Corporations Amendment (Asia Region Funds Passport) Regulations 2018

(F2018L01144)

20 August 2018

ASIC Supervisory Cost Recovery Levy Act 2017;Australian Securities and Investments Commission Act 2001;Corporations Act 2001;Corporations (Fees) Act 2001;Corporations (Review Fees) Act 2003;National Consumer Credit Protection Act 2009;Tax Agent Services Act 2009

1   Name

This instrument is the Corporations Amendment (Asia Region Funds Passport) Regulations 2018.

2   Commencement

 

(1) Each provision of this instrument specified in column 1 of the table commences, or is taken to have commenced, in accordance with column 2 of the table. Any other statement in column 2 has effect according to its terms.

Note: This table relates only to the provisions of this instrument as originally made. It will not be amended to deal with any later amendments of this instrument.

      

(2) Any information in column 3 of the table is not part of this instrument. Information may be inserted in this column, or information in it may be edited, in any published version of this instrument.

3   Authority

This instrument is made under the following:

(a) the ASIC Supervisory Cost Recovery Levy Act 2017;

(b) the Australian Securities and Investments Commission Act 2001;

(c) the Corporations Act 2001;

(d) the Corporations (Fees) Act 2001;

(e) the Corporations (Review Fees) Act 2003;

(f) the National Consumer Credit Protection Act 2009;

(g) the Tax Agent Services Act 2009.

4   Schedules

Each instrument that is specified in a Schedule to this instrument is amended or repealed as set out in the applicable items in the Schedule concerned, and any other item in a Schedule to this instrument has effect according to its terms.

Schedule 1   Amendments to the Corporations Regulations 2001

Corporations Regulations 2001

1   Subregulation 1.0.02(1)

Insert:

APFRN : see Australian Passport Fund Registration Number .

Australian Passport Fund Registration Number or APFRN has the same meaning as in Chapter 8A of the Act.

2   Subregulation 1.0.02(1) (after paragraph (g) of the definition of income stream financial product)

Insert:

(ga) a foreign passport fund product;

3   Subregulation 1.0.02(1) (paragraph (b) of the definition of investment-based financial product)

Omit "paragraph 764A(1)(ba)", substitute "paragraph 764A(1)(ba), (bb)".

4   Subregulation 1.0.02(1)

Insert:

NFPFRN : see Notified Foreign Passport Fund Registration Number .

Notified Foreign Passport Fund Registration Number or NFPFRN ,for a notified foreign passport fund, is the unique registration code allocated to the fund by the home regulator for the fund.

5   Subregulation 1.0.02(1) (definition of simple managed investment scheme)

Omit "registered management investment scheme", substitute "registered scheme (other than a passport fund)".

6   Subregulation 1.0.02(1) (sub-subparagraph (a)(ii)(C) of the definition of warrant)

Omit "Act; and", substitute "Act; or".

7   Subregulation 1.0.02(1) (after sub-subparagraph (a)(ii)(C) of the definition of warrant)

Insert:

(D) it is a legal or equitable right or interest mentioned in subparagraph 764A(1)(bb)(ii) of the Act; and

8   Regulation 1.0.03A (after the heading)

Insert:

Documents lodged under the Act

9   Regulation 1.0.03A

Before "A document mentioned in the table", insert "(1)".

10   Regulation 1.0.03A (at the end of the table)

Add:

11   Regulation 1.0.03A (before the note)

Insert:

Documents lodged under the Passport Rules

(2) If the Passport Rules for this jurisdiction contain a requirement to lodge a document with ASIC (however the lodgement is described), the document must be lodged with ASIC in the prescribed form.

Note: The requirement in the Passport Rules need not use the word "lodge". For example, if the Passport Rules contain a requirement to notify ASIC of a matter or to provide a document to ASIC, subregulation (2) requires the notification or document to be in the prescribed form.

12   Regulation 1.0.03A (note)

Omit "On 1 July 2007, forms for the documents mentioned in the table are not prescribed in these Regulations.".

13   After subparagraph 1.0.07(f)(i)

Insert:

(ia) in the case of a managed investment scheme that is a notified foreign passport fund - the NFPFRN for the fund and any other unique number for the fund allocated to the fund by ASIC; and

14   At the end of regulation 1.0.07

Add:

Note: In addition to the requirements in paragraph (f), if a managed investment scheme is also an Australian passport fund, all documents relating to the fund lodged with ASIC must also include the scheme's APFRN: see section 1212B of the Act.

15   Regulation 1.0.08

Before "A document lodged under subsection 319(1) of the Act", insert "(1)".

16   At the end of regulation 1.0.08

Add:

(2) A document lodged by a notified foreign passport fund under subsection 319(1AA) of the Act for a financial year must be accompanied by the approved form setting out the following information:

(a) the NFPFRN for the fund and any other unique number for the fund allocated to the fund by ASIC;

(b) the name of the fund;

(c) the name and ARBN of the operator of the fund;

(d) the dates on which the financial year to which the document relates begins and ends;

(e) a statement of certification in accordance with regulation 1.0.16.

17   Regulation 1.0.16

Before "A document relating to a corporation", insert "(1)".

18   Regulation 1.0.16

Omit "managed investment scheme", substitute "registered scheme".

19   At the end of regulation 1.0.16

Add:

(2) Subregulation (1) does not apply to a document relating to a notified foreign passport fund.

(3) A document relating to a notified foreign passport fund that is to be certified or verified must be certified or verified in the approved form and signed by:

(a) a director or secretary of the operator of the fund; or

(b) the local agent for the operator of the fund; or

(c) if the local agent is a company - a director or secretary of that company.

20   Regulation 2N.2.01

Repeal the regulation, substitute:

2N.2.01 Particulars ASIC may require in an extract of particulars (Act s 346B)

Particulars for a company

(1) For the purposes of section 346B of the Act, the following particulars are prescribed for a company:

(a) ACN;

(b) name;

(c) address of registered office;

(d) address of principal place of business in this jurisdiction;

(e) for each director and company secretary:

(i) the person's name; and

(ii) the person's usual residential address, or, if the person is entitled to have an alternative address under subsection 205D(2) of the Act, that alternative address; and

(iii) the person's date and place of birth;

(f) the date of appointment or cessation of each director, secretary or alternate director;

(g) for issued shares - the classes into which the shares are divided, and for each class of share issued:

(i) the number of shares in the class; and

(ii) the total amount paid up for the class; and

(iii) the total amount unpaid for the class;

(h) for a proprietary company - the names and addresses of:

(i) if the company has 20 or fewer members - all members; or

(ii) if the company has more than 20 members - the top 20 members in each class;

(i) for a proprietary company that has a share capital:

(i) the total number of shares in each class held by each of the members mentioned in paragraph (h); and

(ii) whether or not the shares are fully paid; and

(iii) whether or not the shares are beneficially owned;

(j) for the ultimate holding company - its name and either:

(i) its ACN or ARBN if registered in this jurisdiction; or

(ii) the place at which it was incorporated or formed if not registered in this jurisdiction.

