)(a) and (b); and

(u) subsection 916G(1); and

(v) paragraph 920A(1)(bb); and

(w) paragraph 920A(1)(c); and

(x) subsection 920D(1).

10.2.91 Power to act in relation to relevant old legislation

(1) This regulation applies if an instrument or another matter continues

in force, after the FSR commencement, in accordance with the

relevant old legislation that relates to the instrument or matter.

Examples:

1 A licence.

2 A licence condition.

3 A suspension of a registration.

Note: The relevant old legislation includes the old Corporations Act,

associated provisions and, in some cases, other legislation such as the

Insurance (Agents and Brokers) Act 1984.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 17 Arrangements relating to enforcement of matters by ASIC

Regulation 10.2.91

120 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) To avoid doubt:

(a) ASIC may exercise any of the powers, and perform any of

the functions, that ASIC had immediately before the FSR

commencement in relation to:

(i) a person to whom the instrument or matter applies; and

(ii) a representative of a person mentioned in

subparagraph (i); and

(iii) any other person (including a person described in a

capacity that came into existence, or in relation to an

event that occurred, after the FSR commencement); and

(b) paragraph (a) includes the power:

(i) to issue an instrument; and

(ii) to execute an instrument.

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Specific kinds of documents in existence before FSR commencement Division 18

Regulation 10.2.92

Corporations Regulations 2001 121

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 18—Specific kinds of documents in existence

before FSR commencement

10.2.92 Banning orders made before FSR commencement

(1) On and after the FSR commencement, a banning order made

before the FSR commencement under Division 5 of Part 7.3, or

Division 5 of Part 8.3, of the old Corporations Act (the relevant

Division):

(a) continues in force to the extent practicable to allow it to

apply to conduct or another matter:

(i) as it is described on and after the FSR commencement;

or

(ii) as it is regulated on and after the FSR commencement;

and

(b) is taken to be a banning order made under:

(i) the relevant Division of the old Corporations Act; and

(ii) section 920A of the Act.

(2) On and after the FSR commencement, the relevant Division of the

old Corporations Act, and associated provisions, continue to apply

to the extent necessary to allow the banning order to continue in

force.

(3) For subregulation (2), nothing in the relevant old legislation

(including the Australian Securities and Investments Commission

Act 2001) prevents ASIC from:

(a) drafting or amending the terms of a banning order; or

(b) taking any other action permitted by Division 8 of Part 7.6 of

the Act;

for the purpose of ensuring that the banning order has the same

effect under the amended Corporations Act as it had under the old

Corporations Act, or an effect equivalent to the effect it had under

the old Corporations Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 18 Specific kinds of documents in existence before FSR commencement

Regulation 10.2.93

122 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.93 Banning orders made under relevant old legislation after

FSR commencement

(1) On and after the FSR commencement, Division 5 of Part 7.3, or

Division 5 of Part 8.3, of the old Corporations Act (the relevant

Division), and associated provisions, continue to apply to the

extent necessary to allow a banning order to be made or enforced

against a person in relation to:

(a) conduct or another matter that occurred before the FSR

commencement; or

(b) conduct or another matter that:

(i) occurred after the FSR commencement; and

(ii) is regulated in accordance with section 1432 or 1436A

of the Act.

(2) A banning order made in relation to conduct or another matter

mentioned in subregulation (1) is taken to be a banning order made

under:

(a) the relevant Division of the old Corporations Act; and

(b) section 920A of the Act.

(3) Subregulation (1) does not prevent ASIC from making a banning

order under section 920A of the Act in relation to the same conduct

or matter in relation to which a banning order is made under the

relevant Division of the old Corporations Act.

(4) For subregulation (3), nothing in the Act, or the relevant old

legislation (including the Australian Securities and Investments

Commission Act 2001), prevents ASIC from:

(a) drafting or amending the terms of a banning order; or

(b) taking any other action that was permitted by the relevant

Division of the old Corporations Act before the FSR

commencement;

for the purpose of ensuring that the banning order has the same

effect under the amended Corporations Act as it had under the old

Corporations Act, or an effect equivalent to the effect it had under

the old Corporations Act.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Specific kinds of documents in existence before FSR commencement Division 18

Regulation 10.2.94

Corporations Regulations 2001 123

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.94 Banning orders made under the Act after FSR

commencement

(1) On and after the FSR commencement, Division 8 of Part 7.6 of the

Act is taken to authorise the making of a banning order in relation

to conduct or another matter that is or may be regulated under the

relevant old legislation.

(2) Subregulation (1) applies only to the extent that the relevant old

legislation would have permitted the making of an order in similar

terms in relation to the conduct or other matter.

(3) A banning order made in relation to conduct or another matter

mentioned in subregulation (1) is taken to be a banning order made

under:

(a) Division 5 of Part 7.3, or Division 5 of Part 8.3, of the old

Corporations Act (the relevant Division); and

(b) section 920A of the Act.

(4) Subregulation (1) does not prevent ASIC from making a banning

order under the relevant Division of the old Corporations Act in

relation to the same conduct or matter in relation to which a

banning order is made under Division 8 of Part 7.6 of the Act.

(5) For subregulation (4), nothing in the Act, or the relevant old

legislation (including the Australian Securities and Investments

Commission Act 2001), prevents ASIC from:

(a) drafting or amending the terms of a banning order; or

(b) taking any other action permitted by Division 8 of Part 7.6 of

the Act;

for the purpose of ensuring that the banning order has the same

effect under the amended Corporations Act as it had under the old

Corporations Act, or an effect equivalent to the effect it had under

the old Corporations Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 18 Specific kinds of documents in existence before FSR commencement

Regulation 10.2.94A

124 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.94A Prohibitions under paragraphs 827(1)(d) and 1192(1)(d) of

the old Corporations Act made before FSR

commencement

(1) For section 1444 of the Act, on and after the FSR commencement,

a prohibition under paragraph 827(1)(d) or 1192(1)(d) of the old

Corporations Act made before the FSR commencement:

(a) continues in force to the extent practicable to allow it to

apply to conduct or another matter:

(i) as it is described on and after the FSR commencement;

or

(ii) as it is regulated on and after the FSR commencement;

and

(b) is taken to be a prohibition made under paragraph 827(1)(d)

or 1192(1)(d) of the old Corporations Act.

(2) On and after the FSR commencement, paragraph 827(1)(d) or

1192(1)(d) of the old Corporations Act, and associated provisions,

continue to apply to the extent necessary to allow the prohibition to

continue in force.

(3) For subregulation (2), nothing in the relevant old legislation

(including the Australian Securities and Investments Commission

Act 2001) prevents ASIC from drafting or amending the terms of a

prohibition for the purpose of ensuring that the prohibition has the

same effect under the amended Corporations Act as it had under

the old Corporations Act, or an effect equivalent to the effect it had

under the old Corporations Act.

10.2.94B Prohibitions under paragraphs 827(1)(d) and 1192(1)(d) of

the old Corporations Act made after FSR commencement

(1) For section 1444 of the Act, on and after the FSR commencement,

paragraphs 827(1)(d) and 1192(1)(d) of the old Corporations Act,

and associated provisions, continue to apply to the extent necessary

to allow a prohibition to be made or enforced against a person in

relation to:

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Specific kinds of documents in existence before FSR commencement Division 18

Regulation 10.2.95

Corporations Regulations 2001 125

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) conduct or another matter that occurred before the FSR

commencement; or

(b) conduct or another matter that:

(i) occurred after the FSR commencement; and

(ii) is regulated in accordance with section 1432 or 1436A

of the Act.

(2) A prohibition made in relation to conduct or another matter

mentioned in subregulation (1) is taken to be a prohibition made

under paragraph 827(1)(d) or 1192(1)(d) of the old Corporations

Act.

(3) For subregulation (2), nothing in the relevant old legislation

(including the Australian Securities and Investments Commission

Act 2001) prevents ASIC from drafting or amending the terms of a

prohibition for the purpose of ensuring that the prohibition has the

same effect under the amended Corporations Act as it had under

the old Corporations Act, or an effect equivalent to the effect it had

under the old Corporations Act.

10.2.95 Undertakings

(1) This regulation applies if:

(a) an undertaking was in force under section 93AA or 93A of

the Australian Securities and Investments Commission Act

2001 immediately before the FSR commencement; and

(b) the conduct or matter to which the undertaking relates:

(i) is not described in the same terms in the amended

Corporations Act; or

(ii) is regulated in a different way under the amended

Corporations Act.

(2) On and after the FSR commencement, the undertaking continues in

force, to the extent practicable to allow it to apply in relation to the

conduct or matter:

(a) as it is described on and after the FSR commencement; and

(b) as it is regulated on and after the FSR commencement.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 18 Specific kinds of documents in existence before FSR commencement

Regulation 10.2.96

126 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) For subregulation (2), nothing in the relevant old legislation

(including the Australian Securities and Investments Commission

Act 2001) prevents ASIC from:

(a) drafting or amending the terms of an undertaking; or

(b) issuing a notice to a person; or

(c) taking any other action permitted by section 93AA or 93A of

that Act;

for the purpose of ensuring that the undertaking has the same effect

under the amended Corporations Act as it had under the old

Corporations Act, or an effect equivalent to the effect it had under

the old Corporations Act.

10.2.96 Registers in existence before FSR commencement

(1) Subject to subregulation (3), this regulation applies if:

(a) a register was in existence, or was required to be in existence,

under the relevant old legislation:

(i) before the FSR commencement; or

(ii) after the FSR commencement, but before the amended

Corporations Act began to apply to a person’s activities;

and

(b) the register:

(i) is required to be maintained, after the FSR

commencement, by a law other than this regulation; or

(ii) would have been required to be maintained, after the

FSR commencement, by a provision of the relevant old

legislation if the provision had continued in operation

after the FSR commencement.

(2) To avoid doubt:

(a) the person responsible for maintaining the register may

exercise any of the powers, and perform any of the functions,

that the person had immediately before the FSR

commencement in relation to:

(i) a person whose details appear in the register; and

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Specific kinds of documents in existence before FSR commencement Division 18

Regulation 10.2.97

Corporations Regulations 2001 127

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) any other person to whom the register relates (including

a person described in a capacity that came into existence

after the FSR commencement); and

(b) paragraph (a) includes the power:

(i) to amend the register; and

(ii) to include new information in the register; and

(c) this regulation does not impose any obligation on the person

to exercise any of the powers or perform any of the functions.

(3) The person must maintain the register for the same period of time,

and in the same manner, that would have been required if the

relevant old legislation had continued in force.

10.2.97 Registers created after FSR commencement

(1) This regulation applies to a register that:

(a) ASIC is required to create after the FSR commencement

under paragraph 922A(2)(b) or (c) of the Act; and

(b) relates to a matter for which:

(i) ASIC had responsibility before the FSR commencement

(including a matter that was described in a different way

before the FSR commencement); and

(ii) a register (an old register) was in existence under the

relevant old law before the FSR commencement.

(2) ASIC must include in the new register as much of the information

in the old register as ASIC considers appropriate.

10.2.98 Registers, documents and things kept before FSR

commencement

(1) For section 1444 of the Act, this regulation applies if:

(a) a person was required, under a provision of the relevant old

legislation, to keep a register, document or other thing for a

specified period; and

(b) the period had not ended before the FSR commencement.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 18 Specific kinds of documents in existence before FSR commencement

Regulation 10.2.98A

128 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) On and after the FSR commencement, the provision and the period

are taken to continue in force to the extent necessary to require the

person to keep the register, document or thing for the specified

period.

10.2.98A Licenses, registration, etc in force before FSR

commencement

(1) For section 1444 of the Act, this regulation applies if:

(a) a person held a licence (the old licence) under the old

Corporations Act immediately before the FSR

commencement in relation to an activity; and

(b) the person holds a financial services licence that applies to

the same activity; and

(c) ASIC identifies a matter that occurred, before the person held

a financial services licence in relation to the activity, in

relation to which ASIC would have had the power under the

old Corporations Act:

(i) to suspend or cancel the old licence; or

(ii) to impose conditions on the old licence; or

(iii) to vary or revoke a condition to which the old licence

was subject.

(2) On and after the FSR commencement, ASIC’s power under the Act

to suspend or cancel the financial services licence mentioned in

paragraph (1)(b) is taken to include the power to suspend or cancel

the financial services licence:

(a) in order to achieve an outcome that ASIC could have

achieved by the exercise of the power mentioned in

paragraph (1)(c); and

(b) in any way that was authorised under the old Act.

(3) On and after the FSR commencement, ASIC’s power under the Act

to impose conditions on the financial services licence mentioned in

paragraph (1)(b) is taken to include the power to impose

conditions:

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Specific kinds of documents in existence before FSR commencement Division 18

Regulation 10.2.98A

Corporations Regulations 2001 129

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) in order to achieve an outcome that ASIC could have

achieved by the exercise of the power mentioned in

paragraph (1)(c); and

(b) in any way that was authorised under the old Act.

(4) On and after the FSR commencement, ASIC’s power under the Act

to vary or revoke a condition to which the financial services

licence mentioned in paragraph (1)(b) is taken to include the power

to vary or revoke a condition:

(a) in order to achieve an outcome that ASIC could have

achieved by the exercise of the power mentioned in

paragraph (1)(c); and

(b) in any way that was authorised under the old Act.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 19 Extension of limitation periods

Regulation 10.2.99

130 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 19—Extension of limitation periods

10.2.99 Application of items 111 and 121 of the Financial Services

Reform (Consequential Provisions) Act 2001 to

amendments of the Australian Securities and Investments

Commission Act 2001

(1) This regulation applies in relation to:

(a) the amendment of subsection 12GF(2) of the Australian

Securities and Investments Commission Act 2001 made by

item 111 of Schedule 1 to the Financial Services Reform

(Consequential Provisions) Act 2001; and

(b) the amendment of subsection 12GM(5) of the Australian

Securities and Investments Commission Act 2001 made by

item 121 of Schedule 1 to the Financial Services Reform

(Consequential Provisions) Act 2001.

(2) The amendment applies in relation to conduct engaged in on or

after the commencement of that item.

(3) The amendment also applies in relation to conduct engaged in

before the commencement of that item, but only if the period that:

(a) relates to the conduct; or

(b) applied under subsection 12GF(2) or 12GM(5) before the

commencement of that item;

had not ended when that item commenced.

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Rules for dealing with liability during transition period Division 20

Regulation 10.2.100

Corporations Regulations 2001 131

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 20—Rules for dealing with liability during

transition period

10.2.100 Application of Division 20

(1) This Division sets out rules for determining the liability of a

responsible person under:

(a) the relevant old legislation; or

(b) the amended Corporations Act;

in relation to conduct engaged in, during the transition period, by a

representative in respect of more than 1 principal.

Note: The Corporations Act 2001 has been amended by the Financial

Services Reform (Consequential Provisions) Act 2001. The

Consequential Provisions Act includes a two-year transition period

during which certain conduct, described in Part 10.2 of the

Corporations Act, will be regulated under either the legal regime in

force before the amendments or under the new version of the

Corporations Act.

If a person continues a business during the transition period, and is to

be regulated under the legal regime in force before the amendments,

the person will be subject to the relevant law that regulated (or would

have regulated) their conduct before the amendments. This is referred

to in section 1430 of the Corporations Act as the ‘relevant old

legislation’.

Therefore, after the commencement of the amendments, a person may

be a principal under either or both legal regime. This Division deals

with the liability of either kind of principal in relation to a client and

the conduct of a representative of that principal.

(2) Nothing in this Division is intended to apply a provision of the

relevant old legislation to a person that is not a regulated principal.

10.2.101 Definitions for Division 20

In this Division:

FSR principal means a person to whom an Australian financial

services licence has been granted.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 20 Rules for dealing with liability during transition period

Regulation 10.2.102

132 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

non-FSR principal means any person who provides financial

services as a principal, and who is not an FSR principal during the

transitional period, including the following persons:

(a) an insurer to which paragraph 1436A(2)(d) of the Act applies

(in relation to activities and insurance agents to which

section 1436A of the Act applies);

(b) a regulated principal (in relation to regulated activities to

which section 1431 of the Act applies).

principal means an FSR principal or a non-FSR principal.

representative means a person who:

(a) provides financial services on behalf of a principal; or

(b) otherwise acts on behalf of a principal;

under the relevant old legislation, the amended Corporations Act or

under any other authority.

responsible person means any person who is liable, as a principal

or a representative, for conduct in relation to the provision of a

financial service under any law.

transition period means:

(a) the period of 2 years after the FSR commencement; or

(b) if the person is subject to an exemption under section 1437 of

the Act in respect of an activity, the period starting at the

FSR commencement and ending on the earlier of:

(i) the person becoming regulated under the amended

Corporations Act in respect of the activity; and

(ii) the end of the period of the exemption in respect of the

activity.

10.2.102 Liability of responsible person: general rules

(1) If, at the time the conduct is engaged in, the person who has

engaged in the conduct is not the representative of an FSR

principal, the liability (if any) for the conduct is to be determined

in accordance with:

(a) the relevant old legislation; or

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Rules for dealing with liability during transition period Division 20

Regulation 10.2.102

Corporations Regulations 2001 133

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) any requirement or law, other than the relevant old

legislation, that applies to the conduct; or

(c) any provisions of the amended Corporations Act that apply to

the conduct.

Note: A number of representatives in the financial services industry

currently act:

(a) on behalf of more than one principal; or

(b) as a principal in some circumstances but as a representative in others; or

(c) in both capacities.

On this basis, it is possible that different liability regimes

simultaneously apply to the representative, depending on the kind of

conduct. These regimes include:

(a) the Corporations Act as in force before the FSR commencement; and

(b) the Corporations Act as in force after the FSR commencement; and

(c) the Australian Securities and Investments Commission Act 2001; and

(d) the Insurance (Agents and Brokers) Act 1984; and

(e) the common law.

(2) If, at the time the conduct is engaged in, each principal in respect

of which the representative acts is an FSR principal, the liability of

each person is to be determined in accordance with the amended

Corporations Act as in force from time to time after the FSR

commencement.

Note: The main liability provisions of the Act are in Division 6 of Part 7.6.

(3) Subregulations (4) and (5) apply if, at the time the conduct is

engaged in by a person:

(a) the person is a representative in respect of more than 1

principal, and

(b) at least 1 of those principals is an FSR principal; and

(c) at least 1 of those principals is a non-FSR principal.

(4) If, as a result of the conduct of the representative, 1 or more of the

principals issues, transfers, varies, or disposes of a financial

product:

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 20 Rules for dealing with liability during transition period

Regulation 10.2.103

134 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) each of those principals is jointly and severally liable for the

conduct of the representative; and

(b) the nature of the liability is to be determined in accordance

with the relevant law that applies to the conduct under the

relevant legal regime under which the particular principal is

operating.

(5) If subregulation (4) does not apply:

(a) the liability for the conduct is to be determined in accordance

with the relevant law that applies to the conduct; and

(b) section 917B and subsection 917C(4) of the Act apply in

relation to the liability of an FSR principal only if the

conduct is in a class of financial services that the FSR

principal has authorised the representative to provide.

