ASIC Market Integrity Rules
(FEX Market-Capital) 2014
I, Oliver Harvey, acting with the written consent of the Minister, make the following ASIC Market Integrity Rules (FEX Market-Capital) 2014 under subsection 798G(1) of the Corporations Act 2001.
Dated this 20th day of May 2014
Signed by Oliver Harvey
as delegate of the Australian Securities and Investments Commission
ASIC Market Integrity Rules (FEX Market-Capital) 2014
Contents
Chapter 1: Introduction. 3
Part 1.1 Preliminary. 3
Part 1.2 Waiver 4
Part 1.3 Notice, notification and service of documents. 5
Part 1.4 Interpretation. 6
Part 1.5 Transitional 7
Chapter 5: Capital requirements. 8
Part 5.1 Interpretation. 8
Part 5.2 Capital requirements. 9
Chapter 6: Accounts and audit 10
Part 6.1 Interpretation. 10
Part 6.2 Financial statements. 10
Schedule: Forms. 14
Form 3 Part 1 Directors' Declaration. 14
Form 3 Part 2 Directors Declaration (Annual Statement) 16
Form 4 Part 1 Auditors' Report on the NTA Rules. 17
Form 4 Part 2 Auditors' Report on the NTA Return. 19
Form 5 NTA Return (Ad Hoc, Monthly and Annual) 21
Form 7 Summary NTA Return. 60
Chapter 1: Introduction
Part 1.1 Preliminary
1.1.1 Enabling legislation
ASIC makes this instrument under subsection 798G(1) of the Corporations Act.
1.1.2 Title
This instrument is ASIC Market Integrity Rules (FEX Market-Capital) 2014.
1.1.3 Commencement
This instrument commences on the later of:
(a) 26 May 2014; and
(b) the day on which the instrument is registered under the Legislative Instruments Act 2003.
Note: An instrument is registered when it is recorded on the Federal Register of Legislative Instruments (FRLI) in electronic form: see Legislative Instruments Act 2003, section 4 (definition of register). The FRLI may be accessed at http://www.frli.gov.au/.
1.1.4 Scope of these Rules
These Rules apply to:
(a) the activities or conduct of the Market;
(b) the activities or conduct of persons in relation to the Market; and
(c) the activities or conduct of persons in relation to Financial Products traded on the Market.
Note: There is no penalty for this Rule.
1.1.5 Entities that must comply with these Rules
The following entities must comply with these Rules:
(a) the Market Operator;
(b) Market Participants; and
(c) Other Regulated Entities,
as specified in each Rule.
Note: There is no penalty for this Rule.
1.1.6 Conduct by officers, employees or agents
In these Rules, conduct engaged in on behalf of a person:
(a) by an officer, Employee, or other agent of the person, and whether or not within the scope of the actual or apparent authority of the officer, Employee, or other agent; or
(b) by any other person at the direction or with the consent or agreement (whether express or implied) of an officer, Employee, or other agent of the person, and whether or not the giving of the direction, consent or agreement is within the scope of the actual or apparent authority of the officer, Employee, or other agent,
is deemed to have been engaged in by the person.
Note: There is no penalty for this Rule.
1.1.7 State of mind of a person
(1) If for the purposes of these Rules in respect of conduct engaged in by a person, it is necessary to establish the state of mind of the person, it is sufficient to show that an officer, Employee, or other agent of the person, being an officer, Employee, or other agent by whom the conduct was engaged in and whether or not the conduct was within the scope of the actual or apparent authority of that officer, Employee, or other agent, had that state of mind.
(2) In Rule 1.1.7(1), a reference to the state of mind of a person includes a reference to the knowledge, intention, opinion, belief or purpose of the person and the person’s reasons for the person’s intention, opinion, belief or purpose.
Note: There is no penalty for this Rule.
Part 1.2 Waiver
1.2.1 Waiver of Rules and procedures
(1) Subject to Rule 1.2.3, ASIC may relieve any person or class of persons from the obligation to comply with a provision of these Rules, either generally or in a particular case or category, and either unconditionally or subject to such conditions as ASIC thinks fit.
(2) If any conditions on a waiver given under Rule 1.2.1(1) are imposed, all of the conditions must be complied with for the waiver to be effective.
(3) ASIC may withdraw, in writing, a waiver given under Rule 1.2.1(1) at any time.
(4) Any request by a person for a waiver under Rule 1.2.1(1) must be in writing.
(5) Any waiver given under Rule 1.2.1(1), and any conditions imposed on that waiver, must be in writing.
(6) ASIC may publish notice of a waiver given under Rule 1.2.1(1).
Note: There is no penalty for this Rule.
1.2.2 Compliance with conditions
Failure to comply with a condition imposed under Rule 1.2.1 is a contravention of this Rule.
Maximum penalty: $1,000,000
1.2.3 Period during which relief applies
ASIC may specify the period or specific event during which any relief from an obligation to comply with a provision of these Rules may apply.
Note: There is no penalty for this Rule.
1.2.4 Register
(1) ASIC may establish and maintain a register for recording details of relief granted under Rule 1.2.1 and may enter the following details in the register:
(a) the date that the relief takes effect;
(b) the person or class of person relieved from the obligation;
(c) the provision to which the relief applies;
(d) brief reasons for the relief; and
(e) any conditions that apply to the relief.