Particulars for a registered scheme

(2) For the purposes of section 346B of the Act, the following particulars are prescribed for a registered scheme:

(a) ARSN;

(b) name;

(c) name and ACN of the responsible entity;

(d) if the scheme is a managed investment scheme that is a unit trust:

(i) issued interests in the scheme; and

(ii) the classes into which the interests are divided; and

(iii) for each class of interest issued - the number of interests in the class, the total amount paid up for the class and the total amount unpaid for the class;

(e) if the scheme is a managed investment scheme that is not a unit trust:

(i) issued interests in the scheme; and

(ii) a description of the nature of the interests (for example, interest in a limited partnership, right to participate in a timesharing scheme); and

(iii) the number of the interests; and

(iv) the total amount paid for the interests; and

(v) the total amount unpaid for the interests.

Additional particulars for an Australian passport fund

(3) For the purposes of section 346B of the Act, the following particulars are prescribed for a registered scheme that is an Australian passport fund, in addition to the particulars prescribed for the scheme under subregulation (2):

(a) the APFRN for the fund;

(b) if the fund has or had a name in a participating economy (including Australia) that is different from its current name in Australia, then for each name that the fund has or had in a participating economy:

(i) that name; and

(ii) the name of each participating economy in which the fund has or had that name; and

(iii) for each such economy - the start date and (if applicable) the end date of each period during which the fund has or had that name in that economy.

Particulars for a notified foreign passport fund

(4) For the purposes of section 346B of the Act, the following particulars are prescribed for a notified foreign passport fund:

(a) the NFPFRN for the fund and any other unique number for the fund allocated to the fund by ASIC;

(b) the name of the fund;

(c) the name of the home economy for the fund;

(d) in relation to the operator of the fund:

(i) the name and ARBN of the operator; and

(ii) the name and address of each local agent of the operator; and

(iii) the address of the operator's registered office or principal place of business in its place of origin;

(e) if the fund has or had a name in a participating economy (including Australia) that is different from its current name in Australia, then for each name that the fund has or had in a participating economy:

(i) that name; and

(ii) the name of each participating economy in which the fund has or had that name; and

(iii) for each such economy - the start date and (if applicable) the end date of each period during which the fund has or had that name in that economy.

Definitions

(5) In this regulation:

participating economy has the same meaning as in Chapter 8A of the Act.

21   Regulation 2N.4.01

Repeal the regulation, substitute:

2N.4.01 Particulars ASIC may require in a return of particulars (Act s 348B)

Particulars for a company

(1) For the purposes of section 348B of the Act, the following particulars are prescribed for a company:

(a) the personal details of a director, secretary or alternate director mentioned in subsection 205B(3) of the Act;

(b) the date of appointment or cessation of a director, secretary or alternate director;

(c) the date of change of name or change of address of a director, secretary or alternate director;

(d) evidence that a specified person is (or is not) a director, secretary or alternate director;

(e) completion of a declaration indicating that the company is a special purpose company within the meaning of regulation 3 of the Corporations (Review Fees) Regulations 2003;

(f) the name of the ultimate holding company;

(g) the date on which a company became, or ceased to be, the ultimate holding company;

(h) the previous name, or the new name, of the ultimate holding company;

(i) the date of issue, cancellation, or transfer of shares;

(j) the date of any change to amounts paid on shares;

(k) a statement of whether or not shares for one or more members are beneficially owned;

(l) the date of any change to beneficial ownership of shares;

(m) any of the following information from the share structure table for a class of share:

(i) the share class code;

(ii) the full title of the class of share;

(iii) the total number of shares in the class that have been issued;

(iv) the total amount paid for shares in the class;

(v) the total amount unpaid for shares in the class;

(n) the date on which a new member's name was entered in the register of members;

(o) a statement that the company is:

(i) a small proprietary company mentioned in subsection 45A(2) of the Act; or

(ii) a large proprietary company mentioned in subsection 45A(3) of the Act; or

(iii) a foreign controlled small proprietary company mentioned in paragraph 292(2)(b) of the Act;

(p) a statement that the company is listed (or not listed) on a financial market, and the name of the financial market (if any);

(q) a statement of whether the company complies with subsection 348C(2) or (3) of the Act;

(r) information that the company is required to provide under subsection 142(2), 146(1), 205B(1) or (4), 254X(1) or 319(1) of the Act.

Particulars for a registered scheme

(2) For the purposes of section 348B of the Act, the following particulars are prescribed for a registered scheme:

(a) the date on which a new member's name was entered in the register of members;

(b) the new name of the responsible entity of the scheme;

(c) information that the scheme is required toprovide under subsection 319(1) of the Act;

(d) for each financial year for the scheme specified in the return of particulars - the name of each auditor of a financial report for the scheme for that year;

(e) the name of the auditor of the compliance plan for the scheme;

(f) if the scheme is an Australian passport fund - the name of the implementation reviewer for the fund for each review periodfor the fund specified in the return of particulars.

Particulars for a notified foreign passport fund

(3) For the purposes of section 348B of the Act, the following particulars are prescribed for a notified foreign passport fund:

(a) the date on which a new member's name was entered in the register of members;

(b) the new name of the operator of the fund;

(c) information that the fund is required to provide under subsection 319(1AA) of the Act;

(d) for each financial year for the fund specified in the return of particulars - the name of each auditor of a report for the fund for that year that is prepared in accordance with the financial reporting requirements applying to the fund under the Passport Rules for the home economy for the fund;

(e) the name of the implementation reviewer for the fund for each review periodfor the fund specified in the return of particulars.

