{"id":"F2026L00339","name":"ASIC Corporations (Approved Foreign Markets—Buy-backs and Takeovers) Instrument 2026/104","slug":"asic-corporations-approved-foreign-markets-buy-backs-and-takeovers-instrument-2026-104","collection":"legislative_instrument","jurisdiction":"commonwealth","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":107903,"registerId":"commonwealth-F2026L00339-current","compilationNumber":null,"startDate":"2026-04-03","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"ASIC Corporations (Approved Foreign Markets—Buy-backs and Takeovers) Instrument 2026/104","content":"![Commonwealth Coat of Arms and ASIC logo](image.001.png)\n\nASIC Corporations (Approved Foreign Markets—Buy-backs and Takeovers) Instrument 2026/104\n\nI, Amanda Zeller, delegate of the Australian Securities and Investments Commission, make the following legislative instrument.\n\nDate 23 March 2026\n\nAmanda Zeller\n\nContents\n\nPart 1—Preliminary 3\n\n1 Name of legislative instrument....................................3\n\n2 Commencement...............................................3\n\n3 Authority....................................................3\n\n4 Schedule.....................................................3\n\n5 Simplified outline of this instrument...............................3\n\n6 Definitions...................................................4\n\nPart 2—Declaration 5\n\n7 On–market buy-back—approved overseas financial markets............5\n\nPart 3—Approval 6\n\n8 Acquisition through a foreign listed company—approval of foreign bodies conducting a financial market 6\n\nPart 4—Repeal 7\n\n9 Repeal.......................................................7\n\nSchedule 1—Repeals 8\n\nASIC Corporations (Approved Foreign Markets—Buy-backs and Takeovers) Instrument 2015/1071 8\n\nPart 1—Preliminary\n\n1 Name of legislative instrument\n\nThis is the ASIC Corporations (Approved Foreign Markets—Buy-backs and Takeovers) Instrument 2026/104.\n\n2 Commencement\n\nThis instrument commences on the later of:\n\n(a) the day after it is registered on the Federal Register of Legislation; and\n\n(b) 1 April 2026.\n\n> Note: The register may be accessed at www.legislation.gov.au.\n\n3 Authority\n\nThis instrument is made under subsection 11(4) of the Australian Securities and Investments Commission Act 2001 for the purposes of:\n\n(a) subsection 257B(7) of the Corporations Act 2001; and\n\n(b) item 14 of the table in section 611 of that Act.\n\n4 Schedule\n\nEach 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.\n\n5 Simplified outline of this instrument\n\nThis instrument is made for the purposes of certain buy-back and takeover provisions of the Act. It:\n\n(a) declares that an approved foreign market is an approved overseas market for the purposes of subsection 257B(7) of the Act (dealing with when a buy-back is an on-market buy-back); and\n\n(b) approves a foreign body conducting an approved foreign market for the purposes of item 14 of the table in section 611 of the Act. Item 14 provides an exemption from the 20% acquisition limit in section 606 of the Act.\n\n6 Definitions\n\nIn this instrument:\n\nAct means the Corporations Act 2001.\n\napproved foreign market has the same meaning as in section 5 of ASIC Corporations (Definition of Approved Foreign Market) Instrument 2017/669.\n\nPart 2—Declaration\n\n7 On–market buy-back—approved overseas financial markets\n\nASIC declares that each approved foreign market is an approved overseas financial market for the purposes of subsection 257B(7) of the Act.\n\n  \n\nPart 3—Approval\n\n8 Acquisition through a foreign listed company—approval of foreign bodies conducting a financial market\n\nASIC approves each foreign body conducting an approved foreign market for the purposes of item 14 of the table in section 611 of the Act.\n\n  \n\nPart 4—Repeal\n\n9 Repeal\n\nThis instrument is repealed at the start of 1 April 2031.\n\n  \n\nSchedule 1—Repeals\n\nASIC Corporations (Approved Foreign Markets—Buy-backs and Takeovers) Instrument 2015/1071\n\n1 The whole of the instrument\n\nRepeal the instrument.","sortOrder":0}],"analysis":{"flash_summary":{"complexity_score":2,"scope_assessment":{"changed":false,"description":"This instrument substantially replicates the effect of its predecessor (2015/1071) with no material expansion of scope. It continues to provide the same declarations and approvals for foreign markets, with only administrative updates and a new sunset date."