Corporations Act 2001

CHAPTER 2M - FINANCIAL REPORTS, SUSTAINABILITY REPORTS AND AUDIT  

PART 2M.4A - ANNUAL TRANSPARENCY REPORTS FOR AUDITORS  

SECTION 332   MEANING OF TRANSPARENCY REPORTING AUDITOR AND TRANSPARENCY REPORTING YEAR  

332(1)    
A transparency reporting auditor is:

(a) an individual auditor; or

(b) an audit firm; or

(c) an authorised audit company.

332(2)    
A transparency reporting year is a period of 12 months starting on 1 July.

SECTION 332A   TRANSPARENCY REPORTING AUDITORS MUST PUBLISH ANNUAL TRANSPARENCY REPORTS  

332A(1)    
This section applies if, during a transparency reporting year, a transparency reporting auditor conducts audits, under Division 3 of Part 2M.3 , of 10 or more bodies of any of the following kinds:

(a)    listed companies;

(b)    listed registered schemes;

(ba)    

registrable superannuation entities;

(c)    ADIs (authorised deposit-taking institutions) within the meaning of the Banking Act 1959 ;

(d)    bodies mentioned in paragraph (c) or (e) of the definition of body regulated by APRA in subsection 3(2) of the Australian Prudential Regulation Authority Act 1998 ;

(e)    bodies prescribed by the regulations for the purposes of this paragraph.

Note: The 10 or more bodies do not all have to be of the same kind. This section applies (for example) if, during the year, the transparency reporting auditor conducts audits of 6 listed companies and 4 listed registered schemes.

332A(2)    

The auditor must publish an annual transparency report for the transparency reporting year, containing the information required by section 332B , on the auditor ' s website within the period of 4 months after the end of the year (or that period as extended under section 332C ).

Note: Failure to comply with this subsection is an offence (see subsection 1311(1) ).

332A(3)    
The auditor must lodge a copy of the report with ASIC on or before the day it is first published on the auditor ' s website.

Note: Failure to comply with this subsection is an offence (see subsection 1311(1) ).

332A(4)    
An offence based on subsection (2) or (3) is an offence of strict liability.

Note: For strict liability, see section 6.1 of the Criminal Code .

SECTION 332B   CONTENT OF ANNUAL TRANSPARENCY REPORT  

332B(1)    
Subject to subsection (2), an annual transparency report must contain the information prescribed by the regulations.

332B(2)    
The report may omit information that would otherwise be included under subsection (1) if the inclusion of the information is likely to result in unreasonable prejudice to the transparency reporting auditor. If material is omitted, the report must say so.

SECTION 332C   EXTENSION OF PERIOD FOR PUBLICATION OF ANNUAL TRANSPARENCY REPORT  

332C(1)    
On an application made by a transparency reporting auditor in accordance with subsection (3), ASIC may make an order extending the period within which the auditor must publish an annual transparency report.

332C(2)    
The order may be expressed to be subject to conditions.

332C(3)    
The application must be:

(a) in writing; and

(b) lodged with ASIC before the end of the period within which the auditor would otherwise be required to publish the report; and

(c) if the auditor is an individual auditor - signed by the auditor; and

(d) if the auditor is an audit firm - signed by a member of the firm who is a registered company auditor both:

(i) in the firm name; and

(ii) in the member ' s own name; and

(e) if the auditor is an audit company:

(i) authorised by a resolution of the directors; and

(ii) signed by a director.

332C(4)    
ASIC must give the auditor written notice of the making of the order.

SECTION 332D   EXEMPTION ORDERS - APPLICATIONS BY TRANSPARENCY REPORTING AUDITORS  

332D(1)    
On an application made by a transparency reporting auditor in accordance with subsection (3), ASIC may make an order in writing relieving the auditor from compliance with all or specified requirements of sections 332A and 332B .

Note: For the criteria for making orders under this section, see section 332F .

332D(2)    
The order may:

(a) be expressed to be subject to conditions; and

(b) be indefinite or limited to a specified period.

332D(3)    
The application must be:

(a) in writing; and

(b) lodged with ASIC; and

(c) if the auditor is an individual auditor - signed by the auditor; and

(d) if the auditor is an audit firm - signed by a member of the firm who is a registered company auditor both:

(i) in the firm name; and

(ii) in the member ' s own name; and

(e) if the auditor is an audit company:

(i) authorised by a resolution of the directors; and

(ii) signed by a director.

332D(4)    
ASIC must give the auditor written notice of the making or revocation of the order.

SECTION 332E   EXEMPTION ORDERS - CLASS ORDERS FOR TRANSPARENCY REPORTING AUDITORS  

332E(1)    
ASIC may, by legislative instrument, make an order in respect of a specified class of transparency reporting auditors relieving the auditors from all or specified requirements of sections 332A and 332B .

Note: For the criteria for making orders under this section, see section 332F .

332E(2)    
The order may:

(a) be expressed to be subject to conditions; and

(b) be indefinite or limited to a specified period.

SECTION 332F   EXEMPTION ORDERS - CRITERIA FOR ORDERS  

332F(1)    
To make an order under section 332D or 332E exempting a transparency reporting auditor, or class of transparency reporting auditors, from one or more requirements of sections 332A and 332B , ASIC must be satisfied that complying with the requirements would:

(a) be inappropriate in the circumstances; or

(b) impose unreasonable burdens.

332F(2)    
In deciding for the purposes of subsection (1) whether complying with the requirements would impose an unreasonable burden on the auditor or class of auditors, ASIC is to have regard to:

(a) the expected costs of complying with the requirements; and

(b) the expected benefits of having the auditor or class of auditors comply with the requirements; and

(c) any practical difficulties that the auditor or class of auditors faces in complying effectively with the requirements; and

(d) any unusual aspects of the operations of the auditor or class of auditors; and

(e) any other matters that ASIC considers relevant.

SECTION 332G   OFFENCES BY MEMBERS OF AUDIT FIRM  

332G(1)    
This Part applies to an audit firm as if it were a person, but with the changes set out in this section.

332G(2)    
An obligation that would otherwise be imposed on the firm by a provision of this Part is imposed on each member of the firm instead, but may be discharged by any of the members.

332G(3)    
An offence based on a provision of this Part that would otherwise be committed by the audit firm is taken to have been committed by each member of the firm.

332G(4)    
A member of the firm does not commit an offence because of subsection (3) if the member:

(a) does not know of the circumstances that constitute the contravention of the provision concerned; or

(b) knows of those circumstances but takes all reasonable steps to correct the contravention as soon as possible after the member becomes aware of those circumstances.

Note: A defendant bears an evidential burden in relation to the matters in subsection (4) - see subsection 13.3(3) of the Criminal Code .