Corporations Act 2001
CHAPTER 8A
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ASIA REGION FUNDS PASSPORT
PART 8A.7
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DEREGISTRATION AND DENOTIFICATION
Division 1
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Deregistration of Australian passport funds
Subdivision A
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Voluntary deregistration
SECTION 1216
APPLICATION TO DEREGISTER
1216(1)
The operator of an Australian passport fund may lodge an application for deregistration of the fund as an Australian passport fund.
1216(2)
The application must be in the prescribed form.
SECTION 1216A
ASIC TO DEREGISTER
1216A(1)
On an application under section 1216 , ASIC must deregister a fund as an Australian passport fund if ASIC is satisfied that:
(a) there are no members of the fund who became members (whether in this jurisdiction or any host economy for the fund) after the fund became an Australian passport fund; and
(b) there are no members of the fund who became members (whether in this jurisdiction or any host economy for the fund) on the expectation that the fund would become an Australian passport fund.
1216A(2)
For the purposes of subsection (1) , ignore any member of the fund that:
(a) is, or has at any time been, the operator of the fund; or
(b) is a related party of an entity that is, or has at any time been, the operator of the fund.
SECTION 1216B
1216B
WHEN IS THERE AN EXPECTATION THAT A FUND WOULD BECOME AN AUSTRALIAN PASSPORT FUND?
For the purposes of this Act (including the Passport Rules for this jurisdiction), a person becomes a member of a fund on the expectation that it would become an Australian passport fund if:
(a) a representation has been made by the fund or the operator of the fund in any document, or other means of communication, that might reasonably be expected to be available to persons considering acquiring an interest in the fund that the fund will become, or that it is intended or expected that the fund will become, an Australian passport fund; and
(b) the person acquires an interest in the fund after that representation was made.
Subdivision B
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Deregistration initiated by ASIC
SECTION 1216C
DEREGISTRATION
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INITIATED BY ASIC
1216C(1)
ASIC may decide to deregister an Australian passport fund if ASIC is of the opinion that one or more of the following has not been, is not being or is not likely to be complied with in relation to an Australian passport fund (whether in this jurisdiction or in any other place):
(a) this Act (including the Passport Rules for this jurisdiction);
(b) the ASIC Act.
1216C(2)
However, ASIC must not decide to deregister an Australian passport fund if ASIC is of the opinion that to do so would not be in the interests of:
(a) members of the fund who became members (whether in this jurisdiction or any host economy for the fund) after the fund became an Australian passport fund; and
(b) members of the fund who became members (whether in this jurisdiction or any host economy for the fund) on the expectation that the fund would become an Australian passport fund.
1216C(3)
For the purposes of subsection (2) , ignore any member of the fund that:
(a) is, or has at any time been, the operator of the fund; or
(b) is a related party of an entity that is, or has at any time been, the operator of the fund.
1216C(4)
Before deciding to deregister the fund as an Australian passport fund, ASIC must give the operator of the fund a written notice that requires the operator to show cause, at a hearing before a specified person, why the fund should not be deregistered as an Australian passport fund.
1216C(5)
The notice must specify:
(a) the grounds on which it is proposed to deregister the fund as an Australian passport fund; and
(b) a reasonable time and place at which the hearing is to be held.
1216C(6)
The person conducting the hearing must:
(a) give the operator an opportunity to be heard at the hearing; and
(b) give ASIC:
1216C(7)
After considering the report and recommendation, ASIC may decide to:
(a) take no further action in relation to the matter and give written advice of that decision to the operator; or
(b) deregister the fund as an Australian passport fund.
1216C(8)
Neither of the following is a legislative instrument:
(a) a notice under subsection (4) ;
(b) a report under subsection (6) (if it is in writing).
Subdivision C
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Process for deregistration
SECTION 1216D
PROCESS FOR DEREGISTRATION
Notice before deregistration
1216D(1)
If ASIC proposes to deregister a fund as an Australian passport fund under subsection 1216A(1) or paragraph 1216C(7)(b) , ASIC must give written notice setting out the date on which ASIC proposes to deregister the fund as an Australian passport fund to:
(a) the operator of the fund; and
(b) each host regulator for the fund.
1216D(2)
The notice must be given at least 5 business days before the fund is deregistered.
Deregistration
1216D(3)
The fund is deregistered as an Australian passport fund by including an annotation on the Register of Passport Funds that the fund has been deregistered. The fund ceases to be an Australian passport fund on the day on which the annotation is made.
Notice of deregistration
1216D(4)
If ASIC deregisters a fund as an Australian passport fund under subsection 1216A(1) or paragraph 1216C(7)(b) , ASIC must give written notice that the fund has been deregistered and of the date of deregistration to:
(a) the operator of the fund; and
(b) each host regulator for the fund.