10.2.103 Conduct by a person who operates as representative and

principal

(1) Despite anything else in this Division, or in regulation 10.2.42, if:

(a) the conduct of a representative causes a liability, loss,

damage or a similar consequence to arise; and

(b) at the time the conduct is engaged in, the representative is

also a principal that is authorised or permitted under any law

to provide financial services in the class of financial services

to which the conduct relates;

the representative is liable (whether as a principal or as a

representative) to the extent that the law under which the

representative provides the relevant financial services makes the

representative liable.

(2) Despite regulation 10.2.42, if:

(a) the conduct of a representative causes a liability, loss,

damage or a similar consequence to arise; and

(b) the representative is also a principal that is authorised or

permitted to provide financial services in the same class of

financial services as the financial service to which the

conduct relates; and

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Rules for dealing with liability during transition period Division 20

Regulation 10.2.104

Corporations Regulations 2001 135

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) at the time the conduct occurred, the representative’s

principal or principals:

(i) had authorised the representative to provide the same

class of financial services; and

(ii) are liable in respect of the conduct;

the representative, and the principal or principals, are jointly and

severally liable in accordance with the law under which they are

liable, to the extent that the same or similar liability exists.

Note: Under regulation 10.2.42, there are some restrictions on a person who

acts both as an authorised representative and as a regulated principal

in respect of the same activities.

For example, if a principal is liable to a person in respect of an amount

of money ($X), and the representative is also liable in respect of an

amount of money ($X + $Y) in respect of the same conduct, both of

them will be jointly and severally liable for $X, but the representative

will be liable to pay $Y.

10.2.104 Operation of regulations 10.2.102 and 10.2.103

(1) Subject to subregulations (2) and (3), and without limiting any

right or liability of a person (the client), if the effect of

regulations 10.2.102 and 10.2.103 is that different rights or

remedies are available to different clients in relation to conduct

during the transition period:

(a) to the extent that the rights or remedies available to a client

against a responsible person are identical, or substantially

identical, to some or all of the rights or remedies available

against another responsible person for the same or related

conduct, each responsible person is taken to be jointly and

severally liable as between the responsible person and the

client in respect of the client’s exercise of the right, or in

respect of the provision of the remedy, to the extent that the

law makes them liable; and

(b) to the extent that the rights or remedies available to a client

against different responsible persons in respect of conduct are

not identical or substantially identical, a client who may

exercise a right or obtain a remedy against a responsible

person is entitled to exercise the right or obtain the remedy:

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 20 Rules for dealing with liability during transition period

Regulation 10.2.104

136 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(i) under each law applicable at the time the conduct is

engaged in; and

(ii) against each responsible person against whom the right

may be exercised or the remedy obtained.

Example: If, as a result of the same conduct, Person A is liable to a client in

respect of an amount of money ($X), and Person B is also liable in

respect of an amount of money ($X + $Y), both of them will be jointly

and severally liable for $X, but only Person B will be liable to pay $Y.

(2) Subregulation (1) does not have the effect that:

(a) a particular person is liable more than once in relation to the

conduct in respect of the same or a similar remedy; or

(b) a person is entitled to recover more than the amount of any

loss or damage that the person has suffered in relation to the

conduct.

(3) Nothing in this Division is intended to reduce or otherwise affect

the liability of any person in relation to the person’s own conduct,

whether or not:

(a) the person is a principal or a representative; and

(b) the person is authorised to do a particular thing under any

licence, registration, authorisation or other authority.

(4) Nothing in this Division is intended to reduce or otherwise affect

the liability of a principal that acts under a provision of the relevant

old legislation.

(5) Nothing in this Division is intended to reduce or otherwise affect

the liability of a person for:

(a) any offence imposed by any law; or

(b) any other criminal or civil penalty imposed under any law.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Title and transfer Division 21

Regulation 10.2.105

Corporations Regulations 2001 137

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 21—Title and transfer

10.2.105 Loss or destruction of certificates

(1) This regulation applies if:

(a) an application was made to a company, under section 1089 of

the old Corporations Act, for the issue of a duplicate

certificate or document of title regarding shares, debentures

or interests in a managed investment scheme; and

(b) the company did not issue a duplicate certificate or other

document of title to the shares, debentures or interests before

the FSR commencement.

(2) Section 1089 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow the

company to deal with the application.

Note: Subsections 1089(1) and (3) of the old Corporations Act included

important requirements relating to the application, including time

limits for compliance with the application.

10.2.106 Instrument of transfer

(1) This regulation applies if:

(a) the personal representative of a dead holder for section 1091

of the old Corporations Act completed all the steps necessary

to require a company:

(i) to register a transfer; and

(ii) to pay to the personal representative any dividends or

money accrued in respect of the share, debenture or

interest being transferred up to the time of execution of

the transfer; and

(b) the company:

(i) did not register the transfer before the FSR

commencement; or

(ii) did not make some or all of the payment before the FSR

commencement.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 21 Title and transfer

Regulation 10.2.107

138 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) Section 1091 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow the

company to register the transfer and make the payment.

10.2.107 Trustee etc may be registered as owner of shares

(1) This regulation applies if:

(a) a person began to hold shares in a proprietary company as

trustee for, or otherwise on behalf of or on account of, a body

corporate before the FSR commencement; and

(b) the person did not serve on the proprietary company the

notice required under subsection 1091C(11) of the old

Corporations Act before the FSR commencement; and

(c) the 1 month period mentioned in that subsection had not

expired before the FSR commencement.

(2) Section 1091C of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for:

(a) the person to serve the notice within the 1 month period; and

(b) the consequences of not serving the notice within the period.

10.2.108 Registration of transfer at request of transferor

(1) This regulation applies if:

(a) the transferor of a share in, debenture of, or interest made

available by, a company requested the company, under

subsection 1092(2) of the old Corporations Act, to carry out

the obligations under that subsection; and

(b) the company did not complete all of its obligations under that

subsection within the stated period.

(2) Section 1092 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for:

(a) the completion of the company’s obligations within the stated

period; and

(b) the consequences of not completing the obligations within

the stated period.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Title and transfer Division 21

Regulation 10.2.109

Corporations Regulations 2001 139

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.109 Notice of refusal to register transfer

(1) This regulation applies if:

(a) a company refused, under section 1093 of the old

Corporations Act, to register:

(i) a transfer of shares in the company; or

(ii) a transfer of debentures of the company; or

(iii) a transfer of interests made available by the company;

and

(b) the company did not send the transferee the notice required

under that section before the FSR commencement; and

(c) the 2 month period mentioned in that section had not expired

before the FSR commencement.

(2) Section 1093 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for:

(a) the completion of the company’s obligations within the 2

month period; and

(b) the consequences of not completing the obligations within

the 2 month period.

10.2.110 Duties of company with respect to issue of certificates:

allotment of shares or debentures or making interests

available

(1) This regulation applies if:

(a) a company:

(i) allotted shares in, issued debentures of, or made

available interests in the company before the FSR

commencement; and

(ii) did not complete all of its obligations under

paragraph 1096(1)(a) or (b) of the old Corporations Act

(whether or not those obligations were affected by

paragraph 1096(1A)(b) of the old Corporations Act)

within the 2 month period required by

subsection 1096(1) of that Act; and

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 21 Title and transfer

Regulation 10.2.111

140 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) paragraph 1096(1A)(a) of the old Corporations Act did not

apply in relation to the company during the 2 month period.

Note: Subsection 1096(1A) of the old Corporations Act referred to the

possibility that the SCH business rules may include a provision to the

effect that:

(a) no document is required to be completed and delivered in relation to the allotment, issue or making available of a share, debenture or interest in specified circumstances; or

(b) the only document to be completed and delivered is such document as the rules require.

(2) Section 1096 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for:

(a) the completion of the company’s obligations within the 2

month period; and

(b) a relevant person mentioned in paragraph 1096(1)(b) of the

old Corporations Act to give instructions mentioned in that

paragraph after the FSR commencement; and

(c) the operation of the arrangements mentioned in

subsections 1096(3) and (4) of the old Corporations Act after

the FSR commencement; and

(d) the consequences of not completing the obligations within

the 2 month period.

10.2.111 Duties of company with respect to issue of certificates:

transfer of shares, debentures or interests

(1) This regulation applies if:

(a) any of the following was lodged with a company:

(i) a transfer of shares in the company (other than a transfer

that the company was entitled to refuse to register and

did not register);

(ii) a transfer of debentures of the company (other than a

transfer that the company was entitled to refuse to

register and did not register);

(iii) a transfer of interests made available by the company

(other than a transfer that the company was entitled to

refuse to register and did not register); and

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Title and transfer Division 21

Regulation 10.2.112

Corporations Regulations 2001 141

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the company was required to complete, and have ready for

delivery, all appropriate certificates, debentures or other

documents in accordance with subsection 1096(2) of the old

Corporations Act; and

(c) the company did not complete all of its obligations under

paragraph 1096(2)(a) or (b) of the old Corporations Act

(whether or not those obligations were affected by

subsection 1096(2A) of the old Corporations Act) within the

1 month period required by subsection 1096(2) of that Act.

Note: Subsection 1096(2A) of the old Corporations Act provided that the

only document required by subsection 1096(2) of the old Corporations

Act to be completed and delivered by a company in relation to an

SCH-regulated transfer is such document (if any) as the SCH business

rules require to be so completed and delivered.

(2) Section 1096 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for:

(a) the completion of the company’s obligations within the 1

month period; and

(b) a transferee mentioned in paragraph 1096(2)(b) of the old

Corporations Act to give instructions mentioned in that

paragraph after the FSR commencement; and

(c) the operation of the arrangements mentioned in

subsections 1096(3) and (4) of the old Corporations Act after

the FSR commencement; and

(d) the consequences of not completing the obligations within

the 1 month period.

10.2.112 Notices relating to non-beneficial and beneficial ownership

of shares

(1) This regulation applies if:

(a) a notice regarding non-beneficial or beneficial ownership of

shares was required to be given under subsection 1096A(1),

(3), (4), (5) or (6) of the old Corporations Act; and

(b) the notice was not given before the FSR commencement.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 21 Title and transfer

Regulation 10.2.113

142 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) Section 1096A of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for:

(a) the consequences of not giving the notice; and

(b) the completion of the obligation to give the notice within the

period (if any) stated in the relevant subsection; and

(c) the operation of the arrangements mentioned in

subsection 1096A(7) of the old Corporations Act after the

FSR commencement; and

(d) the operation of the arrangements mentioned in

subsection 1096A(9) of the old Corporations Act after the

FSR commencement, to the extent that the arrangements

relate to section 1096A of the old Corporations Act.

Note: The arrangements in subsection 1096A(9) of the old Corporations Act

also related to section 216B of the old Corporations Act, which no

longer exists.

10.2.113 What is a sufficient transfer of marketable securities or

marketable rights: general

(1) This regulation applies if the arrangements for the due completion

of a document, to make the document:

(a) a sufficient transfer of marketable securities under

subsection 1101(1) of the old Corporations Act; or

(b) a sufficient transfer of marketable rights under

subsection 1101(2) of the old Corporations Act;

were not completed before the FSR commencement.

(2) Section 1101 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for

the document to be duly completed, and treated as a sufficient

transfer, in accordance with the relevant arrangements.

(3) If the document is duly completed in accordance with the relevant

arrangements, the document is also taken to be a sufficient transfer

for the purposes of the Act as in force after the FSR

commencement.

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Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Title and transfer Division 21

Regulation 10.2.114

Corporations Regulations 2001 143

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.114 Sufficient transfer by authorised trustee corporation

(1) This regulation applies if the arrangements for the completion of a

document, to make the document:

(a) a sufficient transfer of marketable securities by an authorised

trustee corporation under subsection 1102(1) of the old

Corporations Act; or

(b) a sufficient transfer of marketable rights by an authorised

trustee corporation under subsection 1102(2) of the old

Corporations Act;

were not completed before the FSR commencement.

(2) Section 1102 of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for

the document to be duly completed, and treated as a sufficient

transfer by an authorised trustee corporation, in accordance with

the relevant arrangements.

(3) If the document is duly completed in accordance with the relevant

arrangements, the document is also taken to be a sufficient transfer

by an authorised trustee corporation for the purposes of the Act as

in force after the FSR commencement.

10.2.115 Determination of who holds quoted securities for the

purposes of a meeting: determination made before FSR

commencement

(1) This regulation applies if:

(a) the convenor of a meeting made a determination under

subsection 1109N(2) of the old Corporations Act; and

(b) either:

(i) notice of the meeting was not sent before the FSR

commencement; or

(ii) the meeting was not held before the FSR

commencement.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 21 Title and transfer

Regulation 10.2.115

144 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) Section 1109N of the old Corporations Act, and any associated

provisions, continue to apply to the extent necessary to allow for:

(a) the giving of notice of the meeting; or

(b) the holding of the meeting.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under relevant old legislation: Financial Transaction Reports Act

1988 Division 22

Regulation 10.2.116

Corporations Regulations 2001 145

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 22—Transitional matters under relevant old

legislation: Financial Transaction Reports Act

1988

10.2.116 Cash dealer

(1) For section 1444 of the Act, the definition of cash dealer in

subsection 3(1) of the Financial Transaction Reports Act 1988 is

taken to include a reference to a regulated principal mentioned in

item 1 or 3 of the table in section 1430 of the Act.

(2) Subregulation (1) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.117 Exempt cash transaction

(1) For section 1444 of the Act, a reference in paragraph 9(4)(a) of the

Financial Transaction Reports Act 1988 to a financial services

licensee includes a regulated principal mentioned in item 3 of the

table in section 1430 of the Act.

(2) Subregulation (1) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 23 Transitional matters under relevant old legislation: Income Tax

Assessment Act 1936

Regulation 10.2.118

146 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 23—Transitional matters under relevant old

legislation: Income Tax Assessment Act 1936

10.2.118 Offshore banking units

(1) For section 1444 of the Act, a reference in

subparagraph 128AE(2)(e)(iii) of the Income Tax Assessment Act

1936 to a financial services licensee includes a regulated principal

mentioned in item 1 or 3 of the table in section 1430 of the Act.

(2) Subregulation (1) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under relevant old legislation: Insurance Act 1973 Division 24

Regulation 10.2.119

Corporations Regulations 2001 147

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 24—Transitional matters under relevant old

legislation: Insurance Act 1973

10.2.119 Insurers carrying on class of insurance business

(1) For section 1444 of the Act, section 113 of the Insurance Act 1973,

as in force immediately before the FSR commencement, and any

associated provisions, continue to have effect in relation to a

regulated principal:

(a) mentioned in item 6 of the table in section 1430 of the Act;

and

(b) who carries on a class of insurance business that was

prescribed for section 113 of the Insurance Act 1973

immediately before the FSR commencement;

to the extent necessary to require the person to comply with that

section in relation to the class of insurance business.

(2) Subregulation (1) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 24A Transitional matters under relevant old legislation: Insurance (Agents

and Brokers) Act 1984

Regulation 10.2.119A

148 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 24A—Transitional matters under relevant old

legislation: Insurance (Agents and Brokers) Act

1984

10.2.119A Debts of broker in relation to premiums etc

(1) For section 1444 of the Act, a reference in paragraph 27(1)(a) of

the Insurance (Agents and Brokers) Act 1984 to another registered

insurance broker includes a financial services licensee.

(2) For section 1444 of the Act, a reference in paragraph 27(4)(a) of

the Insurance (Agents and Brokers) Act 1984 to another registered

insurance broker includes a financial services licensee.

(3) For section 1444 of the Act, a reference in paragraph 27(5)(b) of

the Insurance (Agents and Brokers) Act 1984 to another registered

insurance broker includes a financial services licensee.

10.2.119B Disqualifications made before FSR commencement

(1) For section 1444 of the Act, on and after the FSR commencement,

a disqualification under subsection 25(5) or 31H(5) of the

Insurance (Agents and Brokers) Act 1984 made before the FSR

commencement:

(a) continues in force to the extent practicable to allow it to

apply to conduct or another matter:

(i) as it is described on and after the FSR commencement;

or

(ii) as it is regulated on and after the FSR commencement;

and

(b) is taken to be a disqualification made under subsection 25(5)

or 31H(5) of the Insurance (Agents and Brokers) Act 1984.

(2) For section 1444 of the Act, on and after the FSR commencement,

subsections 25(5) and 31H(5) of the Insurance (Agents and

Brokers) Act 1984, and associated provisions, continue to apply to

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under relevant old legislation: Insurance (Agents and Brokers) Act

1984 Division 24A

Regulation 10.2.119C

Corporations Regulations 2001 149

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

the extent necessary to allow the disqualification to continue in

force.

(3) For subregulation (2), nothing in the relevant old legislation

(including the Australian Securities and Investments Commission

Act 2001) prevents ASIC from drafting or amending the terms of a

prohibition for the purpose of ensuring that the prohibition has the

same effect under the Act as it had under the relevant old

legislation, or an effect equivalent to the effect it had under the

relevant old legislation.

10.2.119C Disqualifications made after FSR commencement

(1) For section 1444 of the Act, on and after the FSR commencement,

subsections 25(5) and 31H(5) of the Insurance (Agents and

Brokers) Act 1984, and associated provisions, continue to apply to

the extent necessary to allow a disqualification to be made or

enforced against a person in relation to:

(a) conduct or another matter that occurred before the FSR

commencement; or

(b) conduct or another matter that:

(i) occurred after the FSR commencement; and

(ii) is regulated in accordance with section 1432 or 1436A

of the Act.

(2) A disqualification made in relation to conduct or another matter

mentioned in subregulation (1) is taken to be a disqualification

made under subsection 25(5) or 31H(5) of the Insurance (Agents

and Brokers) Act 1984.

(3) For subregulation (2), nothing in the relevant old legislation

(including the Australian Securities and Investments Commission

Act 2001) prevents ASIC from drafting or amending the terms of a

prohibition for the purpose of ensuring that the prohibition has the

same effect under the amended Corporations Act as it had under

the old legislation, or an effect equivalent to the effect it had under

the old legislation.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 25 Transitional matters under relevant old legislation: Marine Insurance Act

1909

Regulation 10.2.120

150 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 25—Transitional matters under relevant old

legislation: Marine Insurance Act 1909

10.2.120 Marine policy effected through broker

For section 1444 of the Act, sections 59 and 60 of the Marine

Insurance Act 1909, and any associated provisions, continue to

have effect in relation to a marine policy effected on behalf of the

assured by a broker before the FSR commencement.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under relevant old legislation: Retirement Savings Accounts

Regulations 1997 Division 25A

Regulation 10.2.120A

Corporations Regulations 2001 151

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 25A—Transitional matters under relevant old

legislation: Retirement Savings Accounts

Regulations 1997

10.2.120A Continuation of RSA Regulations during transition

period

(1) For section 1444 of the Act, this regulation applies in relation to a

financial product:

(a) to which the RSA Act applied immediately before the FSR

commencement; and

(b) for which a transition period exists.

