{"id":"F2021L01381","name":"ASIC Corporations (Design and Distribution Obligations Interim Measures) Instrument 2021/784","slug":"asic-corporations-design-and-distribution-obligations-interim-measures-instrument-2021-784","collection":"legislative_instrument","jurisdiction":"commonwealth","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":102111,"registerId":"commonwealth-F2021L01381-current","compilationNumber":null,"startDate":"2026-04-03","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"“(ca) the financial product, or the fina","sectionType":"section","heading":"“(ca) the financial product, or the financial service, is acquired by a company or trust controlled by a person who meets the requirements of subparagraph (c)(i) or (ii);”;","content":"#### “(ca) the financial product, or the financial service, is acquired by a company or trust controlled by a person who meets the requirements of subparagraph (c)(i) or (ii);”;\n\n(iii) after subsection 761G(7), insert:\n\n“(7A) In determining the net assets of a person under subparagraph (7)(c)(i), the net assets of a company or trust controlled by the person may be included.\n\n> Note: control is defined in section 50AA.\n\n(7B) In determining the gross income of a person under subparagraph (7)(c)(ii), the gross income of a company or trust controlled by the person may be included.\n\n> Note: control is defined in section 50AA.”;\n\n(iv) after subsection 761G(4), insert:\n\n“(4A) For the purposes of this Chapter, if a financial product, or a financial service, is or would be provided to, or acquired by, a body corporate as a wholesale client, related bodies corporate of the client are taken to be wholesale clients in respect of the provision or acquisition of that financial product or financial service.”; and\n\n(b) the definition of professional investor in section 9 of the Act were modified or varied by omitting paragraph (e) of the definition and substituting:\n\n“(e) the person has or controls gross assets of at least $10 million (including any assets held by an associate or under a trust that the person manages);”.\n\nReporting complaint information to persons who make target market determinations\n\n    (2) Part 7.8A of the Corporations Act applies in relation to regulated persons as if subsection 994F(4) were modified or varied by:\n    (a) after “(which relates to complaints)” inserting “and the regulated person received complaints in relation to the product during the reporting period”; and\n    (b) omitting “determination:” and substituting “determination the number of complaints the regulated person received.”; and\n    (c) omitting paragraphs 994F(4)(a) and (b).\n\nReporting other information to persons who make target market determinations\n\n    (3) Part 7.8A of the Corporations Act applies in relation to regulated persons as if subsection 994F(5) were modified or varied by:\n    (a) omitting “determination:” and substituting “determination all the information of that kind (if any) that the regulated person acquired during the reporting period.”; and\n    (b) omitting paragraphs 994F(5)(c) and (d).\n    Meaning of excluded conduct\n    (4) Part 7.8A of the Corporations Act applies in relation to persons who make target market determinations and regulated persons as if subsection 994A(1) were modified or varied by omitting the definition of excluded conduct and substituting:\n\n“excluded conduct means:\n\n    (a) an excluded dealing; or\n    (b) providing personal advice; or\n    (c) in the course of providing personal advice about a financial product, giving:\n\n(i) a disclosure document for that product under Part 6D.2 of the Act; or\n\n    (ii) a Product Disclosure Statement for the product under Part 7.9 of the Act.”.\n    Provision of Product Disclosure Statements by employers\n    (5) Part 7.8A of the Corporations Act applies in relation to regulated persons who are employers as if regulation 7.8A.25 of the Regulations were modified or varied as follows:\n    (a) in paragraph 7.8A.25(2)(a), after “employer and employee”, inserting:\n    “or that would be a default fund product for the employer and employee if there were no stapled fund for the employee”;\n    (b) in subregulation 7.8A.25(3), after the definition of fund inserting:\n    “stapled fund, for an employee at a particular time, has the meaning given by section 32Q of the Superannuation Guarantee (Administration) Act 1992.”.","sortOrder":0}],"analysis":{"flash_summary_failed":{"failed":true,"reason":"Unauthenticated. Configure AI_GATEWAY_API_KEY or use a provider module. Learn more: https://ai-sdk.dev/unauthenticated-ai-gateway","source":"analysis-cron"},"kimi_summary":{"content_quality":"ok","complexity_score":6,"scope_assessment":{"changed":false,"description":"This instrument remains within its original scope as interim measures to address practical implementation issues with the Design and Distribution Obligations regime. The modifications are technical fixes and clarifications rather than expansion into new policy areas. All changes relate directly to the operation of Part 7.8A and associated wholesale client definitions that underpin the DDO framework."