Securities Industry Regulations (Amendment) (Cth)

Statutory Rules 1989 No. 3691

Securities Industry Regulations2

(Amendment)

I, THE GOVERNOR-GENERAL of the Commonwealth of Australia, acting with the advice of the Federal Executive Council and in accordance with subsection 150 (5) of the Securities Industry Act 1980, hereby make the following Regulations under that Act.

Dated 11 December 1989.

BILL HAYDEN

Governor-General

By His Excellency’s Command,

Lionel Bowen

Attorney-General

Principal Regulations

1. In these Regulations, “Principal Regulations” means the Securities Industry Regulations.

Interpretation

2. Regulation 2 of the Principal Regulations is amended:

(a) by omitting “, the Primary Industry Bank of Australia Limited” from the definition of “bank”;
(b) by inserting the following definition:

“ ‘life office’ means a body corporate registered under the Life Insurance Act 1945;”.

3. Regulations 19a and 19b of the Principal Regulations are repealed and the following regulation substituted:

(S.R. 385/89) Cat. No. 14/30.11.1989

Conditions to which licences are subject

“19a. (1) For the purposes of section 51 of the Act, a licence is subject to the conditions that the holder of the licence must ensure that each representative of the holder:

(a) is adequately supervised in the performance of the duties that he or she is required by the holder to perform; and
(b) is sufficiently trained in relation to those duties before acting as a representative; and
(c) keeps up to date in relation to those duties by means of continuing training programs.

“(2) The Commission may, by notice in writing, require a holder of a licence to satisfy it that the conditions referred to in subregulation (1) have been met by the holder.”.

4. After regulation 24 of the Principal Regulations the following regulations are inserted:

Form of notice under subsection 60f (2) or (3) of the Act

“24a. A notice under subsection 60f (2) or (3) of the Act must be in accordance with Form 12.

Form of notice under subsection 60f (4) or (6) of the Act

“24b. A notice under subsection 60f (4) or (6) of the Act must be in accordance with Form 12a.

Form of notice under subsection 60f (5) of the Act

“24c. A notice under subsection 60f (5) of the Act must be in accordance with Form 12b.”.

5. After regulation 25 of the Principal Regulations the following regulation is inserted:

Licensees to notify Commission of location and contents of registers

“25a. Subsections 60e (4), (5) and (6) and 60f (4), (5) and (6) of the Act do not have effect in relation to a person:

(a) of a kind referred to in subparagraph 150 (2) (a) (i) of the Act; and
(b) who has established a register under section 60e of the Act of more than 100 persons;

if that person complies with the requirements of each of those subsections within 12 business days after the beginning of the period referred to in each respective subsection.”.

6. After regulation 27 of the Principal Regulations the following regulation is inserted:

Life offices: exemption from Part VI of the Act

“27a. Part VI of the Act does not have effect in relation to a life office that only deals in securities in relation to the carrying on of the life insurance business.”.

Notice under subsection 90 (2) or (3) of the Act

7. Regulation 42 of the Principal Regulations is amended by omitting “90a (1)” and substituting “section 90a”.

Schedule 1: new Forms 4 and 5

8. Schedule 1 to the Principal Regulations is amended by omitting Forms 4, 5, 6 and 7 and substituting the following forms:

“SECURITIES INDUSTRY FORM 4 Regulation 13

Securities Industry Act 1980

APPLICATION BY A PERSON WHO IS NOT A BODY CORPORATE FOR *A

DEALERS LICENCE/*AN INVESTMENT ADVISERS LICENCE

Note: Before completing this application please read carefully the ‘Directions for completing Form 4’ at the end of this form (especially clause 11).

1. The surname and other names of the person making this application are:

and in this application that person is referred to as ‘the applicant’ (If the applicant proposes to hold the licence under another name, that name should be specified in this item).

2. Residential address (including State or Territory and postcode):

3. If the postal address is different from the residential address specify it here (including State or Territory and postcode):
4. The date and place of birth (including the State or Territory or, if born outside Australia, the country of birth) of the applicant are as follows:

DatePlace

5. The number of years the applicant has lived in Australia in the last 10 years:
6. The applicant is applying for *a dealers licence/*an investment advisers licence and in this application the licence applied for is referred to as ‘the licence’.
7. The name of each existing business, and each business to be established, that the applicant proposes to carry on under the licence is as follows:

Existing business or businesses

Proposed business or businesses

and in this application that business is called ‘the business’ or, if there is more than 1 business, each of them is included in that expression.
8. Particulars of the principal place at which the business is to be carried on under the licence are as follows:

Principal business address (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document Exchange No.:

Specify STD codes where appropriate

9. Addresses of all other places, whether in Australia or elsewhere, at which the business is to be carried on under the licence:
10. Address at which the applicant’s register under Part VII of the Act will be kept:
11. Specify here the nature of the principal business of the applicant:
12. Specify here in detail the nature of the activity for which the applicant requires the licence:
*13. If the applicant intends to deal in or advise on only some kinds of securities, specify them here:
*14. If the business is to be carried on under the licence in partnership, specify here:

(a) Name of each partner:

SurnameOther namesAddress

(b)Applicant’s interest in the partnership (expressed as a percentage of the funds of the partnership): %.
15. If any person, other than a person named in item 14, has or will have:

(a) a controlling influence; or

(b) power to exercise a controlling influence;

over the management and policies of the business, specify here the name and address of that person, or if more than 1, of each of those persons:
16. Specify here the name and address of each person (other than any person named in item 14) who shares or will share directly or indirectly in the profits of the business:
*17. If the applicant is a director of a body corporate (wherever incorporated), specify here:

(a) Name of the body corporate:

(b) Place of its incorporation:

*18. If the applicant holds a relevant interest as determined in accordance with section 5 of the Act in shares in any body corporate (wherever incorporated) amounting to not less than 10°c of the aggregate of the nominal amount of all the issued shares in the body corporate, specify here:

(a) Name of the body corporate:

(b) Place of its incorporation:

19. Answer ‘Yes’ or ‘No’ to the following questions and for each question answered ‘Yes’, specify all relevant particulars. Within the last 10 years, has the applicant (whether within Australia or overseas):
(a) been licensed, registered or otherwise authorised under a law which requires licensing, registration or other authorisation to carry on any of the following activities or activities that are substantially the same:

(i) dealing in securities (see the definition of ‘dealing’ in subsection 4 (1) of the Act); or

(ii) acting as an investment adviser (as defined in subsection 4 (1) of the Act); or

(iii) acting as a representative (within the meaning of section 6h of the Act); and

(b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession?
(c) been refused the right, or restricted in his or her right, to carry on any trade, business or profession for which a licence, registration or other authority is required by law?
(d) been a member, or partner in a member firm, of any securities, stock, futures, commodities or other exchange?
(e) been suspended from membership in any securities, stock, futures, commodities or other exchange or been disciplined by any such exchange?
(f) been removed from membership of, or disciplined by, any professional body?
(g) been refused membership of any securities, stock, futures, commodities or other exchange?
(h) carried on business under any name other than the name or names shown in this application?
(i) been known by any name other than the name or names shown in this application?
(j) been convicted of any offence, other than a traffic offence, or are there proceedings now pending that may lead to such a conviction? See clause 9 of the ‘Directions for completing Form 4’ at the end of this form.
(k) had judgment, including findings in relation to fraud, misrepresentation or dishonesty, given against him or her in any civil proceedings? If the answer is ‘Yes’, state whether the judgment is unsatisfied.
(l) been an insolvent under administration? See clause 10 of the ‘Directions for completing Form 4’ at the end of this form.
(m) been engaged in the management of any bodies corporate other than those named in item 17?
(n) been refused a fidelity or surety bond?
20. If the applicant:
(a) is applying for a dealers licence; and
(b) is, or intends to become, a member of a securities exchange or a partner in a member firm of a securities exchange;
has the applicant or the member firm been granted any exemption from capital requirements by the committee of the exchange? If the answer is ‘Yes’, attach an annexure giving all relevant particulars.
21. Has the applicant had any experience in performing the functions of:
(a) a dealer? (see the definition of “dealing” in subsection 4 (1) of the Act); or
(b) an investment adviser? (as defined in that subsection).
If the answer is ‘Yes’, attach an annexure giving all relevant particulars.
22. Specify in the following table details of the applicant’s employment and business activities during the last 5 years indicating in columns 1 and 2 for any period of self employment the words ‘self-employed’:

Column 1	Column 2	Column 3	Column 4
Name and address of employer	Nature of business of employer	Nature of employment or activity	Dates of beginning and ending of each employment or activity

23. Specify here in relation to the applicant’s education:

Qualifications obtained
or course undertaken

Name of the institution
that granted the qualification
or conducted the course

Attach as an annexure a copy of the degree, diploma or certificate awarded to the applicant in respect of a qualification that the awarding institution certifies as having been awarded to the applicant.
24. The applicant consents to any police force providing information concerning any offences, other than traffic offences, of which the applicant has been convicted in Australia or elsewhere within the past 10 years.
25. Specify here any additional information that is relevant to this application:

Dated 19 .

