{"id":"F2016L01757","name":"ASIC Corporations (CSSF-Regulated Financial Services Providers) Instrument 2016/1109","slug":"asic-corporations-cssf-regulated-financial-services-providers-instrument-2016-1109","collection":"legislative_instrument","jurisdiction":"commonwealth","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":95421,"registerId":"commonwealth-F2016L01757-current","compilationNumber":null,"startDate":"2026-04-02","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"ASIC Corporations (CSSF-Regulated Financial Services Providers) Instrument 2016/1109","content":"![Commonwealth Coat of Arms and ASIC logo](image.001.png)\n\nASIC Corporations (CSSF-Regulated Financial Services Providers) Instrument 2016/1109\n\nAbout this compilation\n\nCompilation No. 8\n\nThis is a compilation of ASIC Corporations (CSSF-Regulated Financial Services Providers) Instrument 2016/1109 as in force on 5 December 2025. It includes any commenced amendment affecting the legislative instrument to that date.\n\nThis compilation was prepared by the Australian Securities and Investments Commission.\n\nThe notes at the end of this compilation (the endnotes) include information\n\nabout amending instruments and the amendment history of each amended provision.\n\nContents\n\nPart 1—Preliminary\n\n1 Name of legislative instrument\n\n3 Repeal\n\n4 Authority\n\n5 Definitions\n\nPart 2—Exemption\n\n6 CSSF-regulated financial services providers\n\n7 Conditions\n\n8 Circumstances where a provider cannot rely on this instrument\n\nEndnotes\n\nEndnote 1—Instrument history\n\nEndnote 2—Amendment history\n\nPart 1—Preliminary\n\n1 Name of legislative instrument\n\nThis is the ASIC Corporations (CSSF-Regulated Financial Services Providers) Instrument 2016/1109.\n\n3 Repeal\n\nThis instrument is repealed at the end of 31 March 2027.\n\n4 Authority\n\nThis instrument is made under subsection 926A(2) of the Corporations Act 2001.\n\n5 Definitions\n\nIn this instrument:\n\nAct means the Corporations Act 2001.\n\naddress, in relation to a company, means the address of the registered office of the company.\n\nagent means a natural person ordinarily resident in Australia or a company, whose name and address have been provided to ASIC in writing for the purposes of this instrument, and who is authorised to accept on the body’s behalf, service of process from ASIC and, in relation to proceedings relating to a financial services law, from any person referred to in subsection 659B(1) of the Act.\n\nCSSF means the Commission de Surveillance du Secteur Financier (the Commission for the Supervision of the Financial Sector) of Luxembourg.\n\nCSSF-regulated financial services provider means a body corporate incorporated in Luxembourg to which all of the following apply:\n\n(a) the body has a current authorisation given by the CSSF to carry on business in Luxembourg as either:\n\n(i) an investment company that has adopted a status of self-managed under Part I of the Law relating to UCITS or having effect as if under that Part; or\n\n(ii) a management company under Chapter 15 of Part IV of the Law relating to UCITS or having effect as if under that Chapter;\n\n(b) the body:\n\n    (i) is registered under Division 2 of Part 5B.2 of the Act; or\n    (ii) has an agent at the time the body first purports to rely on this instrument and, from that time, has not failed to have an agent for any consecutive period of 10 business days;\n\n(c) the body’s primary business is the provision of financial services.\n\nCSSF regulatory requirements means the rules that apply in relation to the financial services provided by a CSSF-regulated financial services provider in Luxembourg including:\n\n(a) any applicable legislation;\n\n(b) instruments made under that legislation; and\n\n(c) any relevant policies or other documents (however described) issued by the CSSF.\n\neligible deposit product means a deposit-taking facility that is not a deposit product as defined in section 761A of the Act.\n\nLaw means the Amended Law of 17 December 2010 of Luxembourg concerning undertakings for collective investment.\n\nnon-cash payments has a meaning affected by section 763D of the Act.\n\nother foreign regulatory authority means a foreign regulatory authority (other than the CSSF) which regulates financial services and which is established by or for the purposes of a foreign government or legislative body.\n\nUCITS means undertakings for collective investment in transferable securities.\n\nNote: By subsection 761H(1) of the Act, the operation of this instrument in relation to partnerships is affected by section 761F and subsection 769B(4) of the Act.\n\nPart 2—Exemption\n\n6 CSSF-regulated financial services providers\n\nA CSSF-regulated financial services provider does not have to comply with Part 7.6 of the Act (other than Divisions 4 and 8) in relation to the provision of the following financial services in this jurisdiction to wholesale clients:\n\n(a) providing financial product advice;\n\n(b) dealing in a financial product;\n\n(c) making a market for a financial product; and\n\n(d) providing a custodial or depository service,\n\nin respect of any of the following financial products:\n\n(e) eligible deposit products;\n\n(f) derivatives;\n\n(g) foreign exchange contracts;\n\n(h) securities;\n\n(i) debentures, stocks or bonds issued by a government;\n\n(j) managed investment products;\n\n(k) interests in a managed investment scheme that is not required to be registered under Chapter 5C of the Act.