ASIC Corporations (Foreign Securities—Publishing Notices) Instrument 2015/359

Overview

The ASIC Corporations (Foreign Securities—Publishing Notices) Instrument 2015/359 was introduced to address the need for streamlined regulation in the publication of securities notices and reports by foreign companies listed on approved foreign markets. This legislative instrument was enacted to modify Chapter 6D of the Corporations Act 2001, specifically concerning the advertisement and publication of securities. It was made under section 741 of the Corporations Act 2001 by the Australian Securities and Investments Commission (ASIC), aiming to ensure that Australian regulations do not unnecessarily hinder the operations of foreign entities listed on recognised markets abroad. The policy objective of this instrument is to provide relief from certain advertising restrictions for foreign securities, facilitating smoother cross-border financial transactions and reducing regulatory burdens on foreign companies.

Scope and Application

The ASIC Corporations (Foreign Securities—Publishing Notices) Instrument 2015/359 applies to all persons involved in the advertisement or publication of securities notices or reports by foreign companies that are listed on approved foreign markets. The instrument is designed to modify the Corporations Act 2001 to provide relief from certain publication requirements for such notices or reports. This legislative instrument is made under section 741 of the Corporations Act 2001 and came into effect on 2 September 2015, with subsequent amendments on 5 September 2017. It provides exemptions from specific subsections of the Act, particularly those relating to unauthorised advertisements, when the content is limited to notices or reports by foreign companies about their affairs or general meetings. The term "approved foreign market" is defined by another instrument, ASIC Corporations (Definition of Approved Foreign Market) Instrument 2017/669. The scope of this legislative instrument extends to ensuring compliance with Australian securities laws while facilitating the publication of information by foreign companies listed on markets recognised by Australian regulatory standards.

Key Provisions

The ASIC Corporations (Foreign Securities—Publishing Notices) Instrument 2015/359 modifies the Corporations Act 2001 to provide relief on certain publications related to foreign securities. The most significant change occurs under section 5, where it alters the scope of Chapter 6D of the Act by modifying section 734. Specifically, the instrument omits subsection (2A) and substitutes it with a new version, and it adds a new subsection (7A) to exempt certain notices or reports from contravening subsection (2). This legislative instrument imposes specific obligations on entities publishing notices or reports about securities listed on approved foreign markets. Section 5 clarifies that if the publication is either a notice or report by the body or one of its officers about its affairs to the relevant market operator, or a notice or report of a general meeting of the body, it will not contravene subsection (2) of section 734 of the Act. The term "approved foreign market" is defined in section 9 of the Act, notionally inserted by another instrument. Failure to comply with the provisions of this legislative instrument can lead to significant consequences. While specific offences are not detailed in the text, breaches of the Corporations Act 2001, as modified by this instrument, could result in both civil and criminal penalties. Civil penalties may include fines and other monetary penalties as prescribed by the Act, whereas criminal penalties could involve imprisonment, depending on the severity of the breach and the discretion of the court. The exact penalties would be determined based on the specific circumstances of each case and in accordance with the provisions of the Corporations Act 2001.