(Signature of applicant)

(Under the signature

add the name of the

applicant)

DIRECTIONS FOR COMPLETING FORM 4

Definitions

1. (1) In these Directions:

‘applicant’ means a person proposing to apply for a licence;

‘application’ means the application for a dealers licence or an investment advisers licence by the applicant;
‘business’ means any existing business or each existing business that the applicant proposes to carry on under the licence;
‘disclosed’ means disclosed in the statement of assets and liabilities;
‘licence’ means a dealers licence or an investment advisers licence for which the applicant proposes to apply;
‘relevant date’, in relation to a statement of assets and liabilities, means the date to which that statement is made up;
‘statement of assets and liabilities’ means the statement referred to in clause 4.

(2) In these Directions, a reference to the assets and liabilities of an applicant who is a partner in a firm on the relevant date includes the proportion of the assets and liabilities of the firm that corresponds to the licensee’s interest under the partnership agreement.

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in an application form that is prefixed by the symbol ‘*’ is to be omitted.

Separate annexures to be used where insufficient space on forms

3. If there is insufficient space in an application form in which to give the required information, the information is to be shown in a separate annexure. Requirements relating to annexures are set out in regulation 4a.

Statement of assets and liabilities to accompany application

4. (1) The application must have with it a statement disclosing:

(a) the total liabilities of the applicant; and

(b) particulars of the applicant’s assets in accordance with clause 5.

(2) The statement of assets and liabilities:

(a) must be made up to a date not earlier than 14 days before the date of lodgment of the application it is with; and

(b) must be signed by the applicant.

Tangible assets to be disclosed in certain cases

5. (1) In this clause:

‘liabilities’ includes liabilities of a contingent nature;

‘relevant amount’ means $50,000;

‘tangible assets’ does not include the value of any membership in any securities, stock, futures, commodities or other exchange.

(2) Full particulars of all the applicant’s tangible assets must be disclosed unless they exceed his or her liabilities by the relevant amount or more.

(3) If the applicant’s tangible assets exceed his or her liabilities by the relevant amount or more, full particulars of those assets are to be disclosed to the extent to which they exceed those liabilities by the relevant amount.

(4) If any disclosed asset:

(a) is vested in the applicant and another person; or
(b) is encumbered in any manner;

full particulars must be disclosed of the applicant’s interest in the asset as well as any encumbrance and the interest of the other person.

(5) If particulars of tangible assets are disclosed in accordance with this clause, the basis of valuation must also be disclosed where appropriate.

Liabilities to be disclosed

6. Full particulars of the applicant’s liabilities that are contingent must be disclosed separately from those that are not and in each case must be expressed in terms of the time when they will fall due, as follows:

(a) due not later than in one year after the relevant date; and
(b) due later than in one year but not later than in 3 years after the relevant date; and
(c) due later than in 5 years after the relevant date.

Applicant’s interest in partnership assets and liabilities to be disclosed

7. If the applicant is a partner in a firm, the precise extent of the applicant’s interest under the partnership agreement in the assets and liabilities of the firm must be disclosed.

Profit and loss account and balance sheet to be included in the statement of assets and liabilities

8. (1) The statement of assets and liabilities must include a copy of the last audited profit and loss account and balance sheet relating to the business.

(2) The last audited profit and loss account and balance sheet must include every document required:

(a) by law; or

(b) by the committee of any securities exchange of which the applicant is a member; to be attached to those documents.

(3) If the applicant has been unable to arrange for the auditing of the last profit and loss account and balance sheet of the business, the statement of assets and liabilities must include a copy of a profit and loss account and balance sheet:

(a) drawn up in accordance with generally accepted accounting principles; and

(b) signed in accordance with subclause (5).

(4) Where the profit and loss account and balance sheet of the business are made up to a date (in this subclause called ‘the balance date’)earlier than 14 days before the lodgment of the application, they must have with them a report, signed in accordance with subclause (5), stating that the person or persons signing the report has or have taken reasonable steps:

(a) to find out in relation to the period between the balance date and a date not earlier than 14 days before the lodgment of the application, whether any of the following is applicable:

(i) circumstances have arisen adversely affecting:

(a) trading by the business; or

(b) the value of the assets of the business; or

(ii) liabilities of a contingent nature have been incurred including those arising because of a guarantee given by:

(a) the applicant; or

(b) where the business is conducted by a firm—any of the partners; and, if so, particulars of those circumstances or liabilities; and

(b) to ensure that the current assets appear in the balance sheet of the business at valuations believed to be realisable in the ordinary course of business.

(5) A document relating to the business that is required to be signed for the purposes of subclause (3) or (4) must be signed:

(a) where the business is conducted by a partnership—by all of the partners; or

(b) in any other case—by the applicant.

Particulars required for the purposes of item 19 (j) of the application

9. If the applicant has been convicted of an offence involving dishonesty, fraud or theft, all relevant particulars must be specified for the purposes of item 19 (j) of the application.

Particulars required for the purposes of item 19 (l) of the application

10. (1) If the applicant has, or had, under the law of a country other than Australia or of an external Territory, a status equivalent to that of an insolvent under administration, all relevant particulars must be specified for the purposes of item 19 (l) of the application.

(2) If the applicant is, or has been, an insolvent under administration under the law of Australia, include in an annexure the following particulars:

(a) if he or she was declared bankrupt:

(i) the date on which he or she was so declared; and

(ii) the district in which he or she was so declared; and

(iii) his or her bankruptcy number; or

(b) if he or she has entered into a deed of arrangement, or assignment, or where his or her creditors have accepted a composition under Part X of the Bankruptcy Act 1966:
(i) the district in which the deed of arrangement or assignment was entered into or the composition accepted; and
(ii) the date of the deed of arrangement or assignment or the special resolution accepting the composition; and
(iii) the name and address of the trustee of the deed of arrangement or assignment or of the composition; and
(iv) the identifying number used in relation to the deed of arrangement or assignment or the composition in the office of the Registrar in Bankruptcy.

Penalties relating to false or misleading statements

11. Subsection 135 (1) of the Act provides:

‘(1) A person shall not in, or in connection with, an application for a licence

(a) make a statement that is false or misleading in a material particular knowing it to be false or misleading; or
(b) omit to state any matter or thing knowing that by reason of that omission the application is misleading in a material respect.

Penalty: $2,500 or imprisonment for 6 months, or both.’.

SECURITIES INDUSTRY FORM 5 Regulation 14

Securities Industry Act 1980

APPLICATION BY A BODY CORPORATE FOR *A DEALERS LICENCE/*AN

INVESTMENT ADVISERS LICENCE

Note: Before completing this application please read carefully the ‘Directions for completing Form 5’ at the end of this form (especially clause 7).

1. The name of the body corporate making this application is:

and in this application that body corporate is referred to as ‘the applicant’.

2. Particulars of the applicant’s registered office are as follows:

Address of registered office (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate.

3. If the applicant’s postal address is different from the address of its registered office specify it here (including State or Territory and postcode):

4. Place of incorporation:

5. The applicant is applying for *a dealers licence/*an investment advisers licence and in this application the licence applied for is referred to as ‘the licence’.

6. The name of each existing business, and each business to be established, that the applicant proposes to carry on under the licence is as follows:

Existing business or businesses

Proposed business or businesses

and in this application that business is called ‘the business’ or, if there is more than 1 business, each of them is included in that expression.
7. Particulars of the principal place at which the business is to be carried on under the licence are as follows:

Principal business address (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate.

8. Addresses of all other places, whether in Australia or elsewhere, at which the business is to be carried on under the licence:
9. Address at which the applicant’s register under Part VII of the Act will be kept:
10. In this application ‘officer of the applicant’ means:

(a) each director of the applicant; or

(b) the secretary or principal executive officer (if any) of the applicant.