\n\n7 Conditions\n\nA CSSF-regulated financial services provider that relies on this instrument must:\n\n(a) before relying on this instrument—give ASIC all of the following:\n\n    (i) evidence that it satisfies the definition of CSSF-regulated financial services provider;\n    (ii) written notice that it will provide financial services in this jurisdiction in reliance on this instrument;\n    (iii) written consent to the disclosure by the CSSF to ASIC and ASIC to the CSSF of any information or document that the CSSF or ASIC has that relates to the provider;\n    (iv) a deed of the body for the benefit of and enforceable by ASIC and the other persons referred to in subsection 659B(1) of the Act that applies notwithstanding that the provider may have ceased to rely, or never have relied, on this instrument, which provides that:\n      (A) the provider submits to the non-exclusive jurisdiction of the Australian courts in legal proceedings conducted by ASIC (including under section 50 of the ASIC Act) and, in relation to proceedings relating to a financial services law, by any person referred to in subsection 659B(1) of the Act and whether brought in the name of ASIC or the Crown or otherwise;\n      (B) the provider covenants to comply with any order of an Australian court in respect of any matter relating to the provision of the financial services;\n      (C) if the provider is not registered under Division 2 of Part 5B.2 of the Act, service of process on the provider in relation to legal proceedings conducted by ASIC (including under section 50 of the ASIC Act) and, in relation to proceedings relating to a financial services law, by any person referred to in subsection 659B(1) of the Act and whether brought in the name of ASIC or the Crown or otherwise can be effected by service on the agent;\n      (D) the provider covenants that, on written request of either the CSSF or ASIC, it will give or vary written consent and take all other practicable steps to enable and assist the disclosure of any information or document that the CSSF or ASIC has relating to the provider as between CSSF and ASIC; and\n      (E) the deed is irrevocable, except with the prior written consent of ASIC;\n\n(b) before providing financial services in this jurisdiction to a wholesale client—give to the client written disclosure containing prominent statements to the following effect:\n\n    (i) the provider is exempt from the requirement to hold an Australian financial services licence under the Act in respect of the financial services; and\n    (ii) the provider is regulated by the CSSF under foreign laws, which differ from Australian laws;\n\n(c) provide each of the financial services in this jurisdiction in a manner which would comply, so far as is possible, with the CSSF regulatory requirements if the financial service were provided in Luxembourg in like circumstances;\n\n(d) notify ASIC, in writing, no later than 15 business days after the provider becomes aware or should reasonably have become aware, of the details of:\n\n    (i) each significant change to, including the termination of, any licence or registration applying to the provider relevant to the financial services the provider provides or intends to provide in this jurisdiction; and\n    (ii) each significant exemption or other relief which the provider obtains from the CSSF regulatory requirements relevant to the financial services the provider provides or intends to provide in this jurisdiction; and\n    (iii) each action or investigation of the following kinds taken by any other foreign regulatory authority against the provider in a foreign jurisdiction in relation to financial services provided in the foreign jurisdiction;\n      (A) significant enforcement action;\n      (B) significant disciplinary action; and\n      (C) significant investigation (unless, after having taken reasonable steps to enable written notification to be given to ASIC, the provider is prohibited by law from giving such notification but only to the extent of the prohibition);\n\n(e) comply with any written notice given by ASIC directing the provider to give to ASIC, within the time specified in the notice, a written statement containing specified information about:\n\n    (i) the financial services provided by the provider in this jurisdiction; or\n    (ii) the financial service business operated by the provider in this jurisdiction.\n\n8 Circumstances where a provider cannot rely on this instrument\n\n(1) A CSSF-regulated financial services provider cannot rely on this instrument if ASIC has notified the provider or its agent that the provider is excluded from relying on this instrument and ASIC has not withdrawn the notice.