Definitions

(4) In this regulation:

implementation reviewer , for a passport fund, has the same meaning as in the Passport Rules for this jurisdiction.

review period , for a passport fund, has the meaning given by subsection 15(1) of the Passport Rules for this jurisdiction.

22   Paragraph 5C.1.01(3)(a)

After "application for registration", insert "under section 601EA of the Act".

23   At the end of subregulation 5C.1.01(3)

Add:

; or (c) a foreign passport fund in relation to which a notice of intention has been lodged under section 1213 of the Act if:

(i) the operator of the fund has not withdrawn the notice under subsection 1213(3) of the Act; and

(ii) ASIC has not rejected the notice of intention under section 1213B of the Act; or

(d) a notified foreign passport fund.

24   At the end of subregulation 5C.1.02(2)

Add:

; or (c) a foreign passport fund in relation to which a notice of intention has been lodged under section 1213 of the Act if:

(i) the operator of the fund has not withdrawn the notice under subsection 1213(3) of the Act; and

(ii) ASIC has not rejected the notice of intention under section 1213B of the Act; or

(d) a notified foreign passport fund.

25   Regulation 5C.11.04

After "managed investment scheme", insert "under Part 5C.1 of the Act".

26   Subparagraph 7.1.06(1)(a)(v)

Omit "(ba)", substitute "(ba), (bb)".

27   Subparagraph 7.1.06(1)(f)(iii)

Omit "(ba)", substitute "(ba), (bb)".

28   After paragraph 7.1.09(1)(e)

Insert:

(ea) each obligation arising from a contract to transfer a financial product mentioned in paragraph 764A(1)(bb) of the Act;

29   Subparagraphs 7.1.29(3)(c)(ii) and (d)(ii)

Omit "(other than a superannuation fund or a managed investment scheme that is registered or required to be registered)", substitute "(other than a superannuation fund, a managed investment scheme that is registered or required to be registered under Part 5C.1 of the Act, or a notified foreign passport fund)".

30   After paragraph 7.1.33A(e)

Insert:

(ea) foreign passport fund products;

31   At the end of paragraph 7.1.33E(c)

Add:

; or (iv) an interest in a notified foreign passport fund.

32   Regulation 7.1.33E (note)

Omit "subparagraph 764A(1)(b)(ii)", substitute "subparagraphs 764A(1)(b)(ii) and (bb)(ii)".

33   At the end of subregulation 7.5.09(1)

Add:

; (d) an interest in a notified foreign passport fund that is quoted on the financial market of the Australian Stock Exchange Limited;

(e) rights (whether existing or future, and whether contingent or not) to acquire, by way of issue, an interest referred to in paragraph (d) (whether or not on payment of any money or for any other consideration).

34   At the end of subregulation 7.5.09(2)

Add:

; (c) an interest in a notified foreign passport fund that is quoted on the financial market of the Australian Stock Exchange Limited;

(d) rights (whether existing or future, and whether contingent or not) to acquire, by way of issue, an interest referred to in paragraph (c) (whether or not on payment of any money or for any other consideration).

35   Subregulation 7.5A.60(1) (definition of representative capacity)

Repeal the definition, substitute:

representative capacity : an entity is a party to a derivative transaction, or holds a position relating to a derivative transaction, in a representative capacity if the entity is such a party, or holds such a position, in a capacity as:

(a) the responsible entity of a registered scheme; or

(b) the operator of a notified foreign passport fund; or

(c) the responsible holding party for a notified foreign passport fund; or

(d) the trustee of a trust.

36   Regulation 7.5A.70 (definition of representative capacity)

Repeal the definition, substitute:

representative capacity : an entity is a party to an OTC derivative transaction, or holds an OTC derivative position, in a representative capacity if the entity is such a party, or holds such a position, in a capacity as:

(a) the responsible entity of a registered scheme; or

(b) the operator of a notified foreign passport fund; or

(c) the responsible holding party for a notified foreign passport fund; or

(d) the trustee of a trust.

37   Subregulation 7.5A.73(3) (paragraph (b) of the definition of relevant capacity)

Omit "a particular registered scheme or trust", substitute "a particular registered scheme, notified foreign passport fund or trust".

38   Regulation 7.6.02AG (subparagraph 911A(2C)(c)(ii) of the Corporations Act 2001)

Omit "registered managed investment scheme", substitute "registered scheme".

39   Regulation 7.6.02AG (after paragraph 911A(2D)(a) of the Corporations Act 2001)

Insert:

(aa) person 1 is not a notified foreign passport fund or the operator of a notified foreign passport fund;

40   Paragraph 7.7A.10(3)(a) (example 2)

Omit "managed investment scheme", substitute "registered scheme".

41   Subregulation 7.8.07(6)

Omit "securities or managed investment products" (wherever occurring), substitute "securities, managed investment products or foreign passport fund products".

42   Paragraph 7.8.07(7)(b)

Omit "securities or managed investment products", substitute "securities, managed investment products or foreign passport fund products".

43   Paragraph 7.8.20(1)(a)

After "section 991E", insert "of the Act".

44   Paragraph 7.8.20(1)(b)

After "section 991E", insert "of the Act".

45   Paragraph 7.8.20(1)(b)

Omit "Chapters 5C and 7", substitute "Chapters 5C, 7 and 8A".

46   At the end of subregulation 7.8.20(1)

Add:

; and (c) section 991E of the Act does not apply to the sale or purchase of financial products mentioned in paragraph 764A(1)(bb) of the Act by the body corporate by which the financial products were made available if the financial products are made available in accordance with Chapters 7 and 8A of the Act.

Note: Paragraph 764A(1)(a) of the Act covers securities (within the meaning of Part 7.1 of the Act). Paragraph 764A(1)(b) of the Act covers managed investment products. Paragraph 764A(1)(bb) of the Act covers foreign passport fund products.

47   Paragraph 7.9.11S(3)(b)

Omit "registered managed investment scheme", substitute "registered scheme".

48   Regulation 7.9.16A

Omit "unregistered managed investment schemes", substitute "financial products covered by paragraph 764A(1)(ba) of the Act (which deals with financial products in relation to certain managed investment schemes that are not registered schemes)".

49   At the end of regulation 7.9.16J

Add:

; and (c) foreign passport fund products.

50   Paragraph 7.9.60B(1)(a)

After "a managed investment product", insert ", a foreign passport fund product".