(2) The following provisions of the RSA Regulations, as in force

immediately before the FSR commencement, continue to apply in

relation to the financial product:

(a) Division 2.1;

(b) regulation 2.09;

(c) Divisions 2.3, 2.4, 2.5, 2.7 and 2.8;

(d) regulation 3.07;

(e) regulation 3.09 (other than paragraphs 3.09(a) and (c));

(f) regulation 4.32;

(g) regulation 4.33;

(h) regulation 6.12.

(3) Subregulation (2) ceases to apply in relation to the financial

product at the end of the transition period for the financial product.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 25B Transitional matters under relevant old legislation: Superannuation

Industry (Supervision) Regulations 1994

Regulation 10.2.120B

152 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 25B—Transitional matters under relevant old

legislation: Superannuation Industry

(Supervision) Regulations 1994

10.2.120B Continuation of SIS Regulations during transition period

(1) For section 1444 of the Act, this regulation applies in relation to a

financial product:

(a) to which the SIS Act applied immediately before the FSR

commencement; and

(b) for which a transition period exists.

(2) The following provisions of the SIS Regulations, as in force

immediately before the FSR commencement, continue to apply in

relation to the financial product:

(a) Divisions 2.1 and 2.3;

(b) Subdivisions 2.4.1 and 2.4.2;

(c) Divisions 2.5, 2.7 and 2.7A;

(d) Subdivisions 2.8.1, 2.8.3, 2.8.4 and 2.8.5;

(da) regulation 3.10;

(e) regulation 4.01;

(f) regulation 5.12;

(g) regulation 5.15 (other than paragraphs 5.15(a) and (c));

(h) regulations 5.17 and 5.22;

(i) regulation 6.17;

(j) regulation 6.28;

(k) regulation 6.29;

(l) subregulation 13.07(2).

(3) Subregulation (2) ceases to apply in relation to the financial

product at the end of the transition period for the financial product.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under relevant old legislation: Superannuation (Resolution of

Complaints) Act 1993 Division 26

Regulation 10.2.121

Corporations Regulations 2001 153

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 26—Transitional matters under relevant old

legislation: Superannuation (Resolution of

Complaints) Act 1993

10.2.121 Life insurance broker

(1) For section 1444 of the Act, a reference in the definition of life

insurance broker in subsection 3(2) of the Superannuation

(Resolution of Complaints) Act 1993 to a financial services

licensee includes a regulated principal:

(a) mentioned in item 5 of the table in section 1430 of the Act;

and

(b) who is registered under Part III of the Insurance (Agents and

Brokers) Act 1984 in respect of life insurance.

(2) Subregulation (1) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 27 Transitional matters under the Act (other than Chapter 7)

Regulation 10.2.122

154 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 27—Transitional matters under the Act (other

than Chapter 7)

10.2.122 Solvency and insolvency

For section 1444 of the Act, a reference in the Act to solvency or

insolvency is to be read as if subsections 95A(1) and (2) of the old

Corporations Act had not been repealed on the FSR

commencement.

10.2.123 Managed investment products held by 100 or more persons

For section 1444 of the Act, a reference in section 111AFA of the

Act to people holding managed investment products in a class of

managed investment products includes a person who holds the

managed investment product as a result of an offer, relating to

securities, that gave rise to an obligation to lodge a disclosure

document with ASIC in relation to the securities under Chapter 6D

of the old Corporations Act.

10.2.124 When a managed investment scheme must be registered

For section 1444 of the Act, subsection 601ED(2) of the Act

applies in relation to a managed investment scheme as if issues of

interests that:

(a) were made before the issue of the interest was covered by

Division 2 of Part 7.9 of the Act; and

(b) were:

(i) issues made after 12 March 2000 that would not have

needed disclosure to investors under Part 6D.2 of the

old Corporations Act if the scheme were registered; or

(ii) issues mentioned in section 1477 of the Corporations

Law as in force on 14 July 2001 and as continued by

section 1408 of the Act;

were issues in relation to which a Product Disclosure Statement is

not required to be given under Division 2 of Part 7.9.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under the Act (other than Chapter 7) Division 27

Regulation 10.2.125

Corporations Regulations 2001 155

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.125 Responsible entity to be a public company and hold an

Australian financial services licence

(1) For section 1444 of the Act, this regulation applies in relation to a

public company that is a regulated principal mentioned in item 1 of

the table in section 1430 of the Act.

(2) A reference in section 601FA of the Act to a public company that

holds an Australian financial services licence includes the

regulated principal.

(3) Subregulation (2) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.126 Duties of officers of responsible entity

(1) For section 1444 of the Act, this regulation applies in relation to a

responsible entity that is a regulated principal mentioned in item 1

of the table in section 1430 of the Act.

(2) A reference in subparagraph 601FD(1)(f)(ii) of the Act to a

responsible entity’s Australian financial services licence includes

the dealers licence of the regulated principal.

(3) Subregulation (2) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.127 Voidable contracts

(1) For section 1444 of the Act, this regulation applies in relation to a

contract if:

(a) Chapter 6D of the old Corporations Act applies in relation to

an interest in a registered scheme after the FSR

commencement; and

(b) a person (the offeror), in contravention of Chapter 6D of the

old Corporations Act, offers the interest in the registered

scheme for subscription, or issues an invitation to subscribe

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 27 Transitional matters under the Act (other than Chapter 7)

Regulation 10.2.128

156 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

for the interest in the registered scheme during the transition

period in relation to the registered scheme; and

(c) the contract is entered into by a person (other than the

offeror) to subscribe for the interest as a result of the person

accepting the offer, or of the acceptance of an offer made by

the person in response to the invitation.

(2) A reference in section 601MB of the Act to a contract includes the

contract mentioned in subregulation (1).

(3) Subregulation (2) ceases to apply in relation to the contract at the

end of the transition period in relation to the managed investment

product to which the contract mentioned in subregulation (1)

relates.

10.2.128 Situations not giving rise to relevant interests

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

(2) A reference in subsection 609(3) of the Act to a financial services

licensee includes the regulated principal.

(3) A reference in subsection 609(3) of the Act to a financial services

business includes the securities business of the regulated principal

as defined in section 93 of the old Corporations Act.

(4) Subregulations (2) and (3) cease to apply in relation to the

regulated person at the end of the transition period in relation to the

regulated principal.

10.2.129 Bidder’s statement content

(1) For section 1444 of the Act, this regulation applies if:

(a) after the FSR commencement, a bidder offers managed

investment products as consideration under a takeover bid;

and

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under the Act (other than Chapter 7) Division 27

Regulation 10.2.130

Corporations Regulations 2001 157

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) Division 2 of Part 7.9 of the Act does not apply to the

managed investment products when the bidder lodges with

ASIC the bidder’s statement under section 636 of the Act.

(2) Paragraph 636(1)(g) of the Act applies to the bidder’s statement as

if the managed investment products were securities other than

managed investment products.

(3) Paragraph 636(1)(ga) of the Act does not apply to the bidder’s

statement.

10.2.130 Continuous disclosure: other disclosing entities

For section 1444 of the Act, a reference in

subparagraph 675(2)(c)(ii) of the Act to a Product Disclosure

Statement, or a Supplementary Product Disclosure Statement, a

copy of which has been lodged with ASIC includes:

(a) a disclosure document lodged with ASIC under Chapter 6D

of the old Corporations Act; and

(b) a supplementary disclosure document, or a replacement

disclosure document, lodged with ASIC under that Chapter.

10.2.131 Sale offers that need disclosure: securities issued before

FSR commencement

(1) For section 1444 of the Act, this regulation applies if:

(a) securities (other than managed investment products) are sold

on or after the FSR commencement; and

(b) the securities were issued before the FSR commencement.

(2) Section 707 of the old Corporations Act, and any associated

provisions, continue to apply in relation to the securities.

(3) Section 707 of the Act does not apply in relation to the securities.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 27 Transitional matters under the Act (other than Chapter 7)

Regulation 10.2.132

158 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.132 Offers that do not need disclosure: offer to sophisticated

investor through licensed dealer

(1) This regulation applies in relation to a regulated principal

mentioned in item 1 of the table in section 1430 of the Act.

(2) A reference in subsection 708(10) of the Act to a financial services

licensee includes the regulated principal.

(3) Subregulation (2) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.133 Prospectus content: general disclosure test

(1) This regulation applies in relation to a regulated principal

mentioned in item 1 of the table in section 1430 of the Act if the

regulated principal is named in a prospectus as being involved in

any way in the issue or sale of the securities to which the

prospectus applies.

(2) A reference in paragraph 710(3)(e) of the Act to a person named in

a prospectus as a financial services licensee includes the regulated

principal.

(3) Subregulation (2) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.134 Prospectus content—specific disclosures

(1) This regulation applies in relation to a regulated principal

mentioned in item 1 of the table in section 1430 of the Act if the

regulated principal is named in a prospectus as being involved in

any way in the issue or sale of the securities to which the

prospectus applies.

(2) A reference in paragraph 711(4)(e) of the Act to a person named in

a prospectus as a financial services licensee includes the regulated

principal.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Transitional matters under the Act (other than Chapter 7) Division 27

Regulation 10.2.135

Corporations Regulations 2001 159

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) Subregulation (2) ceases to apply in relation to the regulated

principal at the end of the transition period in relation to the

regulated principal.

10.2.135 Registers

For section 1444 of the Act, a reference in

subparagraph 1274(2)(a)(ia) of the Act to a document lodged under

a provision of Chapter 7 of the Act (other than section 675 or

subsection 792C(1)) includes a document lodged with ASIC under

a provision of Chapter 7 (other than subsection 776(2B),

section 1001B or Part 7.13) or Chapter 8 of the old Corporations

Act (whether the document was lodged before or after the FSR

commencement).

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 27A Transitional matters under other legislation

Regulation 10.2.135A

160 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 27A—Transitional matters under other legislation

10.2.135A References to authorised foreign exchange dealers

(1) For section 1444 of the Act, this regulation applies to a reference,

in a law of the Commonwealth (within the meaning of Division 2

of Part 10.2 of the Act), to:

(a) an authorised foreign exchange dealer; or

(b) a person authorised to carry on business as a dealer in foreign

exchange.

(2) On and after the FSR commencement, the reference is taken to

include a holder of an Australian financial services licence that

authorises the holder to buy and sell foreign currency.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Retail clients and wholesale clients Division 28

Regulation 10.2.136

Corporations Regulations 2001 161

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 28—Retail clients and wholesale clients

10.2.136 Securities before the FSR commencement

(1) For section 1444 of the Act, this regulation applies in relation to a

person:

(a) who:

(i) held pre-FSR securities at the FSR commencement; or

(ii) acquired the pre-FSR securities at any time after the

FSR commencement under the relevant old legislation;

and

(b) in relation to whom disclosure was not required under

section 708 of the old Corporations Act in respect of the

particular offer of the pre-FSR securities.

(2) The person is taken to be a wholesale client in relation to the

pre-FSR securities as between the person and the issuer for the

period:

(a) starting on the earlier of:

(i) the FSR commencement; and

(ii) the day on which the pre-FSR securities were acquired;

and

(b) during which the holder holds the pre-FSR securities.

(3) Subregulation (2) applies whether or not the holder would, but for

that subregulation, have become a retail client in relation to the

pre-FSR securities at some time after the FSR commencement.

Note: This regulation is meant to ensure that a person for whom disclosure

was not required under Chapter 6D of the old Corporations Act

(whether the Chapter applies before or after the FSR commencement,

or after FSR commencement in accordance with a relevant old law) is

taken to be a wholesale client in relation to those securities as between

the person and the product issuer.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 28 Retail clients and wholesale clients

Regulation 10.2.137

162 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.137 Incomplete financial services

(1) For section 1444 of the Act, this regulation applies in relation to a

person who:

(a) was provided with an incomplete financial service in relation

to pre-FSR securities before the FSR commencement; and

(b) was not a retail investor in relation to the incomplete

financial service.

(2) The old Corporations Act, and any associated provisions, continue

to apply in relation to the incomplete financial service to the extent

necessary to allow the financial service to be completed under the

old Corporations Act.

(3) The amended Corporations Act does not apply in relation to the

incomplete financial service to the extent necessary to allow the

financial service to be completed under the old Corporations Act.

(4) In this regulation:

incomplete financial service means a service:

(a) that is, or would be, a financial service under the Act,

whether it was provided before or after the FSR

commencement; and

(b) either:

(i) that commenced before the amended Corporations Act

applied to the provider in relation to the service; or

(ii) in relation to which instructions had been received by

the provider of the service from the client, or a person

acting on the client’s behalf, before the amended

Corporations Act applied to the provider in relation to

the service; and

(c) in relation to which:

(i) the provider of the service did not need to obtain from

the client any further instructions or information in

order to be authorised or able to complete the provision

of the service; or

(ii) the majority of activities that needed to be carried out:

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Retail clients and wholesale clients Division 28

Regulation 10.2.138

Corporations Regulations 2001 163

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(A) by the provider; or

(B) by a person acting on the instructions of the

provider; or

(C) on behalf of the provider;

occurred before the amended Corporations Act applied

to the provider in relation to the financial service; and

(d) completed within 4 weeks after the amended Corporations

Act applies to that provider in relation to the service.

retail investor means a retail investor under

subregulation 7.3.02B(10) of these Regulations, as in force

immediately before the FSR commencement.

10.2.138 Professional investors

(1) For section 1444 of the Act, this regulation applies in relation to:

(a) a regulated principal mentioned in item 1, 2, 3 or 4 of the

table in section 1430 of the Act; or

(b) a person who:

(i) at the FSR commencement, is an exempt dealer who

acts as a principal; and

(ii) is a regulated principal mentioned in item 4 of the table

in regulation 10.2.38; or

(c) a person who:

(i) at the FSR commencement, is an exempt investment

adviser who acts as a principal; and

(ii) is a regulated principal mentioned in item 4 of the table

in regulation 10.2.38.

(2) The person is taken to be a professional investor for section 9 and

paragraph 761G(7)(d) of the Act.

(3) Subject to subregulation (4), this regulation ceases to apply in

relation to the person on the earlier of:

(a) the end of the transition period in relation to the person under

subsection 1431(1) of the Act; and

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 28 Retail clients and wholesale clients

Regulation 10.2.138

164 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the day on which the person ceases to have the status that

made the person a regulated person.

(4) If:

(a) the person is subject to an exemption or modification under

section 1437 of the Act; and

(b) the exemption or modification has the effect of extending the

transition period in relation to the person (generally or in

respect of certain activities);

the person ceases to be a person mentioned in subregulation (1) at

the end of the period of the extension.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Effect on definitions in old Corporations Act of transition to licensed markets and

licensed CS facilities Division 29

Regulation 10.2.139

Corporations Regulations 2001 165

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 29—Effect on definitions in old Corporations Act

of transition to licensed markets and licensed CS

facilities

10.2.139 Approved foreign bank

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in the definition of approved foreign bank in section 9

of the old Corporations Act to a member of a futures organisation

includes a participant of a licensed market for derivatives.

(3) A reference in the definition of approved foreign bank in section 9

of the old Corporations Act to an approval given by a futures

organisation in accordance with its business rules (within the

meaning of Chapter 8 of the old Corporations Act) includes an

approval given by the operator of a licensed market for derivatives

(within the meaning of section 761A of the amended Corporations

Act).

10.2.140 Eligible exchange-traded options

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in the definition of eligible exchange-traded option in

section 9 of the old Corporations Act to a futures market of a

futures exchange includes a licensed market for derivatives.

10.2.141 Futures law

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 29 Effect on definitions in old Corporations Act of transition to licensed

markets and licensed CS facilities

Regulation 10.2.142

166 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A reference in the definition of futures law in section 9 of the old

Corporations Act to Chapter 8 of the old Corporations Act includes

Chapter 7 of the amended Corporations Act.

10.2.142 Member organisation

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in paragraph (a) of the definition of member

organisation in section 9 of the old Corporations Act to a

securities exchange or a stock exchange includes a licensed market

for securities.

(3) A reference in paragraph (a) of the definition of member

organisation in section 9 of the old Corporations Act to the

business rules of a securities exchange or a stock exchange

includes the operating rules of a licensed market for securities.

(4) A reference in paragraph (b) of the definition of member

organisation in section 9 of the old Corporations Act to a futures

organisation includes a licensed market for derivatives.

(5) A reference in paragraph (b) of the definition of member

organisation in section 9 of the old Corporations Act to a member

of a futures organisation includes a participant of a licensed market

for derivatives.

(6) A reference in subparagraph (b)(ii) of the definition of member

organisation in section 9 of the old Corporations Act to a

partnership that a futures organisation recognises as a member

organisation includes a partnership that a market licensee

recognises as a member organisation.

10.2.143 Non-broker

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

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Effect on definitions in old Corporations Act of transition to licensed markets and

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Regulation 10.2.144

Corporations Regulations 2001 167

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A reference in the definition of non-broker in section 9 of the old

Corporations Act to a futures broker or one of 2 or more persons

who together constitute a futures broker includes:

(a) a financial services licensee; and

(b) one of 2 or more persons who together constitute a financial

services licensee.

10.2.144 Non-dealer

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in the definition of non-dealer in section 9 of the old

Corporations Act to a dealer or one of 2 or more persons who

together constitute a dealer includes:

(a) a financial services licensee; and

(b) one of 2 or more persons who together constitute a financial

services licensee.

10.2.145 Securities law

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in the definition of securities law in section 9 of the

old Corporations Act to Chapter 7 of the old Corporations Act

includes Chapter 7 of the amended Corporations Act.

10.2.146 Marketable parcel

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in the definition of marketable parcel in section 761 of

the old Corporations Act to a stock market of a securities exchange

includes a licensed market for securities.

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Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 29 Effect on definitions in old Corporations Act of transition to licensed

markets and licensed CS facilities

Regulation 10.2.146

168 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) A reference in the definition of marketable parcel in section 761 of

the old Corporations Act to the relevant business rules of a stock

market of a securities exchange includes the relevant operating

rules of a licensed market for securities.

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Effect on certain conduct of transition to licensed markets and licensed CS facilities

Division 30

Regulation 10.2.147

Corporations Regulations 2001 169

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 30—Effect on certain conduct of transition to

licensed markets and licensed CS facilities

10.2.147 Own account dealings and transactions: futures contracts

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in subsection 29(2) of the old Corporations Act to a

member of a futures exchange includes a participant of a licensed

market for derivatives.

10.2.148 Conditions of dealers licence

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 or 2 of the table in

section 1430 of the Act.

(2) A reference in subsection 786(8) of the old Corporations Act to a

member of a securities exchange includes a participant of a

licensed market for securities.

(3) A reference in subsection 786(8) of the old Corporations Act to a

securities exchange includes a market licensee.

(4) A reference in subsection 786(8) of the old Corporations Act to a

member firm includes a participating firm.

10.2.149 Persons who are not clients

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 or 2 of the table in

section 1430 of the Act.

(2) A reference in section 794 of the old Corporations Act to a dealer

or an investment adviser includes:

(a) a financial services licensee; and

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Division 30 Effect on certain conduct of transition to licensed markets and licensed CS

facilities

Regulation 10.2.150

170 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) one of 2 or more persons who together constitute a financial

services licensee.