\n\n(2) A CSSF-regulated financial services provider cannot rely on this instrument if the provider fails to comply with a condition of this instrument and one of the following is satisfied:\n\n(a) 15 business days have passed since the provider became aware or should reasonably have become aware of matters giving the provider reason to believe it had failed, other than in an immaterial respect, to comply with the condition without providing full particulars of the failure to ASIC (to the extent that the provider knows those particulars or would have known them if it had undertaken reasonable enquiries);\n\n    (b) 30 business days have passed from ASIC receiving those particulars from the provider without ASIC notifying the provider that it may continue to rely on this instrument.\n\n(3) A CSSF-regulated financial services provider can only rely on this instrument on or after 1 April 2020 if the provider was able to rely on this instrument on 31 March 2020.\n\nEndnotes\n\nEndnote 1—Instrument history\n\n| Instrument number | Date of FRL registration     | Date of commencement | Application, saving or transitional provisions |\n| ----------------- | ---------------------------- | -------------------- | ---------------------------------------------- |\n| 2016/1109         | 15/11/2016 (see F2016L01757) | 16/11/2016           |                                                |\n| 2018/807          | 24/9/2018 (see F2018L01336)  | 25/9/2018            | -                                              |\n| 2019/902          | 5/9/2019 (see F2019L01144)   | 10/9/2019            | -                                              |\n| 2020/200          | 10/3/2020 (see F2020L00239)  | 17/3/2020            | -                                              |\n| 2021/510          | 11/6/2021 (see F2021L00732)  | 15/6/2021            | -                                              |\n| 2022/623          | 29/7/2022 (see F2022L01022)  | 2/08/2022            | -                                              |\n| 2023/588          | 7/8/2023 (see F2023L01065)   | 15/8/2023            | -                                              |\n| 2024/497          | 31/7/2024 (see F2024L00941)  | 6/8/2024             | -                                              |\n| 2025/799          | 4/12/2025 (see F2025L01495)  | 5/12/2025            | -                                              |\n\nEndnote 2—Amendment history\n\n> Note: ad. = added or inserted am. = amended LA = Legislation Act 2003 rep. = repealed rs. = repealed and substituted\n\n| Provision affected | How affected                                                                            |\n| ------------------ | --------------------------------------------------------------------------------------- |\n| Section 2          | rep. s48D LA                                                                            |\n| Section 3          | am. 2018/807; 2019/902; 2020/200; 2021/510; 2022/623; 2024/497 and 2025/799rs. 2023/588 |","sortOrder":0}],"analysis":{"flash_summary":{"complexity_score":6,"scope_assessment":{"changed":false,"description":"The instrument’s core scope has remained focused: it creates a conditional exemption allowing Luxembourg (CSSF)‑regulated bodies to provide certain financial services to Australian wholesale clients without an AFSL. Amendments reflected in the instrument history (2018–2025) appear to be technical updates, timing adjustments and refinements to conditions and administration rather than a substantial expansion beyond that original purpose. One notable narrowing feature introduced in later amendments is the temporal eligibility constraint in section 8(3) (only providers able to rely on the instrument as at 31 March 2020 can rely on it on or after 1 April 2020), but overall the instrument retains its original, limited cross‑border exemption design."},"complexity_factors":["Around 11 defined terms in the interpretation section (including a multi‑part definition of \"CSSF‑regulated financial services provider\")","Significant cross‑references to the Corporations Act (subsection 926A(2); Part 7.6; s659B(1); Division 2 of Part 5B.2; s761A; s761H and others)","Section 7 contains nested conditions and multi‑element deed and notification requirements (several subclauses and sub‑subclauses)","Section 8 uses time‑dependent disqualification mechanics (15 business days / 30 business days) and an additional temporal eligibility constraint (s8(3))","Instrument includes a sunset/repeal date (s3) creating a temporal limit that must be monitored","Deed requirement (s7(a)(iv)) creates cross‑jurisdictional enforcement complexity (jurisdiction clauses, covenants, irrevocability)","Ongoing reporting and disclosure obligations to ASIC and clients (s7(b)–(e)) increase operational compliance steps","Multiple formal amendments across years (2016–2025), indicating evolving administrative and technical detail"],"plain_english_summary":"**What this instrument does, in plain English**\n\n- This is an ASIC legislative instrument that lets certain Luxembourg financial companies avoid holding an Australian financial services licence (AFSL) for some activities they carry out for Australian *wholesale* clients. (Wholesale clients are typically institutions or high‑wealth investors, not retail consumers.) See section 6.