Corporate Collective Investment Vehicle
With local managers finding themselves competing for capital with their offshore counterparts and overseas investors unfamiliar with unit trusts, the Australian Federal Government pledged to introduce new Corporate Collective and Limited Partnership Investment Vehicles that will help to address those issues.
On 10 February 2022, after nearly five years of public consultation, the Corporate Collective Investment Framework and Other Measures Bill 2021 (the CCIV Bill) was passed by Parliament, meaning the Corporate Collective Investment Vehicle – one of the two forms of collective investment vehicle (CIV) that the Federal Government pledged to develop as part of the 2016-2017 budget – will finally commence on 1 July 2022.
Allens has been actively tracking the development of the new CIVs since the release of the Board of Taxation's report in 2015, publishing regular updates and analyses. We have been heavily involved in the consultation process and have made detailed submissions on each draft of the CCIV legislation (both in our own name and through our involvement with industry bodies), and on ASIC's new and revised guidance. The purpose of this microsite is to act as a forum for all things CCIV: legislation and materials, submissions, and publications. We hope you find it useful and, if you have any questions, please feel free to contact one of our team.
23 November 2022
The Treasury Laws Amendment (Modernising Business Communications and Other Measures) Bill 2022 was introduced into parliament on 23 November 2022. The bill proposes several technical amendments to the Corporations Act 2001 (Cth) to extend the application of listing and disclosure-related obligations which currently apply to listed companies and listed managed investment schemes to CCIVs. Under the CCIV regime, individual retail CCIVs with a single sub-fund may be listed on a prescribed market, and those CCIVs may elect whether to list the CCIV itself or the sub-fund on that market.
In particular, the amendments ensure that, regardless of whether the CCIV itself or the sub-fund is listed:
- the same disclosure obligations will apply; and
- the CCIV (as the legal entity) has ultimate responsibility for compliance with legislative requirements, including the continuous disclosure requirements under Chapter 6CA of the Corporations Act.
16 November 2022
On 15 November 2022, the ASIC Corporations (Amendment) Instrument 2022/0940 came into effect (the Instrument). The Instrument amends 15 existing ASIC instruments to account for the CCIV regime, with a view to establishing regulatory parity between the framework for CCIVs and that which currently applies to managed investment schemes. The amendments made pursuant to the Instrument extend equivalent relief to CCIVs and include such matters as modifying CCIV constitutions, relief from the duties of a corporate director of a CCIV in Part 8B.3 of the Act, and from particular disclosure requirements in relation to the issues of shares by ASX-listed sub-funds and retail CCIVs. The stated aim of the Instrument is to allow ease of adoption for fund managers who may wish to establish CCIVs, and to ensure efficient operation of the domestic funds management industry.
6 October 2022
On 6 October 2022, ASIC released the following updated regulatory guides to address the CCIV regime: Regulatory Guide 131: Funds management: Establishing and registering a fund, Regulatory Guide 134 Funds Management: Constitutions, Regulatory Guide 240: Hedge funds: improving disclosure, and Regulatory Guide 259: Risk management systems of fund operators. The existing regulatory guides were updated to support the implementation of the CCIV regime, including the licensing and other requirements which came into effect on 1 July 2022 when the CCIV regime commenced. The associated instruments to these regulatory guides are yet to be updated by ASIC (with the exception of ASIC Corporations (Financial Requirements for Corporate Directors of Retail Corporate Collective Investment Vehicles) Instrument 2022/449 which was released in July this year to outline the financial resource requirements for corporate directors of retail CCIVs).
31 March 2022
On 31 March 2022, the Corporations and Other Legislation Amendment (Corporate Collective Investment Vehicle Framework) Regulations 2022 (CCIV Regulations) was registered. The CCIV Regulations make amendments to the Australian Securities and Investments Commission Regulations 2001, the Corporations Regulations 2001 and the Personal Property Securities Regulations 2010, and support the operation of the CCIV Act. In particular, the CCIV Regulations provide for, among other matters, the prohibition on circular cross-investment between sub-funds of a CCIV, minimum standards and requirements for the custody of a CCIV's assets and the short form PDS regime for simple sub-fund products. The CCIV Regulations will commence on 1 July 2022 in line with the CCIV Act.
17 March 2022
Today ASIC released consultation paper 360 'Corporate collective investment vehicles: Preparing for the commencement of the new regime', which sets out ASIC's licensing proposals for CCIVs. This includes how ASIC will assess AFSL applications from corporate directors seeking to operate a CCIV, assess AFSL applications from persons seeking to provide financial product advice on and/or deal in CCIV securities, and administer the licensee obligations that will apply to corporate directors. Feedback on CP 360 will close on 14 April 2022.
22 February 2022
Today the Corporate Collective Investment Framework and Other Measures Bill 2021 received royal assent. The CCIV regime can now be found in the Corporate Collective Investment Framework and Other Measures Act 2022.
The Corporate Collective Investment Framework and Other Measures Bill 2021 was passed by both the House of Representatives and the Senate. Following royal assent, the CCIV framework will commence on 1 July 2022.
3 February 2022
Today the Senate Economics Legislation Committee handed down its report on the CCIV Bill. The Committee noted that there was evidence to support the regulatory framework for the CCIV regime and submitters were generally supportive of the aim of the regime. However, submitters had a number of suggestions regarding the tax framework and that the CCIV Bill could be improved in certain aspects. View the Committee's report here.
1 February 2022
On 1 February 2022, the ASX released a consultation paper entitled 'Proposed ASX rule amendments to facilitate the listing of CCIVs and certain other collective investment vehicles on the ASX market and the quotation of their products on the ASX AQUA market'. The paper seeks feedback on the changes proposed by the ASX to the ASX Listing Rules and the AS Operating Rules to, among other matters, facilitate the listing and quotation of CCIVs and sub-funds. Responses to the paper close on 18 March 2022.
21 January 2022
Public consultation on the Corporations and Other Legislation Amendment (Corporate Collective Investment Vehicle Framework) Regulations 2021 and the Corporations and other Legislation Amendment (Corporate Collective Investment Vehicle Framework) Rules 2021 has ended.
21 December 2021
The Corporations and Other Legislation Amendment (Corporate Collective Investment Vehicle Framework) Regulations 2021 and associated Explanatory Statement were released for public consultation today. The draft regulations address requirements for financing reporting and record keeping, arrangements for voting in the context of cross-investment, requirements for custody of CCIV assets and restrictions on cross-investments. Consultation ends on 21 January 2022.
25 November 2021
The Government introduced into Parliament today the Corporate Collective Investment Framework and Other Measures Bill 2021 (the CCIV Bill), which was based on the exposure draft that was released in August 2021. The CCIV Bill contains both the corporate and financial services law to establish and operate a CCIV, and the taxation framework for the CCIV.
27 August 2021
Today Treasury has released the exposure drafts for the tax and regulatory frameworks for CCIV. The drafts address the corporate provisions outlining the establishment of CCIVs and their operational and regulatory requirements, amendments to other legislation to support the implementation of CCIVs, and the tax framework to ensure the CCIVs align with the existing AMIT regime. Consultation closes on 24 September 2021.