10.2.150 Dealings and transactions on a dealer’s own account

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

(2) A reference in subsection 843(5) of the old Corporations Act to a

dealer who is a member of a securities exchange includes a

participant of a licensed market for securities.

10.2.151 Dealer to give priority to clients’ orders

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

(2) A reference in subsection 844(2) of the old Corporations Act to a

stock market of a securities exchange includes a licensed market

for securities.

10.2.152 Dealers’ financial records

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

(2) A reference in paragraph 856(10)(c) of the old Corporations Act to

a dealer includes a financial services licensee.

10.2.153 Auditor to report to ASIC on certain matters

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

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Regulation 10.2.154

Corporations Regulations 2001 171

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A reference in subsection 861(1) of the old Corporations Act to a

securities exchange of which a holder is a member includes a

licensed market for securities of which the regulated principal is a

participant.

10.2.154 Qualified privilege for auditor

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

(2) A reference in paragraph 863(1)(b) of the old Corporations Act to a

securities exchange includes the operator of a licensed market for

securities.

10.2.155 Court may freeze certain bank accounts of dealers and

former dealers

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

(2) A reference in paragraph 874(1)(b) of the old Corporations Act to

the business rules of a securities exchange of which a person is or

has been a member includes the operating rules of a licensed

market for securities of which the regulated principal is or has been

a participant.

10.2.156 Interpretation—registers

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 1 of the table in section 1430

of the Act.

(2) A reference in the definition of financial journalist in

subsection 879(1) of the old Corporations Act to a licensee

includes a financial services licensee.

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Division 30 Effect on certain conduct of transition to licensed markets and licensed CS

facilities

Regulation 10.2.157

172 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) A reference in paragraph (b) of the definition of securities in

subsection 879(1) of the old Corporations Act to a securities

exchange includes a licensed market for securities.

(4) A reference in paragraph 879(2)(a) of the old Corporations Act to a

securities exchange includes an operator of a licensed market for

securities.

(5) A reference in paragraph 879(2)(a) of the old Corporations Act to a

member of a securities exchange that is recognised by that

securities as specialising in transactions relating to odd lots of

securities exchange includes a participant of a licensed market that

is recognised by the market licensee in relation to that licensed

market as specialising in transactions relating to odd lots of

securities.

(6) A reference in subsection 879(2) of the old Corporations Act to a

member’s relevant interests in any securities includes the interests

in securities of a participant mentioned in subregulation (5).

10.2.157 Conditions of futures broker’s licence: membership of

futures organisation

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in paragraph 1148(1)(a) of the old Corporations Act to

being a member of a futures organisation includes being a

participant of a licensed market for derivatives.

(3) A reference in subparagraph 1148(1)(b)(i) of the old Corporations

Act to being a member of no futures organisation includes being a

participant of no licensed market for derivatives.

(4) A reference in subparagraph 1148(1)(b)(ii) of the old Corporations

Act to a licensee’s being a member of a futures organisation, but

for the suspension of the licensee’s membership of the futures

organisation, includes the regulated principal’s being a participant

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Effect on certain conduct of transition to licensed markets and licensed CS facilities

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Regulation 10.2.158

Corporations Regulations 2001 173

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

of a licensed market for derivatives, but for the suspension of the

regulated principal’s participation in the licensed market.

(5) A reference in subsection 1148(2) of the old Corporations Act to a

licensee’s membership of a futures organisation includes the

regulated principal’s participation in a licensed market for

derivatives.

10.2.158 Futures organisation to be informed about conditions of

futures brokers licence

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in paragraph 1152(1)(a) of the old Corporations Act to

a futures organisation of which a licensee is a member includes the

operator of a licensed market for derivatives of which the regulated

principal is a participant.

(3) A reference in paragraph 1152(1)(b) of the old Corporations Act to

a corporation that is a clearing house for a futures exchange of

which a licensee is a member includes the operator of a licensed

CS facility that provides its services for the clearing and settlement

of transactions effected through a licensed market for derivatives

of which the regulated principal is a participant.

10.2.159 Licensee to notify breach of licence condition

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 or 4 of the table in

section 1430 of the Act.

(2) A reference in paragraph 1153(1)(b) of the old Corporations Act to

a futures organisation of which a licensee is a member includes the

operator of a licensed market for derivatives of which the regulated

principal is a participant.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 30 Effect on certain conduct of transition to licensed markets and licensed CS

facilities

Regulation 10.2.160

174 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.160 Register of Futures Licensees

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 or 4 of the table in

section 1430 of the Act.

(2) A reference in paragraph 1155(3)(e) of the old Corporations Act to

a futures organisation of which a licensee is a member includes the

operator of a licensed market for derivatives of which the regulated

principal is a participant.

10.2.161 Excluded clients

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 or 4 of the table in

section 1430 of the Act.

(2) A reference in section 1159 of the old Corporations Act to a futures

broker or a futures adviser includes:

(a) a financial services licensee; and

(b) one of 2 or more persons who together constitute a financial

services licensee.

10.2.162 Segregation of client money and property

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in subparagraph 1209(5)(d)(iv) of the old Corporations

Act to a clearing house for a futures exchange includes a CS

facility that provides its services for the clearing and settlement of

transactions effected through a licensed market for derivatives.

(3) A reference in subsection 1209(5A) of the old Corporations Act to:

(a) another broker; or

(b) a receiving broker;

includes a financial services licensee.

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Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Effect on certain conduct of transition to licensed markets and licensed CS facilities

Division 30

Regulation 10.2.163

Corporations Regulations 2001 175

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) A reference in subsection 1209(5B) of the old Corporations Act to

the brokers concerned includes a financial services licensee.

10.2.163 Accounts to be kept by futures brokers

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in subparagraph 1213(2)(b)(vii) of the old

Corporations Act to the business rules of a futures exchange

includes the operating rules of a licensed market for derivatives.

(3) A reference in subparagraph 1213(2)(b)(vii) of the old

Corporations Act to the futures market of a futures exchange

includes a licensed market for derivatives.

(4) A reference in paragraph 1213(4)(d) of the old Corporations Act to

another futures broker includes a financial services licensee.

(5) A reference in subsection 1213(5) of the old Corporations Act to a

futures exchange includes an operator of a licensed market for

derivatives.

(6) A reference in subsection 1213(5) of the old Corporations Act to a

member includes a participant of a licensed market for derivatives.

(7) A reference in subsection 1213(5) of the old Corporations Act to

recording a matter pursuant to subsection 1270(3) of the old

Corporations Act includes recording a matter for section 1101C of

the amended Corporations Act.

10.2.164 Property in custody of futures broker

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 30 Effect on certain conduct of transition to licensed markets and licensed CS

facilities

Regulation 10.2.165

176 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) A reference in paragraph 1214(1)(e) of the old Corporations Act to

the business rules of a futures exchange that maintained or

provided a futures market includes the operating rules of a licensed

market for derivatives.

10.2.165 Auditor to report to ASIC in certain cases

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in subsection 1220(1) of the old Corporations Act to a

futures exchange of which a broker is a member includes:

(a) the operator of a licensed market for derivatives; and

(b) the operator of a licensed CS facility that provides its

services for the clearing and settlement of transactions

effected through that licensed market.

(3) A reference in paragraph 1220(1)(b) of the old Corporations Act to

a futures exchange of which a broker is a member includes:

(a) the operator of a licensed market for derivatives; and

(b) the operator of a licensed CS facility that provides its

services for the clearing and settlement of transactions

effected through that licensed market.

10.2.166 Defamation

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in paragraph 1222(1)(b) of the old Corporations Act to

a futures exchange, a clearing house for a futures exchange, or a

futures association includes:

(a) the operator of a licensed market for derivatives; and

(b) the operator of a licensed CS facility that provides its

services for the clearing and settlement of transactions

effected through a licensed market for derivatives.

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Effect on certain conduct of transition to licensed markets and licensed CS facilities

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Regulation 10.2.167

Corporations Regulations 2001 177

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.167 Power of Court to restrain dealings with futures broker’s

bank accounts

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in section 1224 of the old Corporations Act to a

member of a futures organisation includes a participant of a

licensed market for derivatives.

(3) A reference in subsection 1224(2) of the old Corporations Act to a

futures organisation includes a market licensee.

10.2.168 Power of Court to restrain dealings with futures broker’s

bank accounts

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in section 1226 of the old Corporations Act to a futures

organisation includes the operator of a licensed market for

derivatives.

10.2.169 Sequence of transmission and execution of orders

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 of the table in section 1430

of the Act.

(2) A reference in subsection 1266(1) of the old Corporations Act to a

futures market includes a licensed market for derivatives.

(3) A reference in paragraph 1266(4)(c) of the old Corporations Act to

the business rules of a futures organisation of which a futures

broker is a member includes the operating rules of a licensed

market for derivatives of which the broker is a participant.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 30 Effect on certain conduct of transition to licensed markets and licensed CS

facilities

Regulation 10.2.170

178 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) A reference in subsection 1266(5) of the old Corporations Act to a

member of a futures exchange includes a participant of a licensed

market for derivatives.

(5) A reference in subsection 1266(5) of the old Corporations Act to a

trading floor of a futures exchange includes a trading floor of a

licensed market for derivatives.

(6) A reference in subsection 1266(6) of the old Corporations Act to

the business rules of a futures organisation of which a broker is a

member includes the operating rules of a licensed market of which

the broker is a participant.

10.2.170 Dealings by employees of futures brokers and futures

advisers

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 3 or 4 of the table in

section 1430 of the Act.

(2) A reference in subsection 1267(7), (9) or (10) of the old

Corporations Act to a futures exchange includes a licensed market

for derivatives.

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Effect on fundraising of transition to licensed markets and licensed CS facilities

Division 31

Regulation 10.2.171

Corporations Regulations 2001 179

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 31—Effect on fundraising of transition to licensed

markets and licensed CS facilities

10.2.171 Sale offers that need disclosure

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in subparagraph 707(2)(b)(ii) of the old Corporations

Act to a stock market of a securities exchange includes a relevant

financial market.

(3) A reference in subparagraph 707(5)(a)(ii) of the old Corporations

Act to a stock market of a securities exchange includes a relevant

financial market on which the securities mentioned in that

subparagraph were quoted.

10.2.172 Prospectus content—specific disclosures

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in subsection 711(5) of the old Corporations Act to a

stock market of a securities exchange includes a financial market

(whether in Australia or elsewhere).

(3) A reference in subsection 711(5) of the old Corporations Act to a

stock market includes a financial market (whether in Australia or

elsewhere).

(4) A reference in subsection 711(5) of the old Corporations Act to a

securities exchange includes the operator of a financial market

(whether in Australia or elsewhere).

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Division 31 Effect on fundraising of transition to licensed markets and licensed CS

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Regulation 10.2.173

180 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.173 Issuing or transferring the securities under a disclosure

document

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in subsection 723(3) of the old Corporations Act to a

stock market of a securities exchange (whether in Australia or

elsewhere) includes a financial market (whether in Australia or

elsewhere).

10.2.174 Choices open to person making an offer if disclosure

document condition not met or disclosure document

defective

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in paragraph 724(1)(b) of the old Corporations Act to a

stock market of a securities exchange (whether in Australia or

elsewhere) includes a financial market (whether in Australia or

elsewhere).

10.2.175 Restrictions on advertising and publicity

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in paragraph 734(7)(a) of the old Corporations Act to a

securities exchange includes a market operator.

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Effect on product disclosure of transition to licensed markets and licensed CS facilities

Division 32

Regulation 10.2.176

Corporations Regulations 2001 181

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 32—Effect on product disclosure of transition to

licensed markets and licensed CS facilities

10.2.176 Offers that do not need disclosure

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in subsection 708(10) of the old Corporations Act to a

licensed dealer includes a financial services licensee.

(3) A reference in subsection 708(11) of the old Corporations Act to:

(a) a person who is a licensed or exempt dealer; or

(b) a person who is a licensed or exempt investment adviser;

includes a financial services licensee.

10.2.177 Prospectus content—general disclosure test

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in paragraph 710(3)(e) of the old Corporations Act to a

stockbroker to an issue or sale includes, in relation to a stockbroker

that participates in any way in the preparation of the prospectus for

the issue or sale, a person named in the prospectus as a financial

services licensee that is involved in the issue or sale.

10.2.178 Prospectus content—specific disclosures

(1) For section 1444 of the Act, this regulation applies in relation to a

managed investment product.

(2) A reference in paragraph 711(4)(e) of the old Corporations Act to a

stockbroker includes a financial services licensee named in the

prospectus for the issue or sale as a financial services licensee that

is involved in the issue or sale.

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Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 32 Effect on product disclosure of transition to licensed markets and licensed

CS facilities

Regulation 10.2.179

182 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.179 Futures broker to give certain information to prospective

client

(1) For section 1444 of the Act, this regulation applies in relation to a

derivative.

(2) A reference in subsection 1210(3) of the old Corporations Act to a

futures broker includes a financial services licensee.

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Effect on Corporations Regulations 2001 of transition of financial service providers and

transition to licensed markets and licensed CS facilities Division 33

Regulation 10.2.180

Corporations Regulations 2001 183

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 33—Effect on Corporations Regulations 2001 of

transition of financial service providers and

transition to licensed markets and licensed CS

facilities

10.2.180 Licence conditions—investment advice to retail investors

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in subregulation 7.3.02B(8) of the old Corporations

Regulations to:

(a) the holder of a dealers licence; or

(b) the holder of an investment advisers licence;

includes a financial services licensee.

10.2.181 Exemption from licensing—certain dealings

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal mentioned in item 5 of the table in section 1430

of the Act.

(2) A reference in paragraph 7.3.10A(b) of the old Corporations

Regulations to a life insurance broker within the meaning of the

Insurance (Agents and Brokers) Act 1984 includes the regulated

principal.

10.2.182 Exemption from licensing—managed investment schemes

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal that is a body corporate.

(2) A reference in subregulation 7.3.11(3) of the old Corporations

Regulations to Chapter 6D of the Act includes Chapter 7 of the

amended Corporations Act.

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Division 33 Effect on Corporations Regulations 2001 of transition of financial service

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Regulation 10.2.183

184 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.183 Exempt dealer

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in regulation 7.4.01 of the old Corporations

Regulations to a member of a securities exchange includes a

participant of a licensed market.

10.2.184 Exempt securities and interests

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in regulation 7.4.02 of the old Corporations

Regulations to Chapter 6D of the Act includes Chapter 7 of the

amended Corporations Act.

10.2.185 Transactions in prescribed circumstances

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in regulation 7.4.03 of the old Corporations

Regulations to a securities exchange in Australia includes a

licensed market.

(3) A reference in regulation 7.4.03 of the old Corporations

Regulations to persons who are members of a securities exchange

in Australia includes persons who are participants of a licensed

market.

10.2.186 Exempted transaction

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in regulation 7.4.04 of the old Corporations

Regulations to Business Rules includes operating rules within the

meaning of section 761A of the amended Corporations Act.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Effect on Corporations Regulations 2001 of transition of financial service providers and

transition to licensed markets and licensed CS facilities Division 33

Regulation 10.2.187

Corporations Regulations 2001 185

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.2.187 Charging brokerage on principal transactions

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in subregulation 7.4.04A(1) of the old Corporations

Regulations to a member of a securities exchange includes a

participant of a licensed market.

10.2.188 Exemption from subsection 844(2) of old Corporations Act

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in regulation 7.4.05 of the old Corporations

Regulations to a member of a stock exchange includes a participant

of a licensed market.

(3) A reference in regulation 7.4.05 of the old Corporations

Regulations to the business rules of a stock exchange includes the

operating rules of a licensed market.

10.2.189 Exemption: Part 8.3 of old Corporations Act—certain

futures contracts

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in paragraph (a) of the definition of investment

manager in subregulation 8.3.02(1) of the old Corporations

Regulations to the holder of a dealers licence includes a financial

services licensee.

(3) A reference in subparagraph 8.3.02(2)(c)(i) of the old Corporations

Regulations to a member of a futures exchange includes a

participant of a licensed market for derivatives.

(4) A reference in subparagraph 8.3.02(2)(c)(i) of the old Corporations

Regulations to the business rules of a futures exchange includes the

operating rules of a licensed market for derivatives.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 33 Effect on Corporations Regulations 2001 of transition of financial service

providers and transition to licensed markets and licensed CS facilities

Regulation 10.2.190

186 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) A reference in subparagraph 8.3.02(2)(c)(ii) of the old

Corporations Regulations to a member of a futures exchange

includes a participant of a licensed market for derivatives.

(6) A reference in subparagraph 8.3.02(2)(d)(i) of the old Corporations

Regulations to a dealers licence includes a financial services

licence that authorises the operation of a registered managed

investment scheme.

10.2.190 Exemption of certain transactions from subsection 1206(1)

of old Corporations Act

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in paragraph 8.4.01(b) of the old Corporations

Regulations to a member of a clearing house of a futures exchange

includes a participant of a licensed CS facility that provides its

services for the clearing and settlement of transactions effected

through a licensed market for derivatives.

(3) A reference in regulation 8.4.01 of the old Corporations

Regulations to the business rules of a futures exchange includes the

operating rules of a licensed market for derivatives.

10.2.191 Exemption of certain transactions from subsection 1207(1)

of the old Corporations Act

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in regulation 8.4.03 of the old Corporations

Regulations to a member of a clearing house of a futures exchange

includes a participant of a licensed CS facility that provides its

services for the clearing and settlement of transactions effected

through a licensed market for derivatives.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Effect on Corporations Regulations 2001 of transition of financial service providers and

transition to licensed markets and licensed CS facilities Division 33

Regulation 10.2.192

Corporations Regulations 2001 187

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) A reference in paragraph 8.4.03(d) of the old Corporations

Regulations to the business rules of a futures exchange includes the

operating rules of a licensed market for derivatives.

10.2.192 Which futures broker to comply with subsection 1207(1) of

old Corporations Act in relation to certain transactions

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in regulation 8.4.03A of the old Corporations

Regulations to a futures broker includes a financial services

licensee.

10.2.193 Exemption of certain transactions from paragraphs

1207(1)(g) and (h) of old Corporations Act

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) A reference in paragraph 8.4.04(b) of the old Corporations

Regulations to a member of a clearing house of a futures exchange

includes a participant of a licensed CS facility that provides its

services for the clearing and settlement of transactions effected

through a licensed market for derivatives.

(3) A reference in paragraph 8.4.04(d) of the old Corporations

Regulations to the business rules of a futures exchange includes the

operating rules of a licensed market for derivatives.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 34 Effect on certain instruments of transition of financial service providers

and transition to licensed markets and licensed CS facilities

Regulation 10.2.194

188 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 34—Effect on certain instruments of transition of

financial service providers and transition to

licensed markets and licensed CS facilities

10.2.194 References to certain matters

(1) For section 1444 of the Act, this regulation applies in relation to:

(a) a regulated principal; and

(b) the following instruments:

(i) an approval of a stock market under subsection 770A(2)

of the old Corporations Act;

(ii) a declaration of an exempt stock market under

subsection 771(1) of the old Corporations Act;

(iii) a declaration of an exempt futures market under

subsection 1127(1) of the old Corporations Act.

