{"id":"F2016L01767","name":"ASIC Corporations (Top-up Product Disclosure Statements Relief) Instrument 2016/1054","slug":"asic-corporations-top-up-product-disclosure-statements-relief-instrument-2016-1054","collection":"legislative_instrument","jurisdiction":"commonwealth","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":95438,"registerId":"commonwealth-F2016L01767-current","compilationNumber":null,"startDate":"2026-04-02","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"ASIC Corporations (Top-up Product Disclosure Statements Relief) Instrument 2016/1054","content":"![Commonwealth Coat of Arms and ASIC logo](image.001.png)\n\nASIC Corporations (Top-up Product Disclosure Statements Relief) Instrument 2016/1054\n\nAbout this compilation\n\nCompilation No. 1\n\nThis is a compilation of ASIC Corporations (Top-up Product Disclosure Statements Relief) Instrument 2016/1054 as in force on 15 November 2022. 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\n[Part 1—Preliminary](#_Toc121222569)\n\n[1 Name of legislative instrument](#_Toc121222570)\n\n[3 Authority](#_Toc121222571)\n\n[4 Definitions](#_Toc121222572)\n\n[Part 2—Exemption](#_Toc121222573)\n\n[5 Top-up Product Disclosure Statements relief for managed investment schemes](#_Toc121222574)\n\n[6 Top-up Product Disclosure Statements relief for CCIVs](#_Toc121222575)\n\n[Endnotes](#_Toc121222576)\n\n[Endnote 1—Instrument history](#_Toc121222577)\n\n[Endnote 2—Amendment history](#_Toc121222578)\n\nPart 1—Preliminary\n\n1 Name of legislative instrument\n\nThis is the ASIC Corporations (Top-up Product Disclosure Statements Relief) Instrument 2016/1054.\n\n3 Authority\n\nThis instrument is made under paragraph 1020F(1)(b) of the Act.\n\n4 Definitions\n\nIn this instrument:\n\nAct means the Corporations Act 2001.\n\noffer has a meaning affected by subsection 1010C(2) of the Act.\n\nPart 2—Exemption\n\n5 Top-up Product Disclosure Statements relief for managed investment schemes\n\n(1) An interest in a managed investment scheme is exempt from sections 1012A, 1012B and 1012C of the Act where an offer to issue, arrange for the issue of, or to sell, or an issue of, or a recommendation to acquire, the interest is made to a person who holds interests in the same class for which the person has paid at least $500,000.\n\n(2) In working out the amount paid for an interest, disregard any amount to the extent it was paid out of money lent by the person offering the interest or any associate of that person.\n\n6 Top-up Product Disclosure Statements relief for CCIVs\n\n(1) A share in a CCIV, referable to a sub-fund, is exempt from sections 1012A, 1012B and 1012C of the Act where an offer to issue, to arrange for the issue of, or to sell, or an issue of, or a recommendation to acquire, the share is made to a person who holds shares in the same class, referable to the same sub-fund, for which the person has paid at least $500,000.\n\nNote: Section 1012C applies in relation to a CCIV subject to modifications: see section 1241R.\n\n(2) In working out the amount paid for a share, disregard any amount to the extent it was paid out of money lent by the person offering the share or any associate of that person.\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| 2016/1054         | 16/11/2016 (see F2016L01767) | 17/11/2016           |                                                |\n| 2022/0940         | 14/11/2022 (see F2022L01459) | 15/11/2022           | -                                              |\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 6          | ad. 2022/0940 |","sortOrder":0}],"analysis":{"kimi_summary":{"content_quality":"ok","complexity_score":2,"scope_assessment":{"changed":true,"description":"The original 2016 instrument only covered managed investment schemes. In 2022, Section 6 was added to extend the same relief to CCIVs (Corporate Collective Investment Vehicles), which are a newer investment structure introduced by the Treasury Laws Amendment (Corporate Collective Investment Vehicle) Act 2022. This represents a modest expansion of scope to cover an additional investment vehicle type, maintaining the same $500,000 threshold and conditions."},"complexity_factors":["Very short instrument - only 6 operative sections (with Section 2 repealed)","Only 2 defined terms in the interpretation section ('Act' and 'offer')","Minimal cross-referencing - only references to specific sections of the Corporations Act 2001 (1012A, 1012B, 1012C, 1010C(2), 1020F(1)(b), and 1241R)","Simple conditional logic: single threshold test ($500,000) with one anti-avoidance provision (disregarding lent money)","No nested exceptions or complex temporal provisions","Structure is straightforward: preliminary matters, then two parallel provisions (one for managed investment schemes, one for CCIVs added later in 2022)"],"plain_english_summary":"This instrument exempts issuers from reissuing a Product Disclosure Statement when offering additional units/shares to existing holders who have already paid at least $500,000 for the same class of interests. It applies to managed investment schemes and CCIVs and mainly affects sophisticated/wholesale investors and fund managers.\n\nImportantly, any amounts borrowed from the seller or its associate to buy the original interests don’t count toward the $500,000 threshold."},"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"},"flash_summary":{"complexity_score":3,"scope_assessment":{"changed":true,"description":"Yes. The instrument originally provided relief for managed investment schemes (s5). A 2022 amendment added equivalent relief for CCIV shares referable to sub‑funds (section 6 was added in 2022; see Endnote 2 and Instrument history)."},"complexity_factors":["Straightforward single‑purpose relief: exempts top‑up offers from ss 1012A–1012C (explicit, limited scope).","Monetary bright‑line threshold of $500,000 (requires precise verification of historic payments — ss 5(1), 6(1)).","Exclusion for amounts paid from loans provided by the offeror or an associate — creates documentary proof and anti‑circumvention checks (ss 5(2), 6(2)).","Applies to two vehicle types with a small technical difference for CCIVs (note re s1241R) — added by a 2022 amendment (Endnote 2, s6 added).","Cross‑references to Act definitions and provisions: definition of 'offer' affected by s1010C(2) and instrument made under para 1020F(1)(b) — requires users to consult the Act for full effect."],"plain_english_summary":"This instrument exempts offers of additional interests or shares from the product disclosure statement requirements in sections 1012A–1012C of the Corporations Act when the recipient already holds the same class of interest or share for which they paid at least $500,000 (managed investment schemes — s5; CCIV sub‑fund shares — s6). ASIC made the relief under paragraph 1020F(1)(b). The instrument requires excluding amounts financed by the offeror or their associate, so issuers save on PDS steps for large existing investors but must verify payment amounts and sources."}},"importantCases":[],"_links":{"self":"/api/acts/asic-corporations-top-up-product-disclosure-statements-relief-instrument-2016-1054","history":"/api/acts/asic-corporations-top-up-product-disclosure-statements-relief-instrument-2016-1054/history","analysis":"/api/acts/asic-corporations-top-up-product-disclosure-statements-relief-instrument-2016-1054/analysis","conflicts":"/api/acts/asic-corporations-top-up-product-disclosure-statements-relief-instrument-2016-1054/conflicts","importantCases":"/api/acts/asic-corporations-top-up-product-disclosure-statements-relief-instrument-2016-1054/important-cases","documents":"/api/acts/asic-corporations-top-up-product-disclosure-statements-relief-instrument-2016-1054/documents"}}