ASX Publications Guide

Transcription

1 ASX Publications Guide LexisNexis is the authorised publisher for the Australian Securities Exchange Limited (ASX ) and publishes a range of titles as outlined below providing the various rules and regulations issued by the ASX. LexisNexis works closely with the ASX to ensure the currency and quality of its ASX publications. ASX Publications ASX Listing Rules ASX Operating Rules ASX Settlement Operating Rules Austraclear Regulations ASX 24 Operating Rules ASX Clear Operating Rules ASX Clear (Futures) Operating Rules ASX Enforcement and Appeals Rulebook Complementary ASIC* Publications ASIC Market Integrity Rules (ASX Market) 2010 ASIC Market Integrity Rules (ASX 24 Market) 2010 * Australian Securities and Investments Commission 1

2 ASX Publications ASX Listing Rules ASX is the holder of an Australian market licence granted under the Corporations Act which allows it to operate a market for certain financial products and the listing rules deal with listing on the market and conduct of the listed entities. LexisNexis is the authorised publisher of the ASX Listing Rules, with a close working relationship with the ASX that ensures the currency and quality of the product. The rules are relevant for: Listed entities: Companies need to refer to the Listing Rules both while preparing for listing and, once listed, to comply with their continuous disclosure obligations. The publication includes not only the Rules but also the Guidance Notes that clarify the application of the Rules in particular situations. Prospective applicants for listing. Law firms providing legal and compliance advice to listed entities and others in relation to the ASX market. Corporate lawyers provide practical advice on Listing Rules, transactions and compliance with Listing Rules requirements generally. Two specific areas where legal advisers may need to have a reference copy of the Listing Rules are in assisting their clients to comply with their obligations to have a comprehensive review published within the annual report to shareholders and in providing advice on the issue of US Securities (as well as warrants and other securities governed by the Rules). Others who advise listed entities and others in relation to the ASX market, such as stockbrokers, financial advisers, investment banks, and medium and large accounting firms. The ASX Listing Rules deal with listing on the market and the conduct of listed entities, including: admission of entities to the official list of ASX ; quotation of securities on the ASX market; suspension of securities and removal of entities from the official list; disclosure and reporting; and other aspects of a listed entity s conduct, including the issuing of securities, the holding of meetings, and the conduct of certain transactions. Online product is updated within five days of receipt of information from the ASX, and hard copy is updated within 10 days. Guidance Notes are also published to assist listed entities to understand how certain Listing Rules operate. Searchable historical versions of the ASX Listing Rules from 1995 to the present. (The historical versions offer customers the ability to compare versions of the rules over time. They are not available on the ASX website.) 2

3 Includes online index for ease of use The online version of the ASX Listing Rules integrates with customers other LexisNexis products and its hyperlinked, structured publication of the Rules is suitable for the nonlinear way that users will need to access the information. Subscribers can also purchase LexisNexis Annotations to the ASX Listing Rules, which includes the ASX Listing Rules Tables of Waivers. ASX Enforcement and Appeals Rulebook (for disciplinary matters). ASX Operating Rules ASX Limited is the holder of an Australian market licence granted under the Corporations Act which allows it to operate a market for certain financial products. LexisNexis is the authorised publisher of the ASX Operating Rules and maintains a close working relationship with the ASX to ensure the currency and quality of the product. The rules are relevant for: market participants; law firms providing legal and compliance advice to participants and others in relation to the ASX market; and others who advise in relation to the ASX market, such as financial advisers, investment banks, and medium and large accounting firms. The ASX Operating Rules deal with the operation of the market, including: access to the market; products (including Warrants and AQUA Products); trading rules; execution, quote display and reporting services; and monitoring compliance and enforcing conduct. As the authorised publisher, LexisNexis is immediately aware of changes, offering superior currency and frequency of updates. Online product is updated within five days of receipt of information from the ASX, and hard copy is updated within 10 days. Guidance Notes are also published to assist market participants and Warrant and AQUA Product issuers understand how certain ASX Operating Rules and procedures operate. (The Guidance Notes in the blue ASX Market Rules binder are still current as they have yet to be reissued by the ASX ). 3