(2) ASIC may publish the register referred to in Rule 1.2.4(1).
Note: There is no penalty for this Rule.
Part 1.3 Notice, notification and service of documents
1.3.1 Market Participant to have email system
A Market Participant must acquire and maintain an operating email system for the purposes of receiving notices under these Rules.
Note: There is no penalty for this Rule.
1.3.2 Methods of giving notice in writing
Unless otherwise specified in a Rule, ASIC may give notice under these Rules by any of the following methods:
(a) delivering it to the recipient personally;
(b) leaving it at or by sending it by courier or post to the address of the recipient last notified to ASIC;
(c) sending it by facsimile to the recipient’s facsimile number last notified to ASIC;
(d) a circular or bulletin addressed to a class of persons and delivered or communicated by any means permitted under this Rule;
(e) specific email by any method which identifies a person or person’s title as addressee and no notice of non-delivery has been received; or
(f) broadcast email by any method which identifies the addressee and which, having regard to all the relevant circumstances at the time, was as reliable as appropriate for the purposes for which the information was communicated.
Note: There is no penalty for this Rule.
Part 1.4 Interpretation
1.4.1 References to time
In these Rules a reference to time is to the time in Sydney, Australia.
Note: There is no penalty for this Rule.
1.4.2 Words and expressions defined in the Corporations Act
Words and expressions defined in the Corporations Act will unless otherwise defined or specified in these Rules or the contrary intention appears, have the same meaning in these Rules.
Note: There is no penalty for this Rule.
1.4.3 Definitions
“ASIC” means the Australian Securities and Investments Commission.
“Business Day” has the meaning given by section 9 of the Corporations Act.
“Clearing Entity” means a person admitted as a participant under the Clearing Rules.
“Clearing Rules” means operating rules:
(a) as the term is defined in section 761A of the Corporations Act; and
(b) made by LCH.Clearnet.
“Corporations Act” means the Corporations Act 2001 (Cth).
“Clearing and Settlement Facility” has the meaning given by Division 6 of Part 7.1 of the Corporations Act.
“Director” has the meaning given by section 9 of the Corporations Act.
“Employee” in relation to a Market Participant includes a Director, employee, officer, agent, Representative, consultant or adviser of that Market Participant, or an independent contractor who acts for or by arrangement with a Market Participant.
“Financial Products” has the meaning given by Division 3 of Part 7.1 of the Corporations Act.
“LCH.Clearnet” means LCH.Clearnet Limited (ARBN 142 251 045).
“Market” means the market operated by the Market Operator under the Australian Market Licence (FEX Global Pty Ltd) 2013.
“Market Operator” means FEX Global Pty Ltd (ACN 124 127 224).
“Market Operating Rules” means the Operating Rules of the Market.
“Market Participant” means a participant in the Market admitted under the Market Operating Rules.
“Operating Rules” has the meaning given by section 761A of the Corporations Act.
“Other Regulated Entities” means entities prescribed by regulations made for the purposes of paragraph 798H(1)(c) of the Corporations Act, that must comply with these Rules.
“Principal Trader” has the meaning given by the Market Operating Rules.
“Representative” has the meaning given by section 910A of the Corporations Act.
“Rules” means these Market Integrity Rules.
“Trading Participant” has the meaning given by the Market Operating Rules.
Part 1.5 Transitional
1.5.1 Repeal
The following provisions of the ASIC Market Integrity Rules (FEX Market) 2013 are repealed:
(a) Chapters 5 and 6;
(b) the following Forms in the Schedule:
(i) Form 2;
(ii) Form 3 Parts 1 and 2;
(iii) Form 4 Parts 1 and 2;
(iv) Form 5;
(v) Form 6;
(vi) Form 7; and
(vii) Form 8.
Note: There is no penalty for this Rule.
Chapter 5: Capital requirements
Part 5.1 Interpretation
5.1.1 Definitions
In this Chapter:
“Approved Subordinated Debt” means an amount owing by a Trading Participant which is payable at a time or by instalments approved by ASIC and is to the satisfaction of ASIC effectively subordinated so that any right of the creditor in question to receive payment in the case of bankruptcy of or any composition or compromise with creditors by or appointment of a trustee in bankruptcy or in the case of liquidation, liquidator in respect of the Trading Participant or the partners or any of them is extinguished to such an extent as will ensure payment or provision for payment in full of all claims of all other present and future creditors of the Trading Participant in priority to the claim of the subordinated creditors and in respect of which a Subordinated Loan Deed has been executed under seal by the Trading Participant, the lender and ASIC.
“NTA” means the sum of the values of the assets (both fixed and current) owned by the Trading Participant or prospective Trading Participant as the case may be (such value being the lower of cost or market) less the sum of any liabilities (secured and unsecured) attaching to those assets or to the Trading Participant or prospective Trading Participant generally (and in the case of a partnership then attaching to the partners).