11. Specify in an annexure in respect of each officer of the applicant (see item 10):

(a) name; and

(b) office held; and

(d) date of birth; and

(e) date of appointment.

12. Specify here the nature of the principal business of the applicant:
13. Specify here in detail the nature of the activity for which the applicant requires the licence:
14. If the applicant intends to deal in or advise on only some kinds of securities, specify them here:
15. If any person, other than a person named in item 11, has or will have:

(a) a controlling influence; or

(b) power to exercise a controlling influence;

over the management and policies of the business, specify here the name and address of that person, or if more than 1, of each of those persons:
16. If an officer of the applicant (see item 10) is a director of another body corporate (wherever incorporated), specify in respect of each body corporate of which an officer is a director:

(a) Name of the officer:

(b) Name of the body corporate:

(d) Date of the appointment: /19 .

17. If the applicant or an officer of the applicant (see item 10) has a relevant interest as determined in accordance with section 5 of the Act in shares in any body corporate (wherever incorporated) amounting to not less than 10% of the aggregate
of the nominal amount of all the issued shares in the body corporate, specify in respect of each body corporate in which the applicant or an officer has that interest:

(a) Name of the applicant or officer:

(b) Name of the body corporate:

(d) Details of the relevant interest:

18. Answer ‘Yes’ or ‘No’ to the following questions and for each question answered “Yes”, specify all relevant particulars. Within the last 10 years, has the applicant, or an officer of the applicant (see item 10), whether within Australia or overseas:
(a) been licensed, registered or otherwise authorised under a law which requires licensing, registration or other authorisation to carry on any of the following activities or activities that are substantially the same:
(i) dealing in securities (see the definition of ‘dealing’ in subsection 4 (1) of the Act); or

(ii) acting as an investment adviser (as defined in subsection 4 (1) of the Act); or

(iii) acting as a representative (within the meaning of section 6h of the Act);

(b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession?
(c) been refused the right, or restricted in its, his or her right, to carry on any trade, business or profession for which a licence, registration or other authority is required by law?
(d) been a member, or partner in a member firm, of any securities, stock, futures, commodities or other exchange?
(e) been suspended from membership in any securities, stock, futures, commodities or other exchange or been disciplined by any such exchange?
(f) been removed from membership of, or disciplined by, any professional body?
(g) been refused membership of any securities, stock, futures, commodities or other exchange?
(h) carried on business under any name other than the name or names shown in this application?
(i) been known by any name other than the name or names shown in this application?
(j) been convicted of any offence, other than a traffic offence, or are there proceedings now pending that may lead to such a conviction? See clause 5 of the ‘Directions for completing Form 5’ at the end of this form.
(k) had judgment, including findings in relation to fraud, misrepresentation or dishonesty, given against it, him or her in any civil proceedings? If the answer is ‘Yes’, state whether the judgment is unsatisfied.
(l) been an insolvent under administration? See clause 6 of the ‘Directions for completing Form 5’ at the end of this form.
(m) been wound up, had a receiver or receiver and manager appointed, been under official management or entered into a compromise or scheme of arrangement?
(n) been engaged in the management of any bodies corporate other than those named in item 16?
(o) been refused a fidelity or surety bond?
19. Has any officer of the applicant (see item 10) had any experience in performing the functions of:
(a) a dealer? (see the definition of ‘dealing’ in subsection 4 (1) of the Act); or
(b) an investment adviser? (as defined in that subsection).

If the answer is ‘Yes’, attach an annexure giving all relevant particulars.

20. Specify in the following table details of the employment and business activities of each officer of the applicant (see item 10) during the last 5 years indicating in columns 2 and 3 for any period of self-employment the words ‘self-employed’:

Column 1	Column 2	Column 3	Column 4	Column 5
Name of officer	Name and address of employer	Nature of business of employer	Nature of employment or activity	Dates of beginning and ending of each employment or activity

21. Specify here in relation to the education of each officer of the applicant (see item 10):

Qualifications obtained
or course undertaken

Same of the institution that
granted the qualification or
conducted the course

Attach as an annexure a copy of the degree, diploma or certificate awarded to the applicant in respect of a qualification that the awarding institution certifies as having been awarded to the applicant.
22. The applicant consents to any police force providing information concerning am offences of which the applicant has been convicted in Australia or elsewhere within the past 10 years.
23. Annex a statement in the following terms signed by each person who is a director, secretary or principal executive officer of the applicant:
‘I, (insert the person’s full name),a *director/*secretary/*principal executive officer of the applicant, consent to any police force providing information concerning any offence, other than a traffic office, of which I have been convicted in Australia or elsewhere within the past 10 years.

Dated 19 .

(Signature of *director/

*secretary/*principal

executive officer of the

applicant)’.

24. Specify here any additional information that is relevant to this application:

Dated 19 .

(Signature of an officer of the applicant)

(Under the signature add the words ‘Signed by (name of person signing). *director/*secretary
*principal executive officer, for and on behalf or (name of body corporate)’).

DIRECTIONS FOR COMPLETING FORM 5

Definitions

1. In these Directions:

‘applicant’ means a body corporate proposing to apply for a licence;

‘application’ means the application for a dealers licence or an investment advisers licence by the applicant;
‘licence’ means a dealers licence or an investment advisers licence for which the applicant proposes to apply;

‘officer’, in relation to an applicant, means:

(a) a director of the applicant; or

(b) the secretary or principal executive officer (if any) of the applicant.

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in an application form that is prefixed by the symbol ‘*’ is to be omitted.

Separate annexures to be used where insufficient space on forms

Profit and loss account and balance sheet to be with the application

4. (1) The application must have with it a copy of the last audited profit and loss account and balance sheet of the applicant.

(2) The last audited profit and loss account and balance sheet must include every document required by law to be attached to those documents.

(3) If the applicant is not a company under the Companies Act 1981 the last audited profit and loss account must also include every document that would be required to be attached if it were a public company within the meaning of that Act.

(4) If the applicant has been unable to arrange for the auditing of the last profit and loss account and balance sheet of the applicant, the application must have with it a copy of a profit and loss account and balance sheet:

(a) drawn up in accordance with the Companies Act 1981 as far as it is applicable in the circumstances; and

(b) signed by not less than 2 directors of the applicant.

(5) If the profit and loss account and balance sheet of the business are made up to a date (in this subclause called ‘the balance date’) earlier than 14 days before the lodgment of the application, they must have with them a report, signed by not less than 2 directors of the applicant, stating that the persons signing the report have taken reasonable steps:

(a) to find out in relation to the period between the balance date and a date not earlier than 14 days before the lodgment of the application, whether in the opinion of those persons any of the following is applicable:

(i) circumstances have arisen adversely affecting:

(a) trading by the business; or

(b) the value of the assets of the business; or

(ii) liabilities of a contingent nature have been incurred including those arising because of a guarantee given by the applicant:

and, if so, particulars of those circumstances or liabilities: and

(b) to ensure that the current assets appear in the balance sheet of the business at valuations believed to be realisable in the ordinary course of business.

Particulars required for the purposes of item 18 (j) of the application

5. If the applicant has been convicted of an offence involving dishonesty, fraud or theft, all relevant particulars must be specified for the purposes of item 18 (j) of the application.

Particulars required for the purposes of item 18 (l) of the application

6. (1) If an officer of the applicant has, or had, under the law of a country other than Australia or of an external Territory, a status equivalent to that of an insolvent under administration, all relevant particulars must be specified for the purposes of item 18 (l) of the application.

(2) If the officer is, or has been, an insolvent under administration under the law of Australia include in an annexure the following particulars:

(a) if he or she was declared bankrupt:

(i) the date on which he or she was so declared; and

(ii) the district in which he or she was so declared; and

(iii) his or her bankruptcy number; or

(b) if he or she has entered into a deed of arrangement, or assignment, or where his or her creditors have accepted a composition under Part X of the Bankruptcy Act 1966:
(i) the district in which the deed of arrangement or assignment was entered into or the composition accepted; and
(ii) the date of the deed of arrangement or assignment or the special resolution accepting the composition; and
(iii) the name and address of the trustee of the deed of arrangement or assignment or of the composition; and
(iv) the identifying number used in relation to the deed of arrangement or assignment or the composition in the office of the Registrar in Bankruptcy.

Penalties relating to false or misleading statements

7. Subsection 135 (1) of the Act provides:

‘(1) A person shall not, in, or in connection with, an application for a licence

(a) make a statement that is false or misleading in a material particular knowing it to be false or misleading; or
(b) omit to state any matter or thing knowing that by reason of that omission the application is misleading in a material respect.
Penalty: $2,500 or imprisonment for 6 months, or both’ ”.

