{"id":"F2019L01457","name":"ASIC Corporations (Whistleblower Policies) Instrument 2019/1146","slug":"asic-corporations-whistleblower-policies-instrument-2019-1146","collection":"legislative_instrument","jurisdiction":"commonwealth","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":440295,"registerId":"F2019L01457-fast-fetch-1775955976388","compilationNumber":null,"startDate":"2026-04-12","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"ASIC Corporations (Whistleblower Policies) Instrument 2019/1146","content":"---\nmeta-content-style-type: text/css\nmeta-content-type: application/xhtml+xml; charset=utf-8\ntitle: ASIC Template (Principal Legislative Instruments - Jan 2019)\n---\n\n![Commonwealth Coat of Arms and ASIC logo](image.001.png)\n\nASIC Corporations (Whistleblower Policies) Instrument 2019/1146\n\nI, Grant Moodie, delegate of the Australian Securities and Investments Commission, make the following legislative instrument.\n\n \n\nDate 13 November 2019\n\n \n\n \n\n \n\nGrant Moodie\n\n \n\nContents\n\n[Part 1—Preliminary](#_Toc24528507)\n\n[1 Name of legislative instrument](#_Toc24528508)\n\n[2 Commencement](#_Toc24528509)\n\n[3 Authority](#_Toc24528510)\n\n[4 Definitions](#_Toc24528511)\n\n[Part 2—Order](#_Toc24528512)\n\n[5 Main exemption and deferral exemption—whistleblower policy](#_Toc24528513)\n\n[6 Transitional deferral exemption—whistleblower policy](#_Toc24528514)\n\n \n\nPart 1—Preliminary\n\n1 Name of legislative instrument\n\nThis is the ASIC Corporations (Whistleblower Policies) Instrument 2019/1146.\n\n2 Commencement\n\nThis instrument commences on the later of:\n\n(a) 1 January 2020; and\n\n(b) the day after it is registered on the Federal Register of Legislation.\n\nNote: The register may be accessed at [www.legislation.gov.au](http://www.legislation.gov.au).\n\n3 Authority\n\nThis instrument is made under section 1317AJ of the Corporations Act 2001.\n\n4 Definitions\n\nIn this instrument:\n\nAct means the Corporations Act 2001.\n\nconsolidated revenue, in relation to a company, means the consolidated revenue of the company, calculated in accordance with accounting standards in force at the relevant time (even if the standard does not otherwise apply to the financial year of some or all of the companies concerned).\n\neligible public company means a public company that:\n\n(a) is a company limited by guarantee; and\n\n(b) is operated on a not-for-profit basis; and\n\n(c) is not a trustee (within the meaning of the Superannuation Industry (Supervision) Act 1993) of a registrable superannuation entity (within the meaning of that Act).\n\nPart 2—Order\n\n5 Main exemption and deferral exemption—whistleblower policy\n\n(1) An eligible public company does not have to comply with subsection 1317AI(1) of the Act for so long as the consolidated revenue of the company for each financial year of the company is less than $1 million.\n\n(2) An eligible public company that was covered by the exemption in subsection (1) but has ceased to be covered by the exemption because the consolidated revenue of the company for a subsequent financial year is $1 million or more, does not have to comply with subsection 1317AI(1) of the Act until 6 months after the end of the subsequent financial year.\n\n(3) An eligible public company covered by the deferral exemption in subsection (2) for the subsequent financial year cannot rely on the exemption in subsection (1) for any financial year occurring after the subsequent financial year.\n\n6 Transitional deferral exemption—whistleblower policy\n\nAn eligible public company whose first financial year ends on or after 1 January 2020 does not have to comply with subsection 1317AI(1) of the Act until 6 months after the end of its first financial year.\n\nNote: An eligible public company covered by this section for its first financial year may be able to rely on subsection 5(1) for its first financial year, depending on its  consolidated revenue for its first financial year.\n","sortOrder":0}],"analysis":{"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"},"flash_summary":{"complexity_score":2,"scope_assessment":{"changed":true,"description":"This instrument narrows the immediate application of Corporations Act s1317AI by exempting and deferring the whistleblower‑policy obligation for qualifying small not‑for‑profit public companies (see s5(1)–(3) and s6). Who pays: eligible companies receive relief from creating/maintaining a policy until revenue or transitional timings trigger obligations. Who decides/implements: each company must determine eligibility and calculate consolidated revenue under accounting standards. Behavioural effect: delay in implementing whistleblower policies for qualifying entities, with a six‑month compliance window after a first high‑revenue year (and a proviso preventing re‑reliance after that year) (s5, s6)."},"complexity_factors":["Narrow, targeted scope (only 'eligible public company' defined narrowly: limited by guarantee, not‑for‑profit, not an SIS Act trustee).","Single numeric threshold ($1 million consolidated revenue) triggers coverage, requiring revenue calculation.","Definition of 'consolidated revenue' refers to accounting standards in force, creating technical measurement work for some companies.","Short transitional and deferral rules (6‑month deferral) with a non‑reliance rule after loss of exemption (s5(3)).","Cross‑reference to Corporations Act s1317AI means operators must map this instrument onto existing statutory obligations.","Low legislative complexity but administrative tasks for small NFPs to determine eligibility and monitor year‑to‑year revenue."],"plain_english_summary":"This instrument exempts small not‑for‑profit public companies (limited by guarantee and not trustees of registrable superannuation entities) from the Corporations Act requirement to have a whistleblower policy while their consolidated revenue is under $1 million, and it defers the obligation for six months after a year in which revenue first reaches $1 million (and for a first financial year ending on/after 1 January 2020). It matters because qualifying small NFPs do not have to create or maintain a whistleblower policy immediately, reducing an immediate compliance cost and timing pressure."},"kimi_summary":{"content_quality":"ok","complexity_score":2,"scope_assessment":{"changed":false,"description":"The instrument remains tightly scoped to its original purpose: providing targeted exemptions from whistleblower policy requirements for small not-for-profit public companies. It does not expand beyond this narrow administrative relief function."},"complexity_factors":["Only 6 operative sections total","Minimal defined terms (only 3: 'Act', 'consolidated revenue', 'eligible public company')","Straightforward conditional logic based on a single numerical threshold ($1 million revenue)","No cross-references to other legislation beyond the parent Act section 1317AI(1)","Simple temporal triggers (6 months after financial year end)","Single exception structure (subsection 5(3) prevents returning to exemption) rather than nested exceptions"],"plain_english_summary":"This ASIC rule exempts small not‑for‑profit public companies (guarantee companies, not super trustees) from the Corporations Act requirement to have a formal whistleblower policy if annual revenue is under $1 million. \n\nIt also gives new and newly‑grown companies a six‑month grace period to comply once they first cross $1 million, and prevents reverting to the exemption after that point. The change cuts red tape for very small charities while preserving protections as organisations scale."}},"importantCases":[],"_links":{"self":"/api/acts/asic-corporations-whistleblower-policies-instrument-2019-1146","history":"/api/acts/asic-corporations-whistleblower-policies-instrument-2019-1146/history","analysis":"/api/acts/asic-corporations-whistleblower-policies-instrument-2019-1146/analysis","conflicts":"/api/acts/asic-corporations-whistleblower-policies-instrument-2019-1146/conflicts","importantCases":"/api/acts/asic-corporations-whistleblower-policies-instrument-2019-1146/important-cases","documents":"/api/acts/asic-corporations-whistleblower-policies-instrument-2019-1146/documents"}}