51   Subregulation 7.9.60B(6)

Omit "or a managed investment product", substitute ", a managed investment product or a foreign passport fund product".

52   Regulation 7.9.62 (heading)

Repeal the heading, substitute:

7.9.62 Confirmation of transactions not required

53   Subparagraph 7.9.62(4)(d)(iii)

Omit "registered managed investment scheme", substitute "registered scheme".

54   After paragraph 7.9.62(4)(d)

Insert:

(da) a transaction:

(i) consisting solely of the acquisition of foreign passport fund products; and

(ii) in relation to which the holder has agreed to the timing and amount, or method of calculating the amount, of the acquisition; and

(iii) in relation to which the holder of the foreign passport fund products, before agreeing to the acquisition, already held or had agreed to acquire foreign passport fund products that were interests in the same notified foreign passport fund as the foreign passport fund products that are to be acquired under the agreement;

55   After paragraph 7.9.64(1)(h)

Insert:

(ha) a foreign passport fund product in relation to which subsection 1016D(1) of the Act applies;

56   Paragraph 7.9.65(1A)(b)

After "managed investment product", insert "or a foreign passport fund product".

57   At the end of subregulation 7.9.65(1A)

Add:

Note: For the purposes of the Act and these Regulations, managed investment schemes include notified foreign passport funds: see section 1213E of the Act.

58   After subparagraph 7.9.67(2)(a)(ii)

Insert:

(iia) a foreign passport fund product; or

59   After subparagraph 7.9.67(3)(a)(ii)

Insert:

(iia) a foreign passport fund product; or

60   Subregulation 7.9.67(4)

Omit "adjustment amount", substitute " adjustment amount ".

61   After paragraph 7.9.69(1)(b)

Insert:

(ba) a foreign passport fund product;

62   After paragraph 7.9.70(1)(b)

Insert:

(ba) a foreign passport fund product; or

63   Paragraph 7.9.75(1)(e)

Omit "or a managed investment product", substitute ", a managed investment product or a foreign passport fund product".

64   After Chapter 8

Insert:

Chapter 8A - Asia Region Funds Passport

Part 8A.4 - Notified foreign passport funds

Division 1 - Becoming a notified foreign passport fund

8A.4.10 Rejecting a notice of intention - name of fund identical to another or unacceptable

(1) For the purposes of subparagraphs 1213B(5)(a)(i), (ii), (iii) and (iv) of the Act, the rules for ascertaining whether a name is identical with another name are the rules set out in Part 1 of Schedule 6.

(2) For the purposes of subparagraph 1213B(5)(a)(v) of the Act, a name is unacceptable for registration under the regulations if it is unacceptable under the rules set out in Part 2 of Schedule 6.

Division 4 - Providing key information in relation to notified foreign passport funds

8A.4.40 Register of members - purposes for which a person may obtain and use a copy

For the purposes of paragraph 1213K(2)(c) (and paragraph 1213L(3)(a)) of the Act, the following purposes are prescribed:

(a) soliciting a donation from a member of a notified foreign passport fund;

(b) soliciting a member of a notified foreign passport fund by a person who is authorised to assume or use the word stockbroker or sharebroker in accordance with section 923B of the Act;

(c) gathering information about the personal wealth of a member of a notified foreign passport fund;

(d) making an offer that satisfies paragraphs 1019D(1)(a) to (d) of the Act;

(e) making an invitation that, were it an offer to purchase a financial product, would be an offer that satisfies paragraphs 1019D(1)(a) to (d) of the Act.

Note: Section 1019D of the Act deals with unsolicited offers to purchase financial products off-market.

8A.4.45 Destruction of records by ASIC - period before documents may be destroyed

For the purposes of paragraph 1213Q(b) of the Act, the period of possession is 7 years.

Part 8A.5 - Register of passport funds

8A.5.10 Prescribed details for the Register of Passport Funds

Prescribed details of Australian passport funds

(1) For the purposes of paragraph 1214(3)(a) of the Act, the following details are prescribed for each Australian passport fund:

(a) the APFRN for the fund;

(b) the name of the fund;

(c) the ARSN of the registered scheme that constitutes the fund;

(d) a statement that the fund is registered as an Australian passport fund;

(e) the date on which the fund was registered as an Australian passport fund;

(f) if the fund has or had a name in a participating economy (including Australia) that is different from its current name in Australia, then for each name that the fund has or had in a participating economy:

(i) that name; and

(ii) the name of each participating economy in which the fund has or had that name; and

(iii) for each such economy - the start date and (if applicable) the end date of each period during which the fund has or had that name in that economy;

(g) the name, ACN and ABN (if any) of the operator of the fund;

(h) if the fund has at any time had an operator with a name, ACN or ABN that is different from the name, ACN or ABN (as the case requires) mentioned in paragraph (g):

(i) that other name, ACN or ABN; and

(ii) the start date and the end date of each period during which an operator of the fund has had that other name, ACN or ABN;

(i) the review date for the fund;

(j) for each financial year for the fund - the name of each auditor of a financial report for the fund for that year;

(k) for each review period for the fund for which the fund is required under section 15 of the Passport Rules for this jurisdiction to conduct an implementation review - the name of the implementation reviewer.

(2) For the purposes of paragraph 1214(3)(b) of the Act, the following details are prescribed for each fund that has been deregistered as an Australian passport fund:

(a) the details that were prescribed for the fund under subregulation (1) immediately before the fund was deregistered, except for the details that were prescribed under paragraph (1)(d);

(b) a statement that the fund has been deregistered;

(c) the date on which the fund was deregistered;

(d) a statement indicating which of the following the fund was deregistered under:

(i) Division 2 of Part 5C.10 of the Act (deregistration as an Australian passport fund as a result of deregistration as a registration scheme);

(ii) Subdivision A of Division 1 of Part 8A.7 of the Act (voluntary deregistration);

(iii) Subdivision B of Division 1 of Part 8A.7 of the Act (deregistration initiated by ASIC).