Schedule 1: new Forms 9, 10, 11, 12, 12A and 12B

9. Schedule 1 to the Principal Regulations is amended by omitting Forms 9, 10, 11 and 12 and substituting the following forms:

“SECURITIES INDUSTRY FORM 9 Regulation 21

Securities Industry Act 1980

NOTICE OF PARTICULARS OF *CESSATION/*CHANGE IN RELATION TO

THE HOLDER OF A LICENCE

Note: Before completing this statement please read carefully the ‘Directions for completing Form 9’ at the end of this form (especially clause 6).
*1. The surname and other names of the holder of the licence or the name in which it is held are:

and in this notice the person so named is referred to as ‘the licensee’.

*1. The name of the body corporate lodging this notice is:

and in this statement that body corporate is referred to as ‘the licensee’.

*2. Residential address (including State or Territory and postcode):

*2. Particulars of the licensee’s registered office are as follows:

Address of registered office (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document Exchange No:

Specify STD codes where appropriate.

3. If the licensee’s postal address is different from the residential or registered office address, specify it here (with State or Territory and postcode):
4. The type of licence held and its number are as follows:
TypeNumber

and in this statement that licence is referred to as ‘the licence’.

*5. The licensee, who holds a dealers licence, requests the Commission to revoke the licence because the licensee ceased carrying on business under that licence on / /19 .
*5. The licensee, who holds an investment advisers licence, requests the Commission to revoke the licence because the licensee ceased to act as, or hold *itself/*himself *herself out to be, an investment adviser on / /19
*6. On / /19 the name of the licensee changed

from:

to:

*7. If this notice is lodged by a body corporate, a reference in it to an officer of the licensee means:

(a) a director of the licensee; or

(b) the secretary or principal executive officer (if any) of the licensee.

*8. Specify here under the appropriate heading particulars and any changes in particulars relating to officers of the licensee (see item 7).

DIRECTORS

Note: 1. If a director is also a secretary, or principal executive officer particulars are also to be given under that heading.

2. Any former name of a director is to be set out in brackets under the present name.

Column 1	Column 2	Column 3	Column 4	Column 5
Surname Other names	Date of birth	Usual residential address	Particulars of change (see Notes below)	Date of change

SECRETARY

Note: If a secretary is also a director, particulars are also to be given under that heading.

Column 1	Column 2	Column 3	Column 4	Column 5
Surname Other names	Date of birth	Usual residential address	Particulars of change (see Notes below)	Date of change

PRINCIPAL EXECUTIVE OFFICER

Note: If a principal executive officer is also a director, particulars are also to be given under that heading.

Column 1	Column 2	Column 3	Column 4	Column 5
Surname Other names	Date of birth	Usual residential address	Particulars of change (see Notes below)	Date of change

Notes to column 4:
(1) Where an officer is appointed in place of another officer, insert in column 4 ‘In place of (former officer’s name)’. In the case of a new appointment,

insert in that column ‘Appointed’. Where an officer is continuing in his or her office, insert in that column ‘Continuing.
(2) An appointee is to attach as an annexure details of his or her educational qualifications and work experience and history or employment and business activities in the immediately preceding 5 years and a reference from each employer.
9. If any person, other than a person referred to in item 8, has or will have:
(a) a controlling influence: or
(b) power to exercise a controlling influence:
over the management and policies of the business, specify here the name and address of that person, or if more than 1, of each of those persons:
10. If an officer of the licensee (see item 7) is a director of another body corporate (wherever incorporated), specify in respect of each body corporate of which an officer is a director:

(a) Name of the officer:

(b) Name of the body corporate:

(d) Date of the appointment: / /19 .

*11. If the licensee or an officer of the licensee (see item, 7) has a relevant interest as determined in accordance with section 5 of the Act in shares in any body corporate (wherever incorporated) amounting to not less than 10% of the aggregate of the nominal amount of all the issued shares in the body corporate, specify in respect of each body corporate of which the licensee or an officer has such an interest:

(a) Name of the licensee or officer:

(b) Name of the body corporate:

(d) Details of the relevant interest:

12. Answer ‘Yes’ or ‘No’ to the following questions and for each question answered “Yes”, specify all relevant particulars. Within the last 10 years, has the licensee, or, if the licensee is a body corporate, an officer of the licensee (see item 7), whether within Australia or overseas:
(a) been licensed, registered or otherwise authorised under a law which requires licensing, registration or other authorisation to carry on any of the following activities or activities that are substantially the same:

(i) dealing in securities (see the definition of ‘dealing’ in subsection 4 (1)

of the Act); or

(ii) acting as an investment adviser (as denned in subsection 4 (1) of the Act); or

(iii) acting as a representative (within the meaning of section 6h of the Act).

(b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession?
(c) been refused the right, or restricted in its, his or her right, to carry on any trade, business or profession for which a licence, registration or other authority is required by law?
(d) been a member, or partner in a member firm, of any securities, stock, futures, commodities or other exchange?
(e) been suspended from membership in any securities, stock, futures, commodities or other exchange or been disciplined by any such exchange?
(f) been removed from membership of, or disciplined by, any professional body?

(g) been refused membership of any securities, stock, futures, commodities or other exchange?
(h) carried on business under any name other than the name or names shown in this notice?
(i) been known by any name other than the name or names shown in this notice?
(j) been convicted of any offence, other than a traffic offence, or are there proceedings now pending that could lead to such a conviction? See clause 4 of the ‘Directions for completing Form 9’ at the end of this form.
(k) had judgment, including findings in relation to fraud, misrepresentation or dishonesty, given against it, him or her in any civil proceedings? If the answer is ‘Yes’, state whether the judgment is unsatisfied.
(l) been an insolvent under administration? See clause 5 of the ‘Directions for completing Form 9’ at the end of this form.
(m) been wound up, had a receiver or receiver and manager appointed, been under official management, or entered into a compromise or scheme of arrangement?
(n) been engaged in the management of any bodies corporate other than those named in item 10?
(o) been refused a fidelity or surety bond?
*13. On / /19 the address of the principal place of business at which the licensee carries on business under the licence changed

from:

to:

*14. Specify here any change in the address of the place or places of business at which the business under the licence was carried on (other than the principal place of business) and the date of each change:

Former addressNew addressDate of change

*15. On / /19 the name or style under which business was carried on under the licence (which name was not the name of the licensee), was changed from:

to:

*16. On / /19 the licensee ceased to be a partner in the firm of and became a partner in the firm of
17. The licensee consents to any police force providing information concerning any offences, other than traffic offences, of which the licensee has been convicted in Australia or elsewhere within the past 10 years.
*17. Annex a statement in the following terms signed by each person who is a director, secretary or principal executive officer of the applicant:
“I. (insert the person’s full name),a *director/*secretary/*principal executive officer of the licensee, consent to any police force providing information concerning any offence, other than a traffic offence, of which 1 have been convicted in Australia or elsewhere within the past 10 years.

Dated 19

(Signature of *director/*

secretary/*principal

executive officer of the

licensee)”.

Dated 19 .

(Signature of the licensee

or an officer of the licensee)

(Under the signature

add the name of the licensee

or, if the licensee is a body

corporate, add the words ‘Signed

by (name of person signing)

, *director/*secretary/*principal

executive officer, for and on

behalf of (name of body

corporate)’).

DIRECTIONS FOR COMPLETING FORM 9

Definitions

1. In these Directions:

‘notice’ means the notice required under section 55 of the Act:

‘licensee’ means a licensee required to lodge a notice:

‘officer’, in relation to a licensee, means:

(a) a director of the licensee; or
(b) the secretary or principal executive officer (if any) of the licensee.

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in a notice that is prefixed by the symbol ‘*’ is to be omitted.

Separate annexures to be used where insufficient space on forms

3. If there is insufficient space in a notice in which to give the required information, the information is to be shown in a separate annexure. Requirements relating to annexures are set out in regulation 4a.

Particulars required for the purposes of item 12 (j) of the notice

4. If the licensee has been convicted of an offence involving dishonesty, fraud or theft, all relevant particulars must be specified for the purposes of item 12 (j) of the notice.

Particulars required for the purposes of item 12 (h) of the notice

5. (1) If the licensee or, if the licensee is a body corporate, an officer of the licensee has, or had, under the law of a country other than Australia or of an external Territory, a status equivalent to that of an insolvent under administration, all relevant particulars must be specified for the purposes of item 12 (1) of the notice.