},"complexity_factors":["Multiple modification points across different sections of the Corporations Act (sections 761G, 994A, 994F) and regulations","Nested conditional logic for wholesale client tests involving control relationships (section 50AA cross-references)","Four distinct operational areas addressed: wholesale client definitions, complaint reporting, other information reporting, and excluded conduct definitions","Requires understanding of existing DDO framework (Part 7.8A) and stapled superannuation concepts to fully comprehend impact","Uses 'as if' modification language requiring mental mapping between current and modified text","Cross-references to external legislation (Superannuation Guarantee (Administration) Act 1992, section 32Q)"],"plain_english_summary":"This law makes temporary, practical fixes to Australia’s Design and Distribution Obligations so issuers, advisers, financial firms, employers and investors can operate without unintended regulatory traps. It eases how “wholesale”/professional investor status is assessed (including company/trust control), simplifies complaint and other reporting obligations, clarifies that personal advice and PDS delivery don’t trigger DDO obligations, and fixes a stapled superannuation PDS gap.\n\nOverall, it reduces red tape and prevents technical breaches while DDOs settle in."},"flash_summary":{"complexity_score":7,"scope_assessment":{"changed":true,"description":"The instrument broadens the scope of who qualifies as a wholesale/professional client by permitting inclusion of a controlled company’s or trust’s net assets and gross income in the individual’s tests and by treating related bodies corporate as wholesale in respect of products provided to a corporate client (761G(7A), 761G(7B), 761G(4A), s.9(e)). It also narrows and repackages reporting obligations to persons who make target market determinations (modifications to subsections 994F(4) and 994F(5)) and changes the excluded conduct definition (994A(1)), thereby altering which distribution and disclosure obligations apply. Employer PDS obligations are extended to stapled fund scenarios via reg 7.8A.25 changes."},"complexity_factors":["Multiple targeted amendments across the Corporations Act and Regulations that interact with existing tests and reporting regimes (Part 7.8A, s.9, s.761G, reg 7.8A.25).","Aggregation/attribution rules: new subsections allow inclusion of net assets and gross income of companies or trusts controlled by a person when testing wholesale/professional status (761G(7A), 761G(7B), s.9(e)).","Control linkage: the amendments rely on the cross-reference to the statutory definition of control (see note: control is defined in section 50AA), creating reliance on an external test to determine coverage (761G(7A), 761G(7B), 761G(4A)).","Treating related bodies corporate as wholesale in respect of products provided to a corporate client introduces group-level effects and potential downstream changes to disclosure and distribution practices (761G(4A)).","Reporting changes: modifies what regulated persons must report about complaints and other information to persons who make target market determinations (modifications to subsection 994F(4) and 994F(5)), including removing and replacing specific paragraph-level obligations, which raises compliance and recordkeeping questions.","Substantive redefinition of excluded conduct for the target market framework (replacement of excluded conduct in subsection 994A(1)) affects the boundary between conduct requiring TMD/DMR obligations and conduct otherwise regulated (994A(1) change).","Employer obligations: expands Product Disclosure Statement provision requirements to cover stapled fund contexts (amendment of reg 7.8A.25 and insertion of stapled fund definition referencing s.32Q of the Superannuation Guarantee (Administration) Act 1992), creating operational obligations for employers and default fund arrangements."],"plain_english_summary":"This instrument changes how parts of the Corporations Act treat who is a \"wholesale\" or \"professional\" client and what regulated persons must report to those who make target market determinations. It allows assets and income of companies or trusts controlled by a person to count towards wealth/income tests and treats related corporate groups as wholesale for the same product. It also narrows and repackages what complaint and other reporting is sent to persons who make target market determinations and adjusts employer PDS rules for stapled funds."}},"importantCases":[],"_links":{"self":"/api/acts/asic-corporations-design-and-distribution-obligations-interim-measures-instrument-2021-784","history":"/api/acts/asic-corporations-design-and-distribution-obligations-interim-measures-instrument-2021-784/history","analysis":"/api/acts/asic-corporations-design-and-distribution-obligations-interim-measures-instrument-2021-784/analysis","conflicts":"/api/acts/asic-corporations-design-and-distribution-obligations-interim-measures-instrument-2021-784/conflicts","importantCases":"/api/acts/asic-corporations-design-and-distribution-obligations-interim-measures-instrument-2021-784/important-cases","documents":"/api/acts/asic-corporations-design-and-distribution-obligations-interim-measures-instrument-2021-784/documents"}}