ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 (Cth)

ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547

About this compilation

Compilation No. 7

This is a compilation of ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 as in force on 1 September 2023. It includes any commenced amendment affecting the legislative instrument to that date.

This compilation was prepared by the Australian Securities and Investments Commission.

The notes at the end of this compilation (the endnotes) include information about amending instruments and the amendment history of each amended provision.

Contents

Part 1—Preliminary 1 Name of legislative instrument 3 Authority 4 Definitions 5 Interpretation Part 2—Exemptions 6 Exemptions for issuers 7 Requirements 8 Conditions 9 Exemptions for other regulated persons Part 3—Transitional 10 Existing purchase plans Endnotes Endnote 1—Instrument history Endnote 2—Amendment history

Part 1—Preliminary

1 Name of legislative instrument This is the ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547.

3 Authority This instrument is made under subsections 741(1) and 1020F(1) of the Corporations Act 2001.

4 Definitions In this instrument: Act means the Corporations Act 2001. ASX means ASX Limited. current and previous plan purchases, in relation to an application for shares or interests under a purchase plan, means: (a) the shares or interests the subject of the application; (b) any other shares or interests in the class applied for under the purchase plan or any shares or interests in the class issued under a similar arrangement in the 12 months before the application; (c) any other shares or interests in the class which the holder has instructed a custodian to acquire on their behalf under the purchase plan; (d) any other shares or interests in the class issued to a custodian under an arrangement similar to the purchase plan in the 12 months before the application as a result of an instruction given by the holder to the custodian or another custodian and which resulted in the holder holding beneficial interests in the shares or interests. custodial or depository service has the meaning given by section 766E of the Act (disregarding subsection (3) of that section). Note: Subsection 766E(3) is modified in relation to CCIVs: see section 1241E custodian means a person that provides a custodial or depository service in relation to shares of a body or interests in a registered scheme and who: (a) holds an Australian financial services licence covering the provision of a custodial or depository service; (b) is exempt from the requirement to hold an Australian financial services licence covering the provision of a custodial or depository service; (c) holds an Australian financial services licence covering the operation of an IDPS or is a responsible entity of an IDPS-like scheme; (d) is a trustee of a self-managed superannuation fund or a superannuation master trust; or (e) is a registered holder of shares or interests in the class and is noted on the register of members of the body or scheme as holding the shares or interests on account of another person. Note: If the shares are in a CCIV, the register of members must show additional information about the sub-fund of the CCIV to which each share is referable: section 1222ZB. custodian offer means an offer to a registered holder to the extent that it is of the kind referred to in paragraph (b) of the definition of purchase plan. excluded order means a technical relief instrument to the extent it is made under section 340 or 341 of the Act. Note: ASIC Corporations (Disregarding Technical Relief) Instrument 2016/73 notionally inserts a definition of technical relief instrument in section 9 of the Act. IDPS and IDPS-like scheme have the same meanings as in ASIC Corporations (Investor Directed Portfolio Services) Instrument 2023/669 and ASIC Corporations (Investor Directed Portfolio Services Provided Through a Registered Managed Investment Scheme) Instrument 2023/668 respectively. instruction includes a direction or request. purchase plan, in relation to shares in a body or interests in a registered scheme, means an arrangement under which: (a) an offer is made to each registered holder of shares or interests in the class on a date determined by the issuer, and whose address (as recorded in the register of members) is in a place in which, in the reasonable opinion of the issuer, it is lawful and practical for the issuer to offer and issue shares or interests to that person; (b) an offer may enable a registered holder who is a custodian to acquire shares or interests on behalf of a person (the beneficiary) on whose behalf the custodian is holding shares or interests in the class; (c) each offer is made on: (i) the same terms and conditions: (A) to the extent that it is an offer to a registered holder to acquire shares or interests on their own behalf; and (B) to the extent (if any) it is an offer to a registered holder to acquire shares or interests as a custodian on behalf of a beneficiary; and (ii) a non-renounceable basis; (d) if offers of the kind are referred to in sub-subparagraph (c)(i)(B) are made—the terms and conditions on which a registered holder may acquire shares or interests on their own behalf or as a custodian on behalf of a beneficiary are nearly as practicable the same; (e) the issue price of the shares or interests is less than the market price of the shares or interests during a specified period in the 30 days before either the date of the offer or the date of the issue; and (f) the total application price for the shares or interests acquired: (i) by a person on their own behalf; and (ii) by a custodian on behalf of the person; and (iii) by a custodian in relation to which another custodian holds beneficial interests in the shares or interests on behalf of the person, in any 12-month period does not exceed $30,000. registered holder means a person recorded in: (a) the register of members of a body as a member of the body; or (b) the register of members of a registered scheme as a member of the scheme. regulated superannuation fund has the same meaning as in the Superannuation Industry (Supervision) Act 1993. self-managed superannuation fund has the meaning given by section 17A of the Superannuation Industry (Supervision) Act 1993. superannuation master trust means a regulated superannuation fund under which: (a) a member of the fund gives, or is entitled to give, an instruction that a particular financial product is to be acquired; and (b) if the member gives such an instruction, the trustee, or a custodian who holds financial products on behalf of the trustee, must (subject to any discretion they have to refuse) acquire the financial product; and (c) if the trustee or custodian acquires the financial product in accordance with an instruction given by the member—the member is to have rights or benefits calculated by reference to dividends or other benefits derived from the product.