Prescribed details of notified foreign passport funds

(3) For the purposes of paragraph 1214(3)(a) of the Act, the following details are prescribed for each notified foreign passport fund:

(a) the NFPFRN for the fund and any other unique number for the fund allocated to the fund by ASIC;

(b) the name of the fund;

(c) a statement that the fund is a notified foreign passport fund;

(d) the name of the home economy for the fund;

(e) the date on which the fund became a notified foreign passport fund;

(f) if the fund has or had a name in a participating economy (including Australia) that is different from its current name in Australia, then for each name that the fund has or had in a participating economy:

(i) that name; and

(ii) the name of each participating economy in which the fund has or had that name; and

(iii) for each such economy - the start date and (if applicable) the end date of each period during which the fund has or had that name in that economy;

(g) the name and ARBN of the operator of the fund;

(h) if the fund has at any time had an operator with a name or ARBN that is different from the name or ARBN (as the case requires) mentioned in paragraph (g):

(i) that other name or ARBN; and

(ii) the start date and the end date of each period during which an operator of the fund has had that other name or ARBN;

(i) the review date for the fund;

(j) for each financial year for the fund - the name of each auditor of a report for the fund for that year that is prepared in accordance with the financial reporting requirements applying to the fund under the Passport Rules for the home economy of the fund;

(k) for each review period for the fund for which the fund is required under section 15 of the Passport Rules for this jurisdiction to conduct an implementation review - the name of the implementation reviewer.

(4) For the purposes of paragraph 1214(3)(b) of the Act, the following details are prescribed for each fund that has been removed as a notified foreign passport fund:

(a) the details that were prescribed for the fund under subregulation (3) immediately before the fund was removed, except for the details that were prescribed under paragraph (3)(c);

(b) a statement that the fund has been removed;

(c) the date on which the fund was removed;

(d) a statement indicating which of the following the fund was removed under:

(i) Subdivision A of Division 2 of Part 8A.7 of the Act (voluntarily denotification);

(ii) Subdivision B of Division 2 of Part 8A.7 of the Act (denotification as a result of deregistration as a passport fund in the home economy for the fund).

Definitions

(5) In this regulation:

implementation reviewer , for a passport fund, has the same meaning as in the Passport Rules for this jurisdiction.

participating economy has the same meaning as in Chapter 8A of the Act.

review period , for a passport fund, has the meaning given by subsection 15(1) of the Passport Rules for this jurisdiction.

Part 8A.7 - Deregistration and denotification

8A.7.10 Authority

This Part is made under section 1216L of the Act.

8A.7.15 Continued application of Corporations legislation to deregistered Australian passport funds

(1) During the transition period for a fund that has been deregistered as an Australian passport fund, each of the following continues to apply in relation to the fund as if it were an Australian passport fund:

(a) Part 1.2A and any provisions of the Act dealing with disclosing entities;

(b) Chapters 2C, 2D, 2F, 2G, 2M, 2N and 2P;

(c) Chapters 6, 6A, 6B, 6C and 6CA;

(d) Chapter 7;

(e) Part 8A.1, Part 8A.2, section 1212B, Part 8A.5, Part 8A.6, Part 8A.7 and Part 8A.8;

(f) Chapter 9;

(g) the remaining provisions of the Corporations legislation, to the extent that they apply:

(i) in relation to a provision mentioned in paragraphs (a) to (f); or

(ii) in relation to compliance with or enforcement of a provision mentioned in paragraphs (a) to (f).

Note: A fund may be deregistered as an Australian passport fund under Division 1 of Part 8A.7 of the Act or under Division 2 of Part 5C.10 of the Act.

(2) In this regulation, the transition period for a fund that has been deregistered as an Australian passport fund is the period:

(a) beginning on the day on which the fund is deregistered as an Australian passport fund (see subsection 1216D(3) of the Act); and

(b) ending on the last day on which there are any protected members of the fund.

(3) A person is a protected member of a fund that has been deregistered as an Australian passport fund if the person became a member of the fund (whether in this jurisdiction or any host economy for the fund):

(a) after the fund became an Australian passport fund; or

(b) on the expectation that the fund would become an Australian passport fund.

(4) For the purposes of the definition of protected member in subregulation (3), 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.

(5) If a fund has been deregistered as an Australian passport fund, a reference to the operator in relation to the fund in:

(a) this regulation; or

(b) any provision of the Corporations legislation the application of which is continued under subregulation (1);

is a reference to the responsible entity for the registered scheme that constitutes the fund or, if the fund has ceased to be a registered scheme, the entity or entities that control the fund.

8A.7.20 Continued application of Corporations legislation to funds that have been removed as notified foreign passport funds

(1) During the transition period for a fund that has been removed as a notified foreign passport fund, each of the following continues to apply in relation to the fund as if it were a notified foreign passport fund:

(a) Part 1.2A and any provisions of the Act dealing with disclosing entities;

(b) Chapters 2C, 2D, 2F, 2G, 2M, 2N and 2P;

(c) Chapters 6, 6A, 6B, 6C and 6CA;

(d) Chapter 7;

(e) Part 8A.1, Part 8A.2, Divisions 2, 3 and 4 of Part 8A.4, Part 8A.5, Part 8A.6, Part 8A.7 and Part 8A.8;

(f) Chapter 9;

(g) the remaining provisions of the Corporations legislation, to the extent that they apply:

(i) in relation to a provision mentioned in paragraphs (a) to (f); or

(ii) in relation to compliance with or enforcement of a provision mentioned in paragraphs (a) to (f).

Note: A fund may be removed as a notified foreign passport fund under Division 2 of Part 8A.7 of the Act.

(2) In this regulation, the transition period for a fund that has been removed as a notified foreign passport fund is the period:

(a) beginning on the day on which the fund is removed as a notified foreign passport fund (see subsection 1216J(3)); and

(b) ending on the last day on which there are any protected members of the fund.

(3) A person is a protected member of a fund that has been removed as a notified foreign passport fund if the person became a member of the fund (whether in this jurisdiction or any other participating economy for the fund):

(a) after the fund became a notified foreign passport fund; or

(b) on the expectation that the fund would become a notified foreign passport fund.

(4) For the purposes of the definition of protected member in subregulation (3), 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.

(5) If a fund has been removed as a notified foreign passport fund, a reference to the operator in relation to the fund in:

(a) this regulation; or

(b) any provision of the Corporations legislation the application of which is continued under subregulation (1);

is a reference to the operator of the regulated CIS that constitutes the fund or, if the fund has ceased to be a regulated CIS, the entity or entities that control the fund.

65   After paragraph 9.1.01(i)

Insert:

(ia) the Register of Passport Funds that is established and maintained in accordance with section 1214 of the Act;

66   Subparagraph 9.1.02(h)(iii)

After "the scheme", insert "under Part 5C.1 of the Act".