},"complexity_factors":["Short instrument (only 9 sections, 2 operative provisions)","Cross-references one external definition ('approved foreign market' from another instrument)","No nested conditions or exceptions","Plain language and simplified outline provided"],"plain_english_summary":"This instrument is a rule made by ASIC (the corporate regulator) that allows Australian companies to treat certain overseas stock exchanges as 'approved overseas financial markets' for two specific purposes under the Corporations Act. \n\nFirst, it means that when a company buys back its own shares on one of these overseas markets, that buy-back can count as an 'on-market buy-back' (a simpler process). \n\nSecond, it means that a person can acquire shares in a foreign company listed on those markets without triggering the usual 20% takeover threshold rule, provided the acquisition happens through that foreign market. \n\nThe instrument replaces an earlier version from 2015 and applies to any market that ASIC has separately defined as an 'approved foreign market'. It will automatically expire on 1 April 2031."},"kimi_summary":{"content_quality":"ok","complexity_score":2,"scope_assessment":{"changed":false,"description":"This instrument maintains the same narrow, technical scope as its predecessor (Instrument 2015/1071, which it replaces). It does not expand beyond its original purpose of providing ASIC approvals and declarations for specific Corporations Act provisions regarding foreign markets. The 2026 version appears to be a straightforward re-enactment with updated dates, preserving the original intent."},"complexity_factors":["Very short instrument (only 9 sections plus a repeal schedule)","Minimal defined terms (only 2: 'Act' and 'approved foreign market', with the latter simply cross-referencing another instrument)","No nested exceptions or conditional logic—provisions operate automatically once a market qualifies as an 'approved foreign market'","Straightforward declaratory structure (ASIC 'declares' and 'approves' without qualifications)","Single cross-reference to external instrument (ASIC Corporations (Definition of Approved Foreign Market) Instrument 2017/669) for the key definition","Automatic sunset clause (repeals itself on 1 April 2031) with no complex transitional provisions"],"plain_english_summary":"**What this legislation does:**\n\nThis instrument is a rule made by ASIC (the corporate regulator) that recognises certain overseas stock exchanges as \"approved\" for two specific purposes under Australian corporate law.\n\n**Who it affects:**\n\n- **Australian companies** listed on foreign stock exchanges (like the NYSE or London Stock Exchange)\n- **Investors** participating in share buy-backs or takeovers involving these companies\n- **Foreign stock exchanges** that meet ASIC's criteria for being an \"approved foreign market\"\n\n**Why it matters:**\n\nAustralian companies have strict rules about how they can buy back their own shares and how much of a company someone can acquire without triggering takeover laws. Normally, these rules assume trading happens on Australian markets. This instrument fixes two problems:\n\n1. **Buy-backs:** It declares that when an Australian company buys back its shares on an approved foreign market (like the NYSE), this counts as an \"on-market\" buy-back. This matters because on-market buy-backs have simpler rules than off-market buy-backs.\n\n2. **Takeovers:** It approves foreign stock exchanges for an exemption that lets someone acquire more than 20% of a company without breaching takeover rules—**but only if** the acquisition happens through a foreign-listed company that is itself listed on one of these approved markets.\n\n**In short:** This is a technical but important fix that lets Australian companies with overseas listings follow the same buy-back and takeover rules as if they were trading at home, avoiding legal headaches for cross-border listings."}},"importantCases":[],"_links":{"self":"/api/acts/asic-corporations-approved-foreign-markets-buy-backs-and-takeovers-instrument-2026-104","history":"/api/acts/asic-corporations-approved-foreign-markets-buy-backs-and-takeovers-instrument-2026-104/history","analysis":"/api/acts/asic-corporations-approved-foreign-markets-buy-backs-and-takeovers-instrument-2026-104/analysis","conflicts":"/api/acts/asic-corporations-approved-foreign-markets-buy-backs-and-takeovers-instrument-2026-104/conflicts","importantCases":"/api/acts/asic-corporations-approved-foreign-markets-buy-backs-and-takeovers-instrument-2026-104/important-cases","documents":"/api/acts/asic-corporations-approved-foreign-markets-buy-backs-and-takeovers-instrument-2026-104/documents"}}