(2) A reference in an instrument to a securities dealer’s licence

includes a Australian financial service licence that authorises the

holder to deal in securities.

(3) A reference in an instrument to the business rules of a securities

exchange or a stock exchange includes the operating rules of a

licensed market for securities.

(4) A reference in an instrument to a person who is not a retail investor

within the meaning of subregulation 7.3.02B(8) of the old

Corporations Regulations includes a professional investor within

the meaning of section 9 of the Act.

(5) A reference in an instrument to:

(a) a prospectus; or

(b) a replacement prospectus;

includes a Product Disclosure Statement.

(6) A reference in an instrument to a supplementary prospectus

includes a supplementary Product Disclosure Statement.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Effect on certain instruments of transition of financial service providers and transition to

licensed markets and licensed CS facilities Division 34

Regulation 10.2.194

Corporations Regulations 2001 189

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(7) A reference in an instrument to the Commission includes ASIC.

(8) A reference in an instrument to the ASC includes ASIC.

(9) A reference in an instrument to a futures brokers licence includes

an Australian financial services licence that authorises the holder to

deal in derivatives.

(10) A reference in an instrument to a futures licensee includes a person

who holds an Australian financial services licence that authorises

the holder to deal in derivatives.

(11) A reference in an instrument to Division 2 of Part 4.1 of the old

Corporations Act includes Division 2 of Part 5B.2 of the Act.

(12) A reference in an instrument to section 345 of the old Corporations

Act includes section 601CF of the Act.

(13) A reference in an instrument to a clearing house includes a licensed

clearing and settlement facility.

(14) A reference in an instrument to an approved futures exchange

includes a licensed market operated by:

(a) Sydney Futures Exchange Limited; or

(b) SFE Corporation Limited; or

(c) ASX Futures Exchange Pty Limited.

(15) A reference in an instrument to a recognised futures exchange

includes a recognised futures exchange mentioned in Schedule 11

to the old Corporations Regulations.

(16) A reference in an instrument to a futures market of any exchange

includes a financial market in relation to derivatives operated by a

market licensee.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 35 Streamlined licensing

Regulation 10.2.195

190 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 35—Streamlined licensing

10.2.195 Suspension or cancellation of streamlined licence

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee to which the streamlined licensing

procedure in section 1433 of the Act applied when the licensee’s

Australian financial services licensee was granted.

(2) If the financial services licensee is an individual,

paragraph 915C(1)(b) of the Act applies to the financial services

licensee:

(a) as if ASIC had been satisfied in the terms of

subsection 913B(2) of the Act (dealing with whether the

financial services licensee is of good fame and character)

when the Australian financial services licence was granted;

and

(b) to the extent necessary to allow ASIC to consider whether

there is no reason to believe that the financial services

licensee is not of good fame or character.

(3) If the financial services licensee is not an individual,

paragraph 915C(1)(b) of the Act applies to the financial services

licensee:

(a) as if ASIC had been satisfied in the terms of

subsection 913B(3) of the Act (dealing with whether the

financial services licensee or its representatives are of good

fame and character) when the Australian financial services

licence was granted; and

(b) to the extent necessary to allow ASIC to consider whether

there is no reason to believe that the financial services

licensee or its representatives are not of good fame or

character.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Insurance multi-agents Division 36

Regulation 10.2.196

Corporations Regulations 2001 191

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 36—Insurance multi-agents

10.2.196 Application by holder of qualified licence

(1) For section 1444 of the Act, this regulation applies in relation to a

person if:

(a) the person is an insurance multi-agent within the meaning of

section 1434 of the Act; and

(b) the person holds an Australian financial services licence

granted in accordance with the procedures mentioned in that

section; and

(c) the person applies, at the end of the transition period in

relation to the person, under section 913A of the Act, for an

Australian financial services licence; and

(d) section 1434 of the Act does not apply in relation to the

application for an Australian financial services licence; and

(e) ASIC proposes to consider only the matters mentioned in

paragraphs 912A(1)(e) and (f) of the Act rather than all of the

matters mentioned in subsection 912A(1) of the Act.

(2) Paragraph 913B(1)(b) of the Act applies to the consideration of the

application as if the reference to obligations that will apply under

section 912A of the Act were a reference to the obligations that

will apply under paragraphs 912A(1)(e) and (f) of the Act.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 37 Hawking of managed investment products

Regulation 10.2.197

192 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 37—Hawking of managed investment products

10.2.197 Hawking interest in managed investment scheme

(1) For section 1444 of the Act, this regulation applies in relation to

interests in managed investment schemes.

(2) If Division 2 of Part 7.9 of the Act applies to an interest in a

managed investment scheme:

(a) section 992AA of the Act applies to the interest; and

(b) section 736 of the old Corporations Act does not apply to the

interest.

(3) If Division 2 of Part 7.9 of the Act does not apply to an interest in a

managed investment scheme, sections 992A and 992AA of the Act

do not apply to the interest.

10.2.198 Hawking financial product—other arrangements

(1) For section 1444 of the Act, this regulation applies in relation to a

financial product.

(2) If Division 2 of Part 7.9 of the Act does not apply to the financial

product, a reference in section 992A of the Act to a Product

Disclosure Statement in relation to the financial product includes:

(a) in relation to a derivative—information mentioned in

section 1210 of the old Corporations Act; and

(b) in relation to a superannuation product—information

mentioned in section 153 or 159 of the SIS Act, as in force

immediately before the FSR commencement; and

(c) in relation to an RSA product—information mentioned in

section 56 of the RSA Act, as in force immediately before the

FSR commencement; and

(d) in relation to a managed investment product—a disclosure

document for the product.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Hawking of managed investment products Division 37

Regulation 10.2.198

Corporations Regulations 2001 193

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) If Division 2 of Part 7.9 of the Act does not apply to the financial

product, subsection 992A(3) of the Act applies in relation to a

financial product that is not mentioned in subregulation (2) as if

paragraphs 992A(3)(c), (d) and (e) were omitted.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 38 Security bonds issued before FSR commencement

Regulation 10.2.199

194 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 38—Security bonds issued before FSR

commencement

10.2.199 Security bonds

(1) For section 1444 of the Act, this regulation applies in relation to a

financial services licensee who became a regulated principal

mentioned in item 1 or 2 of the table in section 1430 of the Act at

the FSR commencement.

(2) Regulations 7.3.04, 7.3.06 and 7.3.07 of the old Corporations

Regulations, and any associated provisions, continue to apply in

relation to the regulated principal’s regulated activities.

(3) The regulations mentioned in subregulation (2) continue to apply

after the end of the transition period for the regulated principal.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Disclosure documents Division 39

Regulation 10.2.200

Corporations Regulations 2001 195

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 39—Disclosure documents

10.2.200 Disclosure documents—cooling-off period

(1) For section 1444 of the Act, this regulation applies in relation to a

document if:

(a) the document is a prospectus or other disclosure document

for a financial product; and

(b) the issuer of the financial product is a regulated principal to

which Division 2 of Part 7.9 of the Act does not apply in

relation to the financial product; and

(c) the particular document:

(i) was publicly available; or

(ii) had been distributed to users; or

(iii) had been lodged with ASIC; or

(iv) was otherwise in existence and in use, or available for

use;

before the FSR commencement.

(2) The issuer of the financial product is not civilly or criminally liable

in relation to information about the cooling off regime applying

after the FSR commencement if:

(a) the confirmation of the transaction:

(i) provides a statement of the cooling-off regime that

applies in respect of the acquisition of that product; and

(ii) states that the information in the confirmation of the

transaction supersedes the information in that document;

or

(b) the responsible person amends the disclosure document to

include information on any cooling-off regime.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 40 Telephone monitoring during takeovers

Regulation 10.2.201

196 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 40—Telephone monitoring during takeovers

10.2.201 Telephone monitoring

(1) For section 1444 of the Act, this regulation applies in relation to a

takeover bid:

(a) for which the bid period starts before the FSR

commencement; and

(b) to which Subdivision D of Division 5 of Part 6.5 of the Act

would apply.

(2) Subdivision D of Division 5 of Part 6.5 of the Act does not apply

to the takeover bid.

10.2.201A References to financial services licensees

For section 1444 of the Act:

(a) a reference in paragraph 648J(4)(c) of the Act to a

professional investor includes the holder of a licence of any

type granted or issued under the old Corporations Act; and

(b) a reference in subregulation 6.5.01(3) to a financial services

licensee includes the holder of a licence of any type granted

or issued under the old Corporations Act.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Requirements if Product Disclosure Statement is not in existence Division 41

Regulation 10.2.202

Corporations Regulations 2001 197

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 41—Requirements if Product Disclosure

Statement is not in existence

10.2.202 Documents equivalent to Product Disclosure Statement

(1) For section 1444 of the Act, a reference in paragraph 949A(2)(c) of

the Act to a Product Disclosure Statement includes:

(a) in relation to a managed investment product to which

Division 2 of Part 7.9 of the Act does not yet apply—a

disclosure document for the product; and

(b) in relation to a derivative to which Division 2 of Part 7.9 of

the Act does not yet apply—information mentioned in

section 1210 of the old Corporations Act; and

(c) in relation to a superannuation product to which Division 2 of

Part 7.9 of the Act does not yet apply—information

mentioned in section 153 or 159 of the SIS Act, as in force

immediately before the FSR commencement; and

(d) in relation to an RSA product to which Division 2 of Part 7.9

of the Act does not yet apply—information mentioned in

section 56 of the RSA Act, as in force immediately before the

FSR commencement.

(2) For section 1444 of the Act, subsection 949A(2) of the Act applies

in relation to a financial product:

(a) to which Division 2 of Part 7.9 of the Act does not apply; and

(b) that is not mentioned in subregulation (1);

as if paragraph 949A(2)(c) were omitted.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 42 Dealing with money received for financial product before the product is

issued

Regulation 10.2.203

198 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 42—Dealing with money received for financial

product before the product is issued

10.2.203 Payment of money into account

For section 1444 of the Act, a reference in paragraph 1017E(1)(b)

of the Act to a Product Disclosure Statement for a financial product

includes a disclosure document for the product.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Arrangements related to deposits with stock exchanges Division 43

Regulation 10.2.204

Corporations Regulations 2001 199

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 43—Arrangements related to deposits with stock

exchanges

10.2.204 Withdrawals from trust account

(1) For section 1444 of the Act, this regulation applies to the extent

that section 869 of the old Corporations Act continues to apply on

and after the FSR commencement.

(2) Section 869 of the old Corporations Act continues to apply as if

paragraph 869(1)(b) were omitted.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 44 Superannuation to which arrangements apply under the Family Law Act

1975

Regulation 10.2.205

200 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 44—Superannuation to which arrangements

apply under the Family Law Act 1975

10.2.205 Application of amendments

(1) For section 1444 of the Act, this regulation applies in relation to a

regulated principal.

(2) Subject to subregulation (3), on and after the FSR commencement,

the regulated principal must deal with a matter to which the Family

Law Legislation Amendment (Superannuation) Act 2001 applies as

if:

(a) all amendments of the SIS Act enacted before the FSR

commencement were in force on the FSR commencement;

and

(b) all amendments of the SIS Regulations enacted before the

FSR commencement were in force on the FSR

commencement; and

(c) all amendments of the RSA Act enacted before the FSR

commencement were in force on the FSR commencement;

and

(d) all amendments of the RSA Regulations enacted before the

FSR commencement were in force on the FSR

commencement; and

(e) all amendments of the Family Law (Superannuation)

Regulations 2001 enacted before the FSR commencement

were in force on the FSR commencement.

(3) Subregulation (2) applies only to the extent that dealing with a

matter in accordance with that subregulation is not inconsistent

with compliance with:

(a) the following provisions, and any associated provisions:

(i) section 153, and all the provisions of Divisions 3 and 4

of Part 19, of the Superannuation Industry (Supervision)

Act 1993 as in force immediately before the FSR

commencement;

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Superannuation to which arrangements apply under the Family Law Act 1975 Division

44

Regulation 10.2.205

Corporations Regulations 2001 201

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) the version of section 153A of that Act that was

provided for in Modification Declaration no. 15 as in

force immediately before the FSR commencement,

being a declaration of modification made under

section 332 of that Act; and

(b) section 51, and all the provisions of Divisions 4 and 5 of

Part 5, of the Retirement Savings Accounts Act 1997 as in

force immediately before the FSR commencement, and any

associated provisions.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 45 Arrangements relating to certain reporting periods

Regulation 10.2.206

202 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 45—Arrangements relating to certain reporting

periods

10.2.206 Fund information for retail clients for financial products

that have an investment component: superannuation

(1) For section 1444 of the Act, this regulation applies in relation to a

fund reporting period under Subdivision 2.4.1 of the SIS

Regulations that had not ended before the FSR commencement.

(2) The fund reporting period for the financial product, worked out in

accordance with Subdivision 2.4.1, is taken to be a fund reporting

period for Subdivision 5.5 of Part 7.9 of these Regulations.

10.2.207 Periodic statements for retail clients for financial products

that have an investment component

(1) For section 1444 of the Act, this regulation applies if:

(a) a person acquired a financial product, as described in

subsection 1017D(1) of the Act; and

(b) the issuer of the financial product was a regulated principal in

relation to the financial product.

(2) The reporting period for the financial product, worked out in

accordance with the old Corporations Act, is taken to be a

reporting period for the Act.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Arrangements relating to passbook accounts Division 46

Regulation 10.2.208

Corporations Regulations 2001 203

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 46—Arrangements relating to passbook accounts

10.2.208 Periodic statements

(1) For section 1444 of the Act, this regulation applies in relation to a

basic deposit product:

(a) for which the holder of the product is provided with, and

keeps, a document commonly referred to as a ‘passbook’ into

which entries of deposits to and withdrawals from the

product are recorded by the product issuer; and

(b) that was issued before the FSR commencement.

(2) Section 1017D of the Act does not apply in relation to the basic

deposit product.

10.2.209 Confirmation of transactions

(1) For section 1444 of the Act, this regulation applies in relation to a

basic deposit product:

(a) for which the holder of the product is provided with, and

keeps, a document commonly referred to as a ‘passbook’ into

which entries of deposits to and withdrawals from the

product are recorded by the product issuer; and

(b) that was issued before the FSR commencement.

(2) Section 1017F of the Act does not apply in relation to the basic

deposit product.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 47 Agreements with unlicensed persons relating to the provision of financial

services

Regulation 10.2.210

204 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 47—Agreements with unlicensed persons relating

to the provision of financial services

10.2.210 Agreements

(1) For section 1444 of the Act, this regulation applies if:

(a) a person (person 1) enters into an agreement with another

person (person 2) in the course of an activity conducted by

person 2; and

(b) at that time, Part 7.6 of the Act does not apply to person 2 in

relation to the activity; and

(c) the activity would constitute carrying on a financial services

business if Part 7.6 of the Act applied to person 2 in relation

to the activity; and

(d) the agreement is not completed when Part 7.6 of the Act first

applies to person 2 in relation to the activity; and

(e) when Part 7.6 of the Act first applies to person 2 in relation

to the activity, person 2:

(i) does not hold an Australian financial services licence

covering the activity; and

(ii) is not exempt from the requirement to hold that licence.

(2) Division 11 of Part 7.6 of the Act applies in relation to the

agreement to the extent that that Division is not inconsistent with

Division 2 of Part 7.3 of the old Corporations Act.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Arrangements for Lloyd’s Division 48

Regulation 10.2.211

Corporations Regulations 2001 205

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 48—Arrangements for Lloyd’s

10.2.211 Lloyd’s

(1) For section 1444 of the Act, subsection 911A(1) of the Act does

not apply in relation to a financial service:

(a) that is provided by:

(i) a Lloyd’s underwriting member; or

(ii) a listed Lloyd’s syndicate of underwriting members; and

(b) to which subregulation (2) applies.

(2) The financial service must be a service in relation to which the

Lloyd’s underwriting member, or the syndicate, is regulated by

APRA at any time within 2 years after the FSR commencement.

(3) In this regulation:

Lloyd’s means the society incorporated by the Act of the United

Kingdom known as the Lloyd’s Act 1871.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 49 Hawking of certain financial products

Regulation 10.2.212

206 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 49—Hawking of certain financial products

10.2.212 Hawking of managed investment products

(1) For section 1444 of the Act, a reference in subsection 992AA(2) of

the Act to a financial services licensee includes a regulated

principal.

(2) Subregulation (1) ceases to apply in relation to a regulated

principal at the end of the transition period in relation to the

regulated principal.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional arrangements relating to Financial Services Reform legislation Part 10.2

Warrants or options to acquire issued securities Division 50

Regulation 10.2.213

Corporations Regulations 2001 207

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 50—Warrants or options to acquire issued

securities

10.2.213 Warrants or options to acquire issued securities

For section 1444 of the Act, if a warrant or option to acquire issued

securities by way of transfer is a financial product:

(a) to which the definition of securities in subsection 92(3) of

the old Corporations Act applied; and

(b) to which Chapter 6D of that Act applied;

Chapter 6D is taken to apply during the transition period for those

products.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.2 Transitional arrangements relating to Financial Services Reform legislation

Division 52 Winding up of fidelity funds if market ceases to operate

Regulation 10.2.215

208 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 52—Winding up of fidelity funds if market ceases

to operate

10.2.215 Winding up of fidelity funds if market ceases to operate

(1) For subsection 1416(1) of the Act, section 886B of the Act applies

in relation to a fidelity fund kept by the operator of a financial

market that, at a time in the transition period for the market, ceases

to operate (otherwise than because of a merger).

(2) For paragraph 886B(c) of the Act, subsection (3) applies if, at a

time during the transition period for a financial market on which

derivatives are traded, a person (the first person) ceases to operate

the market (other than because of a merger), and another person

(the second person) that is a related body corporate operates a

financial market:

(a) in relation to which, or a segment of which, there are

required, after the end of the transition period, to be

compensation arrangements approved in accordance with

Division 3 of Part 7.5 of the Act; and

(b) on which derivatives are also traded.

(3) The assets of the fidelity fund held by the first person for the

market it had operated may be:

(a) transferred to the fidelity fund held by the second person for

the market, or segment of the market, that it operates; or

(b) held as, or as part of, the fidelity fund held for the market, or

segment of the market, operated by the second person.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional provisions relating to the Corporate Law Economic Reform Program

(Audit Reform and Corporate Disclosure) Act 2004 Part 10.5

Regulation 10.5.01

Corporations Regulations 2001 209

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 10.5—Transitional provisions relating to the

Corporate Law Economic Reform

Program (Audit Reform and Corporate

Disclosure) Act 2004

10.5.01 Adoption of auditing standards made by accounting

profession before commencement (Act ss 1455(1) and (3))

(1) For subsections 1455(1) and (3) of the Act:

(a) a standard (as in force from time to time) mentioned in the

table has effect, for the purposes of the Act, as if it had been

made by the AUASB under section 336 of the Act on 1 July

2004; and

(b) a standard mentioned in Part 1 of the table has effect as if it

specified that it applies to a financial reporting period ending

on or after 1 July 2004; and

(c) a standard mentioned in Part 2 of the table has effect as if it

specified that it applies to a financial reporting period

beginning on or after 15 December 2004; and

(d) a standard mentioned in Part 3 of the table has effect as if it

specified that it applies to a financial reporting period

beginning on or after 15 June 2005.