4 LexisNexis intranet tools enable deep linking to the table of contents or the search form for the product. Searchable historical versions of the ASX Operating Rules from 1995 to the present are available. (These historical versions are not on the ASX web site and offer customers the ability to compare versions of the rules over time). The ASIC / ASX Market Integrity Rules is a companion volume to the ASX Operating Rules. Published by ASIC, it is reproduced by LexisNexis and issued to all subscribers to the ASX Operating Rules. ASX Enforcement and Appeals Rulebook (for disciplinary matters) ASX Settlement Operating Rules ASX Settlement Pty Limited (ASX Settlement) is the holder of an Australian Clearing and Settlement (CS) facility licence granted under the Corporations Act pursuant to which it provides a facility for the parties to transactions relating to certain financial products to meet obligations to each other that arise from entering into the transaction, including to enable participants to pay money or otherwise meet settlement obligations arising out of transactions in certain financial products and to enable issuers and participants to record holdings of financial products and to take permitted action in accordance with instructions, agreements or arrangements in relation to certain financial products. LexisNexis is the authorised publisher of the ASX Settlement Operating Rules and maintains a close working relationship with the ASX that ensures the currency and quality of the product. The rules are relevant for: Issuers of financial products; Market participants on the ASX ; Anyone who participates in trading on the stock market, such as stockbrokers, financial advisers, investment banks, and medium and large accounting firms. Traders will need to have a copy of the ASX Settlement Operating Rules to ensure their compliance. Depending upon the size of the trading company, the decision-maker may range from a publications/library department officer to a team leader or individual trader; and Large and small law firms: although legal advisers are comparatively unlikely to be heavily involved in day-to-day transactions, their clients may require their representation and advice in relation to the disciplinary and appeal tribunals. The ASX Settlement Operating Rules deal with certain matters in respect of the operation of the settlement facility provided by ASX Settlement. Guidance Notes are published to assist participants to understand how certain ASX Settlement operating rules and procedures operate. 4

5 As the Authorised Publisher, LexisNexis is immediately aware of changes, offering superior currency and frequency of updates. Online product is updated within five days of receipt of information from the ASX, and hard copy is updated within 10 days. Guidance Notes assist participants to understand how certain ASX Settlement operating rules and procedures operate. Searchable historical versions of the ASX Settlement Operating Rules from 2004 to the present are available. (These historical versions are not on the ASX website and offer customers the ability to compare versions of the rules over time). The online version of the ASX Settlement Operating Rules integrates with customers other LexisNexis products and its hyperlinked, structured publication of the Rules is suitable for the non-linear way that users will need to access the information. ASX Enforcement and Appeals Rulebook (for disciplinary matters). Austraclear Regulations Austraclear Limited (Austraclear) is the holder of an Australian CS facility licence granted under the Corporations Act pursuant to which it provides a depository and a settlement facility for the parties to transactions relating to certain financial products to meet obligations to each other. This is defined as the Austraclear System. LexisNexis is the authorised publisher of the Austraclear Regulations, with a close working relationship with the ASX that ensures the currency and quality of the product. LexisNexis products provide access to a current, easy to access copy of the rules to enable compliance and risk management at every stage of a client s business. The Regulations are relevant for: Current participants in the Austraclear system and their legal and compliance advisers. Anyone who participates in trading on the stock market, such as stockbrokers, financial advisers, investment banks, medium and large accounting firms, and bond issuers. The Austraclear Regulations (approved under the Corporations Act) deal with certain matters in respect of the Austraclear System including the deposit (lodgment) of debt securities, the safe custody of deposited paper securities, the entry of and facilitation of the settlement of transactions, the transmission of information relating to dealings between participants and the movement of funds between participants. The Regulations include the Electronic Conveyancing (EC) Settlement Facility. This is a settlement service for the financial component of electronic conveyancing transactions relating to land and is separate from the traditional Austraclear System. The terms and conditions relating to the EC Settlement Facility are set out in the Regulations, in each case labelled as EC Rule. 5

