ASIC CLASS ORDER [CO 12/766]
EXPLANATORY STATEMENT
Prepared by the Australian Securities and Investments Commission
Corporations Act 2001
The Australian Securities and Investments Commission (ASIC) makes ASIC Class Order [CO 12/766] under subsection 352(1) of the Corporations Act 2001 (the Act). Subsection 352(1) of the Act provides that ASIC may agree or approve electronic lodgment of documents with ASIC.
1. Background
ASIC Class Order [CO 00/2451] approves the electronic lodgment with ASX, as agent of ASIC, of financial reports and directors’ reports of bodies listed on the financial market operated by ASX Limited (ASX). The relief applies where the bodies give the relevant document in electronic form in accordance with ASX’s electronic lodgment facility known as ASX Online.
On 12 June 2012, ASIC made amendments to a series of ASIC class orders, including Class Order [CO 00/2451], to reflect the upgrade in June 2012 of ASX Online and the re-publication of ASX Guidance Note 20: “ASX Online”. These amendments were made by Class Order [CO 12/722] and are explained in the Explanatory Statement accompanying that class order.
2. Purpose of the class order
The purpose of this amending class order is to make further minor and technical amendments to Class Order [CO 00/2451] that were inadvertently missed during the process of making Class Order [CO 12/722].
3. Operation of the class order
This amending class order removes some further technical details of the procedure, terms and conditions for lodging documents in accordance with ASX’s electronic lodgment facility.
4. Statement of Compatibility with Human Rights
This statement is prepared in accordance with Part 3 of the Human Rights (Parliamentary Scrutiny) Act 2011.
This class order is compatible with the human rights and freedoms recognised or declared in the international instruments listed in section 3 of the Human Rights (Parliamentary Scrutiny) Act 2011 because it does not engage any of the applicable rights or freedoms.
5. Consultation
ASIC consulted with ASX before making Class Order [CO 12/722]. As this amending class order makes further amendments that Class Order [CO 12/722] inadvertently failed to make, further consultation with ASX is not considered necessary.
Overview
The ASIC Class Order [CO 12/766] was enacted in 2012 under the authority of the Corporations Act 2001 by the Australian Securities and Investments Commission (ASIC). This legislation aims to address the inadvertent omissions in the previous Class Order [CO 12/722], which was meant to update the Class Order [CO 00/2451] in light of the upgrade of ASX Online, ASX's electronic lodgment facility. The primary objective of this class order is to refine and correct the technical aspects of the lodgment procedure, terms, and conditions for documents submitted electronically to ASX on behalf of ASIC. The class order ensures that all necessary adjustments are made to align with the current electronic submission standards, thereby enhancing the efficiency and accuracy of financial reporting processes for entities listed on the ASX.
Scope and Application
The ASIC Class Order [CO 12/766] applies to entities listed on the financial market operated by the Australian Securities Exchange Limited (ASX), which includes companies and other bodies that are required to lodge financial reports and directors’ reports with the Australian Securities and Investments Commission (ASIC). This class order serves to amend Class Order [CO 00/2451] by removing certain technical details of the procedure, terms, and conditions for lodging these documents electronically through ASX's electronic lodgment facility, ASX Online. The amendments reflect the upgrade of ASX Online in June 2012 and are intended to correct minor and technical oversights from a previous class order [CO 12/722]. The class order has a national jurisdictional reach within Australia, aligning with the Corporations Act 2001, and does not introduce any new exclusions, exemptions, or thresholds beyond those already specified in the Corporations Act and existing class orders.
Key Provisions
ASIC Class Order [CO 12/766], under the Corporations Act 2001, primarily amends the previous Class Order [CO 00/2451] concerning the electronic lodgment of documents with the Australian Securities Exchange (ASX), acting on behalf of ASIC. The order aims to rectify minor and technical omissions made during the creation of Class Order [CO 12/722], which was enacted to reflect upgrades to ASX Online and the re-publication of ASX Guidance Note 20. Section 352(1) of the Corporations Act 2001 enables ASIC to approve the electronic lodgment of documents, and this class order ensures that the procedures for lodging documents electronically via ASX Online are correctly outlined.
The main obligation imposed by this class order is the requirement for bodies listed on the ASX to lodge their financial reports and directors’ reports electronically in accordance with the specified terms and conditions of ASX’s electronic lodgment facility, ASX Online. This ensures that the documents are submitted in a format that is approved and managed by ASX as an agent of ASIC. The class order sets out the technical and procedural requirements that must be adhered to, ensuring consistency and compliance in the electronic lodgment process.
In terms of consequences for non-compliance, the class order does not specify any particular offences, penalties, or civil or criminal consequences for breach within its text. However, any failure to comply with the requirements of the Corporations Act 2001 or the class order could potentially lead to enforcement actions by ASIC, including but not limited to fines, legal proceedings, or other regulatory measures. It is important to note that while specific penalties are not detailed in the class order itself, breaches of the Corporations Act 2001 can attract significant penalties, including substantial fines and imprisonment for serious or repeated offences.