1216D(5)
The notice must be given within 5 business days after the fund is deregistered.
Division 2
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Denotification of notified foreign passport funds
Subdivision A
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Voluntary denotification
SECTION 1216E
APPLICATION TO BE REMOVED AS A NOTIFIED FOREIGN PASSPORT FUND
1216E(1)
The operator of a notified foreign passport fund may lodge an application for the fund to be removed as a notified foreign passport fund.
1216E(2)
The application must be in the prescribed form.
SECTION 1216F
ASIC TO REMOVE FUND AS A NOTIFIED FOREIGN PASSPORT FUND
1216F(1)
On an application under section 1216E , ASIC must remove a fund as a notified foreign passport fund if ASIC is satisfied that:
(a) there are no members of the fund who became members in this jurisdiction after the fund became a notified foreign passport fund; and
(b) there are no members of the fund who became members in this jurisdiction on the expectation that the fund would become a notified foreign passport fund.
1216F(2)
For the purposes of subsection (1) , ignore any member of the fund that:
(a) is, or has at any time been, the operator of the fund; or
(b) is a related party of an entity that is, or has at any time been, the operator of the fund.
SECTION 1216G
1216G
WHEN IS THERE AN EXPECTATION THAT A FUND WOULD BECOME A NOTIFIED FOREIGN PASSPORT FUND?
For the purposes of this Act (including the Passport Rules for this jurisdiction), a person becomes a member of a fund on the expectation that it would become a notified foreign passport fund if:
(a) a representation has been made by the fund or the operator of the fund in any document, or other means of communication, that might reasonably be expected to be available to persons considering acquiring an interest in the fund that the fund will become, or that it is intended or expected that the fund will become, a notified foreign passport fund; and
(b) the person acquires an interest in the fund after that representation was made.
Subdivision B
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Notified foreign passport fund deregistered in the fund
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s home economy
SECTION 1216H
1216H
ASIC TO REMOVE A FUND AS A NOTIFIED FOREIGN PASSPORT FUND
ASIC must remove a fund as a notified foreign passport fund if the home regulator for the fund notifies ASIC that the fund has been deregistered as a passport fund in the home economy for the fund.
Subdivision C
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Process for removal as a notified foreign passport fund
SECTION 1216J
PROCESS FOR REMOVAL AS A NOTIFIED FOREIGN PASSPORT FUND
Notice before removal
1216J(1)
If ASIC proposes to remove a fund as a notified foreign passport fund under section 1216F or 1216H , ASIC must give written notice setting out the date on which ASIC proposes to remove the fund as a notified foreign passport fund to:
(a) the operator of the fund; and
(b) the home regulator for the fund and each other host regulator for the fund.
1216J(2)
The notice must be given at least 5 business days before the fund is removed.
Removing the fund as a notified foreign passport fund
1216J(3)
The fund is removed as a notified foreign passport fund by including an annotation on the Register of Passport Funds to that effect. The fund ceases to be a notified foreign passport fund on the day on which the annotation is made.
Notice of removal
1216J(4)
If ASIC removes a fund as a notified foreign passport fund under section 1216F or 1216H , ASIC must give written notice that the fund has been removed and of the date of removal to:
(a) the operator of the fund; and
(b) the home regulator for the fund and each other host regulator for the fund.
1216J(5)
The notice must be given within 5 business days after the fund is removed.
Division 3
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Continued application of the Corporations legislation
SECTION 1216K
ASIC
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S POWER TO CONTINUE THE APPLICATION OF THE CORPORATIONS LEGISLATION
Declarations on continued application of the Corporations legislation
1216K(1)
ASIC may:
(a) declare that the Corporations legislation continues to apply:
(b) declare that the Corporations legislation continues to apply:
1216K(2)
The continued application of the Corporations legislation may:
(a) apply to all or specified provisions of the Corporations legislation; and
(b) apply to all entities, a specified class of entities or a specified entity; and
(c) apply to all former passport funds, a specified class of former passport funds or a specified former passport fund; and
(d) relate to any other matter generally or as specified.
Declarations relating to all or a class of entities or passport funds
1216K(3)
A declaration that relates to all entities, a specified class of entities, all former passport funds or a specified class of former passport funds, must be made by legislative instrument.
Declarations relating to specified entities or passport funds
1216K(4)
A declaration that relates to a specified entity or a specified former passport fund must be made by notifiable instrument.
1216K(5)
ASIC must also:
(a) give a copy of a declaration that relates to a specified entity to the entity; and
(b) give a copy of a declaration that relates to a specified former passport fund to the most recent operator of the fund.