\n\n- Which bodies can use this exemption: a body corporate incorporated in Luxembourg that is (a) authorised by Luxembourg's CSSF as either a self‑managed investment company under UCITS Part I or as a management company under the UCITS law; (b) is either registered under the Corporations Act’s overseas‑registration regime (Division 2 of Part 5B.2) or has an Australian agent available for service of process; and (c) has its primary business as providing financial services. These requirements are in the definition of \"CSSF‑regulated financial services provider\" (see definitions in section 5). \n\n- Which services and products are covered: the exemption covers providing financial product advice, dealing in financial products, making a market and providing custodial or depository services (Part 7.6 activities, except Divisions 4 and 8) when provided to wholesale clients in Australia. The product list includes eligible deposit products, derivatives, foreign exchange contracts, securities, government bonds, managed investment products and certain managed‑investment interests. See section 6(e)–(k).\n\n- Key conditions for using the exemption (main operational mechanics): before relying on the exemption the provider must give ASIC evidence that it meets the definition, notify ASIC it intends to rely on the instrument, consent to mutual information‑sharing between ASIC and the CSSF, and execute an irrevocable deed in favour of ASIC and other persons specified in the Corporations Act. That deed must, among other things, submit the provider to the non‑exclusive jurisdiction of Australian courts and permit service of process via an Australian agent where the provider is not registered in Australia. These requirements are in section 7(a).\n\n- Ongoing obligations: the provider must tell wholesale clients, in writing, that it is exempt from the AFSL requirement and is regulated by the CSSF under foreign laws (section 7(b)); act, so far as possible, in line with the CSSF rules that would apply if the service were provided in Luxembourg (section 7(c)); notify ASIC promptly about significant changes to licences/registrations, significant exemptions from CSSF rules, and significant regulatory actions by other foreign regulators (section 7(d)); and comply with any ASIC notice requiring specified information (section 7(e)).\n\n- When the exemption cannot be used: ASIC can exclude a provider by notice (section 8(1)). A provider also loses the ability to rely on the instrument if it fails to comply with the conditions and does not notify ASIC within the specified timeframes (section 8(2)). There is also a temporal eligibility constraint added for reliance from 1 April 2020 (see section 8(3)). The instrument itself has a sunset/repeal date (repealed at the end of 31 March 2027 — section 3).\n\nWhy the instrument matters (stated purpose and practical effects)\n\n- Stated purpose (as appears from the instrument): to allow Luxembourg CSSF‑regulated providers to provide certain financial services to Australian wholesale clients without holding an AFSL, subject to conditions that preserve ASIC’s ability to obtain information and enforce orders (see sections 4, 5 and 7). In short, it creates a tailored cross‑border licensing exemption.\n\n- Practical consequences, incentives and trade‑offs:\n  - Who benefits financially? CSSF‑regulated providers save the direct cost and ongoing compliance burden of holding an AFSL for the covered activities and products (see s6 and s7). That reduces their regulatory cost of serving Australian wholesale clients.\n  - Who bears the cost or risk? Wholesale clients who choose these providers are relying on Luxembourg regulation rather than Australian licencing and supervision for these services. ASIC retains supervisory tools (information sharing with CSSF, deed protections, capacity to exclude providers), but enforcement will typically be more complex cross‑border: enforcing Australian court orders or obtaining overseas assistance involves practical and legal frictions (see the deed requirements in s7(a)(iv) and the consent to disclosure in s7(a)(iii)). ASIC (the regulator) bears some monitoring and coordination costs in working with the CSSF.\n  - Behavioural effects on providers and markets: providers may prefer to operate under the single CSSF regime for cost and regulatory‑certainty reasons, and may target wholesale Australian clients rather than retail ones (the exemption only applies to wholesale clients). Some Australian AFSL holders may face increased competition from overseas firms able to provide similar services without an AFSL.\n  - Compliance and governance trade‑offs: providers must accept legal obligations (deed, submission to Australian jurisdiction for ASIC proceedings), maintain an Australian agent for service where unregistered, make specified client disclosures, and align their conduct with CSSF rules \"so far as is possible\". Failure to meet these administrative and disclosure conditions can strip the exemption (s8). Those requirements impose transactional and legal costs that partly offset the benefit of avoiding an AFSL.