Item AUS

No.

Title

Part 1

101 104 Glossary of Terms

102 202 Objective and General Principles Governing an Audit of a Financial

Report

Note: This standard was issued in July 2002.

103 204 Terms of Audit Engagements

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.5 Transitional provisions relating to the Corporate Law Economic Reform

Program (Audit Reform and Corporate Disclosure) Act 2004

Regulation 10.5.01

210 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item AUS

No.

Title

104 206 Quality Control for Audit Work

Note: This standard was issued in July 2002.

105 208 Documentation

106 210 The Auditor’s Responsibility to Consider Fraud and Error in an Audit

of a Financial Report

Note: This standard was issued in January 2002.

107 212 Other Information in Documents Containing Audited Financial

Reports

108 214 Auditing in a CIS Environment

109 218 Consideration of Laws and Regulations in an Audit of a Financial

Report

110 302 Planning

111 304 Knowledge of the Business

112 306 Materiality and Audit Adjustments

113 402 Risk Assessments and Internal Controls

Note: This standard was issued in July 2002.

114 404 Audit Implications Relating to Entities Using a Service Entity

115 502 Audit Evidence

Note: This standard was issued in October 1995.

116 504 External Confirmations

117 506 Existence and Valuation of Inventory

118 508 Inquiry Regarding Litigation and Claims

119 510 Initial Engagements - Opening Balances

120 512 Analytical Procedures

121 514 Audit Sampling & Selective Testing Procedures

122 516 Audit of Accounting Estimates

123 518 Related Parties

124 520 Management Representations

125 522 Audit Evidence Implications of Externally Managed Assets of

Superannuation, Provident or Similar Funds

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional provisions relating to the Corporate Law Economic Reform Program

(Audit Reform and Corporate Disclosure) Act 2004 Part 10.5

Regulation 10.5.01

Corporations Regulations 2001 211

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item AUS

No.

Title

126 524 The Auditor’s Use of the Work of the Actuary and the Actuary’s Use

of the Work of the Auditor in Connection with the Preparation and

Audit of a Financial Report

127 526 Auditing Fair Value Measurements & Disclosures

128 602 Using the Work of Another Auditor

129 604 Considering the Work of Internal Auditing

130 606 Using the Work of an Expert

131 702 The Audit Report on a General Purpose Financial Report

132 704 Comparatives

133 706 Subsequent Events

134 708 Going Concern

135 710 Communication with Management on Matters Arising from an Audit

136 802 The Audit Report on Financial Information Other than a General

Purpose Financial Report

137 902 Review of Financial Reports

Part 2

201 202 Objective and General Principles Governing an Audit of a Financial

Report

Note: This standard was issued in February 2004.

201A 210 The Auditor’s Responsibility to Consider Fraud and Error in an Audit

of a Financial Report

Note: This standard was issued in June 2004.

202 402 Understanding the Entity and Its Environment and Assessing the Risks

of Material Misstatements

Note: This standard was issued in February 2004.

203 406 The Auditor’s Procedures In Response to Assessed Risks

204 502 Audit Evidence

Note: This standard was issued in February 2004.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.5 Transitional provisions relating to the Corporate Law Economic Reform

Program (Audit Reform and Corporate Disclosure) Act 2004

Regulation 10.5.01

212 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Item AUS

No.

Title

Part 3

301 206 Quality Control for Audits of Historical Financial Information

Note: This standard was issued in June 2004.

(2) In this regulation:

financial reporting period, for a company, registered scheme or

disclosing entity, means a financial year or a half-year for which

the company, registered scheme or disclosing entity must prepare a

financial report.

Note: Under section 292 of the Act, a disclosing entity, public company,

large proprietary company or registered scheme must prepare a

financial report for each financial year. Under section 302 of the Act,

a disclosing entity must prepare a financial report for each half-year.

Section 323D of the Act deals with financial years and half-years.

(3) Each standard mentioned in subregulation (1) ceases to have effect

in relation to a financial reporting period that ends after 29 June

2007.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional provisions relating to the Corporations Amendment (Financial Market

Supervision) Act 2010 Part 10.15

Regulation 10.15.01

Corporations Regulations 2001 213

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 10.15—Transitional provisions relating to the

Corporations Amendment (Financial

Market Supervision) Act 2010

10.15.01 Application of Part 10.15

For subsection 1513(1) of the Act, this Part deals with matters of a

transitional, application or saving nature relating to the

amendments and repeals made by Schedule 1 to the Corporations

Amendment (Financial Market Supervision) Act 2010 (the

amending Schedule).

10.15.02 Amendments not to apply to certain operators of licensed

markets

The amendments made by the amending Schedule do not apply to

the following operators of licensed markets:

(a) BGC Partners (Australia) Pty Limited;

(b) Bloomberg Tradebook Australia Pty Ltd;

(c) Mercari Pty Ltd;

(d) Yieldbroker Pty Limited.

Note: The requirement in subsection 798H(1) of the Act for an operator of a

licensed market to comply with the market integrity rules was

introduced by one of the amendments made by the amending

Schedule.

10.15.03 Transfer of documents

(1) This regulation applies if:

(a) an operator of a licensed market, a related body corporate of

the operator, or an employee of the operator, gives

information in confidence to ASIC; and

(b) the information relates to the operation of Part 7.2 of the Act;

and

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.15 Transitional provisions relating to the Corporations Amendment (Financial

Market Supervision) Act 2010

Regulation 10.15.04

214 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) the information was requested by, or given to, ASIC to help

ASIC exercise its powers or perform its functions under

Part 7.2A of the Act.

(2) The information does not cease to be the subject of legal

professional privilege solely because the information has been

given to ASIC.

(3) The operator or employee:

(a) has qualified privilege in respect of the giving of the

information to ASIC; and

(b) is not liable to any person in relation to the giving of the

information to ASIC.

(4) The giving of the information to ASIC is not to be taken to be:

(a) a contravention of a law, including a law relating to privacy

or confidentiality; or

(b) a breach of contract or duty to a person.

10.15.04 Notifications, consents, waivers, etc

(1) This regulation applies if:

(a) an operator of a licensed market gave a written waiver,

consent, recognition, accreditation, approval, determination,

exemption or notification to a participant in the licensed

market under the operating rules of the licensed market; and

(b) the power or obligation in the operating rules to give the

waiver, consent, recognition, accreditation, approval,

determination, exemption or notification is incorporated into

the market integrity rules.

(2) The waiver, consent, recognition, accreditation, approval,

determination, exemption or notification:

(a) is taken to have been given by ASIC under the market

integrity rules; and

(b) will continue in its existing form, and continue to have the

same effect, (as given under the operating rules) unless ASIC

determines that it should be amended or revoked.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional provisions relating to the Corporations Amendment (Financial Market

Supervision) Act 2010 Part 10.15

Regulation 10.15.05

Corporations Regulations 2001 215

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) ASIC may:

(a) determine that a waiver, consent, recognition, accreditation,

approval, determination, exemption or notification is no

longer appropriate; and

(b) determine, in writing, that the waiver, consent, recognition,

accreditation, approval, determination, exemption or

notification is amended or revoked as provided in the

determination.

(4) If ASIC proposes to make a determination under subregulation (3),

ASIC must give reasonable notice to the participant before making

the determination.

10.15.05 Notification given by participant to operator of licensed

market

(1) This regulation applies if:

(a) a participant in a licensed market gave the operator of the

licensed market a written notification or certification under

the operating rules of the licensed market; and

(b) the power or obligation in the operating rules to give the

notification or certification is incorporated into the market

integrity rules.

(2) The notification or certification:

(a) is taken to have been given to ASIC by the participant under

the market integrity rules; and

(b) will continue in its existing form, and continue to have the

same effect, (as given under the operating rules) unless ASIC

otherwise determines.

(3) ASIC may:

(a) determine that a notification or certification is no longer

appropriate; and

(b) determine, in writing, that the notification or certification is

amended or revoked as provided in the determination.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.15 Transitional provisions relating to the Corporations Amendment (Financial

Market Supervision) Act 2010

Regulation 10.15.06

216 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) If ASIC proposes to make a determination under subregulation (3),

ASIC must give reasonable notice to the participant before making

the determination.

10.15.06 Registers

If:

(a) an operator of a licensed market kept a register under, or in

relation to, the operating rules of the licensed market; and

(b) the relevant operating rules are incorporated into the market

integrity rules;

the register is taken to be kept by ASIC under, or in relation to, the

market integrity rules.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional provisions relating to Corporations Amendment (Further Future of

Financial Advice Measures) Act 2012 Part 10.18

Corporations Regulations 2001 217

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 10.18—Transitional provisions relating to

Corporations Amendment (Further Future

of Financial Advice Measures) Act 2012

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.19 Transitional matters relating to MySuper measures

Regulation 10.19.01

218 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 10.19—Transitional matters relating to

MySuper measures

10.19.01 Changes to product disclosure statements and periodic

statements

(1) The amendments made by items 7 to 68 and 70 to 86 of Schedule 1

to the Superannuation Legislation Amendment (MySuper

Measures) Regulation 2013 (the amending items) apply to:

(a) Product Disclosure Statements given:

(i) for a superannuation product—on or after 31 December

2013; or

(ii) for a managed investment product—on or after 1 July

2014; and

(b) periodic statements given under section 1017D of the Act in

relation to reporting periods ending:

(i) for a superannuation product—on or after 31 December

2013; or

(ii) for a managed investment product—on or after 1 July

2014.

(2) If:

(a) a Product Disclosure Statement is given during the transition

period; and

(b) were the amendments made by the amending items to apply

during the transition period, the Product Disclosure

Statement would comply with Schedule 10 or Schedule 10D

(as the case requires);

the Product Disclosure Statement is taken to comply with

Schedule 10 or Schedule 10D (as the case requires).

(3) If:

(a) a periodic statement under section 1017D of the Act is given

during the transition period; and

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional matters relating to MySuper measures Part 10.19

Regulation 10.19.01

Corporations Regulations 2001 219

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) were the amendments made by the amending items to apply

during the transition period, the periodic statement would

comply with Schedule 10;

the periodic statement is taken to comply with the Schedule.

(4) For the purposes of this regulation, the transition period is a

period:

(a) for a superannuation product—beginning on 1 July 2013 and

ending on 30 December 2013; or

(b) for a managed investment product—beginning on 1 July

2013 and ending on 30 June 2014.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.20 Transitional matters relating to relevant providers and persons who control

body corporate licensees

Division 1 Introduction

Regulation 10.20.01

220 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 10.20—Transitional matters relating to

relevant providers and persons who control

body corporate licensees

Division 1—Introduction

10.20.01 Simplified outline of this Part

Regulation 7.6.06B establishes a register of relevant providers that

contains information that is provided under Schedule 8D to these

Regulations.

The provisions in Schedule 8D begin to apply on 9 March 2015.

However, between 9 March 2015 and 30 September 2015, this Part

changes how those provisions apply.

Initially, information is gathered on those who are relevant

providers between 1 January and 30 March 2015 (except if they

cease to be relevant providers before 9 March 2015).

A person who is required to lodge a notice under section 922D of

the Act in relation to relevant providers must choose a day in the

period between 1 January and 30 March 2015 (called the start day).

The first notice that the person lodges under section 922D must

cover all of the person’s relevant providers on the start day. The

notice must include all information, except information about

educational qualifications and professional memberships. That

information is provided in a later notice.

A person may also be required to lodge a notice under section 922J

in relation to those who control a body corporate licensee on the

start day.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional matters relating to relevant providers and persons who control body

corporate licensees Part 10.20

Introduction Division 1

Regulation 10.20.02

Corporations Regulations 2001 221

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Some of the information initially provided may change. Significant

changes (such as changes about the kinds of relevant financial

products the relevant provider may provide advice on and changes

to financial services licensees) can be notified to ASIC after 1 May

2015. Other changes can be notified to ASIC after 1 October 2015.

Persons may become relevant providers or begin to control body

corporate licensees after 30 March 2015 but before 30 September

2015. The provisions apply in a similar way to those persons.

From 1 October 2015, the provisions in Schedule 8D to these

Regulations apply as they appear in that Schedule.

10.20.02 Object of this Part

This Part provides transitional and application provisions in

relation to:

(a) Schedule 8D to these Regulations which notionally inserts

sections 922C to 922P into the Act; and

(b) the register of relevant providers established under

regulation 7.6.06B.

10.20.03 Definitions

References to sections 922C to 922P of the Act

(1) A reference in this Part to any of sections 922C to 922P (or a

provision of that section) is a reference to that section (or

provision) of the Act as notionally inserted into the Act by

Schedule 8D to these Regulations.

Meaning of start day

(2) In this Part, start day has the meaning given by

subsection 10.20.05(1).

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.20 Transitional matters relating to relevant providers and persons who control

body corporate licensees

Division 2 General application provision for Schedule 8D

Regulation 10.20.04

222 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—General application provision for Schedule 8D

10.20.04 General application provision for Schedule 8D

The modifications of the Act in Schedule 8D apply, subject to this

Part, on and after 9 March 2015 in relation to:

(a) a person who is a relevant provider immediately before that

day; and

(b) a person who becomes a relevant provider on or after that

day; and

(c) a body corporate that is a body corporate licensee

immediately before that day; and

(d) a body corporate that becomes a body corporate licensee on

or after that day.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional matters relating to relevant providers and persons who control body

corporate licensees Part 10.20

Pre-existing and new relevant providers and controllers during the transitional period

Division 3

Regulation 10.20.05

Corporations Regulations 2001 223

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Pre-existing and new relevant providers and

controllers during the transitional period

10.20.05 Application of this Division

(1) A person must choose a day (the start day) between 1 January

2015 and 30 March 2015 if, immediately before 9 March 2015, the

person is:

(a) a financial services licensee; and

(b) authorised to provide personal advice in relation to relevant

financial products to retail clients.

Pre-existing relevant providers and controllers

(2) This Division applies in relation to:

(a) a person who is a relevant provider immediately before the

start day chosen by the person who, as a result of

regulation 10.20.06, is required to lodge a notice under

section 922D in relation to the relevant provider; and

(b) a person who controls a body corporate licensee immediately

before the start day chosen by the person who, as a result of

regulation 10.20.10, is required to lodge a notice under

section 922J in relation to the body corporate licensee.

Persons who become relevant providers after initial information

gathering period but before 30 September 2015

(3) This Division also applies in relation to:

(a) a person who becomes a relevant provider:

(i) if the person (the notice lodger) who is required to

lodge a notice under section 922D in relation to the

relevant provider has chosen a start day—after the start

day for the notice lodger and before 30 September 2015;

or

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.20 Transitional matters relating to relevant providers and persons who control

body corporate licensees

Division 3 Pre-existing and new relevant providers and controllers during the

transitional period

Regulation 10.20.06

224 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(ii) otherwise—after 30 March 2015 and before

30 September 2015; and

(b) a person (the controller) who begins to control a body

corporate licensee:

(i) if the person (the notice lodger) who is required to

lodge a notice under section 922J in relation to the

controller has chosen a start day—after the start day for

the notice lodger and before 30 September 2015; or

(ii) otherwise—after 30 March 2015 and before

30 September 2015.

10.20.06 Notices under section 922D—initial lodgement of

information

(1) Section 922D applies in relation to a relevant provider referred to

in paragraph 10.20.05(2)(a) as if:

(a) subsection 922D(1) required a notice to be lodged in relation

to the relevant provider as if the relevant provider had

become a relevant provider on the start day chosen by the

person who, as a result of this subregulation, is required to

lodge the notice; and

(b) subsection 922D(1) did not require the information in

paragraph 922E(1)(g) or 922F(1)(j) (information about

educational qualifications and professional memberships) to

be included in the notice; and

(c) subsection 922L(2) required the notice to be lodged within

the period:

(i) starting on 9 March 2015; and

(ii) ending on 30 March 2015.

Note 1: This notice does not include information about the relevant provider’s

educational qualifications or professional memberships. That

information is required to be lodged in a separate notice (see

regulation 10.20.07).

Note 2: After 30 March 2015, notices can be lodged normally under

section 922D (excluding information about educational qualifications

and professional memberships).

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional matters relating to relevant providers and persons who control body

corporate licensees Part 10.20

Pre-existing and new relevant providers and controllers during the transitional period

Division 3

Regulation 10.20.07

Corporations Regulations 2001 225

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) Section 922D applies in relation to a relevant provider referred to

in paragraph 10.20.05(3)(a) who becomes a relevant provider

before 23 May 2015 as if subsection 922D(1) did not require the

information in paragraph 922E(1)(g) or 922F(1)(j) (information

about educational qualifications and professional memberships) to

be included in the notice.

10.20.07 Notices under section 922D—later notice about educational

qualifications and professional memberships

(1) This section applies in relation to:

(a) a relevant provider referred to in paragraph 10.20.05(2)(a);

and

(b) a relevant provider referred to in paragraph 10.20.05(3)(a)

who becomes a relevant provider before 23 May 2015.

(2) Section 922D also applies in relation to the relevant provider as if:

(a) subsection 922D(1) required an additional notice to be

lodged in relation to the relevant provider; and

(b) the only information required to be included in the additional

notice under subsection 922D(1) was the information in

paragraph 922E(1)(g) or 922F(1)(j) (information about

educational qualifications and professional memberships);

and

(c) subsection 922L(2) required the additional notice to be

lodged within the period:

(i) starting on 23 May 2015; and

(ii) ending on 30 May 2015.

Note: After 30 May 2015, notices can be lodged normally under

section 922D.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.20 Transitional matters relating to relevant providers and persons who control

body corporate licensees

Division 3 Pre-existing and new relevant providers and controllers during the

transitional period

Regulation 10.20.08

226 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.20.08 Notices under section 922H—important changes before

30 April 2015

(1) This regulation applies if:

(a) a notice is lodged under section 922D in relation to a relevant

provider before 30 April 2015; and

(b) there is a change in a matter for the relevant provider at any

time during the period ending on that day; and

(c) the change relates to a matter that is:

(i) referred to in paragraph 922E(1)(b) or (d) or 922F(1)(c)

or (d) or subparagraph 922F(1)(g)(ii) (information about

financial services licensees); or

(ii) referred to in paragraph 922E(1)(e) or 922F(1)(h)

(information about relevant financial products); or

(iii) the relevant provider ceasing to be a relevant provider.

(2) Section 922H applies as if subsection 922L(2) required a notice to

be lodged within the period:

(a) starting on 1 May 2015; and

(b) ending 30 business days after that day.

Note: After 30 April 2015, notices about changes referred to in

paragraph (1)(c) of this regulation can be lodged normally under

section 922H.