(2) If the officer is, or has been, an insolvent under administration under the law of Australia, include in an annexure the following particulars:

(a) if he or she was declared bankrupt:

(i) the date on which he or she was so declared; and

(ii) the district in which he or she was so declared; and

(iii) his or her bankruptcy number; or

(b) if he or she has entered into a deed of arrangement, or assignment, or where

his or her creditors have accepted a composition under Part X of the Bankruptcy Act 1966:

(i) the district in which the deed of arrangement or assignment was entered into or the composition accepted; and
(ii) the date of the deed of arrangement or assignment or the special resolution accepting the composition; and
(iii) the name and address of the trustee of the deed of arrangement or assignment or of the composition; and
(iv) the identifying number used in relation to the deed of arrangement or assignment or the composition in the office of the Registrar in Bankruptcy.

Penalties relating to false or misleading statements

6. Subsection 135 (2) of the Act provides:

‘(2) A person shall not lodge with the Commission for the purposes of this Act a document that contains a statement that to his knowledge is false or misleading.

Penalty: $2,500 or imprisonment for 6 months, or both.’.

SECURITIES INDUSTRY FORM 10 Regulation 22

Securities Industry Act 1980

ANNUAL STATEMENT BY *A DEALER/*AN INVESTMENT

ADVISER/*A FORMER DEALER/* A FORMER

INVESTMENT ADVISER WHO IS NOT A BODY CORPORATE

Note: Before completing this statement please read carefully the ‘Directions for completing Form 10’ at the end of this form (especially clause 17).

1. This statement relates to the period beginning on / /19 and ending on / /19 which in this statement is called ‘the relevant period’.

2. The surname and other names of the person making this statement are:

and in this statement that person is referred to as ‘the licensee’ If the licensee held the licence under another name, that name should be specified in this item.

3. Residential address (including State or Territory and postcode):

4. If the postal address is different from the residential address specify it here (including State or Territory and postcode):
5. The type of licence held and its number are as follows:

TypeNumber

and in this statement that licence is referred to as ‘the licence’.
6. The name of each business the licensee carries on under the licence is:
and in this statement that business is called ‘the business’ or, if there is more than 1 business, each of them is included in that expression.
7. Particulars of the principal place at which the business is carried on are as follows:

Principal business address (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate

8. Addresses of all other places, whether in Australia or elsewhere, at which the business is carried on:
9. Address at which the licensee’s register under Part VII of the Act is kept:
10. If any change occurred during the relevant period in the nature of the activity for which the licence was held specify it here:
11. If the business was carried on in partnership, specify here:

(a) Name of each partner:

SurnameOther namesAddress

(b) Licensee’s interest in the partnership (expressed as a percentage of the funds of the partnership):
12. If any person, other than any person named in item 11, has or will have:

(a) a controlling influence; or

(b) power to exercise a controlling influence;

over the management and policies of the business, specifying here the name and address of that person, or if more than 1, of each of those persons:
13. Specify here the name and address of each person (other than any person named in item 11) who shares directly or indirectly in the profits of the business:
14. If the licensee during the relevant period was appointed a director of a body corporate (wherever incorporated), specify here:

(a) Name of the body corporate:

(b) Place of its incorporation:

15. If the licensee during the relevant period ceased to be a director of a body corporate (wherever incorporated), specify here:

(a) Name of the body corporate:

(b) Place of its incorporation:

(d) Manner of ceasing to hold the appointment:

16. If the licensee during the relevant period acquired a relevant interest as determined in accordance with section 5 of the Act in shares in any body corporate (wherever incorporated) amounting to not less than 10% of the aggregate of the nominal amount of all the issued shares in the body corporate, specify here:

(a) Name of the body corporate:

(b) Place of its incorporation:

17. Answer ‘Yes’ or ‘No’ to the following questions and for each question answered ‘Yes’, specify all relevant particulars. Has the licensee during the relevant period (whether within Australia or overseas):

(a) been licensed, registered or otherwise authorised under a law which requires

licensing, registration or other authorisation to carry on any of the following activities or activities that are substantially the same:
(i) dealing in securities (see the definition of ‘dealing’ in subsection 4 (1) of the Act); or

(ii) acting as an investment adviser (as defined in subsection 4 (1) or the Act); or

(iii) acting as a representative (within the meaning of section 6h of the Act).

(b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession?
(c) been refused the right, or restriction in his or her right, to carry on any trade, business or profession for which a licence, registration or other authority is required by law?
(d) been a member, or partner in a member firm, of any securities, stock, futures, commodities or other exchange?
(e) been suspended from membership in any securities, stock, futures, commodities or other exchange or been disciplined by any such exchange?
(f) been removed from membership of, or disciplined by, any professional body?
(g) been refused membership of any securities, stock, futures, commodities or other exchange?
(h) carried on business under any name other than the name or names shown in this statement?
(i) been known by any name other than the name or names shown in this statement?
(j) been convicted of any offence, other than a traffic offence, or are there proceedings now pending that may lead to such a conviction? See clause 14 of the ‘Directions for completing Form 10’ at the end of this form.
(k) had judgment, including findings in relation to fraud, misrepresentation or dishonesty, given against him or her in any civil proceedings? If the answer is ‘Yes’, state whether the judgment is unsatisfied.
(l) been an insolvent under administration? See clause 15 of the ‘Directions for completing Form 10’ at the end of this form
(m) been engaged in the management of any bodies corporate other than those named in item 14 or 15?
(n) been refused a fidelity or surety bond?
(o) given a proper authority to any person? (See clause 16 of the ‘Directions for completing Form 10’ at the end of this form).
18. The licensee consents to any police force providing information concerning any offences, other than traffic offences, of which the applicant has been convicted in Australia or elsewhere within the past 10 years.

Dated 19 .

(Signature of licensee)

(Under the signature add the

name of the licensee)

DIRECTIONS FOR COMPLETING FORM 10

Definitions

1. (1) In these Directions:

‘annual statement’ means the Statement required under subsection 56 (1) of the Act;

‘disclosed’ means disclosed in the statement of assets and liabilities;

‘licensee’ includes a person who has been, but is no longer, a licensee and is required to lodge an annual statement;
‘relevant date’, in relation to a statement of assets and liabilities, means the date to which that statement is made up;

‘relevant period’ means the period to which the annual statement relates;

‘statement of assets and liabilities’ means the statement referred to in clause 8.

(2) In these Directions, a reference to the assets and liabilities of a licensee who was a partner in a firm on the relevant date includes the proportion of the assets and liabilities of the firm that corresponded to the licensee’s interest under the partnership agreement.

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in an annual statement that is prefixed by the symbol ‘*’ is to be omitted.

Time for lodging annual statement

3. The annual statement must be lodged within whichever period referred to in paragraph 57 (a) or (b) of the Act is applicable.

Annual statement lodged by a former licence holder : period to which it should be made up

4. If the annual statement is lodged by a person who has been, but is no longer, a licensee, it should be expressed to relate to the period ending on the last day on which the licence was in force.

Information specified to relate to licensee during the relevant period

5. Unless otherwise indicated in the annual statement, the information required to be specified in the annual statement is information that related to the licensee during the relevant period.

Particulars of a change that would otherwise make information misleading to be specified

6. If, to the knowledge of the licensee, circumstances have changed since the relevant period so that information to be specified in the annual statement would otherwise be misleading, particulars of that change are to be specified.

Separate annexures to be used where insufficient space on forms

7. If there is insufficient space on a form of annual statement in which to give the required information, the information is to be shown in a separate annexure, Requirements relating to annexures are set out in regulation 4a.

Statement of assets and liabilities to accompany annual statement

8. (1) The annual statement must have with it a statement disclosing:

(a) the total liabilities of the licensee; and

(b) particulars of the licensee’s assets in accordance with clause 9.

(2) The statement of assets and liabilities:

(a) must be made up:

(i) if the licensee holds or held a dealer’s licence as at 30 June in the relevant period or, if the relevant date is earlier, as at that date; or
(ii) if the licensee holds or held an investment adviser’s licence as at a date not earlier than 14 days before the date of lodgment the annual statement it is with; and

(b) must be signed by the licensee.

Tangible assets to be disclosed in certain cases

9. (1) In this clause:

‘liabilities’ includes liabilities of a contingent nature;

‘relevant amount’ means $50,000;

‘tangible assets’ does not include the value of any membership in any securities, stock, futures, commodities or other exchange.