67   Subparagraph 9.1.02(h)(vii)

Repeal the subparagraph, substitute:

(vii) any winding up of the scheme under Part 5C.9 of the Act;

(viia) any deregistration of the scheme under Part 5C.10 of the Act;

68   After paragraph 9.1.02(h)

Insert:

(ha) in relation to each fund entered in the Register of Passport Funds - the information about the fund that must be included on the Register of Passport Funds under paragraph 1214(3)(a) or (b) of the Act;

69   Regulation 9.4.02 (after the heading)

Insert:

Offences prescribed by regulation 9.4.01

70   Regulation 9.4.02

Before "For an offence prescribed by regulation 9.4.01", insert "(1)".

71   At the end of regulation 9.4.02

Add:

Strict liability offences under Chapter 8A of the Act

(2) For a strict liability offence mentioned in paragraph (aa) of the definition of prescribed offence in subsection 1313(8) of the Act for which a person may be, or has been, given a notice under subsection 1313(1) of the Act, the amount of the penalty is:

(a) if the person is an individual - 12 penalty units; and

(b) if the person is a body corporate - 60 penalty units.

72   Regulation 9.4A.01 (definition of index)

Omit "members of a corporation", substitute "members of a corporation, registered scheme or notified foreign passport fund".

73   Regulation 9.4A.01 (after paragraph (c) of the definition of register)

Insert:

(ca) register of members of a notified foreign passport fund;

74   Regulation 9.4A.01 (at the end of the definition of register)

Add:

; (e) register of information about relevant interests kept under section 672DA of the Act.

75   Subregulation 9.4A.02(1)

Omit "its registers and index", substitute "the registers and indexes".

76   Subregulation 9.4A.02(2)

Omit "a register or index of the corporation", substitute "a register or index".

77   Subregulation 10.2.189(6)

Omit "registered managed investment scheme", substitute "registered scheme".

78   Schedule 4 (table item 1AA)

Repeal the item, substitute:

79   Schedule 4 (after table item 7)

Insert:

80   Schedule 6 (note to Schedule heading)

Omit "and 5B.3.02", substitute ", 5B.3.02 and 8A.4.10".

81   Clause 6101 of Schedule 6

After "601DC(1)(a) or (b)", insert "or for subparagraph 1213B(5)(a)(i), (ii), (iii) or (iv)".

82   Clause 6203 of Schedule 6

Omit "For paragraph 147(1)(c) or 601DC(1)(c)", substitute "For paragraphs 147(1)(c) and 601DC(1)(c) and for subparagraph 1213B(5)(a)(v)".

83   Clause 6204 of Schedule 6

After "Paragraph 6203(b) does not apply to", insert "the following".

84   Paragraph 6204(a) of Schedule 6

After "if a word", insert "or phrase".

85   Paragraph 6204(a) of Schedule 6

Omit "incorporated or registered; and", substitute "incorporated or registered;".

86   Paragraph 6204(b) of Schedule 6

After "if the word", insert "in that item".

87   At the end of clause 6204 of Schedule 6

Add:

; (c) item 6316AA of Part 3 if the phrase in that item is included in the name of a foreign passport fund in relation to which a notice of intention has been lodged under section 1213 of the Act (which deals with notices of intention to offer interests in a foreign passport fund).

88   Part 3 of Schedule 6 (after table item 6316)

Insert:

89   Clause 101 of Schedule 10 (paragraph (b) of the definition of advice fee)

Omit "managed investment product", substitute "collective investment product".

90   Clause 101 of Schedule 10 (paragraph (b) of the definition of buy-sell spread)

Omit "managed investment product", substitute "collective investment product".

91   Clause 101 of Schedule 10

Insert:

collective investment product means a managed investment product or a foreign passport fund product.

92   Clause 101 of Schedule 10 (paragraph (b) of the definition of exit fee)

Omit "managed investment product", substitute "collective investment product".

93   Clause 101 of Schedule 10 (definition of performance)

Omit "managed investment product" (wherever occurring), substitute "collective investment product".

94   Clause 101 of Schedule 10 (definition of performance fee)

Omit "managed investment product", substitute "collective investment product".

95   Clause 101 of Schedule 10 (definition of special request fees)

Omit "managed investment product", substitute "collective investment product".

96   Clause 101 of Schedule 10 (paragraph (b) of the definition of switching fee)

Omit "managed investment product" (wherever occurring), substitute "collective investment product".

97   Subclauses 102(1) and (2) of Schedule 10

Omit "managed investment product", substitute "collective investment product".

98   Division 2 of Part 2 of Schedule 10 (heading)

Omit " managed investment products ", substitute " collective investment products ".

99   Clause 202 of Schedule 10 (heading)

Omit " managed investment products ", substitute " collective investment products ".

100   Clause 202 of Schedule 10 (table heading)

Omit " managed investment product ", substitute " collective investment product ".

101   Clause 202 of Schedule 10 (table, subheading "Fees when your money moves in or out of the managed investment product")

Omit " managed investment product ", substitute " product ".

102   Clause 202A of Schedule 10 (heading)

Omit " managed investment products ", substitute " collective investment products ".

103   Clause 202A of Schedule 10 (table heading)

Omit " managed investment product ", substitute " collective investment product ".

104   Clause 202A of Schedule 10 (table, subheading "Fees when your money moves in or out of the managed investment product")

Omit " managed investment product ", substitute " product ".

105   Clause 203 of Schedule 10 (example)

Omit "managed investment product", substitute "collective investment product".

106   Subclause 204(7) of Schedule 10

Repeal the subclause, substitute:

(7) A cost or amount paid or payable must include (if applicable):

(a) for each collective investment product:

(i) GST, after being reduced by any reduced input tax credits; and

(ii) stamp duty; and

(b) for each collective investment product offered by an Australian passport fund or a notified foreign passport fund:

(i) any indirect taxes equivalent to GST that are payable in another jurisdiction, after being reduced by any applicable tax credits that are available in that jurisdiction; and

(ii) any duties equivalent to stamp duty that are payable in another jurisdiction.

107   Subclause 205(1)(b) of Schedule 10

Omit "managed investment products", substitute "collective investment products".

108   Clause 209 of Schedule 10

Omit "managed investment product" (first occurring), substitute "collective investment product".