The values of assets for the purpose of this definition shall not include the value attributed to any future tax benefits, goodwill, patent, trademark, participation rights granted by the Market Operator, a commitment provided in accordance with the Clearing Rules or any asset used to secure that commitment, preliminary expense or other items of a like nature which are regarded in current accounting practice as intangible or the value attributed to any debt owed to the Trading Participant which is disputed or may otherwise be regarded as doubtful or the value of any asset which is not capable of being realised within 12 months on a going concern basis. Liabilities shall include provision for estimated liability for income tax, long service leave and any other contingency for which provision is properly made in current accounting practice. Liabilities may, if ASIC so approves, having regard to all the circumstances, exclude Approved Subordinated Debt.
“NTA Requirements” means the requirements that a Trading Participant, other than a Principal Trader, must ensure at all times that the value of the NTA is not less than one million dollars ($1,000,000).
“Subordinated Loan Deed” means a deed which contains provisions including (without limitation):
(a) that its terms are not to be varied without the agreement in writing of all parties;
(b) that the lender’s rights to receive interest and principal payments pursuant to the loan are subordinated at all times to other creditors;
(c) that repayment of the loan in whole or in part is subject to the approval of ASIC, which shall not be given unless it is satisfied that the Trading Participant will, after repayment, be able to comply with the NTA Requirements; and
(d) that the obligation to repay the loan and to pay interest will be suspended for the duration of any period in which the level of the Trading Participant’s Net Tangible Assets falls below the minimum required by the Rules.
Part 5.2 Capital requirements
5.2.1 NTA Requirements
A Trading Participant must at all times comply with the NTA Requirements, unless:
(a) the Trading Participant is only a Principal Trader; or
(b) the Trading Participant is a Clearing Entity and complies with the capital requirements under the Clearing Rules.
Maximum penalty: $1,000,000
Chapter 6: Accounts and audit
Part 6.1 Interpretation
6.1.1 Application of Rules
This Chapter does not apply to:
(a) a Trading Participant that is only approved as a Principal Trader; or
(b) a Trading Participant that is also a Clearing Entity that complies with the capital requirements under the Clearing Rules.
Part 6.2 Financial statements
6.2.1A NTA Requirements: Forms
In this Part 6.2:
“Ad Hoc NTA Return” means a return containing the information in, and in the form set out in, Form 5 in the Schedule to these Rules.
“Audited Annual NTA Return” means a return containing the information in, and in the form set out in, Form 5 in the Schedule to these Rules, except for the following sections:
(a) Receivables Analysis – Attachment A (coded “RAS”);
(b) Directors - Attachment B (coded “DIR”);
(c) Shareholders - Attachment C (coded “SHA”);
(d) Related/Associated Company Receivables - Attachment D (coded “REL”);
(e) Statement of Net Liquid Assets – Attachment E (coded “NLA”); and
(f) Secured Creditors - Attachment F (coded “SEC”).
“Auditors’ Report on the NTA Return” means a report containing the information in, and in the form set out in Form 4 Part 2 in the Schedule to these Rules.
“Auditors’ Report on the NTA Rules” means a report containing the information in, and in the form set out in Form 4 Part 1 in the Schedule to these Rules.
“Directors’ Declaration” means a directors’ declaration containing the information in, and in the form set out in Form 3 Part 1 in the Schedule to these Rules.
“Directors’ Declaration (Annual Statement)” means a directors’ declaration containing the information in, and in the form set out in Form 3 Part 2 in the Schedule to these Rules.
“Monthly NTA Return” means a return containing the information in, and in the form set out in Form 5 in the Schedule to these Rules.
“Summary NTA Return” means a return containing the information in, and in the form set out in Form 7 in the Schedule to these Rules.
6.2.1 Reporting to ASIC
(1) A Trading Participant must prepare and give to ASIC:
(a) financial statements, as set out in Rule 6.2.1(2), by the time set out in that Rule, which give a true and fair view of the financial position and performance of the business and which are prepared in accordance with accounting standards and principles which are generally accepted in Australia;
(b) directors’ declarations as set out in Rule 6.2.1(2) by the time set out in Rule 6.2.1(2); and
(c) auditor’s reports as set out in Rule 6.2.1(2) by the time set out in Rule 6.2.1(2).
(2) For the purposes of Rules 6.2.1(1)(a), (b) and (c), the financial statements, directors’ declarations and auditor’s reports to be given to ASIC, and the time by which they must be given, are:
(a) within 3 months of the end of the financial year of a Trading Participant:
(i) an electronic copy of the Trading Participant’s statutory accounts, including a directors’ declaration and audit report as required under the laws of the Trading Participant’s home jurisdiction;
(ii) an Audited Annual NTA Return;
(iii) a Directors’ Declaration relating to the Audited Annual NTA Return and a Directors’ Declaration (Annual Statement), authorised in the manner specified in Rule 6.2.1(7); and
(iv) an Auditors’ Report on the NTA Rules and an Auditors’ Report on the NTA Return, signed by a partner or director of the audit firm; and
(b) within 10 Business Days of the end of each calendar month:
(i) a Monthly NTA Return as at the last day of the preceding calendar month; and
(ii) a Directors’ Declaration relating to the Monthly NTA Return, authorised in the manner specified in Rule 6.2.1(7).
(3) If a Trading Participant becomes aware that its NTA has fallen below the minimum level required by Rule 5.2.1, the Trading Participant must:
(a) notify ASIC, in writing, immediately upon becoming so aware, and specifying the level to which its NTA has fallen; and
(b) give to ASIC:
(i) within 24 hours of becoming aware that its NTA has fallen below the minimum level required by Rule 5.2.1, a Summary NTA Return; and
(ii) within 24 hours of becoming aware that its NTA has fallen below the minimum level required by Rule 5.2.1, a Directors’ Declaration relating to the Summary NTA Return given under Rule 6.2.1(3)(b)(i), authorised in the manner specified in Rule 6.2.1(7).
(4) If the NTA of a Trading Participant falls below 150% of the minimum level required by Rule 5.2.1, the Trading Participant must give to ASIC:
(a) within 5 Business Days of the NTA falling below 150% of the minimum level required by Rule 5.2.1, a Summary NTA Return; and
(b) within 5 Business Days of the NTA falling below 150% of the minimum level required by Rule 5.2.1, a Directors’ Declaration relating to the Summary NTA Return given under Rule 6.2.1(4)(a), authorised in the manner specified in Rule 6.2.1(7).
(5) If the NTA of a Trading Participant decreases by more than 20% since the last notification given to ASIC under this Rule, the Trading Participant must give to ASIC:
(a) within 5 Business Days of the decrease, a Summary NTA Return; and
(b) within 5 Business Days of the decrease, a Directors’ Declaration relating to the Summary NTA Return given under Rule 6.2.1(5)(a), authorised in the manner specified in Rule 6.2.1(7).
(6) A Trading Participant must, if requested by ASIC in writing, give ASIC an Ad Hoc NTA Return for the period specified in ASIC’s request, and a Directors’ Declaration relating to the Ad Hoc NTA Return, authorised in the manner specified in Rule 6.2.1(7), within 24 hours of receipt of ASIC’s request.
(7) For the purposes of this Rule, a Directors’ Declaration and Directors’ Declaration (Annual Statement) must be authorised by:
(a) 2 directors of the Trading Participant whose names appear in the declaration; or
(b) 1 director (‘first director’) of the Trading Participant and 1 representative of the Trading Participant ,whose names appear in the declarations, where the representative has been authorised by the board or by a director other than the first director; or
(c) 2 representatives of the Trading Participant whose names appear in the declaration and who have been authorised by the board or each authorised by a different director of the Trading Participant to give the declaration.
Maximum penalty: $1,000,000
6.2.2 Scope of audits
(1) A Trading Participant must give its auditor access to its premises and Employees and all records, documents, explanations and other information required by the auditor in respect of any audit conducted under Rule 6.2.1(1)(c).
(2) A Trading Participant must:
(a) not impose any limitation on the extent of any audit required under Rule 6.2.1(1)(c); and
(b) permit and direct the auditor to notify ASIC immediately if any limitation is imposed on the auditor, or if the auditor is hindered or delayed in the performance of the auditor’s duties.
(3) The records of each of the Trading Participant’s nominee companies must be included in the audit under Rule 6.2.1(1)(c).
Maximum penalty: $100,000
6.2.3 Double Reporting Exemption for Dual ASX 24/FEX Participants
A Market Participant does not have to comply with the requirement to give statutory accounts as set out in Rule 6.2.1(2)(a)(i) in relation to a financial year, if the Market Participant has complied with Rule 6.2.1(2)(a)(i) of the ASIC Market Integrity Rules (ASX 24 Market-Capital) 2014 by giving ASIC its statutory accounts in relation to the same financial year.
Note: There is no penalty for this Rule.
Schedule: Forms
Form 3 Part 1 Directors' Declaration
Net Tangible Asset Return (NTA Return)
Director’s Declaration DRD Return Date:
DIRECTORS’ STATEMENT TO AUSTRALIAN SECURITIES & INVESTMENTS COMMISSION (ASIC)
STATEMENT OF NET TANGIBLE ASSETS
This Return as at ……………….has been prepared pursuant to the ASIC Market Integrity Rules (FEX Market-Capital) 2014from accounting records and other records maintained by …………………………(the “Participant”).
These accounting and other records have been properly and accurately maintained throughout the……….. month(s) ended (“the Reporting Period”) and form an appropriate basis upon which to assess and regularly review the financial stability of the Participant. The statements have been prepared on a going concern basis.
The Net Tangible Assets of the Participant have been maintained in accordance with the ASIC Market Integrity Rules (FEX Market-Capital) 2014 throughout the Reporting Period. The calculation provided by the Participant to ASIC is an accurate reflection of the Participant’s Net Tangible Asset position as at ………………………
In our opinion:-
(a) as at the date of this statement and having regard to the nature of the Participant’s business and the associated risk, no events have occurred, or are anticipated, which, may result in a material deterioration in the financial position of the Participant;
(b) as at the date of this statement, the Participant confirms the attached financial information provided to ASIC accurately reflects the Participant’s Net Tangible Asset position having regards to the ASIC Market Integrity Rules (FEX Market-Capital) 2014;
(c) the internal controls for processing and monitoring the transactions were adequate throughout the Reporting Period and proper segregation of duties existed;
(d) the internal procedures designed to ensure compliance with all the conditions or restrictions imposed by ASIC applicable to the Participant are adequate; and
(e) there are reasonable grounds to believe that the Participant will be able to meet its obligations as and when they fall due based on the following sources of liquid funds ………………………….
We are aware that a false declaration may result in disciplinary action being taken against the Participant. We certify that the above information is to the best of our knowledge and belief true and correct.
Financial Return Authorisation
Sole Director Company:
Board Resolution Date
Authorisation 1
Authorisation Date 1
Authorisation 2
Authorisation Date 2
Form 3 Part 2 Directors Declaration (Annual Statement)
DIRECTORS’ DECLARATION
ANNUAL STATEMENT OF NET TANGIBLE ASSETS
As directors of ....................[entity name] (“the Participant”), we are responsible for maintaining an effective internal control structure, including establishing and maintaining accounting records and effective internal controls designed to ensure compliance with the net tangible asset rules in Chapter 5 of the ASIC Market Integrity Rules (FEX Market-Capital) 2014.
In carrying out this responsibility, we have had regard to the interests of the clients and owners of the Participant, and to the general effectiveness and efficiency of the operations of the Participant.
In the opinion of the directors, the Participant maintained, in all material respects, during the .......[insert number] month period ended ............[insert date] suitably designed and effective internal controls to comply with the requirements of Chapter 5 of the ASIC Market Integrity Rules (FEX Market-Capital) 2014 in relation to the maintenance of net tangible assets.
.............................................................................................
Authorised in accordance with Rule 6.2.1(7)
............................................................................................
Name
......................................................................
Date
.............................................................................................
Authorised in accordance with Rule 6.2.1(7)
.............................................................................................
Name
......................................................................
Date
Form 4 Part 1 Auditors' Report on the NTA Rules
Auditor’s Report on the Net Tangible Asset Rules
Independent Auditor’s Report To the Directors
We have audited the accounting records and internal control policies and procedures (“internal controls”) of .................................[Entity Name] (the “Participant”) designed to ensure compliance with the Chapter 5 of the ASIC Market Integrity Rules (FEX Market-Capital) 2014 (FEX Rules) in relation to the maintenance of net tangible assets (the “Net Tangible Assets Rules”) in order to express an opinion about their effectiveness for the period/year ended ...........................[date] (Financial Year).
The directors of the Participant are responsible for maintaining an effective internal control structure, including establishing and maintaining accounting records and effective internal controls designed to ensure compliance with the requirements of the Net Tangible Assets Rules. We have conducted an independent audit of the internal controls designed to ensure compliance with the requirements of the Net Tangible Assets Rules in order to express an opinion on them to the directors of the Participant for the Financial Year.
Our audit has been conducted in accordance with Australian Auditing Standards and accordingly included such tests and procedures as we considered necessary in the circumstances. Our procedures included examination, on a test basis, of evidence supporting the Participant’s accounting records and operation of its internal controls in relation to compliance with the requirements of the Net Tangible Assets Rules. These procedures have been undertaken to form an opinion whether in all material aspects, the Participant maintained suitably designed and effective internal controls to ensure compliance with the requirements of the Net Tangible Assets Rules for the Financial Year.
This report has been prepared for the Participant in order to meet its obligations to give this report to ASIC in accordance with the FEX Rules. We disclaim any assumption of responsibility for reliance on this report to any person other than the Participant and ASIC or for any purpose other than that for which it was prepared.
Inherent Limitations
Because of the inherent limitations of any internal control structure it is possible that fraud, errors or non-compliance with laws and regulations may occur and not be detected. Further, the overall internal control structure, within which the internal controls designed to ensure compliance with the requirements of the Net Tangible Assets Rules operate, has not been audited, and no opinion is expressed as to its effectiveness.
An audit is not designed to detect all weaknesses in internal controls or all instances of noncompliance with the requirements of the Net Tangible Assets Rules as it is not performed continuously throughout the period/year and the tests performed over the internal controls are on a sample basis having regard to the nature and size of the Participant.
Any projection of the evaluation of internal controls to future periods is subject to the risk that the internal controls may become inadequate because of changes in conditions, or that the degree of compliance with them may deteriorate.
The audit opinion expressed in this report has been formed on the above basis.
Auditor’s Opinion
In our opinion, [except for the matters referred to in the qualification below] the Participant maintained, in all material respects, during the Financial Year suitably designed and effective internal controls to comply with the requirements of Chapter 5 of the FEX Rules in relation to the maintenance of net tangible assets.
Qualification (if applicable)
Name of Audit Firm ........................................................................................................
Director’s/ Partner’s Signature ........................................................................................................
Name of /Director/Partner ........................................................................................................
Address of Audit Firm ........................................................................................................
Date ........................................................................................................
Form 4 Part 2 Auditors' Report on the NTA Return
Auditor’s Report on NTA Return
Independent Auditors Report to the Directors
We have audited the financial information set out in the Audited NTA Return (‘Return’) of ...........................(the ‘Participant’) excluding the Directors Statement Relating to Accounts of the Participant and “Prior Period” balances as shown in the Audited NTA Return (the “Return”) of the Participant for the Financial Year ended ..........................[ date] (Financial Year).
The Responsibility of the Directors for the Return
The directors of the Participant are responsible for the preparation and fair presentation of the financial information set out in the Return in accordance with the requirements of the ASIC Market Integrity Rules (FEX Market-Capital) 2014 (FEX Rules). This responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of the financial information set out in the Return to ensure that the Return is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial information set out in the Return based on our audit. We conducted our audit in accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance, whether the financial information set out in the attached Return, is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures of the financial information set out in the Return. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial information set out in the Return whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the Participant’s preparation and fair presentation of the financial information set out in the Return in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Participant’s internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors of the Participant, as well as evaluating the overall presentation of the financial information set out in the Return.
The Return has been prepared in accordance with Rule 6.2.1 of the FEX Rules. The Return may not be suitable for another purpose. Our report is intended solely for the Participant and ASIC and should not be distributed to or used by parties other than the Participant and ASIC.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
INDEPENDENCE
In conducting our audit, we have complied with the independence requirements of APES 110: Code of Ethics for Professional Accountants.
AUDITOR’S OPINION
In our opinion, [except for the matters referred to in the qualification below], the Return of the Participant for the Financial Year presents fairly, in all material respects, the financial information of the Participant for the Financial Year as required by ASIC in accordance with the FEX Rules that are relevant to the preparation and presentation of the Return.
QUALIFICATION (IF APPLICABLE)
Name of Audit Firm ........................................................................................................
Director’s/ Partner’s Signature ........................................................................................................
Name of /Director/Partner ........................................................................................................
Address of Audit Firm ........................................................................................................
Date ........................................................................................................
Form 5 NTA Return (Ad Hoc, Monthly and Annual)
Net Tangible Asset Return
Return Date:
Return Details
Participant Type:
Participant Sub-Type:
Return Status:
Version:
Lodgement Date:
Original Lodgement Date:
Net Tangible Asset Return
Return Date:
NTA Return Details
Statement of Net Tangible Assets
Note
Current Period
Prior Period
Movement $
Movement %
Current Assets
1
less Current Liabilities
2
Net Current Assets (working capital)
Non Current Assets
3
less Non Current Liabilities
4
Net Assets
Shareholders Equity funded by:
Equity
5
Reserves & Retained earnings
6
Approved Subordinated Debt
7
Total Shareholder’s Equity
less Excluded/Intangible Assets
3f
Net Tangible Assets
Contingent Liabilities
8
Lease Commitments
9
Capital Commitments
10
Net Standby Credit Facilities
11
Foreign Exchange Exposure
12
Net Tangible Asset Return
Return Date:
Current Assets
Current Assets - Note 1
Current Period
Prior Period
Movement $
Movement %
Total Current Assets
Net Tangible Asset Return
Return Date:
Receivables
Current Assets: Receivables - Note 1(a)
Current Period
Prior Period
Movement $
Movement %
Futures Clients
less provision for doubtful debts
=
=
Other Clients
less provision for doubtful debts
=
=
Dealers
less provision for doubtful debts
=
=
Other Receivables
less provision for doubtful debts
=
=
Sub Total
Net Tangible Asset Return
Return Date:
Cash
Current Assets: Cash - Note 1(b)
Current Period
Prior Period
Movement $
Movement %
Cash at Bank (general accounts)
Clients’ Segregated Account at Bank
Trust Account at Bank
Cash on Hand
Sub Total
Net Tangible Asset Return
Return Date:
Deposits
Current Assets: Deposits - Note 1(c)
Current Period
Prior Period
Movement $
Movement %
Deposits with LCH.Clearnet - Client Account
Deposits with LCH.Clearnet - House Account
Deposits with LCH.Clearnet Clearing Entities - Client
Deposits with LCH.Clearnet Clearing Entities - House
Deposits with FEX Participant(s) - Client
Deposits with FEX Participant(s) - House
Deposits with Overseas Brokers – Client
Deposits with Overseas Brokers – House
Client funds invested in accordance with legislation
Deposits with stock exchange
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Company Related
Current Assets: Related/Associated Company Receivables - Note 1(d)
Current Period
Prior Period
Movement $
Movement %
Deposits (provide names of related parties)
Loans (maturing within 12 months) (provide names of related parties)
Receivables (provide names of related parties)
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Other Current Assets
Current Assets: Other - Note 1(e)
Current Period
Prior Period
Movement $
Movement %
Listed Securities (at stated value)
At market value
At cost value
At other value (provide details)
Investment in subsidiaries
Investment in associated Companies
Bills of Exchange
Government & semi-Government Securities
Prepayments
Loans to Directors
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Current Liabilities
Current Liabilities: Total – Note 2
Current Period
Prior Period
Movement $
Movement %
Total Current Liabilities
Net Tangible Asset Return
Return Date:
Section Name
Current Liabilities: Trade & other Payables - Note 2(a)
Current Period
Prior Period
Movement $
Movement %
Futures Clients – External
Futures Clients – Related/Associated
Other Clients
Dealers
Lease Liability
Sundry Payables
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Short Term Borrowings
Current Liabilities: Short Term Borrowings - Note 2(b)
Current Period
Prior Period
Movement $
Movement %
Bank Overdraft (provide lender names)
Bank Loans (provide lender names)
At call (provide lender names)
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Related / Associated Company Payables
Current Liabilities: Related/Associated Company Payables - Note 2(c)
Current Period
Prior Period
Movement $
Movement %
Loans (due within 12 months) (provide names of related parties)
Payables (provide names of related parties)
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Other Current Liabilities
Current Liabilities: Other - Note 2(d)
Current Period
Prior Period
Movement $
Movement %
Provision for Income Tax
Provision for Dividend
Provision for Annual Leave
Provision for Long Service Leave
Sundry Provisions
Sundry Accruals
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Non Current Assets
Non-Current Assets: Total - Note 3
Current Period
Prior Period
Movement $
Movement %
Total Non-Current Assets
Net Tangible Asset Return
Return Date:
Property, Plant & Equipment
Non-Current Assets: Property, Plant & Equipment - Note 3(a)
Current Period
Prior Period
Movement $
Movement %
Land and Buildings – at fair value / cost
less accumulated depreciation
=
=
Leasehold Improvement - at fair value / cost
less accumulated depreciation
=
=
Plant, vehicles, fixtures & fittings
less accumulated depreciation
=
=
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Financial Assets
Non-Current Assets: Financial Assets - Note 3(b)
Current Period
Prior Period
Movement $
Movement %
Government & semi-Government Securities
Listed Securities (at stated value)
At market value
At cost value
At other value (provide details)
Investment in subsidiaries
Investment in associated Companies
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Loans & Deposits
Non-Current Assets: Loans & Deposits - Note 3(c)
Current Period
Prior Period
Movement $
Movement %
Due between 1-2 years (provide names of parties loan/deposit held with)
Due after 2 years (provide names of parties loan/deposit held with)
Sub Total
Net Tangible Asset Return
Return Date:
Related / Associated company Receivables
Non-Current Assets: Related/Associated Company Receivables - Note 3(d)
Current Period
Prior Period
Movement $
Movement %
Deposits (provide names of related parties)
Loans (provide names of related parties)
Receivables (provide names of related parties)
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Other Non Current Assets
Non-Current Assets: Other - Note 3(e)
Current Period
Prior Period
Movement $
Movement %
Prepayments
Loans to Directors
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Excluded / Intangible Assets
Non-Current Assets: Excluded/Intangible Assets - Note 3(f)
Current Period
Prior Period
Movement $
Movement %
Formation Costs
Goodwill
Patents, Trademarks & Preliminary Expenses
Deferred Tax Assets
Participants Rights / Access to Membership to:
FEX
LCH.Clearnet
Other Exchanges / Clearing Houses (provide details)
Unlisted Securities (provide details)
LCH.Clearnet Clearing Entity commitment
Other commitments (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Non Current Liabilities
Non-Current Liabilities - Note 4
Current Period
Prior Period
Movement $
Movement %
Total Non-Current Liabilities
Net Tangible Asset Return
Return Date:
Long Term Borrowings
Non-Current Liabilities: Long Term Borrowings - Note 4(a)
Current Period
Prior Period
Movement $
Movement %
Bank Loans (provide names of lenders)
Other Loans (provide names of lenders)
Subordinated Loans (provide names of lenders)
Sub Total
Net Tangible Asset Return
Return Date:
Related/Associated Company Payables
Non-Current Liabilities: Related/Associated Company Payables - Note 4(b)
Current Period
Prior Period
Movement $
Movement %
Loans (provide names of related parties)
Payables (provide names of related parties)
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Other Non Current Liabilities
Non-Current Liabilities: Other – Note 4(c)
Current Period
Prior Period
Movement $
Movement %
Provision for Income Tax
Provision for Long Service Leave
Provision for Dividend
Deferred Taxation Liability
Lease Liability
Other Payables
Other Accruals & Sundry Provisions
Other (provide details)
Sub Total
Net Tangible Asset Return
Return Date:
Equity
Equity – Note 5
Current Period
Prior Period
Movement $
Movement %
Voting Shares
Non-Voting Shares
Other (provide details)
TOTAL
Net Tangible Asset Return
Return Date:
Reserves & Retained Earnings
Reserves & Retained Earnings - Note 6
Current Period
Prior Period
Movement $
Movement %
Accumulated Profits / (Losses) at beginning of month
Profit / (Loss) from Futures Operations for the month
Profit / (Loss) from Rest of Operations for the month
Accumulated Profits / (Losses) at end of month
Adjustment to Retain Earnings – Increases (provide details)
Adjustment to Retain Earnings – Decreases (provide details)
Other Revenue Reserves
Capital Reserves
Dividend
Other (Provide details)
Total
Net Tangible Asset Return
Return Date:
Approved Subordinated Debt
Approved Subordinated Debt - Note 7
Lender
Maturity
Facility Limit
Current Period
Prior Period
Movement $
Movement %
Total
Net Tangible Asset Return
Return Date:
Contingent Liabilities
Contingent Liabilities - Note 8
Current Period
Prior Period
Movement $
Movement %
Guarantees (provide details)
Other (provide details)
TOTAL
Net Tangible Asset Return
Return Date:
Lease Commitments
Lease Commitments - Note 9
Current Period
Prior Period
Movement $
Movement %
Operating Leases (provide details)
TOTAL
Net Tangible Asset Return
Return Date:
CEC - Capital Expenditure Commitments
Capital Expenditure Commitments - Note 10
Current Period
Prior Period
Movement $
Movement %
TOTAL
Net Tangible Asset Return
Return Date:
Standby Credit Facilities
Standby Credit Facilities - Note 11
Limit Amount
Type
Provider/Participant Name
Terms & Availability
Current Period
Prior Period
Granted in favour of the Participant:
Sub Total
Granted by the Participant in favour of other:
Sub Total
Total
Net Tangible Asset Return
Return Date:
Foreign Exchange Exposure
Foreign Exchange Exposure - Note 12
Current Period
Prior Period
Movement $
Movement %
Net Gain/Loss
Net Tangible Asset Return
Return Date:
Receivables Analysis
Receivables Analysis - Attachment A
Amounts Owed by
Current
30 Days
60 Days
90 Days+
Total Outstanding
Future Clients
Other Clients
Dealers
Other Receivables
Less Provision for Doubtful Debt
Sub Total
Ageing Analysis %
Net Tangible Asset Return
Return Date:
Directors
Directors - Attachment B
Current Period
Prior Period
Board Directors (Full Name)
Company Secretary (Full Name)
CEO (Full Name)
Net Tangible Asset Return
Return Date:
Shareholders
Shareholders - Attachment C
Voting
Class of Shares
Value per Share
Shareholder Name
Number of Shares
Current Period
Prior Period
Voting Total
Non-Voting
Class of Shares
Value per Share
Shareholder Name
Number of Shares
Current Period
Prior Period
Non-Voting Total
Total Contributed Equity
Net Tangible Asset Return
Return Date:
Related/Associated Company Receivables
Related/Associated Company Receivables - Attachment D
Current Assets
Name of Related/Associated Company
Evidence Provided
Current Period
Prior Period
Sub Total
Non - Current Assets
Sub Total
Total
Net Tangible Asset Return
Return Date:
Net Liquid Assets
Statement of Net Liquid Assets - Attachment E
Note
Current Period
Prior Period
Movement $
Movement %
Liquid Assets
Cash at Bank and on Hand
Deposits with LCH.Clearnet
Deposits with other Participants
Investments with authorised Institutions (24 hour call or better)
Other Investments (24 hour call or better)
Deposits with a Stock Exchange
Government & Semi-Government Securities
Bank Accepted Bills
Listed Securities
Other (provide details
Total Liquid Assets
Liquid Liability
Other Clients
Other Creditors - at call
Client Credit Margins (if mark to market not used)
Loans & Deposits - at call
Net Tangible Asset Return
Return Date:
Bank Overdraft
Other (provide details)
Total Liquid Liabilities
Current Net Liquid Assets
Net Tangible Asset Return
Return Date:
Secured Creditors
Statement of Secured Creditors - Attachment F
Note
Nature & Extent of Security
Terms
Granted in favour of
Current Period
Prior Period
Current Liabilities
Bank Overdraft
Bank Loans
Loans & Deposits
Related/Associated Company Payables
Other (Provide details)
Total Current Liabilities
Non-Current Liabilities
Bank Overdraft
Bank Loans
Loans & Deposits
Related/Associated Company Payables
Other (provide details)
Total Non-Current Liabilities
Total Secured Creditors
Form 7 Summary NTA Return
Summary NTA Return
Return Date:
Return Details
Participant Type:
Participant Sub-Type:
Return Status:
Version:
Lodgement Date:
Original Lodgement Date:
Summary NTA Return
Return Date:
NTA Return Details
Statement of Net Tangible Assets
Note
Current Period
Prior Period
Movement $
Movement %
Current Assets
1
less Current Liabilities
2
Net Current Assets (working capital)
Non Current Assets
3
less Non Current Liabilities
4
Net Assets
Shareholders Equity funded by:
Equity
5
Reserves & Retained earnings
6
Approved Subordinated Debt
7
Total Shareholder’s Equity
less Excluded/Intangible Assets
3f
Net Tangible Assets
Contingent Liabilities
8
Lease Commitments
9
Capital Commitments
10
Net Standby Credit Facilities
11
Foreign Exchange Exposure
12
Summary NTA Return
Return Date:
Non Current Assets
Non-Current Assets: Total - Note 3
Current Period
Prior Period
Movement $
Movement %
Total Non-Current Assets
Summary NTA Return
Return Date:
Excluded / Intangible Assets
Non-Current Assets: Excluded/Intangible Assets - Note 3(f)
Current Period
Prior Period
Movement $
Movement %
Formation Costs
Goodwill
Patents, Trademarks & Preliminary Expenses
Deferred Tax Assets
Participants Rights / Access to Membership to:
FEX
LCH.Clearnet
Other Exchanges / Clearing Houses (provide details)
Unlisted Securities (provide details)
LCH.Clearnet Clearing Entity commitment
Other commitments (provide details)
Sub Total
Summary NTA Return
Return Date:
Reserves & Retained Earnings
Reserves & Retained Earnings - Note 6
Current Period
Prior Period
Movement $
Movement %
Accumulated Profits / (Losses) at beginning of month
Profit / (Loss) from Futures Operations for the month
Profit / (Loss) from Rest of Operations for the month
Accumulated Profits / (Losses) at end of month
Adjustment to Retain Earnings – Increases (provide details)
Adjustment to Retain Earnings – Decreases (provide details)
Other Revenue Reserves
Capital Reserves
Dividend
Other (Provide details)
Total
