I, Leah Sciacca, delegate of the Australian Securities and Investments Commission, make the following legislative instrument.Date 23 September 2026Leah SciaccaContentsPart 1—Preliminary 41 Name of legislative instrument....................................42 Commencement...............................................43 Authority....................................................44 Schedules....................................................45 Simplified outline of this instrument...............................46 Definitions...................................................5Part 2—Exemptions 87 Charitable investment fundraiser..................................88 People who advise on charitable fundraisers etc.....................109 Conditions..................................................1010 Application for review by Administrative Review Tribunal of certain decisions 16Part 3—Repeal 1711 Repeal......................................................17Schedule 1—Repeals 18ASIC Corporations (Charitable Investment Fundraising) Instrument 2016/813 18
This instrument commences on the day after it is registered on the Federal Register of Legislation.Note: The register may be accessed at www.legislation.gov.au.
Each instrument that is specified in a Schedule to this instrument is amended or repealed as set out in the applicable items in the Schedule concerned, and any other item in a Schedule to this instrument has effect according to its terms.
This instrument deals with charities and trustees of charities (collectively referred to as charitable investment fundraisers) that raise funds to support the charitable purposes of the charity through the issue of debentures or interests in a managed investment scheme.This instrument provides relief:(a) to charitable investment fundraisers from certain disclosure, managed investment scheme, hawking and associated provisions in the Act; and(b) to wholesale charitable investment fundraisers from the requirement to hold an Australian financial services licence for the provision of certain financial services related to the fundraising activities; and(c) to other persons from the requirement to provide a Product Disclosure Statement in relation to a recommendation to acquire, or an offer to arrange the issue of, an interest in a managed investment scheme that is to be issued by a charitable investment fundraiser.The relief is subject to various requirements and conditions.
In this instrument:ACNC means the Australian Charities and Not-for-profits Commission.Act means the Corporations Act 2001.associate, in relation to a charitable investment fundraiser, means any of the following:(a) a body constituted by or under the authority of a decision of the charity or which is controlled by the charity;(b) a person or body that constituted the charity or under whose authority the charity was constituted or that controls the charity;(c) a charity with a charitable purpose (related charitable purpose) which is the same as or similar to the charity;(d) a person acting as a trustee of a trust for the charity or a charity with a related charitable purpose;(e) a member of clergy, employee or voluntary staff member who works for a person mentioned in any of paragraphs (a) to (d);(f) a person undertaking training or education to enable them to be a person mentioned in paragraph (e) who receives money or money’s worth from a person mentioned in any of paragraphs (a) to (e).charitable investment fundraiser means a charity, or a trustee of a charity, that raises funds to support the charitable purposes of the charity through the issue of:(a) debentures; or(b) interests in a managed investment scheme.charitable purpose has the meaning given by the Charities Act 2013.charity has the meaning given by the Charities Act 2013.corresponding relief means, in relation to an exemption in a provision of this instrument, an exemption in any of the following:(a) ASIC Class Order [CO 02/184] (as in force at any time before 1 January 2018);(b) ASIC Instrument 04/0024 dated 15 January 2004 (as in force at any time before 1 January 2018);(c) ASIC Corporations (Charitable Investment Fundraising) Instrument 2016/813 (as in force at any time before commencement of this instrument).Note: ASIC Class Order [CO 02/184] and ASIC Instrument 04/0024 were continued in force until 31 December 2017 by ASIC Corporations (Charitable Investment Fundraising) Instrument 2016/813.identification statement: see paragraph 7(3)(a).measurement requirement means a requirement in an accounting standard that is relevant to working out the cost or other value to be attributed to an asset, liability, revenue, expense or other item that is covered by a recognition requirement.offer includes, in relation to the issue of a financial product, inviting applications for the issue of the financial product.offer documentmeans any document which contains an offer for the issue of interests in a managed investment scheme or debentures in connection with a charitable investment fundraiser.recognition requirement means a requirement in an accounting standard that an asset, liability, revenue, expense or other item is to be expressly reported on, or incorporated in amounts expressly reported on, in a financial statement to which the standard relates.retail clientin relation to:(a) an interest in a managed investment scheme has the same meaning as in sections 761G and 761GA of the Act; and(b) a debenture means a person to whom an offer of the debenture:(i) needs disclosure to investors under Part 6D.2 of the Act; or(ii) does not need disclosure to investors because of subsection 708(1) or 708(14) of the Act; or(iii) does not need disclosure to investors because of an exemption made under paragraph 741(1)(a) of the Act.Note: For example, a person will be a retail client if an offer of debentures to the person would need disclosure to investors under Part 6D.2 of the Act but for the exemption in paragraph 7(1)(b).retail, associated clientmeans, in relation to a charitable investment fundraiser, a retail client which is also an associate of the charitable investment fundraiser.retail charitable investment fundraiser means a charitable investment fundraiser that is not a wholesale charitable investment fundraiser.retail, non-associated clientmeans, in relation to a charitable investment fundraiser, a retail client who is not an associate of the charitable investment fundraiser.sponsor means an entity that has entered into and given to ASIC a deed poll:(a) in favour of each holder of a debenture or interest in a managed investment scheme issued by each charitable investment fundraiser for which the sponsor has accepted for the purposes of this instrument or ASIC Corporations (Charitable Investment Fundraising) Instrument 2016/813 an identification statement; and(b) under which the sponsor covenants to guarantee the performance by the charitable investment fundraiser of its obligations under any debenture or interest in a managed investment scheme to which the identification statement relates, except any debentures or interest issued after revocation of the acceptance for the purposes of this instrument.wholesale charitable investment fundraisermeans a charitable investment fundraiser in relation to which no person holds a debenture or interest in a managed investment scheme issued to them after 31 December 2016 as a retail, non-associated client.
(1) A charitable investment fundraiser does not have to comply with any of the following:(a) subsection 601ED(5) of the Act in relation to the operation of a managed investment scheme;(b) Parts 6D.2 and 6D.3 of the Act in relation to an offer for the issue of a debenture;Note: This also means that the charitable investment fundraiser will not be required to enter into a trust deed under section 283AA of the Act.(c) section 992A of the Act in relation to a debenture or an interest in a managed investment scheme;(d) Divisions 2 and 4 of Part 7.9 and sections 1017B and 1017G of the Act in relation to an interest in a managed investment scheme.
(2) A charitable investment fundraiser that is a wholesale charitable investment fundraiser does not have to comply with subsection 911A(1) of the Act for the provision of any of the following financial services:(a) issuing a debenture or an interest in a managed investment scheme;(b) dealing (other than by way of issue) in financial products where the dealing is:(i) on behalf of any holder of an interest in a managed investment scheme issued by the charitable investment fundraiser; and(ii) in the course of operating the scheme;(c) providing a custodial or depository service where the service is provided:(i) by holding a financial product, or a beneficial interest in a financial product on trust for or on behalf of any holder of an interest in a managed investment scheme issued by the charitable investment fundraiser; and(ii) in the course of operating the scheme;(d) providing general advice that is included in an offer document for debentures or interests in a managed investment scheme.Note: ASICCorporations (Miscellaneous Technical Relief) Instrument 2026/115provides relief from subsections 911A(1) and 911B(1) of the Act to a person who provides financial services on behalf of a person who does not need an Australian financial services licence because of an exemption made under section 926A of the Act.Where the exemptions apply(3) The exemptions in subsections (1) and (2) apply to a charitable investment fundraiser where the following requirements are satisfied:
(a) the fundraiser has had accepted, for the purposes of this instrument or ASIC Corporations (Charitable Investment Fundraising) Instrument 2016/813, a statement (identification statement) that relates to the debenture or interest in the managed investment scheme by:(i) ASIC; or(ii) a sponsor, and the sponsor has not notified the fundraiser in writing that it has revoked the acceptance;Breach reporting requirement(b) if the fundraiser becomes aware of a matter that gives it reason to believe that it has failed or is likely to fail to comply with a condition in section 9:(i) the fundraiser has given full particulars of the matter to ASIC in writing within 15 business days of becoming aware of it; or(ii) the charitable investment fundraiser has received written notification from ASIC that the exemptions in subsections (1) and (2) continue to apply despite the fundraiser not having given ASIC full particulars of the matter in accordance with subparagraph (i); or(iii) the fundraiser has been notified in writing by ASIC that breaches of that kind need not be notified under subparagraph (i), and ASIC has not revoked that notification in writing.Note: Administrative Review Tribunal review rights apply in relation to decisions by ASIC under subparagraphs (ii) and (iii): see section 10.
(1) A person who is not a charitable investment fundraiser does not have to comply with sections 1012A or 1012B of the Act in relation to a recommendation to acquire, or an offer to arrange the issue of, an interest in a managed investment scheme that is to be issued by a charitable investment fundraiser.
(2) The exemption in subsection (1) applies to a person unless the person is aware, or ought reasonably to be aware, that the requirements in subsection 7(3) are not satisfied in relation to the charitable investment fundraiser.
(1) This section applies to a charitable investment fundraiser that relies on an exemption in section 7 in relation to debentures or interests in a managed investment scheme.