(2) Full particulars of all the licensee’s tangible assets must be disclosed unless they exceed his or her liabilities by the relevant amount or more.

(3) If the licensee’s tangible assets exceed his or her liabilities by the relevant amount or more, full particulars of those assets are to be disclosed to the extent to which they exceed those liabilities by the relevant amount.

(4) If any disclosed asset:

(a) is vested in the licensee and another person; or

(b) is encumbered in any manner;

full particulars must be disclosed of the applicant’s interest in the assets as well as any encumbrance and the interest of the other person.

(5) If particulars of tangible assets are disclosed in accordance with this clause, the basis of valuation must also be disclosed where appropriate.

Liabilities to be disclosed

10. Full particulars of the licensee’s liabilities that are contingent must be disclosed separately from those that are not and in each case must be expressed in terms of the time when they will fall due, as follows:

(a) due not later than in 1 year after the relevant date; and

(b) due later than in 1 year but not later than in 3 years after the relevant date; and

Licensee’s interest in partnership assets and liabilities to be disclosed

11. If the licensee is or was a partner in a firm, the precise extent of the licensee’s interest under the partnership agreement in the assets and liabilities of the firm must be disclosed.

Particulars relating only to dealers

12. If the licensee is a dealer, the statement of assets and liabilities must include:

(a) a statement by the licensee to indicate whether the licensee has taken reasonable steps to find out whether any circumstances that may adversely affect the financial position of the dealer have arisen between the relevant date and a date not earlier than 14 days before the lodgment of the annual statement; and

(b) particulars of any circumstances of that type.

Particulars relating only to investment advisers

13. (1) If the licensee is or was an investment adviser and carried on a business under the licence, the statement of assets and liabilities must include a copy of the last audited profit and loss account and balance sheet relating to the business.

(2) The last audited profit and loss account and balance sheet must include every document required:

(a) by law; or

(b) by the commutes of any securities exchange of which the applicant is a member;

to be attached to those documents.

(3) If the licensee has been unable to arrange for the auditing of the last profit and loss account and balance sheet of the business, the statement of assets and liabilities must include a copy of a profit and loss account and balance sheet:

(a) drawn up in accordance with generally accepted accounting principles; and

(b) signed in accordance with subclause (5).

(4) If the profit and loss account and balance sheet of the business are made up to a date (in this subclause called ‘the balance date’) earlier than 14 days before the lodgment of the annual statement, they must have with them a report signed in accordance with subclause (5), stating that the person or persons signing the report has or have taken reasonable steps:

(a) to find out in relation to the period between the balance date and a date not earlier than 14 days before the lodgment of the annual statement, whether any of the following is applicable:

(i) circumstances have arisen adversely affecting:

(a) trading by the business; or

(b) the value of the assets of the business; or

(ii) liabilities of a contingent nature have been incurred including those arising because of a guarantee given by:

(a) the licensee; or

(b) where the business is conducted by a firm—any of the partners;

and, if so, particulars of those circumstances or liabilities; and

(b) to ensure that the current assets appear in the balance sheet of the business at valuations believed to be realisable in the ordinary course of business.

(5) A document relating to the business that is required to be signed for the purposes of subclause (3) or (4) must be signed:

(a) if the business is conducted by a partnership—by all of the partners; or
(b) in any other case—by the licensee.

Particulars received for the purposes of item 17 (j) of the annual statement

14. If the licensee has been convicted of an offence involving dishonesty, fraud, or theft, all relevant particulars must be specified for the purposes of item 17 (j) of the annual statement.

Particulars required for the purposes of item 17 (1) of the annual statement

15. (1) If the licensee has, or had, under the law of a country other than Australia or of an external Territory, a status equivalent to that of an insolvent under administration, all relevant particulars must be specified for the purposes of item 17 (l) of the annual statement.

(2) If the licensee is, or has been, an insolvent under administration, under the law of Australia include in an annexure the following particulars:

(a) if he or she was declared bankrupt:

(i) the date on which he or she was so declared; and

(ii) the district in which he or she was so declared; and

(iii) his or her bankruptcy number; or

(b) if he or she has entered into a deed of arrangement, or assignment, or where his or her creditors have accepted a composition under Part X of the Bankruptcy Act 1966:

(i) the district in which the deed of arrangement or assignment was entered into or the composition accepted; and
(ii) the date of the deed of arrangement or assignment or the special resolution accepting the composition; and
(iii) the name and address of the trustee of the deed of arrangement or assignment or of the composition; and
(iv) the identifying number used in relation to the deed of arrangement or assignment or the composition in the office of the Registrar in Bankruptcy.

Particulars required for the purposes of item 17 (o) of the annual statement

16. If the licensee has, during the relevant period, given a proper authority to a person, the licensee must set out in item 17 (o) of the annual statement the names of the persons who held proper authorities from the licensee:

(a) on the day the annual statement was lodged; or

(b) if the licensee last ceased to be a licensee on an earlier day—on that day.

Penalties relating to false or misleading statements

17. Subsection 135 (2) of the Act provides:

‘(2) A person shall not lodge with the Commission, for the purposes of this Act, a document that contains a statement that to his knowledge is false or misleading.

Penalty: $2,500 or imprisonment for 6 months, or both.’.

SECURITIES INDUSTRY FORM 11 Regulation 23

Securities Industry Act 1980

ANNUAL STATEMENT BY* A DEALER/* AN INVESTMENT ADVISER/*A

FORMER DEALER/* A FORMER INVESTMENT ADVISER THAT IS A BODY

CORPORATE

Note: Before completing this statement please read carefully the ‘Directions for completing Form 11’ at the end of this form (especially clause 12).
1. This statement relates to the period beginning on / /19 and ending on / /19 which in this statement is called ‘the relevant period’.

2. The name of the body corporate making this statement is:

and in this statement that body corporate is referred to as ‘the licensee’.

3. Particulars of the licensee’s registered office are as follows:

Address of registered office (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate

4. If the licensee’s postal address is different from the address of its registered office specify it here (including State or Territory and postcode):
5. The type of licence held and its number are as follows:

TypeNumber

and in this statement that licence is referred to as ‘the licence’.

6. The name of each business the licensee carries under the licence is:
and in this statement that business is called the business’ or, if there was more than 1 business, each of them is included in the expression.
7. Particulars of the principal place at which the business was carried on are as follows:

Principal business address (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate

8. Addresses of all other places, whether in Australia or elsewhere, at which the business was carried on:
9. Address at which the licensee’s register under Part VII of the Act was kept:
10. In this statement, “officer of the licensee” means each person who was, during the relevant period:

(a) a director of the licensee;

(b) the secretary or principal executive officer (if any) of the licensee.

11. Specify in an annexure in respect of each officer of the licensee (see item 10):

(a) name; and

(b) office held; and

(d) date of birth; and

(e) date of appointment

12. If any change occurred during the relevant period in the nature of the activity for which the licence was held specify it here:
13. If any person, other than a person named in item 11, has or will have:

(a) a controlling influence; or

(b) power to exercise a controlling influence;

over the management and policies of the business, specify here the name and address of that person, or if more than 1, of each of those persons:
14. If during the relevant period an officer of the licensee (see item 10) was appointed a director of another body corporate (wherever incorporated), specify in respect of each body corporate of which the officer was so appointed:

(a) Name of the officer:

(b) Name of the body corporate:

(d) Date of the appointment: / /19 .