SECTION 1216L
1216L
REGULATIONS MAY CONTINUE THE APPLICATION OF THE CORPORATIONS LEGISLATION
The regulations may:
(a) provide that the Corporations legislation continues to apply:
(b) provide that the Corporations legislation continues to apply:
View history note
Hide history noteThe operator of an Australian passport fund may lodge an application for deregistration of the fund as an Australian passport fund.
1216(2)
The application must be in the prescribed form.
On an application under section 1216 , ASIC must deregister a fund as an Australian passport fund if ASIC is satisfied that:
(a) there are no members of the fund who became members (whether in this jurisdiction or any host economy for the fund) after the fund became an Australian passport fund; and
(b) there are no members of the fund who became members (whether in this jurisdiction or any host economy for the fund) on the expectation that the fund would become an Australian passport fund.
1216A(2)
For the purposes of subsection (1) , ignore any member of the fund that:
(a) is, or has at any time been, the operator of the fund; or
(b) is a related party of an entity that is, or has at any time been, the operator of the fund.
For the purposes of this Act (including the Passport Rules for this jurisdiction), a person becomes a member of a fund on the expectation that it would become an Australian passport fund if:
(a) a representation has been made by the fund or the operator of the fund in any document, or other means of communication, that might reasonably be expected to be available to persons considering acquiring an interest in the fund that the fund will become, or that it is intended or expected that the fund will become, an Australian passport fund; and
(b) the person acquires an interest in the fund after that representation was made.
ASIC may decide to deregister an Australian passport fund if ASIC is of the opinion that one or more of the following has not been, is not being or is not likely to be complied with in relation to an Australian passport fund (whether in this jurisdiction or in any other place):
(a) this Act (including the Passport Rules for this jurisdiction);
(b) the ASIC Act.
1216C(2)
However, ASIC must not decide to deregister an Australian passport fund if ASIC is of the opinion that to do so would not be in the interests of:
(a) members of the fund who became members (whether in this jurisdiction or any host economy for the fund) after the fund became an Australian passport fund; and
(b) members of the fund who became members (whether in this jurisdiction or any host economy for the fund) on the expectation that the fund would become an Australian passport fund.
1216C(3)
For the purposes of subsection (2) , ignore any member of the fund that:
(a) is, or has at any time been, the operator of the fund; or
(b) is a related party of an entity that is, or has at any time been, the operator of the fund.
Note: See section 1216B for the circumstances in which a person becomes a member of a fund on the expectation that it would become an Australian passport fund.
1216C(4)
Before deciding to deregister the fund as an Australian passport fund, ASIC must give the operator of the fund a written notice that requires the operator to show cause, at a hearing before a specified person, why the fund should not be deregistered as an Australian passport fund.
1216C(5)
The notice must specify:
(a) the grounds on which it is proposed to deregister the fund as an Australian passport fund; and
(b) a reasonable time and place at which the hearing is to be held.
However, if the operator consents, the person conducting the hearing may fix a different time or place.
1216C(6)
The person conducting the hearing must:
(a) give the operator an opportunity to be heard at the hearing; and
(b) give ASIC:
(i) a report about the hearing; and
(ii) a recommendation about the grounds in the notice on which it is proposed to deregister the fund.
1216C(7)
After considering the report and recommendation, ASIC may decide to:
(a) take no further action in relation to the matter and give written advice of that decision to the operator; or
(b) deregister the fund as an Australian passport fund.
1216C(8)
Neither of the following is a legislative instrument:
(a) a notice under subsection (4) ;
(b) a report under subsection (6) (if it is in writing).
Notice before deregistration
1216D(1)
If ASIC proposes to deregister a fund as an Australian passport fund under subsection 1216A(1) or paragraph 1216C(7)(b) , ASIC must give written notice setting out the date on which ASIC proposes to deregister the fund as an Australian passport fund to:
(a) the operator of the fund; and
(b) each host regulator for the fund.
1216D(2)
The notice must be given at least 5 business days before the fund is deregistered.
Deregistration
1216D(3)
The fund is deregistered as an Australian passport fund by including an annotation on the Register of Passport Funds that the fund has been deregistered. The fund ceases to be an Australian passport fund on the day on which the annotation is made.
Notice of deregistration
1216D(4)
If ASIC deregisters a fund as an Australian passport fund under subsection 1216A(1) or paragraph 1216C(7)(b) , ASIC must give written notice that the fund has been deregistered and of the date of deregistration to:
(a) the operator of the fund; and
(b) each host regulator for the fund.
1216D(5)
The notice must be given within 5 business days after the fund is deregistered.
The operator of a notified foreign passport fund may lodge an application for the fund to be removed as a notified foreign passport fund.