109   Paragraph 209(a) of Schedule 10

Omit "managed investment products", substitute "collective investment products".

110   Subparagraph 209(b)(i) of Schedule 10

Omit "managed investment product", substitute "collective investment product".

111   Clause 212 of Schedule 10 (heading)

Omit " Managed investment products ", substitute " Collective investment products ".

112   Clause 212 of Schedule 10

Omit "managed investment product", substitute "product".

113   Clause 212 of Schedule 10

Omit "managed investment products", substitute "products offered by managed investment schemes".

114   Subclause 217(1) of Schedule 10

Omit "managed investment product", substitute "collective investment product".

115   Clause 218A of Schedule 10 (heading)

Omit " managed investment product ", substitute " collective investment product ".

116   Subclause 219(1) of Schedule 10

Omit "managed investment product", substitute "collective investment product".

117   Subclause 301(4) of Schedule 10

Omit "managed investment product", substitute "collective investment product".

118   Subclause 303(2) of Schedule 10 (heading)

Repeal the heading, substitute:

Collective investment products

119   Paragraph 303(2)(c) of Schedule 10

Omit "managed investment product", substitute "collective investment product".

120   Item 3.1 of Schedule 10BA (subsection 1017H(4) of the Corporations Act 2001)

Repeal the subsection, substitute:

Short-Form PDS not to be given for certain products

(4) Subsection (1) does not apply in relation to the following:

(a) a general insurance product;

(b) a managed investment product in relation to an Australian passport fund;

(c) a foreign passport fund product.

(5) To avoid doubt, nothing in Division 5AB of Part 7.9 of the regulations or in Part 3 of Schedule 10BA to the regulations permits a regulated person to give a Short-Form PDS or a Supplementary Short-Form PDS in relation to a financial product mentioned in subsection (4).

121   Paragraph 6(3)(d) of Schedule 10E

Omit"registered managed investment schemes", substitute "registered schemes".

122   Subclauses 9(1), (2) and (3) of Schedule 10E

Omit "registered managed investment" (wherever occurring), substitute "registered".

Schedule 2   Amendments of other regulations

ASIC Supervisory Cost Recovery Levy Regulations 2017

1   Subsection 4(1)

Insert:

Australian member :

(a) in relation to a notified foreign passport fund - has the same meaning as in the Corporations Act 2001; and

(b) in relation to a regulated former notified fund - means a person who either:

(i) holds an interest in the fund that was acquired in this jurisdiction (within the meaning of the Corporations Act 2001); or

(ii) is ordinarily resident in this jurisdiction (within the meaning of the Corporations Act 2001) and holds an interest in the fund.

operator :

(a) in relation to a notified foreign passport fund - has the same meaning as in the Corporations Act 2001; and

(b) in relation to a regulated former notified fund:

(i) if the fund is a regulated CIS - has the same meaning as in the Passport Rules for this jurisdiction; and

(ii) if the fund is no longer a regulated CIS - the entity or entities in control of the fund.

regulated CIS has the same meaning as in Chapter 8A of the Corporations Act 2001.

regulated former notified fund means a fund described in paragraph 5C(2)(b) or (c).

unregistered managed investment scheme is a managed investment scheme that is not:

(a) a registered scheme; or

(b) a notified foreign passport fund; or

(c) a regulated former notified fund.

2   Subsection 4(1) (definition of securities)

Repeal the definition.

3   Section 5C

Before "For the purposes of paragraph (h)", insert "(1)".

4   At the end of section 5C

Add:

(2) For the purposes of paragraph (h) of the definition of regulated entity in section 7 of the Act, the following classes of persons are prescribed:

(a) the operators of notified foreign passport funds;

(b) the operators of regulated CIS that:

(i) have been removed as notified foreign passport funds under Division 2 of Part 8A.7 of the Corporations Act 2001; and

(ii) still have protected members for the purposes of regulation 8A.7.20 of the Corporations Regulations 2001;

(c) the operators of funds that:

(i) have ceased to be regulated CIS; and

(ii) have been removed as notified foreign passport funds under Division 2 of Part 8A.7 of the Corporations Act 2001; and

(iii) still have protected members for the purposes of regulation 8A.7.20 of the Corporations Regulations 2001.

5   At the end of section 15

Add:

(4) In this section:

prescribed financial market has the same meaning as in the Corporations Act 2001.

quoted , in relation to securities, means quoted on a prescribed financial market.

securities has the meaning given by subsection 92(3) of the Corporations Act 2001 for the purposes of Chapters 6 to 6CA of that Act (disregarding Chapter 6C of that Act).

6   At the end of section 19

Add:

(9) In this section:

securities has the meaning given by subsection 92(3) of the Corporations Act 2001 for the purposes of Chapters 6 to 6CA of that Act (disregarding Chapter 6C of that Act).

7   After section 35

Insert:

35A Operators of notified foreign passport funds and regulated former notified funds

(1) A leviable entity forms part of the operators of notified foreign passport funds and regulated former notified funds sub-sector in a financial year if, at any time in the financial year, the entity is the operator of:

(a) a notified foreign passport fund; or

(b) regulated former notified fund.

Levy component

(2) The amount of a leviable entity's levy component in respect of the sub-sector for the financial year is the sum of:

(a) the minimum levy component for the sub-sector; and

(b) the graduated levy component for the entity for the sub-sector.

Note: For the graduated levy component, see section 10.

Entity metric

(3) If the leviable entity is the operator of a notified foreign fund, the leviable entity's entity metric for the sub-sector for the financial year is the total value of Australian assets in all notified foreign passport funds operated by the entity at the end of the financial year, disregarding:

(a) any assets that are an interest in another notified foreign passport fund operated by the entity; and

(b) any assets that are an interest ina regulated former notified fund operated by the entity; and

(c) if the entity also forms part of the wholesale trustees sub-sector - any assets that are an interest in an unregistered managed investment scheme issued by the entity.

(4) If the leviable entity is the operator of a regulated former notified fund, the leviable entity's entity metric for the sub-sector for the financial year is the total value of Australian assets in all regulated former notified funds at the end of the financial year, disregarding:

(a) any assets that are an interest in another regulated former notified fund operated by the entity; and

(b) any assets that are an interest in a notified foreign passport fund operated by the entity; and

(c) if the entity also forms part of the wholesale trustees sub-sector - any assets that are an interest in an unregistered managed investment scheme issued by the entity.