(2) The charitable investment fundraiser must ensure that the identification statement in relation to the debentures or interests includes the following information and statements:(a) the identity of the charitable investment fundraiser, including:(i) its full name and ABN (if any); and(ii) particulars of its corporate status (if any), including the legislation under which the fundraiser was incorporated and its incorporation number (if any); and(iii) if the charitable investment fundraiser is a natural person, their date of birth and their address or email address; and(iv) if the charitable investment fundraiser is not a natural person, its address;(b) information identifying which exemptions under section 7 the charitable investment fundraiser intends to rely on and demonstrating how the charitable investment fundraiser meets, or may be expected to meet, all the conditions of the relevant exemptions;(c) whether the charitable investment fundraiser will issue debentures or interests in a managed investment scheme or both, together with a clear identification of any managed investment scheme;(d) if the charitable investment fundraiser proposes to issue:(i) debentures—the financial year for the charitable investment fundraiser; and(ii) interests in a managed investment scheme—the financial year that is to apply for the managed investment scheme;(e) whether the charitable investment fundraiser is or will be required to hold an Australian financial services licence and, if it holds an Australian financial services licence, the licence number for that licence;(f) the charitable purpose of the charitable investment fundraiser, a statement that the issue of the debentures or interests will promote that charitable purpose and information as to how the charitable purpose will be promoted by the issue;(g) the key terms of the debentures or interests, including how each of the following will be determined:(i) any rate of return or distribution;(ii) any fees and costs payable by the holder;(iii) in the case of interests in a managed investment scheme, any fees and costs payable from the assets of the scheme;(h) to whom and through what means the debentures or interests will be offered, including whether any offers are to be made to:(i) people as retail, non-associated clients; or(ii) people as retail, associated clients and whether this may include people who are associates because they are voluntary staff members and, if so, what criteria will be applied in determining if a person is to be treated as a voluntary staff member for the purpose of relying on that person being an associate; or(iii) people who will not acquire the debentures or interests as retail clients and are not associates of the charitable investment fundraiser;(i) whether the charitable investment fundraiser will be required to lodge with the ACNC:(i) audited financial statements for the fundraiser; and(ii) if the fundraiser will issue interests in a managed investment scheme—audited financial statements for the managed investment scheme;(j) if a person other than the charitable investment fundraiser will provide a guarantee for the benefit of, or owe an obligation to, holders of the debentures or interests—the identity of the person and a description of the guarantee or obligation;(k) the types of assets that the charitable investment fundraiser will hold, or that will be held under any managed investment scheme, and particulars of the extent to which any of those assets are or will be held outside Australia;(l) if the identification statement is, or is to be, accepted by a sponsor for the purposes of this instrument, or is accepted by a sponsor for the purposes of ASIC Corporations (Charitable Investment Fundraising) Instrument 2016/813, a statement to that effect, identifying the sponsor, and where a copy of the deed poll for the sponsor can be found.(3) The charitable investment fundraiser must maintain, or arrange for an associate to maintain, a website on which it makes readily publicly accessible the identification statement, as accepted for the purposes of this instrument or ASIC Corporations (Charitable Investment Fundraising) Instrument 2016/813 by ASIC or a sponsor, for 5 years after the last time when the charitable investment fundraiser relied or purported to rely on the acceptance of that identification statement for the purposes of this instrument.(4) The charitable investment fundraiser must take all reasonable steps to ensure that the information in the identification statement is up to date, complete and not misleading at all times.Note: This may require the charitable investment fundraiser to give to ASIC or the sponsor (as relevant) an identification statement that replaces the original identification statement.
(5) The charitable investment fundraiser must ensure that it does not issue, to any person as a retail, non-associated client, a debenture or interest in a managed investment scheme that:(a) has a fixed term of less than 31 days; or(b) has a fixed term at the end of which it is not required that the amount owing in relation to the debenture or interest be paid to the holder unless, if not paid, the debenture or interest will:(i) be subject to a further fixed term of at least 31 days; or(ii) be payable only on a request that provides at least 31 days’ notice; or(c) gives the holder the right to require repayment or redemption (in full or in part) of the debenture or interest by giving less than 31 days’ notice.(6) If the charitable investment fundraiser is a retail charitable investment fundraiser, it must ensure that all debentures and interests in a managed investment scheme that it has issued are held on terms that they may only be repaid or redeemed:(a) if the charitable investment fundraiser has reasonable grounds to believe that if:(i) all repayments and redemptions that it may be required to pay on that day were made; and(ii) all repayments and redemptions that may reasonably be expected to be due on each future day were made on that future day;all holders of debentures and interests would be repaid or redeemed on that day and on each future day in accordance with holders’ entitlements; or(b) in the case of a holder of a debenture or an interest that is an individual—if the charitable investment fundraiser is satisfied that the repayment or redemption would alleviate financial hardship that the holder is suffering or would suffer; or(c) on a winding up of:(i) in the case of a debenture—the charitable investment fundraiser; and(ii) in the case of an interest—the managed investment scheme.(7) The charitable investment fundraiser must only repay or redeem a debenture or interest in accordance with paragraphs (6)(a) to (c).