10.20.09 Notices under section 922H—other changes before

30 September 2015

(1) This regulation applies if:

(a) a notice is lodged under section 922D in relation to a relevant

provider before 30 September 2015; and

(b) there is a change in a matter for the relevant provider at any

time during the period ending on 30 September 2015; and

(c) the change is of a kind that is not referred to in

paragraph 10.20.08(1)(c).

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional matters relating to relevant providers and persons who control body

corporate licensees Part 10.20

Pre-existing and new relevant providers and controllers during the transitional period

Division 3

Regulation 10.20.10

Corporations Regulations 2001 227

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(2) Section 922H applies as if subsection 922L(2) required a notice to

be lodged within the period:

(a) starting on 1 October 2015; and

(b) ending 30 business days after that day.

Note: After 30 September 2015, notices can be lodged normally under

section 922H.

10.20.10 Notices under section 922J—pre-existing body corporate

licensees

Section 922J applies in relation to a body corporate licensee

referred to in paragraph 10.20.05(2)(b) as if:

(a) subsection 922J(1) required a notice to be lodged in relation

to the person who controls the licensee; and

(b) subsection 922L(2) required the notice to be lodged within

the period:

(i) starting on 9 March 2015; and

(ii) ending on 30 March 2015; and

(c) subsection 922J(1) did not require the information in

paragraph 922J(2)(d) (start day for control) to be included in

the notice.

10.20.11 Notices under section 922J—controllers during transition

period

(1) This section applies in relation to a controller referred to in

paragraph 10.20.05(3)(b).

(2) Section 922J applies as if subsection 922L(2) required a notice to

be lodged within the period:

(a) starting on 1 October 2015; and

(b) ending 30 business days after that day.

Note: After 30 September 2015, notices can be lodged normally under

section 922J.

Federal Register of Legislative Instruments F2015C00303

Chapter 10 Repeals

Part 10.20 Transitional matters relating to relevant providers and persons who control

body corporate licensees

Division 3 Pre-existing and new relevant providers and controllers during the

transitional period

Regulation 10.20.12

228 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

10.20.12 Notices under section 922K—ceasing to control a

pre-existing body corporate licensees

(1) This regulation applies if a person ceases to control a body

corporate licensee at any time during the period ending on

30 September 2015.

(2) Section 922K applies as if subsection 922L(2) required a notice to

be lodged within the period:

(a) starting on 1 October 2015; and

(b) ending 30 business days after that day.

Note: After 30 September 2015, notices about persons who cease to control

body corporate licensees can be lodged normally under section 922K.

10.20.13 Change in matter within 30 business days

Subsection 922P(2) does not apply during the period starting on

9 March 2015 and ending on 30 September 2015.

10.20.14 Application of regulations 10.20.06 to 10.20.13

To avoid doubt, regulations 10.20.06 to 10.20.13 apply for the

purposes of:

(a) section 922M; and

(b) the Corporations (Fees) Regulations 2001.

Federal Register of Legislative Instruments F2015C00303

Repeals Chapter 10

Transitional matters relating to relevant providers and persons who control body

corporate licensees Part 10.20

Other application provisions Division 4

Regulation 10.20.15

Corporations Regulations 2001 229

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 4—Other application provisions

10.20.15 Application—relevant provider numbers

Regulation 7.6.06A applies in relation to a person who is a relevant

provider on or after 31 March 2015 (whether he or she became a

relevant provider before, on or after that day).

10.20.16 Application—register of relevant providers

(1) Regulations 7.6.06B (except paragraph 7.6.06B(2)(q)) and 7.6.06C

apply on and after 31 March 2015.

(2) Paragraph 7.6.06B(2)(q) applies on and after 31 May 2015.

10.20.17 Application—prescribed registers

The amendments of regulations 9.1.01 and 9.1.02 made by the

Corporations Amendment (Register of Relevant Providers)

Regulation 2015 apply on and after 31 March 2015.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.1 Preliminary

Regulation 12.1.01

230 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Chapter 12—Financial sector reform

Part 12.1—Preliminary

12.1.01 Definitions for Chapter 12

In this Chapter:

AFIC means the Australian Financial Institutions Commission.

APRA transitional prudential standard has the meaning given by

regulation 11 of the Financial Sector Reform (Amendments and

Transitional Provisions) Regulations 1999.

Financial Institutions Code of a State or Territory has the

meaning given by clause 1 of Schedule 4 to the Act.

Financial Sector Reform Act means the Financial Sector Reform

(Amendments and Transitional Provisions) Act (No. 1) 1999.

Friendly Societies Code of a Stae or Territory has the meaning

given by clause 1 of Schedule 4 to the Act.

member share has the meaning given by regulation 12.8.03.

previous governing Code has the meaning given by clause 1 of

Schedule 4 to the Act.

replaced legislation has the meaning given by subitem 22(7) of

Schedule 8 to the Financial Sector Reform Act.

SSA (State Supervisory Authority) has the meaning given by

clause 1 of Schedule 4 to the Act.

transfer date means the date that is the transfer date for the

purposes of the Financial Sector Reform Act.

transferring financial institution of a State or Territory has the

meaning given by clause 1 of Schedule 4 to the Act.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Preliminary Part 12.1

Regulation 12.1.02

Corporations Regulations 2001 231

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

transition period means the period of 18 months starting on the

transfer date.

Note: See the definition of Corporations Regulations in section 40A of the

Acts Interpretation Act 1901.

12.1.02 Application of this Chapter to previous governing Codes etc

A reference in this Chapter to:

(a) a previous governing Code; or

(b) a provision of a previous governing Code; or

(c) an instrument under a previous governing Code; or

(d) a provision of an instrument under a previous governing

Code;

that is applied by or under this Chapter includes a reference to the

Code, provision or instrument as varied or modified by or under

this Chapter.

12.1.03 Interpretation of applied provisions

(1) Subregulation (2) applies to a provision of the following

instruments:

(a) a previous governing Code that is applied by or under a

provision of this Chapter;

(b) an instrument made under a Code mentioned in paragraph (a)

that is applied by or under this Chapter;

(c) an ASIC transitional standard within the meaning of

Part 12.7 or an instrument made under a provision of the

standard.

(2) This subregulation applies if there is a reference in the provision to

any of the following:

(a) a word or expression that is defined in the Act or these

Regulations;

(b) a power exercised by AFIC or an SSA;

(c) a class of body;

(d) the rules of a body;

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.1 Preliminary

Regulation 12.1.03

232 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(e) the accounts, or group accounts, of a body;

(f) a previous governing Code or a provision of the Code;

(g) an ASIC transitional standard within the meaning of

Part 12.7 or a provision of the standard;

(h) an APRA transitional prudential standard or a provision of

the standard;

(i) an instrument made under a Code, an ASIC transitional

standard, an APRA transitional prudential standard or a

provision of the instrument.

(3) A word or expression that is defined in the Act or these regulations

applies to each use of the word or expression unless the contrary

intention appears.

(4) A reference to a power exercised by AFIC or an SSA is to be read

as if it were a reference to an equivalent power exercised by ASIC

under the Act, these regulations, another Commonwealth law or an

ASIC transitional standard.

(5) A reference to a class of body is to be read as if it were the

comparable class of company after the transition date.

(6) A reference to the rules of a body is to be read as if it were a

reference to the constitution of the body.

(7) A reference to accounts, or group accounts, of a body is to be read

as if it were a reference to a financial report, or consolidated

financial statements, of the body.

(8) A reference to any matter mentioned in subregulation (2) is to be

read in a way that:

(a) is consistent with, and promotes, the transition from the

application of a previous governing Code to a transferring

financial institution of a State or Territory to the application

to the institution of the Act and these regulations; and

(b) is consistent with the duties, functions and powers of ASIC

or an SSA; and

(c) does not alter the interpretation or operation of the instrument

in which the reference appears.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Transitional matters—general Part 12.2

Other matters Division 2

Regulation 12.2.08

Corporations Regulations 2001 233

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12.2—Transitional matters—general

Division 2—Other matters

12.2.08 Lodgment of certain documents with ASIC

For clause 39 of Schedule 4 to the Act, if the Friendly Societies

Code of a State or Territory applied to a transferring financial

institution of a State or Territory immediately before the transfer

date, the transferring financial institution may lodge with ASIC a

document that had been lodged with AFIC at any time before the

transfer date under that Code.

12.2.10 Certain appointments of auditors continue

(1) For clause 39 of Schedule 4 to the Act, this regulation applies if a

person or body held an appointment, immediately before the

transfer date, under a previous governing Code or the Friendly

Societies Act 1894 of Western Australia as the auditor of a

transferring financial institution.

(2) Section 324 of the Act applies to the person or body as if the

person or body had been appointed under section 327 of the Act as

the auditor of the transferring financial institution.

12.2.12 Converted shares

(1) For clause 39 of Schedule 4 to the Act, this regulation modifies the

application of section 254K of the Act in relation to a share in a

company that is converted in accordance with regulation 12.2.04 to

a share of another kind.

(2) If the share is partly-paid, the company may redeem the share on

the same terms on which the share was redeemable before its

conversion.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.4 Notice of meetings of certain bodies corporate

Regulation 12.4.01

234 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12.4—Notice of meetings of certain bodies

corporate

12.4.01 Application of Part

(1) This Part applies to a body corporate that is:

(a) a transferring financial institution of a State or Territory; or

(b) a company that is permitted to use the expression building

society, credit society or credit union under section 66 of the

Banking Act 1959.

(2) This Part applies in relation to the following members of the body

corporate who are entitled to vote at a meeting of members of the

body:

(a) members who hold only member shares;

(b) if the body is a company limited by guarantee—the members

of the company;

(c) if the body is a company limited by shares and guarantee—

the members of the company who do not hold shares in the

company.

(3) This Part does not apply in relation to a meeting:

(a) that is held for the purposes of Chapter 5 or 6 of the Act; or

(b) to which Part 5 of Schedule 4 to that Act applies.

12.4.02 Modification of certain provisions of Act

For clause 38 of Schedule 4 to the Act, this Part modifies the

application of subsection 249H(1), section 249J,

subsection 249P(6) and paragraph 249Z(b) of the Act in relation to

the members of the body corporate.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Notice of meetings of certain bodies corporate Part 12.4

Regulation 12.4.03

Corporations Regulations 2001 235

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

12.4.03 Members etc may elect to be notified of meetings

(1) The body corporate may give notice to a member, or to an

applicant for membership, of the body corporate that he or she may

elect to receive notice under subsection 249J(1) of the Act of

meetings of members of the body corporate.

(2) The notice must include a statement to the effect that:

(a) attendance at the AGM, and other meetings of members, of

the body corporate enables the members:

(i) to participate in the governance of the body corporate;

and

(ii) to ask questions about, and comment on, the

management of the body corporate, its financial

standing and performance; and

(iii) to ask the auditor of the body corporate questions about

the conduct of the audit of the body corporate and the

preparation and content of the auditor’s report; and

(iv) to vote on any proposal to amend the constitution of the

body corporate or on any other matter in relation to the

management of the body corporate; and

(b) notice of meetings informs members about matters in relation

to which they may wish to attend a meeting; and

(c) a member of the body corporate who is entitled to attend, and

cast a vote at, a meeting may appoint a proxy to attend and

vote for the member at the meeting; and

(d) if the member does not elect to receive notice, the body

corporate is not required to give notice of its meetings to the

member; and

(e) despite a member of the body corporate electing not to

receive notice of its meetings, or not making an election, the

member may at any time request the body corporate to give

the member personal notice of the meetings.

(3) The member or applicant is taken not to have made an election if

the body corporate has not received the election within 21 days of

the notice being given in accordance with subregulation (1).

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.4 Notice of meetings of certain bodies corporate

Regulation 12.4.04

236 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) If the member elects not to receive notice of meetings, or does not

make an election, subsection 249H(1), section 249J,

subsection 249P(6) and paragraph 249Z(b) of the Act do not apply

to the body corporate in relation to the member.

(5) If the applicant elects not to receive notice of meetings, or does not

make an election, subsection 249H(1), section 249J,

subsection 249P(6) and paragraph 249Z(b) of the Act do not apply

to the body corporate in relation to the applicant if he or she

becomes a member of the body corporate to whom this Part

applies.

12.4.04 Notice of meetings to be published in press

(1) If the body corporate gives notice under subregulation 12.4.03(1),

notice of a meeting of the body corporate must be given in

accordance with this regulation.

(2) The notice must be published, at least 21 days before the day on

which the meeting is to be held, in at least 1 edition of a daily

newspaper circulating generally in each State or Territory in which

the body corporate conducts its business.

(3) The notice must:

(a) set out the date and time when, and the place where, the

meeting is to be held; and

(b) state the general nature of the business proposed for the

meeting; and

(c) include a statement to the effect that a member of the body

corporate who is entitled to vote at the meeting may request

the body corporate to give the member personal notice of the

meeting; and

(d) set out information about how a member may request the

body corporate to give the member personal notice of the

meeting.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Notice of meetings of certain bodies corporate Part 12.4

Regulation 12.4.05

Corporations Regulations 2001 237

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

12.4.05 Copies of notices to be displayed

If the body corporate gives notice under subregulation 12.4.03(1),

notice of a meeting of the body corporate must be displayed

conspicuously, for at least 21 days before the day on which the

meeting is to be held, at:

(a) the registered office of the body corporate; and

(b) each other place where the body corporate conducts business

that is open to the public.

12.4.06 Members may request notice of meetings at any time

(1) The member may request the body corporate to give notice of a

meeting to the member under subsection 249J(1) of the Act.

(2) The request may be a standing request or only apply to a particular

meeting.

(3) If the member makes a request under subregulation (1),

subsection 249H(1), section 249J, subsection 249P(6) and

paragraph 249Z(b) of the Act apply to the body corporate in

relation to:

(a) the member; and

(b) a meeting to which the request relates.

(4) However, if the member requests the body corporate to give notice

of a meeting within 21 days of the day on which the meeting is to

be held, the body corporate must give notice of the meeting to the

member as soon as practicable.

12.4.07 Records to be kept about notices

A body corporate must, not later than 28 days after a notice is

given under subregulation 12.4.03(1) to a member of the body

corporate, record in writing:

(a) the date on which the notice was given to the member; and

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.4 Notice of meetings of certain bodies corporate

Regulation 12.4.07

238 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) whether the member elected to receive notice of meetings of

members of the body corporate.

Example of recording: An entry made in a register kept under Chapter 2C of the

Act.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Determinations and declarations in relation to certain instruments Part 12.5

Regulation 12.5.01

Corporations Regulations 2001 239

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12.5—Determinations and declarations in

relation to certain instruments

12.5.01 Definition for Part 12.5

In this Part:

relevant transitional instrument or requirement means:

(a) an instrument (as in force immediately before the transfer

date) that was made by AFIC, or an SSA, under a provision

of the replaced legislation in relation to a matter for which

ASIC is responsible for which no transitional, saving or

application provision applies on that date in:

(i) the Act, the Financial Sector Reform Act or another

Commonwealth Act; or

(ii) these regulations or any other regulations, or another

instrument, made under a Commonwealth Act; or

(b) a requirement under the provisions mentioned in

paragraph 272(1)(a) of the Financial Institutions Code of a

State or Territory; or

(c) a requirement under the provisions mentioned in

paragraph 334(1)(a) of the Friendly Societies Code of a State

or Territory; or

(d) the ASIC transitional standards within the meaning of

Part 12.7; or

(e) an instrument made under an instrument or provision

mentioned in paragraph (a), (b), (c) or (d).

12.5.02 Application, variation, revocation and modification

(2) For clause 39 of Schedule 4 to the Act, ASIC may, by declaration:

(a) vary or revoke a relevant transitional instrument or

requirement, or a determination under subregulation (1), that

applies on the day on which the determination is made; or

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.5 Determinations and declarations in relation to certain instruments

Regulation 12.5.03

240 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) modify the application of a relevant transitional instrument or

requirement that applies on the day on which the

determination is made.

(3) However, ASIC must not vary or modify a relevant transitional

instrument or requirement, or a determination, in relation to an

obligation, contravention of which results in the commission of an

offence, so as to make it more difficult to comply with the

obligation.

(4) Also, ASIC must consult with APRA before:

(a) varying or revoking an ASIC transitional standard that is also

an APRA transitional prudential standard; or

(b) modifying the application of an ASIC transitional standard

that is also an APRA transitional prudential standard.

(5) A failure to comply with subregulation (4) does not affect the

action taken by ASIC.

12.5.03 Effect of determinations and declarations

A relevant transitional instrument or requirement has effect subject

to a determination or declaration that applies to the instrument or

requirement.

12.5.04 Publication of determinations and declarations

(1) If a relevant transitional instrument or requirement to which a

determination or declaration relates was, before the transfer date,

subject under a previous governing Code to a publication

requirement corresponding to publication in the Gazette, the

determination or declaration must be published in the Gazette.

(2) If a relevant transitional instrument or requirement to which a

determination or declaration applies was not, before the transfer

date, subject under a previous governing Code to a publication

requirement corresponding to publication in the Gazette, a copy of

the determination or declaration must be:

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Determinations and declarations in relation to certain instruments Part 12.5

Regulation 12.5.05

Corporations Regulations 2001 241

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(a) given to each transferring financial institution of a State or

Territory to which the relevant transitional instrument or

requirement applies; or

(b) otherwise made available to the institution.

12.5.05 When determinations and declarations take effect

A determination or declaration takes effect on the day stated in the

determination or declaration.

12.5.06 Inspection and purchase of copies of instruments

(1) ASIC must take reasonable steps to ensure that copies of the

current text of the following relevant transitional instruments or

requirements are available for inspection and purchase:

(a) each provision of an instrument mentioned in paragraph (b)

or (c) of the definition of relevant transitional instrument or

requirement in regulation 12.5.01 that is the subject of a

determination or declaration under subregulation 12.5.02(1)

or (2);

(b) each ASIC transitional standard.

(2) A failure to comply with subregulation (1) does not affect the

operation of a relevant transitional instrument or requirement.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.6 Financial reporting by certain bodies corporate

Regulation 12.6.01

242 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12.6—Financial reporting by certain bodies

corporate

12.6.01 Application of Part

(1) This Part applies to a body corporate that is:

(a) a transferring financial institution of a State or Territory; or

(b) a company that is permitted to use the expression building

society, credit society or credit union under section 66 of the

Banking Act 1959.

(2) This Part applies in relation to the following members of the body

corporate:

(a) members who hold only member shares;

(b) if the body is a company limited by guarantee—the members

of the company;

(c) if the body is a company limited by shares and guarantee—

the members of the company who do not hold shares in the

company.

12.06.01A Annual financial reporting

For section 343 of the Act, the operation of Chapter 2M of the Act,

in relation to a company limited by guarantee that is mentioned in

paragraphs 12.06.01(2)(b) and (c), is modified by omitting

subsections 314(1AAA) and 316(5) and section 316A of the Act.