15. If during the relevant period an officer of the licensee (see item 10) ceased to be a director of a body corporate (wherever incorporated), specify in respect of each body corporate of which the officer ceased being a director:

(a) Name of the officer:

(b) Name of the body corporate:

(d) Date of ceasing to hold the appointment: / /19

(e) Manner of ceasing to hold the appointment:

16. If during the relevant period the licensee or an officer of the licensee (see item

10) acquired a relevant interest as determined in accordance with section 5 of the Act in shares in any body corporate (wherever incorporated) amounting to not less than 10% of the aggregate of the nominal amount of all the issued shares in the body corporate, specify in respect of each body corporate in which the licensee or an officer acquired that interest:

(a) name of the person:

(b) Name of the body corporate:

(d) Details of the relevant interest:

17. Answer ‘Yes’ or *No’ to the following questions and for each question answered “Yes”, specify all relevant particulars. Has the licensee, or an officer of the licensee (see item 10), during the relevant period, whether within Australia or overseas:
(a) been licensed, registered or otherwise authorised under a law which requires licensing, registration or other authorisation to carry on any of the following activities or activities that are substantially the same:
(i) dealing in securities (see the definition of “dealing” in subsection 4 (1) of the Act); or
(ii) acting as an investment adviser (as defined in subsection 4 (1) of the Act); or
(iii) acting as a representative (within the meaning of section 6h of the Act).
(b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession?
(c) been refused the right, or restricted in its, his or her right, to carry on any trade, business or profession for which a licence, registration or other authority is required by law?
(d) been a member, or partner in a member firm, of any securities, stock, futures, commodities or other exchange?
(e) been suspended from membership in any securities, stock, futures, commodities or other exchange or been disciplined by any such exchange?
(f) been removed from membership of, or disciplined by, any professional body?
(g) been refused membership of any securities, stock, futures, commodities or other exchange?
(h) carried on business under any name other than the name or names shown in this statement?
(i) been known by any name other than the name or names shown in this statement?
(j) been convicted of any offence, other than a traffic offence, or are there proceedings now pending that may lead to such a conviction? See clause 9 of the ‘Directions for completing Form 11’ at the end of this form.
(k) had judgment, including findings in relation to dishonesty, fraud or misrepresentation, given against it, him or her in any civil proceedings? If the answer is ‘Yes’, state whether the judgment is unsatisfied.
(l) been an insolvent under administration? See clause 10 of the ‘Directions for completing Form 11’ at the end of this form.
(m) been wound up, had a receiver or receiver and manager appointed, been under official management, or entered into a compromise or scheme of arrangement?
(n) been engaged in the management of any bodies corporate other than those named in item 14 or 15?

(o) been refused a fidelity or surety bond?
(p) given a proper authority to any person? See clause 11 of the ‘Directions for completing Form 11’ at the end of this form.
18. The licensee consents to any police force providing information concerning any offences of which the licensee has been convicted in Australia or elsewhere within the past 10 years.
19. Annex a statement in the following terms signed by each person who is a director, secretary or principal executive officer of the licensee:
‘I, (insert the person’s full name), a *director/*secretary/*principal executive officer of the licensee, consent to any police force providing information concerning any offence, other than a traffic offence, of which I have been convicted in Australia or elsewhere within the past 10 years.

Dated 19 .

(Signature of *director/*

secretary/*principal executive

officer of the licensee)’.

Dated 19 .

Signature of an officer of

the licensee)

(Under the signature add

the words “Signed by

(Name of person signing), *director/*secretary/*principal

executive officer, for and on

behalf of (name of body

corporate)’).

DIRECTIONS FOR COMPLETING FORM 11

Definitions

1. In these Directions:

‘annual statement’ means the statement required under subsection 56 (1) of the Act;

‘licensee’ includes a body corporate that has been, but is no longer a licensee and is required to lodge an annual statement;

‘officer’, in relation to a licensee, means:

(a) a director of the licensee; or

(b) the secretary or principal executive officer (if any) of the licensee;

‘relevant period’ means the period to which the annual statement relates.

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in an annual statement that is prefixed by the symbol ‘*’ is to be omitted.

Time for lodging annual statement

3. The annual statement must be lodged within whichever period referred to in paragraph 57 (a) or (b) of the Act is applicable.

Annual statement lodged by a former licence holder: period to which it should be made up

4. If the annual statement is lodged by a person who has been, but is no longer, a licensee, it should be expressed to relate to the period ending on the last day on which the licence was in force.

Information specified to relate to licensee during the relevant period

5. Unless otherwise indicated in the annual statement, the information required to be specified in the annual statement is information that related to the licensee during the relevant period.

Particulars of a change that would otherwise make information misleading to be specified

Separate annexures to be used where insufficient space on forms

7. If there is insufficient space on a form of annual statement in which to give the required information, the information is to be shown in a separate annexure. Requirements relating to annexures are set out in regulation 4a.

Particulars relating only to investment advisers

8. (1) If the licensee is or was an investment adviser and carried on a business under the licence, the annual statement must have with it a copy of the last audited profit and loss account and balance sheet of the licensee.

(2) The last audited profit and loss account and balance sheet must include every document required by law to be attached to those documents.

(3) If the licensee is not a company under the Companies Act 1981,the last audited profit and loss account must also include every document that would be required to be attached if it were a public company within the meaning of that Act.

(4) If the licensee has been unable to arrange for the auditing of the last profit and loss account and balance sheet of the licensee, the annual statement must have with it a copy of a profit and loss account and balance sheet:

(a) drawn up in accordance with the Companies Act 1981 as far as it is applicable in the circumstances; and

(b) signed by not less than 2 directors of the licensee.

(5) If the profit and loss account and balance sheet of the business are made up to a date (in this subclause called ‘the balance date’) earlier than 14 days before the lodgment of the annual statement, they must have with them a report signed by not less than 2 directors of the licensee stating that the persons signing the report have taken reasonable steps:

(a) to find out in relation to the period between the balance date and a date not earlier than 14 days before the lodgment of the annual statement, whether in the opinion of those persons any of the following is applicable:

(i) circumstances have arisen adversely affecting:

(a) trading by the business; or

(b) the value of the assets of the business; or

(ii) liabilities of a contingent nature have been incurred including those arising because of a guarantee given by the licensee;

and, if so, particulars of those circumstances or liabilities; and

(b) to ensure that the current assets appear in the balance sheet of the business at valuations believed to be realisable in the ordinary course of business.

Particulars required for the purposes of item 17 (j) of the annual statement

9. If the licensee has been convicted of an offence involving dishonesty, fraud or theft, all relevant particulars must be specified for the purposes of item 17 (j) of the annual statement.

Particulars required for the purposes of item 17 (l) of the annual statement

10. (1) If an officer of the licensee has, or had, under the law of a country other than Australia or of an external Territory, a status equivalent to that of an insolvent under administration, all relevant particulars must be specified for the purposes of item 17 (l) of the annual statement.

(2) If the officer is, or has been, an insolvent under administration under the law of Australia, include in an annexure the following particulars:

(a) if he or she was declared bankrupt:

(i) the date on which he or she was so declared; and

(ii) the district in which he or she was so declared; and

(iii) his or her bankruptcy number; or

(b) if he or she has entered into a deed of arrangement, or assignment, or where his or her creditors have accepted a composition under Part X of the Bankruptcy Act 1966:
(i) the district in which the deed of arrangement or assignment was entered into or the composition accepted; and
(ii) the date of the deed of arrangement or assignment or the special resolution accepting the composition; and
(iii) the name and address of the trustee of the deed of arrangement or assignment or of the composition; and
(iv) the identifying number used in relation to the deed of arrangement or assignment or the composition in the office of the Registrar in Bankruptcy.

Particulars required for the purposes of item 17 (p) of the annual statement

11. If the licensee has, during the relevant period, given a proper authority to a person, the licensee must set out in item 17 (p) of the annual statement the names of the persons who held proper authorities from the licensee:

(a) on the day the annual statement was lodged; or

(b) if the licensee last ceased to be a licensee on an earlier day—on that day.

Penalties relating to false or misleading statements

12. Subsection 135 (2) of the Act provides:

‘(2) A person shall not lodge with the Commission for the purposes of this Act a document that contains a statement that to his knowledge is false or misleading.

Penalty: $2,500 or imprisonment for 6 months, or both.’.

SECURITIES INDUSTRY FORM 12 Regulation 24

Securities Industry Act 1980

NOTICE OF *PLACE/*CHANGE OF PLACE WHERE

PROPER AUTHORITIES IS KEPT

Note: Before completing this notice please read carefully the ‘Directions for completing Form 12’ at the end of this form.

*1. The surname and other names of the person keeping the register are:

and in this notice that person is referred to as ‘the register keeper’ (If the register keeper is a licensee under another name, that name should be specified in this item).

*1. The name of the body corporate keeping the register is:

and in this notice is referred to as ‘the register keeper”.
2. The licence held by the register keeper is a *dealers/*investment advisers licence and its number is:
3. The full address (including the State or Territory and postcode) of the principal place at which the business of the register keeper is carried on is:
4. The register has been kept since:
5. The register is kept at:

*5. On / /19 the place at which the register is kept changed

from:
to:

Dated 19 .

(Signature of *register keeper/*director/*secretary/*principal

executive officer of the register keeper)

DIRECTIONS FOR COMPLETING FORM 12

Persons who must lodge notice

1. The notice must be lodged by dealers and investment advisers:

(a) within 14 days after establishing a register under section 60e of the Act; and

(b) as soon as practicable after changing the place at which the register is kept; in accordance with subsection 60f (2) or (3) of the Act.

