Foreign Acquisitions and Takeovers (Register Notices – Extensions of Time) Instrument 2026

General outline of instrument

1.                   This instrument is made under subsection 58M(1) of the Foreign Acquisitions and Takeovers Regulation 2015 (the Regulations).
2.                   This instrument allows the Registrar to extend the period in paragraph 130W(2)(b) of the Foreign Acquisitions and Takeovers Act 1975 (the Act) in which a register notice must be given to the Registrar.
3.                   The instrument is a legislative instrument for the purposes of the Legislation Act 2003.

Date of effect

1.                   This instrument commences on the day after it is registered on the Federal Register of Legislation.

Background

1.                   Part 7A of the Act contains legislation in relation to the Register of Foreign Ownership of Australian Assets (the Register). The Register records certain actions (for example, acquisitions) relating to interests in land, water, entities, businesses and other assets in Australia. It also requires foreign persons who have undertaken such actions to register the interests they acquire or dispose of as a result of the action. The register notice that is given may result in the creation of a registered circumstance in relation to the person, and the person may be required to give further register notices such as where the nature of the interest changes or ceases, or the person is no longer a foreign person.
2.                   A register notice must be given to the Registrar of the Register within 30 days of the registrable event date.
3.                   The Commissioner of Taxation was appointed as the Registrar under the Commonwealth Registers (Appointment of Registers) Instrument 2021 and commenced as Registrar on 29 November 2022.
4.                   Section 130Z of the Act allows for a regulation to be made for extending the period in paragraph 130W(2)(b) for providing a register notice. Section 58M of the Regulations allows for the Treasurer to, by legislative instrument, make a provision for and in relation to extending the period in paragraph 130W(2)(b) of the Act in which a register notice must be given to the Registrar.
5.                   Section 5 of the Foreign Acquisitions and Takeovers (Registrar) Delegations 2023 delegates to the Registrar the Treasurer’s power under section 58M of the Regulations to, by legislative instrument, make provision for extending the period in paragraph 130W(2)(b) of the Act in which a register notice must be given to the Registrar.

Effect of this instrument

1.               This instrument allows the Registrar to extend the period in paragraph 130W(2)(b) of the Act in which a person must provide a register notice to the Registrar.
2.               Section 5 of the legislative instrument allows the Registrar to, by notice in writing, extend the period by any number of days and grant any number of subsequent extensions.
3.               In practice, foreign persons seeking an extension of the period in paragraph 130W(2)(b) of the Act will need to specify their preferred period.

Factors the Registrar may take into account in granting an extension

1.               In determining whether and for what period an extension of time to lodge a register notice should be granted, the Registrar may take into account any of the following factors:

• the type of actions and interests to be registered
• the timing of the request for an extension of time to lodge a register notice
• the foreign person’s explanation for failing to lodge a register notice within the time limit
• the foreign person’s efforts in complying with their register obligations
• the complexity of the foreign person’s register obligations
• the number of register obligations that have arisen because of a single transaction or series of transactions
• whether the foreign person is in possession of all information required to complete a register notice
• whether there are system issues with the ATO Online services for foreign investors
• the foreign person’s compliance history with the Act
• any other circumstance that the Registrar considers relevant.

Example 1

OfficeTech Co, an Australian company owned by foreign shareholders, enters a 7-year commercial lease commencing on 1 July 2025. It has 30 days to provide a register notice for this lease. OfficeTech Co has always been compliant with its foreign investment obligations. OfficeTech Co is not aware that commercial leases need to be registered. After learning about the Register, they conduct an internal review and confirm this is the only asset yet to be registered. The company discloses the breach to the Registrar and seeks an extension of time to lodge a register notice. Given OfficeTech Co’s compliance history, it may be appropriate to grant an extension.

Example 2

Land Development Co, a foreign owned property developer, acquires a large plot that it intends to subdivide and sell in multiple land releases. For Stage 1 of their subdivision, they create 200 individual lots. Each lot will need to be registered on completion of the subdivision and issuing of the individual land titles. Land Development Co is unable to meet the requirement to register all lots within 30 days. As Land Development Co has substantial concurrent register obligations, it may be appropriate to grant an extension.

Example 3

Petrol Station Co is a large company acquired by Foreign Co on 1 November 2024. This takeover results in Petrol Station Co becoming a foreign person and having register obligations for all of its assets. Petrol Station Co identifies that it will not be able to practically register all of the assets within 30 days. On 10 November 2024, Petrol Station Co requests an extension of time to lodge its register notices. As Petrol Station Co requests an extension before the end of the 30-day register notice period, and have substantial concurrent register obligations, it may be appropriate to grant an extension.

Example 3A

Petrol Station Co is granted an extension to register all of its assets by 31 December 2024. Petrol Station Co commences registering each of its assets. However, on 19 December 2024, Petrol Station Co requests a further extension of time to lodge its register notices as there are substantially more register obligations than identified at the time of the initial request for extension. Given Petrol Station Co’s ongoing engagement with the Registrar, and the active steps it has already taken to lodge register notices in respect of the transaction, it may be appropriate to grant a further extension.