1216E(2)
The application must be in the prescribed form.
On an application under section 1216E , ASIC must remove a fund as a notified foreign passport fund if ASIC is satisfied that:
(a) there are no members of the fund who became members in this jurisdiction after the fund became a notified foreign passport fund; and
(b) there are no members of the fund who became members in this jurisdiction on the expectation that the fund would become a notified foreign passport fund.
1216F(2)
For the purposes of subsection (1) , ignore any member of the fund that:
(a) is, or has at any time been, the operator of the fund; or
(b) is a related party of an entity that is, or has at any time been, the operator of the fund.
For the purposes of this Act (including the Passport Rules for this jurisdiction), a person becomes a member of a fund on the expectation that it would become a notified foreign passport fund if:
(a) a representation has been made by the fund or the operator of the fund in any document, or other means of communication, that might reasonably be expected to be available to persons considering acquiring an interest in the fund that the fund will become, or that it is intended or expected that the fund will become, a notified foreign passport fund; and
(b) the person acquires an interest in the fund after that representation was made.
ASIC must remove a fund as a notified foreign passport fund if the home regulator for the fund notifies ASIC that the fund has been deregistered as a passport fund in the home economy for the fund.
Notice before removal
1216J(1)
If ASIC proposes to remove a fund as a notified foreign passport fund under section 1216F or 1216H , ASIC must give written notice setting out the date on which ASIC proposes to remove the fund as a notified foreign passport fund to:
(a) the operator of the fund; and
(b) the home regulator for the fund and each other host regulator for the fund.
1216J(2)
The notice must be given at least 5 business days before the fund is removed.
Removing the fund as a notified foreign passport fund
1216J(3)
The fund is removed as a notified foreign passport fund by including an annotation on the Register of Passport Funds to that effect. The fund ceases to be a notified foreign passport fund on the day on which the annotation is made.
Notice of removal
1216J(4)
If ASIC removes a fund as a notified foreign passport fund under section 1216F or 1216H , ASIC must give written notice that the fund has been removed and of the date of removal to:
(a) the operator of the fund; and
(b) the home regulator for the fund and each other host regulator for the fund.
1216J(5)
The notice must be given within 5 business days after the fund is removed.
Declarations on continued application of the Corporations legislation
1216K(1)
ASIC may:
(a) declare that the Corporations legislation continues to apply:
(i) in relation to a fund that has been deregistered as an Australian passport fund or removed as a notified foreign passport fund; and
(ii)to an entity in relation to a fund that has been deregistered as an Australian passport fund or removed as a notified foreign passport fund; and
(b) declare that the Corporations legislation continues to apply:
(i) in relation to a fund that has been deregistered as an Australian passport fund or removed as a notified foreign passport fund; and
(ii) to an entity in relation to a fund that has been deregistered as an Australian passport fund or removed as a notified foreign passport fund;
as if specified provisions were omitted, modified or varied as specified in the declaration.
1216K(2)
The continued application of the Corporations legislation may:
(a) apply to all or specified provisions of the Corporations legislation; and
(b) apply to all entities, a specified class of entities or a specified entity; and
(c) apply to all former passport funds, a specified class of former passport funds or a specified former passport fund; and
(d) relate to any other matter generally or as specified.
Declarations relating to all or a class of entities or passport funds
1216K(3)
A declaration that relates to all entities, a specified class of entities, all former passport funds or a specified class of former passport funds, must be made by legislative instrument.
Declarations relating to specified entities or passport funds
1216K(4)
A declaration that relates to a specified entity or a specified former passport fund must be made by notifiable instrument.
1216K(5)
ASIC must also:
(a) give a copy of a declaration that relates to a specified entity to the entity; and
(b) give a copy of a declaration that relates to a specified former passport fund to the most recent operator of the fund.
ASIC must do so as soon as is reasonably practicable after the declaration is made.
The regulations may:
(a) provide that the Corporations legislation continues to apply:
(i) in relation to a fund, all funds of a specified class or all funds that have been deregistered as Australian passport funds or removed as notified foreign passport funds; and
(ii) to an entity, all entities of a specified class or all entities in relation to a fund, all funds of a specified class or all funds that have been deregistered as Australian passport funds or removed as notified foreign passport funds; and
(b) provide that the Corporations legislation continues to apply:
(i) in relation to a fund, all funds of a specified class or all funds that have been deregistered as Australian passport funds or removed as notified foreign passport funds; and
(ii) to an entity, all entities of a specified class or all entities in relation to a fund, all funds of a specified class or all funds that have been deregistered as Australian passport funds or removed as notified foreign passport funds; and
as if specified provisions were omitted, modified or varied as specified in the regulations.