6 As the Authorised Publisher, LexisNexis is immediately aware of changes, offering superior currency and frequency of updates. Online product is updated within five days of receipt of information from the ASX, and hard copy is updated within 10 days. The Austraclear Procedures, Determinations and Practice Notes are also published by Austraclear to facilitate the use of Austraclear, to record prescriptions and determinations made by Austraclear pursuant to the Austraclear Regulations and to record practice notes as to how the Austraclear Regulations are interpreted and administered. Searchable historical versions of the Austraclear Regulations from 2006 to the present are available. (The historical versions offer customers the ability to compare versions of the rules over time and are not available on the ASX web site). The online version of the Austraclear Regulations integrates with customers other LexisNexis products and its hyperlinked, structured publication of the Rules is suitable for the non-linear way that users will need to access the information. Compatibility with other LexisNexis products ASX Enforcement and Appeals Rulebook (for disciplinary matters). ASX 24 Operating Rules ASX Limited (ASX 24) is the holder of an Australian market licence granted under the Corporations Act pursuant to which it operates a market for certain financial products. Those products include futures and options in the following markets: interest rates; equities; energy; commodities; and CFDs. The ASX 24 Operating Rules deal with the operation of the market, including: access to the market; products; trading rules; execution, quote display and reporting services; and monitoring compliance and enforcing conduct. 6

7 Information will be relevant for: Trading participants; Law firms providing legal and compliance advice to participants; and Others who advise in relation to the ASX 24 market, such as financial advisers, investment banks, medium and large accounting firms, and bond issuers. LexisNexis is the authorised publisher of the ASX 24 Operating Rules, with a close working relationship with the ASX that ensures the currency and quality of the product. The online product is updated within five days of receipt of information from the ASX, and the hard copy is updated within 10 days of receipt of information from the ASX. Searchable historical versions of the ASX 24 Operating Rules from 2006 to the present are available. (The historical versions offer customers the ability to compare versions of the rules over time and are not available on the ASX web site). LexisNexis intranet tools allow the customer to deep link to the table of contents or the search form for the product. The online version of the ASX 24 Operating Rules integrates with customers other LexisNexis products and its hyperlinked, structured publication of the Rules is suitable for the non-linear way that users will need to access the information. ASIC / ASX 24 Market Integrity Rules is a companion volume to the ASX 24 Operating Rules. Published by ASIC, it is reproduced by LexisNexis and issued to all subscribers to the ASX 24 Operating Rules. ASX Enforcement and Appeals Rulebook (for disciplinary matters) ASX Clear Operating Rules ASX Clear Pty Limited (ASX Clear) is the holder of an Australian CS facility licence granted under the Corporations Act pursuant to which it provides a facility for the parties to transactions relating to certain financial products to meet obligations to each other that arise from entering into the transaction, including enabling participants to provide clearing services in relation to transactions in certain financial products, to remove direct transaction counterparty risk for transactions in certain financial products by the assumption, through novation and registration, of those counterparty obligations by ASX Clear and to facilitate settlement of transactions in certain financial products. 7

8 The ASX Clear Operating Rules deal with certain matters in respect of the operation of the clearing facility provided by ASX Clear. Information will be relevant for: Market participants and regulated persons who are involved in the operations of ASX Clear. For existing ASX Clear participants, ease, convenience and speed of reference will be a major selling point. Access to the most up-to-date requirements for specific anomalous trades will help potential clients to meet their regulatory compliance and risk management objectives. Law firms that need access to this information in order to assist their clients (who are themselves market participants or regulated persons) in meeting their compliance obligations. The ASX Clear Operating Rules have effect as a contract not just between the participant and ASX Clear, but also between participants. Risk management is therefore crucial. For professional and legal advisers that deal with ASX Clear participants less frequently, this product is an investment that will assist them in accessing new areas of work. Anyone who participates in trading on the stock market, such as stockbrokers, financial advisers, investment banks, and medium and large accounting firms. LexisNexis is the authorised publisher of the ASX Clear Operating Rules and maintains a close working relationship with the ASX that ensures the currency and quality of the product. Online product is updated within five days of receipt of information from the ASX, and hard copy is updated within 10 days. Guidance Notes are also published to assist participants to understand how certain ASX Clear Operating Rules and procedures operate. Searchable historical versions of the ASX Clear Operating Rules from 2004 to the present are available. (The historical versions offer customers the ability to compare versions of the rules over time and are not available on the ASX web site). LexisNexis intranet tools enable deep linking to the table of contents or the search form for the product. The online version of the ASX Clear Operating Rules integrates with customers other LexisNexis products and its hyperlinked, structured publication of the Rules is suitable for the non-linear way that users will need to access the information. ASX Enforcement and Appeals Rulebook (for disciplinary matters). ASX Clear (Futures) Operating Rules 8