(8) The charitable investment fundraiser must ensure that an entitlement of a person as a retail, non-associated client to be paid or repaid an amount in relation to a debenture or an interest may only be discharged by:(a) a transfer to an account of the person with an Australian ADI; or(b) a cheque payable only to the person.
(9) A retail charitable investment fundraiser must not refer to any debenture or interest in a managed investment scheme issued in reliance on an exemption in section 7 as being ‘at-call’ or on ‘deposit’ or any other word or expression that is of like import to those terms.
(10) The charitable investment fundraiser must ensure that it does not cause, authorise or permit the issue of any promotional material or offer document that states or implies that any of the following has been approved or examined by ASIC:(a) the charitable investment fundraiser;(b) the debentures or interests;(c) any promotional material or offer document.
(11) The charitable investment fundraiser must not:(a) issue a debenture or interest in a managed investment scheme to a person as a retail client; or(b) accept an additional investment from the holder of a debenture or an interest in a managed investment scheme that was offered or issued in reliance on an exemption in section 7 or corresponding relief;unless the charitable investment fundraiser has disclosed the following in writing to the person that is to hold the debenture or interest:(c) how the investment funds will be used to support the charitable purpose of the charitable investment fundraiser;(d) where the identification statement may be viewed;(e) that the charitable investment fundraiser is required by law to notify investors that the debenture or interest and their offering is not subject to the usual protections for investors under the Act or regulation by ASIC;(f) if the charitable investment fundraiser does not hold an Australian financial services licence, a statement of that fact.(12) The charitable investment fundraiser must ensure that each offer document and all promotional material that it provides, or causes, authorises or permits to be provided, to a person as a retail client in connection with:(a) the issue of a debenture or interest in a managed investment scheme; or(b) the acceptance of an additional investment from the holder of a debenture or an interest in a managed investment scheme that was offered or issued in reliance on an exemption in section 7 or corresponding relief;contain a prominent statement that the charitable investment fundraiser is required by law to notify investors that:(c) the investment is only intended to attract investors whose primary purpose for making their investment is to support the relevant charitable purpose; and(d) investors may be unable to get some or all of their money back when the investor expects or at all; and(e) the investment is not comparable to investments with banks, finance companies or fund managers.
(13) The charitable investment fundraiser must not:(a) issue a debenture or interest in a managed investment scheme in reliance on an exemption in section 7 to a person as a retail, non-associated client; or(b) accept an additional investment from a person as a retail, non-associated client from the holder of a debenture or an interest in a managed investment scheme that was offered or issued in reliance on an exemption in section 7 or corresponding relief;unless the person has signed and provided a statement (separate to any other statement provided, or agreement entered into, by the person) to the charitable investment fundraiser stating that the person understands the disclosures required by subsections (11) and (12).(14) For the purposes of subsection (13), a person is taken to sign a statement if the person would be taken to sign the statement under section 10 of the Electronic Transactions Act 1999 if it applied to that subsection.
(15) The charitable investment fundraiser must, within 6 months after the end of the financial year, prepare financial statements for the financial year:(a) if it has issued debentures in reliance on an exemption in section 7—the charitable investment fundraiser (relevant entity); and(b) if it has issued interests in a managed investment scheme in reliance on an exemption in section 7—the managed investment scheme (relevant entity).(16) The charitable investment fundraiser must ensure that the financial statements of the relevant entity complies with the accounting standards applicable to the relevant entity.(17) The charitable investment fundraiser must, within 6 months after the end of the financial year:(a) have a registered company auditor audit the financial statements and provide an auditor’s report; and(b) give the audited financial statements and auditor’s report to ASIC, unless it is required by law to give the audited financial statements and auditor’s report to the ACNC; and(c) publish, and maintain for at least 3 years, the audited financial statements and auditor’s report at a web address accessible by a direct link from the web address where the relevant identification statement is or was most recently published.
(1) Subject to subsection (2), an application may be made to the Tribunal for review of a decision made by ASIC under subparagraph 7(3)(b)(ii) or (iii).(2) An application under subsection (1) may only be made by the charitable investment fundraiser in respect of which ASIC made the decision.(3) ASIC must take such steps as are reasonable in the circumstances to give to a charitable investment fundraiser which may make an application for review of a decision under subsection (1) notice, in writing or otherwise:(a) of the making of the decision; and(b) of the right of the charitable investment fundraiser to have the decision reviewed by the Tribunal.(4) A failure to comply with subsection (3) does not affect the validity of the decision.(5) In this section:decision and Tribunal have the same meaning as in the Administrative Review Tribunal Act 2024.