Corporate Finance Update - Issue 25

Issue 25, October 2025

Blackout period for members’ meetings

We recommend companies avoid holding members’ meetings between Monday 15 December 2025 to Friday 9 January 2026 (inclusive). 

This view is based on the requirements in section 249S of the Corporations Act 2001 that companies must give members ‘a reasonable opportunity to participate in the meeting’ and hold the meeting ‘at a time that is reasonable’.

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Remaking foreign securities disclosure relief

Following consultation earlier this year, ASIC has remade relief for offers of foreign securities and interests to Australian investors, and re-issued Regulatory Guide 72 Foreign securities: Disclosure relief (RG 72). 

We have granted conditional relief for: 

• rights issues by foreign companies where the securities are in the same class as those already held by Australian investors 
• foreign scrip bids and schemes of arrangement, and 
• foreign companies making 20 or fewer offers in Australia in any 12-month period. 

Additionally, relief has been granted from the advertising restrictions for advertisements and other notices that are aimed at foreign markets and only incidentally published in Australia. 

The following legislative instruments commenced operation on 24 September 2025: 

• ASIC Corporations (Foreign Rights Issues) Instrument 2025/611 
• ASIC Corporations (Foreign Scrip Bids) Instrument 2025/612 
• ASIC Corporations (Compromises or Arrangements) Instrument 2025/613 
• ASIC Corporations (Foreign Small Scale Offers) Instrument 2025/614 
• ASIC Corporations (Foreign Securities—Incidental Advertising) Instrument 2025/615  
• ASIC Corporations (Foreign Securities—Publishing Notices) Instrument 2025/616. 

The instruments largely replicate the predecessor instruments that were scheduled to sunset on 1 October 2025, with the following changes:  

• a reworded declaration in ASIC Instrument 2025/614 to avoid ambiguity about when it applies and who it applies to
• a consolidated exemption for authors and publishers in ASIC Instrument 2025/615, and
• removing definitions that are now contained in the Corporations Act 2001. 

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Pre-lodgement trial for IPOs

Entities listing on ASX via the fast-track process have access to a shorter initial public offering (IPO) timetable as part of a two-year trial. 

Pathfinder prospectuses submitted for review under the trial should be in near-final form and prepared to a standard that does not differ in any material respect from the lodged prospectus —except for final pricing, offer amount, and related financial metrics. This includes, for example, the actual (or a reasonable estimate or range of) funds raised to be applied to vendor sell-down. 

If a pathfinder prospectus does not meet this ‘final form’ standard, we may stop our review, which could delay the issuer’s timetable. 

To help us assess the effectiveness of this trial, participants will be invited to complete a short email questionnaire after their IPO. 

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Making it easier to meet statutory dispatch requirements

We have updated the ASIC Portal to enable users to prepare and download compulsory acquisition and buy-out notices under Chapter 6A of the Corporations Act 2001 before lodgement.  

This enhancement addresses compliance challenges under sections 661B, 662B, 663B, 664C, and 665B which require the respective notices to be dispatched within two days of lodgement. Ordinarily, the ASIC Portal generates notices after lodgement, which can make it challenging to print and send out such notices within the two-day statutory timeframe—particularly if there are many remaining shareholders.  

The update aims to mitigate those logistical issues. Additional guidance on the process is detailed in the ASIC Portal. 

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Moving towards streamlined digital lodgement

We now accept electronic signatures on all ASIC forms, making it easier to manage signing via phone or tablet and improving overall flexibility.  

Where an electronic signature is used in place of a handwritten signature, it must be either:  

• physically signed on a touchscreen device (e.g. by a stylus or finger), or  
• an image of the person’s handwritten signature digitally inserted.  

Electronic signatures cannot be used on documents attached to ASIC forms if the document is: 

• a certified true copy, or 
• a solemn document (such as an affidavit or statutory declaration) signed in a jurisdiction where electronic signing is not legally permitted. 

In response to stakeholder feedback, we have also enabled an additional 12 forms for email lodgement, offering a faster and more convenient channel. Paper lodgement remains available for those who prefer the existing postal option.  

We plan to enable more forms for email lodgement in coming months.  

See the forms that can be lodged by email and more information about how to lodge them. 

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