12.6.02 Modification of certain provisions of Act

For clause 38 of Schedule 4 to the Act, this Part modifies the

application of section 314 of the Act in relation to the members of

the body corporate.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Financial reporting by certain bodies corporate Part 12.6

Regulation 12.6.03

Corporations Regulations 2001 243

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

12.6.03 Members etc may elect to receive reports

(1) The body corporate may give notice to a member, or to an

applicant for membership, of the body corporate that he or she may

elect to receive:

(a) the reports mentioned in paragraph 314(1)(a) of the Act; or

(b) if the body corporate prepares concise reports mentioned in

paragraph 314(1)(b) of the Act, those reports.

(2) The notice must include a statement to the effect that:

(a) a report mentioned in subregulation (1) sets out information

about:

(i) the financial position and performance of the body

corporate; and

(ii) the efficiency with which the body corporate is being

managed; and

(iii) the financial risks to which the body corporate is

exposed; and

(b) if the member does not elect to receive a report, the body

corporate is not required to send copies of the reports or

concise reports mentioned in subregulation (1) to the

member; and

(c) despite a member of the body corporate electing not to

receive those reports or concise reports, or not making an

election, the member may at any time elect to receive the

relevant reports.

(3) The member or applicant is taken not to have elected to receive a

report if the body corporate has not received the election within 21

days of notice being given in accordance with subregulation (1).

(4) If the member elects not to receive the reports or concise reports

mentioned in subregulation (1), or does not make an election,

section 314 of the Act does not apply to the body corporate in

relation to the member.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.6 Financial reporting by certain bodies corporate

Regulation 12.6.04

244 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(5) If the applicant elects not to receive the reports or concise reports

mentioned in subregulation (1), or does not make an election,

section 314 of the Act does not apply to the body corporate in

relation to the applicant if he or she becomes a member of the body

corporate to whom this Part applies.

12.6.04 Copies of reports to be available to members

(1) If the body corporate gives notice under subregulation 12.6.03(1),

it must make copies of the relevant reports mentioned in that

subregulation available for collection by its members at:

(a) the registered office of the body corporate; and

(b) every other place where the body corporate conducts

business that is open to the public.

(2) Copies of the reports must be made available by the body corporate

from the deadline mentioned in subsection 315(1) of the Act for

reporting to members until 1 month after the day on which its next

AGM after the end of the financial year is held.

12.6.05 Records to be kept about notices

A body corporate must, not later than 28 days after a notice is

given under subregulation 12.6.03(1) to a member of the body

corporate, record in writing:

(a) the date on which the notice was given to the member; and

(b) whether the member elected to receive the reports or concise

report mentioned in that subregulation.

Example of recording: An entry made in a register kept under Chapter 2C of the

Act.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Other disclosure Part 12.7

Preliminary Division 1

Regulation 12.7.01

Corporations Regulations 2001 245

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12.7—Other disclosure

Division 1—Preliminary

12.7.01 Definitions for Part 12.7

In this Part:

ASIC transitional standard means:

(a) a provision of a previous governing Code that is specified in

Schedule 12; or

(b) an instrument made under a provision mentioned in

paragraph (a).

relevant financial institution means the following bodies:

(a) a transferring financial institution of a State or Territory;

(b) a company that is permitted to use the expression, building

society, credit society or credit union under section 66 of the

Banking Act 1959;

(c) a friendly society;

(d) an Australian ADI to which a declaration under

regulation 12.7.02 applies.

12.7.02 Declarations by ASIC

(1) This regulation applies, in relation to an Australian ADI, on:

(a) the initiative of ASIC; or

(b) application made to ASIC in writing by the ADI or another

person.

(2) ASIC may declare that the Australian ADI conducts financial

business of the same kind as the financial business of a transferring

financial institution of a State or Territory that was, immediately

before the transfer date, registered as a Special Services Provider

under the AFIC Code of a State or Territory.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.7 Other disclosure

Division 1 Preliminary

Regulation 12.7.02

246 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(3) A declaration:

(a) must be in writing given to the Australian ADI; and

(b) takes effect when the declaration, or a copy of the

declaration, is given to that ADI.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Other disclosure Part 12.7

Continued application of certain provisions Division 2

Regulation 12.7.03

Corporations Regulations 2001 247

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Continued application of certain provisions

12.7.03 Continuation of certain provisions of previous governing

Codes

(1) For clause 39 of Schedule 4 to the Act, this regulation applies

provisions (as modified in this regulation) of a previous governing

Code to a relevant financial institution if, immediately before the

transfer date, the provisions applied to the institution.

(2) Subsection 402(1) of the Financial Institutions Code, and

section 79 of the Friendly Societies Code, of a State or Territory

apply, as a law of the Commonwealth, to the relevant financial

institution as if:

(a) a reference to a financial body or a society were a reference

to the relevant financial institution; and

(b) a reference to applicable standards were a reference to the

ASIC transitional standards.

(3) However, subsections 255(6), (7) and (8) of the Financial

Institutions Code of a State or Territory apply in relation to a

special resolution of the relevant financial institution that amends a

provision of the constitution of the institution that would, directly

or indirectly, affect:

(a) the operation of an exempt stock market; or

(b) the timely disclosure of information to holders or potential

holders of securities traded on an exempt stock market.

(4) Subsections 255(6), (7) and (8) of the Financial Institutions Code

of a State or Territory apply for subregulation (3) as if:

(a) a reference to society were a reference to the relevant

financial institution; and

(b) a reference to financial institutions legislation were a

reference to the Act and the Corporations Regulations; and

(c) a reference to standards were a reference to the ASIC

transitional standards.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.7 Other disclosure

Division 2 Continued application of certain provisions

Regulation 12.7.04

248 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

12.7.04 Continuation of ASIC transitional standards

(1) For clause 39 of Schedule 4 to the Act and subject to this Division,

the ASIC transitional standards:

(a) continue to apply in relation to a transferring financial

institution of a State or Territory to the extent that the

standards applied to the institution immediately before the

transfer date; and

(b) apply in relation to a relevant financial institution of a kind

mentioned in paragraph (b) or (c) of the definition of that

expression in regulation 12.7.01 to the extent that the

standards applied to an institution of that kind immediately

before the transfer date; and

(c) apply in relation to an Australian ADI to which a declaration

under regulation 12.7.02 applies to the extent that the

standards applied to Australian ADIs immediately before the

transfer date.

(2) However, Prudential Standard 6.8.3, as applied by

subregulation (1), does not authorise ASIC to grant an exemption.

Note: Regulation 12.7.05 authorises ASIC to make a declaration having the

effect of an exemption to which Prudential Standard 6.8.3 relates.

12.7.05 Exemption from, and modification of, certain provisions

(1) This regulation applies, in the circumstances to which Prudential

Standard 6.8.3 referred immediately before the transfer date, on:

(a) the initiative of ASIC; or

(b) application made to ASIC in writing by a person to whom

Division 3 of Part 7.3 of the Act, or regulation 7.3.13A or

7.3.13B, applies or another person.

(2) ASIC may, by Gazette notice, declare:

(a) that Division 3 of Part 7.3 of the Act, or regulation 7.3.13A

or 7.3.13B, does not apply to a person to whom the

declaration applies; and

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Financial sector reform Chapter 12

Other disclosure Part 12.7

Continued application of certain provisions Division 2

Regulation 12.7.06

Corporations Regulations 2001 249

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) that a provision mentioned in paragraph (a) applies to a

person to whom the declaration applies as if the provision

were modified in accordance with the declaration.

(3) Division 3 of Part 7.3 of the Act, and regulations 7.3.13A and

7.3.13B, apply subject to a declaration applying in relation to that

Division or regulation.

(4) A declaration:

(a) may be made subject to a condition stated in the exemption;

and

(b) takes effect on the day on which it is published.

12.7.06 Certain provisions of the Friendly Societies Code cease to

apply to FSR licensee

(1) For clause 39 of Schedule 4 to the Act the provisions of

subclause 36(1) of Schedule 4 cease to apply to a body to which

the Schedule applies on the earlier of:

(a) 2 years after the FSR commencement; and

(b) if the body gives notice under paragraph 1438(3)(b) of the

Act that the body wants the new product disclosure

provisions to apply in relation to specified products from a

certain date—that date.

(2) Subregulation (1) takes effect from the date specified in the notice

as the date from which the new product disclosure provisions will

apply.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.8 Shares in certain bodies corporate

Division 1 Preliminary

Regulation 12.8.02

250 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12.8—Shares in certain bodies corporate

Division 1—Preliminary

12.8.02 Application of Part 12.8

This Part applies to a body corporate that is:

(a) a transferring financial institution of a State or Territory; or

(b) a company that is permitted to use the expression building

society, credit society or credit union under section 66 of the

Banking Act 1959; or

(c) a friendly society; or

(d) a restricted access insurer within the meaning of the Private

Health Insurance Act 2007.

12.8.03 What is a member share

(1) A share in the body corporate to which subregulation (2) or (3)

applies is a member share.

(2) This subregulation applies if the share:

(a) is not an ED security; and

(b) has a fixed value; and

(c) is held by a single person, or 2 or more persons jointly; and

(d) entitles the holder, or joint holders, to use services provided

by the body corporate; and

(e) is not transferable or transmissible, or is only transferable or

transmissible to a person or body specified in the rules or

constitution of the body corporate in circumstances stated in

the rules or constitution.

(3) This subregulation applies if:

(a) the share is taken to have been issued under

paragraph 12(1)(b), (c) or (d) of the transfer provisions; or

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Shares in certain bodies corporate Part 12.8

Preliminary Division 1

Regulation 12.8.04

Corporations Regulations 2001 251

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) that Act applies to the share under clause 15 of Schedule 4 to

that Act; or

(c) the share is declared under regulation 12.8.04 to be a member

share; or

(d) the share is issued under regulation 12.8.11 or 12.8.12.

12.8.04 Declarations by ASIC

(1) This regulation applies, in relation to a share in the body corporate,

on:

(a) the initiative of ASIC; or

(b) application made to ASIC in writing by the body corporate or

another person.

(2) ASIC may declare in writing that shares are, or are not, member

shares of the body corporate.

(3) The declaration takes effect when the declaration, or a copy of the

declaration, is given to the body corporate.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.8 Shares in certain bodies corporate

Division 2 Member shares

Regulation 12.8.05

252 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 2—Member shares

12.8.05 Notice requirements

For clause 38 of Schedule 4 to the Act, Part 2H.6 of the Act does

not apply in relation to a member share of the body corporate.

12.8.06 Registers of members

(1) For clause 38 of Schedule 4 to the Act, the Act is modified in

accordance with this regulation.

(2) The register of members that is mentioned in subsection 169(1) of

the Act may have a separate part for members of the body

corporate who hold member shares.

(3) Section 173 of the Act is modified in relation to the body corporate

by inserting after subsection 173(1):

(1AA) However, a body corporate mentioned in regulation 12.8.02

of the Corporations Regulations may, before allowing a

person to inspect the part of the register for members of the

body corporate who hold member shares, require the person

to agree in writing with the body that the person will only:

(a) divulge information obtained by the person from

inspecting the register to a person who is, or to persons

who are, specified in the agreement; or

(b) use information obtained by the person from inspecting

the register for a purpose that is, or purposes that are,

specified in the agreement.

(1AB) Also, the body corporate mentioned in regulation 12.8.02 of

the Corporations Regulations may refuse to allow a person to

inspect the part of the register for members of the body who

hold member shares if:

(a) the body is not satisfied that the person is a member of

the body who intends to call a meeting of members, or

of particular members, of the body; or

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Shares in certain bodies corporate Part 12.8

Member shares Division 2

Regulation 12.8.06

Corporations Regulations 2001 253

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(b) the body is not satisfied that the person proposes to

inspect the register for a purpose that is approved in

writing by ASIC:

(i) on its own initiative; or

(ii) on the written application of the person or of

another person; or

(c) the body is not satisfied that allowing the person to

inspect that part of the register is in the interests of the

members as a whole.

(4) Section 173 of the Act is modified in relation to the body corporate

by inserting after subsection 173(3):

(3A) However, a body corporate mentioned in regulation 12.8.02

of the Corporations Regulations may, before giving a person

a copy of the part of the register for members of the body

corporate who hold member shares, require the person to

agree in writing with the body that the person will only:

(a) give the original copy, or a copy of that original, to a

person who is, or to persons who are, specified in the

agreement; or

(b) use information obtained from that part of the register

for a purpose that is, or purposes that are, specified in

the agreement.

(3B) Also, the body corporate mentioned in regulation 12.8.02 of

the Corporations Regulations may refuse to give a person a

copy of the part of the register for members of the body who

hold member shares if the body is not satisfied that:

(a) the person is a member of the body who intends to call a

meeting of members, or of particular members, of the

body; or

(b) the person proposes to use information obtained from

that part of the register for a purpose that is approved in

writing by ASIC:

(i) on its own initiative; or

(ii) on the written application of the person or of

another person; or

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.8 Shares in certain bodies corporate

Division 2 Member shares

Regulation 12.8.06A

254 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(c) giving the person the copy is in the interests of the

members as a whole.

Note: If a body corporate has failed to give a person a copy of the part of the

register for members of the body who hold member shares, the body

corporate must, in certain circumstances, arrange for the members to

be contacted, or for material to be sent to the members, on the

person’s behalf—see regulation 2C.3.01 of the Corporation

Regulations.

(5) In subregulations (3) and (4), a reference to the part of the register

for members of a body corporate who hold member shares includes

a reference to:

(a) the register of members of the body corporate that is a

company limited by guarantee; and

(b) the register of members of the body corporate limited by

shares and guarantee who do not hold shares in the body.

12.8.06A Member shares—liability to pay calls

(1) For clause 38 of Schedule 4 to the Act, the operation of

subsection 254M(1) of the Act is modified in accordance with this

regulation.

(2) If a member share in the body corporate is partly-paid, the

shareholder is not liable to pay a call on the share, or on a winding

up of the body corporate, without the consent of the shareholder, to

the extent that the unpaid amount is increased as a result of the

conversion of the share in accordance with regulation 12.2.04.

12.8.07 Disclosure in annual returns

For clause 38 of Schedule 4 to the Act, item 8 in the table set out in

section 348 of the Act does not apply in relation to a member of the

body corporate holding only a member share, or member shares, in

the body.

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Shares in certain bodies corporate Part 12.8

Member shares Division 2

Regulation 12.8.08

Corporations Regulations 2001 255

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

12.8.08 Member shares—numbering and certificates

For clause 38 of Schedule 4 to the Act, sections 1070B and 1071H

of the Act do not apply in relation to a member share of the body

corporate.

12.8.09 Member shares—unclaimed property

(1) For clause 38 of Schedule 4 to the Act, section 1343 of the Act

does not apply in relation to a member share of the body corporate.

(2) For clause 38 of Schedule 4 to the Act, the constitution of the body

corporate may provide that if a member share is cancelled, and the

value of the share is transferred, the value of the share is to be

treated as unclaimed moneys held by the body corporate.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.8 Shares in certain bodies corporate

Division 3 Certain shares in transferring building societies and credit unions

Regulation 12.8.10

256 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Division 3—Certain shares in transferring building

societies and credit unions

12.8.10 Definitions for Division 3

In this Division:

transferring building society means a transferring financial

institution of a State or Territory mentioned in paragraph (a) of the

definition of transferring financial institution of a State or

Territory in clause 1 of Schedule 4 to the Act.

transferring credit union means a transferring financial institution

of a State or Territory mentioned in paragraph (b) of the definition

of transferring financial institution of a State or Territory in

clause 1 of Schedule 4 to the Act.

12.8.11 Transferring building societies may issue shares equivalent

to membership shares

(1) A transferring building society that is a company limited by shares

may issue a share in the company giving the holder of the share the

same rights and obligations in relation to the share as the holder of

a membership share in the building society that is taken to have

been issued on the transfer date under clause 12 of the transfer

provisions has in relation to that share.

(2) However, the transferring building society must not issue the share

if its constitution has been modified under paragraph 24(1)(c) of

the transfer provisions.

(3) The provisions of the Act that apply in relation to the issue of a

share in a company limited by shares that is not issued under this

regulation also apply to a share that is issued under this regulation

for all matters that are not dealt with in subregulations (1) and (2).

Federal Register of Legislative Instruments F2015C00303

Financial sector reform Chapter 12

Shares in certain bodies corporate Part 12.8

Certain shares in transferring building societies and credit unions Division 3

Regulation 12.8.12

Corporations Regulations 2001 257

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

(4) This regulation does not affect:

(a) the capacity of a transferring building society to issue shares

in the company otherwise than under this regulation; or

(b) a share issued otherwise than under this regulation.

12.8.12 Transferring credit unions may issue shares equivalent to

withdrawable shares

(1) A transferring credit union that is a company limited by shares may

issue a share in the company that:

(a) is redeemable on the same terms as a withdrawable share in

the credit union was withdrawable immediately before the

transfer date; and

(b) otherwise gives the same rights to, and imposes the same

obligations on, the holder of the share as the holder of a

withdrawable share in the credit union had in relation to that

share immediately before the transfer date.

(2) However, the transferring credit union must not issue the share if

its constitution has been modified under paragraph 24(1)(c) of the

transfer provisions.

(3) The provisions of the Act that apply in relation to the issue of a

share in a company limited by shares that is not issued under this

regulation also apply to a share that is issued under this regulation

for all matters that are not dealt with in subregulations (1) and (2).

(4) This regulation does not affect:

(a) the capacity of a transferring credit union to issue shares in

the company otherwise than under this regulation; or

(b) a share issued otherwise than under this regulation.

Federal Register of Legislative Instruments F2015C00303

Chapter 12 Financial sector reform

Part 12.9 Winding up and deregistration of certain transferring financial institutions

Regulation 12.9.01

258 Corporations Regulations 2001

Compilation No. 113 Compilation date: 31/3/15 Registered: 9/4/15

Part 12.9—Winding up and deregistration of

certain transferring financial institutions

12.9.01 Application of Part 12.9

For clause 39 of Schedule 4 to the Act, this Part applies if,

immediately before the transfer date, a transferring financial

institution of a State or Territory was being wound up under a law

other than the previous governing Code.

12.9.02 Winding up

(1) The Act in force in a State or Territory, before the commencement

of the previous governing Code, that applied to the winding up of

the transferring financial institution (the relevant law) continues to

so apply, as a law of the Commonwealth, on and after the transfer

date as if that Code, and the Act, had not been enacted.

(2) However, for this regulation, a reference in the relevant law to the

Registrar is read as if it were a reference to ASIC.

(3) Information about the transferring financial institution given to

ASIC in a notice mentioned in regulation 12.2.09, or under the

relevant law, is taken to be information given to ASIC in relation

to the performance of its functions or the exercise of its powers.

12.9.03 Deregistration

(1) Despite regulation 12.7.02, this regulation applies if the

transferring financial institution had not been deregistered before

the transfer date as a result of being wound up.

(2) Sections 601AB, 601AC, 601AD, 601AE, 601AF, 601AG and

601AH of the Act apply to the deregistration of the transferring

financial institution.

Federal Register of Legislative Instruments F2015C00303


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