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in a notice that is prefixed by the symbol ‘*’ is to be omitted.

Separate annexures to be used where insufficient space on notices

3. If there is insufficient space on a notice in which to give the required information, the information is to be shown in a separate annexure. Requirements relating to annexures are set out in regulation 4a.

SECURITIES INDUSTRY FORM 12a Regulation 24b

Securities Industry Act 1980

NOTICE OF *HOLDING *CEASING TO HOLD A PROPER AUTHORITY

Note: Before completing this notice please read carefully the ‘Directions for completing Form 12 a’ at the end of this form.

*1. The surname and other names of the person keeping the register are:

and in this notice the person is referred to as ‘the register keeper’ If the register keeper is a licensee under another name, that name should be specified in this item.

*1. The name of the body corporate keeping the register is:

and in this notice is referred to as ‘the register keeper’.
2. The full address (including the State or Territory and postcode) of the principal place at which the business of the licensee is carried on is:
3. The licence held by the register Keeper is a *dealers/*investment advisers licence and its number is:
4. The surname and other names of the person *holding/*ceasing to hold a proper authority from the register keeper are:
and in this notice is referred to as ‘the representative’.
5. On / /19 the representative *commenced to hold a proper authority /*ceased to hold a proper authority.

Dated 19 .

(Signature of *register/

keeper/*director/*secretary/*principal executive officer of the

DIRECTIONS FOR COMPLETING FORM 12a

Persons who must lodge notice

1. The notice must be lodged by dealers and investment advisers within 2 business days after the day on which a person:

(a) begins to hold a proper authority; or

(b) ceases to hold a proper authority;

in accordance with subsection 60f (4) or (6) of the Act. See also regulation 25a.

Copy of proper authority to be lodged with notice

2. Paragraph 60f (4) (a) of the Act requires a copy of the proper authority relating to a notice to be lodged with the notice.

Omission of inapplicable matter prefixed by an asterisk

3. Inapplicable matter in a notice that is prefixed by the symbol ‘*’ is to be omitted.

Separate annexures to be used where insufficient space on notices

4. If there is insufficient space on a notice in which to give the required information the information is to be shown in a separate annexure. Requirements relating to annexures are set out in regulation 4a.

SECURITIES INDUSTRY FORM 12b Regulation 24c

Securities Industry Act 1980

NOTICE OF PARTICULARS OF HOLDERS OF PROPER

AUTHORITIES TO BE ENTERED IN REGISTER OF

HOLDERS OF PROPER AUTHORITIES

Note: Before completing this notice please read carefully the ‘Directions for completing Form 12b’ at the end of this form.

*1. The surname and other names of the person keeping the register are:

and in this notice that person is referred to as ‘the register keeper’. If the register keeper is a licensee under another name, that name should be specified in this item.

*1. The name of the body corporate keeping the register is:

and in this notice is referred to as ‘the register keeper’.

2. The full address (including the State or Territory and postcode) of the principal place at which the business of the register keeper is carried on is:
3. The licence held by the register keeper is a *dealers/*investment advisers licence and its number is:
4. The surname and other names of the person holding a proper authority from the register keeper are:

who in this notice is referred to as ‘the representative’.

5. The date of birth of the representative is:
6. On / /19 the representative commenced to hold a proper authority.
7. The full residential address of the representative (including the State or Territory and postcode) is:
8. The full address (where this is not the address of the register keeper), including the State or Territory and postcode, at which the representative carries on business is:
9. The information set out in items 4, 5, 7 and 8 *has been/* is to be entered in the register.

Dated 19 .

(Signature of *register keeper/

*director/*secretary/*principal

executive officer of the register

keeper)

DIRECTIONS FOR COMPLETING FORM 12b

Persons who must lodge notice

1. The notice must be lodged by dealers and investment advisers within 2 business days after:

(a) a person begins to hold a proper authority from the register keeper; or

(b) the register keeper receives the information;

whichever happens last, in accordance with subsection 60f (5) of the Act. See also regulation 25A.

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in a notice that is prefixed by the symbol ‘*’ is to be omitted.

Separate annexures to be used where insufficient space on notices

Schedule 1: new Form 19

10. Schedule 1 to the Principal Regulations is amended by omitting Form 19 and substituting the following form:

“SECURITIES INDUSTRY FORM 19 Regulation 42

Securities Industry Act 1980

NOTICE OF *PLACE/*CHANGE OF PLACE AT WHICH

*CHANGE OF PARTICULARS IN

Note: Before completing this notice please read carefully the ‘Directions for completing Form 19’ at the end of this form.

*1. The surname and other names of the person keeping the register are:

and in this notice that person is referred to as ‘the register keeper’ If the register keeper is a licensee under another name, that name should be specified in this item.

*1. The name of the body corporate keeping the register is:

and in this notice that body corporate is referred to as ‘the register keeper’.
2. The register keeper is *a financial journalist/*the holder of/*a licence/*a proper authority from/*a licensee/*a recognised licensee.
*3. The licence held by the register keeper or to which the proper authority relates is *a dealers/*investment advisers licence and its number is:

*4. The residential address of the register keeper (including State or Territory and postcode) is:

*4. If the register keeper is a body corporate specify here the following particulars:

Address of registered office (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate.

5. If the register keeper’s postal address is different from the residential or registered office address, specify it here (with State or Territory and postcode):
6. The register has been kept since:
7. The register is kept at:

*7. On /19 the place at which the register is kept changed

from:
to:

*8. If the register keeper carries on a business, specify here the following particulars:

Principal business address (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate.

*8. If the register keeper holds a proper authority from a licensee or recognised licensee or is employed as a financial journalist, specify here the following particulars relating to the licensee, recognised licensee or employer:

Name:

Business address (include State or Territory and postcode):

Telephone No:Facsimile No:

Telex No:Document exchange No:

Specify STD codes where appropriate.

*9. On / /19 the register keeper *began/*ceased* to be employed as a financial journalist/*to contribute as a financial journalist to a newspaper or periodical.
10. On / /19 the *name/*business address/*name and business address of the *licensee/*recognised licensee/*employer changed as follows:

Former*name/*business addressPresent*name/*business

address

11. On / /19 the register keeper *began/*ceased to hold a proper authority from. (Insert name of *licensee/*recognised licensee).
*12. If the register keeper is a financial journalist who contributes to newspapers or periodicals otherwise than as an employee, specify here the titles of the newspapers or periodicals in which advice, analyses or reports contributed by the register keeper are published:
*13. On / /19 the name of a newspaper or periodical to which a financial journalist contributes otherwise than as an employee changed as follows:

Former namePresent name

Dated 19 .

(Signature of *register keeper/*director/*secretary/*principal

executive officer of the register

keeper)

DIRECTIONS FOR COMPLETING FORM 19

Time for lodging notice

1. (1) Part VII of the Act obliges a person who is a licensee, holder of a proper authority or a financial journalist to maintain a register (see sections 88 and 89 of the Act). In that register, securities in which the person has a “relevant interest” (see section 5 of the Act) are to be recorded.

(2) A notice of the type in Form 19 must be lodged by a person:

(a) within 14 days of beginning to maintain a register (see subsections 90 (2) and (3) of the Act); or
(b) as soon as practicable after changing the place where the register is kept (see subsection 90a (1) of the Act); or
(c) as soon as practicable after:
(i) the person begins or ceases to hold a proper authority (see subsection 90a (2) of the Act) or the name or business address of the licensee or recognised licensee from whom the authority is held changes (see subsection 90a (4) of the Act); or
(ii) the person begins or ceases to be employed as a financial journalist or the name or business address of the person’s employer changes (see subsections 90a (3) and (4) of the Act); or
(iii) the person begins or ceases to contribute as a financial journalist to a particular newspaper or periodical or the name of the newspaper or periodical changes (see subsections 9a (3) and (4) of the Act).

Omission of inapplicable matter prefixed by an asterisk

2. Inapplicable matter in a notice that is prefixed by the symbol ‘*’ is to be omitted.

Separate annexures to be used where insufficient space on forms

NOTES

1. Notified in the Commonwealth of Australia Gazette on 21 December 1989.

2. Statutory Rules 1981 No. 127 as amended by 1982 Nos. 124 and 125; 1983 Nos. 108 and 303; 1986 Nos. 35 and 148; 1987 Nos. 48, 129 and 173; 1988 Nos. 263 and 264; 1989 No. 294.

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