(5) For the purposes of this section:

redemption price of an interest in a notified foreign passport fund or regulated former notified fund at a particular time is the amount that would be the redemption price for the interest at that time under subsection 50(1) of the Passport Rules for this jurisdiction if that subsection applied to the operator in relation to the fund, assuming that:

(a) the member who holds the interest makes a request, immediately before that time, for a redemption of the interest; and

(b) the amount is calculated using a valuation of the assets of the fund at that time; and

(c) redemption fees and transaction costs associated with redemption are ignored.

total value of Australian assets in a notified foreign passport fund or regulated former notified fund at a particular time is an amount equal to the sum of what would be the redemption prices of all interests in the fund held by Australian members of the fund at that time, if those interests were redeemed at that time.

(6) However:

(a) there is a pro-rata of the entity metric for the sub-sector for the financial year; and

(b) for the purposes of section 11, the number of counted days is the number of days in the financial year on which the leviable entity is:

(i) if the leviable entity is an operator of a notified foreign passport fund - the operator of the fund; or

(ii) if the leviable entity is an operator of a regulated former notified fund - the operator of the fund as a notified foreign passport fund ora regulated former notified fund.

(6) The minimum levy component for the sub-sector is $1,000.

8   At the end of subsection 37(5)

Add:

; and (c) if the entity also forms part of the operators of notified foreign passport funds and regulated former passport funds sub-sector in the financial year - any assets that are an interest in a notified foreign passport fund or a regulated former notified fund issued by the entity.

9   At the end of section 48

Add:

(4) For the purposes of paragraph (3)(a), securities has the meaning given by section 761A of the Corporations Act 2001 for the purposes of Chapter 7 of that Act (disregarding Part 7.11 of that Chapter).

10   At the end of section 51

Add:

(4) For the purposes of paragraph (3)(a), securities has the meaning given by section 761A of the Corporations Act 2001 for the purposes of Chapter 7 of that Act (disregarding Part 7.11 of that Chapter).

11   At the end of section 67

Add:

(5) In this section:

securities has the meaning given by section 761A of the Corporations Act 2001 for the purposes of Chapter 7 of that Act (disregarding Part 7.11 of that Chapter).

12   Schedule 1 (after table item 25)

Insert:

Australian Securities and Investments Commission Regulations 2001

13   Subregulation 8AAA(2) (after table item 16)

Insert:

14   After paragraph 45(b)

Insert:

(ba) each obligation arising from a contract to transfer a financial product mentioned in paragraph 764A(1)(bb) of the Corporations Act;

Corporations (Fees) Regulations 2001

15   Regulation 1B

Insert:

Passport Rules for this jurisdiction has the same meaning as in the Corporations Act.

16   Schedule 1 (after table item 79)

Insert:

17   Schedule 1 (table item 80, column 1, paragraph (a))

Omit "or 8", substitute ", 8 or 8A".

18   Schedule 1 (table item 146, column 1, paragraph (a))

After "mentioned in section 1015B", insert ", other than a Product Disclosure Statement lodged under paragraph 1212(2)(b) with an application to register an Australian passport fund, or under paragraph 1213(2)(b) with a notice of intention to offer interests in a foreign passport fund".

19   Schedule 2 (table items 3 and 4)

Repeal the items, substitute:

20   Schedule 2 (table item 5)

Omit "or registered scheme", substitute ", registered scheme or notified foreign passport fund".

21   Schedule 2 (after table item 7)

Insert:

22  Schedule 2 (after table item 12)

Insert:

23   Schedule 2 (table items 15 and 16)

Omit "or registered scheme", substitute ", registered scheme or notified foreign passport fund".

24   Schedule 2 (after table item 19)

Insert:

25   Schedule 2 (table item 22)

Omit "a corporation or a registered scheme, or a director or secretary of a company,", substitute "a corporation, registered scheme or a notified foreign passport fund, or a director or secretary of a company or of the operator of a notified foreign passport fund,".

26   Schedule 2 (after table item 23)

Insert:

Corporations (Review Fees) Regulations 2003

27   Subregulations 4(1) to (4)

Omit "company or registered scheme" (wherever occurring), substitute "company, registered scheme or notified foreign passport fund".

28   Subregulation 4(4) (note)

Omit "company or scheme", substitute "company, scheme or fund".

29   Subregulation 4(6)

Omit "company or registered scheme" (first occurring), substitute "company, registered scheme or notified foreign passport fund".

30   Subregulation 4(6) (definition of previous indexable amount)

Omit "company or registered scheme", substitute "company, registered scheme or notified foreign passport fund".

31   Subregulation 4(7)

Omit "a company or a registered scheme", substitute "a company, registered scheme or notified foreign passport fund".

32   Paragraph 5(1)(a)

Omit "a company or responsible entity of a registered scheme", substitute "a company, responsible entity of a registered scheme or operator of a notified foreign passport fund".

33   Paragraphs 5(1)(a) and (b)

Omit "company or scheme", substitute "company, scheme or fund".

34   Part 1 of Schedule 1 (table, heading to column headed "Company, registered scheme or person")

After " registered scheme ", insert " , notified foreign passport fund ".

35   Part 1 of Schedule 1 (table item 104)

After "A registered scheme", insert "or notified foreign passport fund".

36   Part 1 of Schedule 1 (after table item 105)

Insert:

37   Part 1A of Schedule 1 (table, heading to column headed "Company, registered scheme or person")

After " registered scheme ", insert " , notified foreign passport fund ".

38   Part 1A of Schedule 1 (table item 104)

After "A registered scheme", insert "or notified foreign passport fund".

National Consumer Credit Protection Regulations 2010

39   Item 3.4 of Schedule 3 (definition of securitisation product)

Omit "within the meaning of section 9 of the Corporations Act 2001", substitute "within the meaning of the Corporations Act 2001".

Tax Agent Services Regulations 2009

40   After paragraph 13(1)(f)

Insert:

(fa) a service provided by an operator of a notified foreign passport fund or a related entity of the operator to the fund, or a member of the fund, in relation to the fund;

Schedule 3   Forms under the Corporations Regulations 2001

Corporations Regulations 2001

1   Schedule 2 (Forms 603 to 605)

Repeal the forms, substitute: