ASIC’s has issued a revised Regulatory Guide 76 Related party transactions (RG 76) setting out its views on disclosure by public companies and registered managed investment schemes (MISs) about related party transactions.
The Regulatory Guide covers:
- Whether to enter into a related party transaction: Voting restrictions for directors at directors’ meetings and when ASIC may give relief from these restrictions
- Whether to seek member approval: The ‘arm’s length’ exception in Corporations Act 2001 s210, including factors to consider when applying this exception
- What to include in notices of meeting and explanatory statements (meeting materials) if member approval is sought: The requirements of s218 and 219, the focus of ASIC’s review of meeting materials and the exercise of its powers to shorten the 14-day review period or issue comments on the meeting materials
- What votes to count at a members’ meeting: Voting exclusions for related parties at members’ meetings and when ASIC may give relief from the relevant provisions
- What to include about related party transactions in other disclosures: The content of other disclosures to investors (in prospectuses, Product Disclosure Statements (PDSs) and takeover documents)