Example 4

Aus Investment Fund is a closely held fund owned by foreign government investors. It undertakes substantial daily trading activities in land securities. Each transaction is a registrable event. Aus Investment Fund has written to the Registrar seeking assistance on how it would be able to comply with its register obligations. Aus Investment Fund is unable to collect all of the required data and report this to the Registrar within 30 days of each transaction, but conducts monthly internal reporting which is completed 10 business days after the end of the month. Once this reporting is completed, Aus Investment Fund needs further time to lodge the relevant register notices. Due to the high volume of acquisitions, the timing of the availability of quality assured data, the ongoing request to the Registrar for assistance, and substantial corresponding registration requirements, it may be appropriate to grant an extension. This may need to be applied for periodically for each series of transactions.

Example 5

A foreign person acquired a residential property on 5 March 2024 and seeks to register the asset. They realise they do not have all the information required for a valid register notice and seek this information from their conveyancer on 20 March 2024. The conveyancer said they will provide the information to the foreign person on 10 April 2024. On 1 April 2024, the foreign person writes to the Registrar requesting an extension as they do not have access to the information required to lodge a register notice. As all of the required information is not available to the foreign person and a timely request for an extension, with an accompanying explanation has been made, it may be appropriate to grant an extension.

Example 6

Foreign Gov Co holds a substantial interest in Global Investment Fund. Global Investment Fund acquires Aus Mining Co on 10 May 2024 which is a notifiable action for both Foreign Gov Co and Aus Mining Co for which notice is provided. Foreign Gov Co have difficulty setting up their Online services for foreign investors account due to time differences and security issues, resulting in delays. Due to the delay, their 30-day window to provide a register notice passes. Foreign Gov Co discloses this issue to the Registrar and seeks an extension. Due to the delays experienced with the Online services for foreign investors system, and Foreign Gov Co’s willingness to comply, it may be appropriate to grant an extension.

Example 7

Takeover Co acquires Mining Group Co, an Australian corporate group, on 31 January 2024 resulting in every entity in the group becoming a foreign person. A subsidiary of Mining Group Co holds a substantial interest in Aus Explore Co, an exploration company holding both mining and exploration tenements. Aus Explore Co is now a foreign person as a result of Takeover Co’s acquisition of Mining Group Co and has register obligations. Aus Explore Co only becomes aware of its register obligations on 30 April 2024 and writes to the Registrar for clarification of its obligations and to request an extension of time to lodge register notices. As Aus Explore Co’s registration requirements have arisen due to the changes impacting one of its substantial shareholders (and has not arisen as a result of its own actions), and its willingness to comply on discovery of the issue, it may be appropriate to grant an extension.

Compliance cost assessment

1.               Compliance cost impact: Minor – There will be no additional regulatory impacts as the instrument is minor and machinery in nature (OIA25-09740).

Consultation

1.               Subsection 17(1) of the Legislation Act 2003 requires that the rule-maker undertake an appropriate level of consultation that is reasonably practicable to undertake before making a legislative instrument.
2.               For this instrument, broad public consultation was undertaken for a period of 4 weeks from 18 June 2025. The draft instrument and draft explanatory statement was published to the ATO Legal database. Publication was advertised via the ‘What’s new’ page on that website, and via the ‘Open Consultation’ page on ato.gov.au. Major tax and superannuation publishers and associations monitor these pages and include the details in the daily and weekly alerts and newsletters to their subscribers and members. This ensures advice of the draft is disseminated widely across the tax professional community, and that they are in an informed position to provide comments and feedback.
3.               The ATO also notified its Foreign Investment Stakeholder Group members of the draft instrument by electronic correspondence when it was publicly released.
4.               Additionally, notice of the draft instrument and draft explanatory statement was published on the ‘Consultation’ page of business.gov.au, which ensured a further awareness across businesses, individuals and industry associations who subscribe to that website.

Outcome of consultation

1.               The ATO only received one submission as a result of the public consultation. No changes were made to the legislative instrument or explanatory statement as the submission concerned obligations that arise under Part 7A of the Foreign Acquisitions and Takeovers Act 1975 more broadly, and not the power to grant an extension of time to lodge a register notice.

Statement of compatibility with human rights

Prepared in accordance with Part 3 of the Human Rights (Parliamentary Scrutiny) Act 2011

Foreign Acquisitions and Takeovers (Register Notices – Extensions of Time) Instrument 2026

This legislative instrument 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.

Overview of the legislative instrument

This instrument allows the Registrar to extend the period in which a register notice must be provided by a foreign person by any period of time. The Registrar can also grant any number of subsequent extensions.

Human rights implications

This legislative instrument does not engage any of the applicable rights or freedoms. The instrument allows the Registrar to provide a foreign person with additional time to comply with their registration obligations. This will help ease the compliance burden on foreign persons.

Conclusion

This legislative instrument is compatible with human rights as it does not raise any human rights issues.