\n\nImplementation, enforcement and risks\n\n- Enforcement relies on cross‑border cooperation and contractual mechanisms. ASIC’s practical leverage is the ability to remove the exemption, to require information (s7(e)), and to rely on the deed and service‑agent arrangements for legal process (s7(a)(iv)). The instrument therefore shifts some enforcement effort into international information exchange (s7(a)(iii)).\n\n- Operational risks for providers include: (a) potential loss of exemption if they fail to meet the notice, deed or disclosure conditions (s7 and s8); (b) exposure to Australian court orders and litigation (s7(a)(iv)–(v)); and (c) the instrument’s sunset date (s3), which requires monitoring of legislative renewals or alternative compliance strategies.\n\nWho pays, who decides, and what changes behaviour (summary)\n\n- Who pays: providers save AFSL compliance costs; wholesale clients accept regulatory coverage by the CSSF rather than Australia; ASIC and the CSSF incur coordination/monitoring costs.\n- Who decides: each eligible Luxembourg body decides whether to rely on the exemption, subject to ASIC’s ability to exclude providers and to revoke reliance on procedural grounds (s8).\n- Behavioural change: eligible providers may route services to Australian wholesale clients under the CSSF regime, increase cross‑border provision, and reduce uptake of Australian AFSLs for the same activities; clients’ choice will be influenced by comparative regulatory regimes and disclosures required by the instrument (s7(b)).\n\nShort note on structure and legal mechanics\n\n- The instrument operates as a time‑limited exemption made under subsection 926A(2) of the Corporations Act (s4), with detailed definitions (s5), a list of exempted activities and products (s6), conditions to rely (s7) and circumstances that terminate or prevent reliance (s8). The instrument has been amended multiple times (see Endnote 1) and contains explicit cross‑references to parts of the Corporations Act that remain relevant to how the exemption interacts with Australian law.\n\n(References: exemption mechanics — section 6; conditions and deed, disclosure and notifications — section 7; exclusion and loss of reliance — section 8; definitions and authority — section 5 and 4; repeal/sunset — section 3.)"},"kimi_summary":{"content_quality":"ok","complexity_score":4,"scope_assessment":{"changed":false,"description":"The instrument appears to maintain its original scope as a targeted exemption for CSSF-regulated entities. While it has been amended 8 times (mostly to extend the repeal date/sunset clause), the core framework established in 2016 remains intact. The addition of section 8(3) in 2020 restricted new entrants, but this was a tightening of scope rather than an expansion beyond the original purpose."},"complexity_factors":["Multiple defined terms (11 defined terms in section 5 including nested definitions for 'CSSF-regulated financial services provider')","Cross-references to external Luxembourg law ('Law relating to UCITS') and Australian Corporations Act provisions (sections 761A, 763D, 926A, etc.)","Conditional logic in section 6 limiting exemption to specific financial products and wholesale clients only","Extensive conditions in section 7 with nested sub-paragraphs (e.g., 7(a)(iv)(A)-(E)) requiring deeds with specific covenants","Exception provisions in section 8 with time-based triggers (15 business days, 30 business days) and materiality thresholds ('immaterial respect')","Sunset clause and transitional restriction (section 8(3)) creating temporal limitations on eligibility"],"plain_english_summary":"This instrument creates a narrow exemption allowing certain Luxembourg UCITS managers to provide financial services to wholesale Australian clients without an AFSL, provided they register with ASIC, accept Australian jurisdiction/oversight, appoint an agent, disclose their overseas regulation, and comply with reporting and cooperation requirements. \n\nIt preserves ASIC oversight while avoiding duplicate licensing, includes a sunset (31 March 2027), and bars new entrants from joining the regime after March 2020."},"flash_summary_failed":{"failed":true,"reason":"A positive credit balance is required for all requests, including BYOK, so fallback providers remain available. Add credits at https://vercel.com/d?to=%2F%5Bteam%5D%2F%7E%2Fai%3Fmodal%3Dtop-up to continue.","source":"analysis-cron"}},"importantCases":[],"_links":{"self":"/api/acts/asic-corporations-cssf-regulated-financial-services-providers-instrument-2016-1109","history":"/api/acts/asic-corporations-cssf-regulated-financial-services-providers-instrument-2016-1109/history","analysis":"/api/acts/asic-corporations-cssf-regulated-financial-services-providers-instrument-2016-1109/analysis","conflicts":"/api/acts/asic-corporations-cssf-regulated-financial-services-providers-instrument-2016-1109/conflicts","importantCases":"/api/acts/asic-corporations-cssf-regulated-financial-services-providers-instrument-2016-1109/important-cases","documents":"/api/acts/asic-corporations-cssf-regulated-financial-services-providers-instrument-2016-1109/documents"}}