ASIC’s regulation report (July to December 2019)

On 20 April 2020, ASIC released its half-yearly report REP 659 ASIC regulation of corporate finance: July to December 2019 (REP 659) providing key transaction statistics for the period and the regulatory relief measures applicable to fundraisings, annual meetings and financial reporting during the COVID-19 crisis.  In this regard, REP 659 is a timely update on the evolving regulatory landscape and provides guidance on key focus areas if you are considering a capital raising, merger or acquisition transactions.

In summary, REP 659 covers the following recent corporate developments in response to COVID-19:

  • ASIC’s class order relief for ‘low doc’ capital raisings allowing certain listed companies to make ‘low doc’ placements, rights issues and share purchase plans;
  • ASX’s various class waivers from the ASX Listing Rules aimed at facilitating emergency capital raisings;
  • ASIC’s formal ‘no action’ position against listed and unlisted companies with 31 December balance dates in postponing their Annual General Meetings for two months;
  • ASIC’s extension to the deadline for unlisted entities to lodge financial reports by one month for balance dates from 31 December 2019 to 31 March 2020; and
  • ASIC’s support of companies using appropriate technology (including online participation by members) to hold their Annual General Meetings.

We have discussed some of the above measures in our recent articles ASX And ASIC Implement Temporary Emergency Capital Raising Relief Measures and A Guide To Holding General Meetings In A COVID-19 World.

REP 659 also sets out key statistics from ASIC’s oversight of corporate finance and governance issues during the second half of 2019.  In particular, these observations disclose ASIC’s continuing focus on the following matters:

  • disclosure of director qualifications and history, and risks in prospectuses;
  • deficient financial information in a rights issue prospectus, and instances where ASIC may put a stop order on that prospectus if there are material unresolved issues with the accounts; and
  • impairment of non-financial assets and appropriate accounting treatment of these assets in full-year financial reports.

Other topics covered in REP 659 include an inside look at mining and exploration IPOs, control transactions, climate change disclosure and oversight of non-financial risk (such as information flows) by boards.

REP 659 will be the last of its kind – going forward, ASIC will provide quarterly updates in the form of a newsletter.  ASIC will also not conduct its half-yearly Corporate Finance Liaison meetings (due to be held in April and May this year) because of the restrictions on public gatherings during the pandemic.

Have queries about capital raising and merger and acquisition transactions? Please don’t hesitate to contact the authors David Woodford and Ha Dinh on 03 8621 8888 or reach them by email at or, respectively.