9 The ASX Clear (Futures) Operating Rules provides central counterparty clearing (CCP) and settlement services for all futures and options products which are traded on ASX 24. The Operating Rules of ASX Clear (Futures) deal with certain matters in respect of the operation of the clearing and settlement facility provided by ASX Clear (Futures), including regulating the behaviour of clearing participants in their relationships with ASX Clear (Futures), their clients and other clearing participants. Information will be relevant for: Trading and clearing participants. Because of the variety of enterprises involved in ASX Clear (Futures), the decision-maker may be anyone from a compliance manager to an individual trader. Given the volume and intensity of trading on ASX Clear (Futures), ease of reference and use will be critical for users. Law firms providing legal and compliance advice to participants. For professional and legal advisers that deal with participants in ASX Clear (Futures) ease of reference and speed of use are also critical. For professional and legal advisers that deal with ASX Clear (Futures) participants less frequently, this product is an investment that will assist them in accessing new areas of work. Others who advise in relation to the ASX 24 market, such as financial advisers, investment banks, medium and large accounting firms, and bond issuers. LexisNexis is the authorised publisher of the ASX Clear (Futures) Operating Rules and maintains a close working relationship with the ASX that ensures the currency and quality of the product. Online product is updated within five days of receipt of information from the ASX, and hard copy is updated within 10 days. Procedures, Determinations and Practice Notes are also published by ASX Clear (Futures) to facilitate the services provided by ASX Clear (Futures). Determinations are made by ASX Clear (Futures) pursuant to powers conferred in the clearing rules. Practice notes provide guidance on how ASX Clear (Futures) interprets and administers the rules. Searchable historical versions of the ASX Clear (Futures) Operating Rules from 2007 are available. (The historical versions offer customers the ability to compare versions of the rules over time and are not available on the ASX web site). LexisNexis intranet tools enable deep linking to the table of contents or the search form for the product. The online version of the ASX Clear (Futures) Operating Rules integrates with customers other LexisNexis products and its hyperlinked, structured publication of the Rules is suitable for the non-linear way that users will need to access the information. 9

10 ASX Enforcement and Appeals Rulebook (for disciplinary matters) ASX Enforcement and Appeals Rulebook These rules deal with the powers, processes and procedures for addressing contraventions of the Operating Rules (that is, the ASX Listing Rules, the ASX Operating Rules, the ASX 24 Operating Rules, the ASX Settlement Operating Rules, the ASX Clear Operating Rules, the ASX Clear (Futures) Operating Rules and Austraclear Regulations) and appeals in relation to the operation of the licensed market and facilities within ASX. These rules were originally included with individual ASX Rulebooks, but are now issued as a separate volume. The ASX Enforcement and Appeals Rulebook is an essential companion to other ASX Rulebooks published by LexisNexis. This Rulebook deals with enforcing compliance with the Operating Rules and appeal matters including: the taking of enforcement action (including exercise of powers) by an ASX Licensee where a Relevant Person has breached the Operating Rules; appeals available to a Relevant Person under any of the Operating Rules; the process of appeal to an Appeal Tribunal; the consolidation of enforcement actions and appeals; and the recording and announcement of actions and determinations made by ASX and the Appeal Tribunal. This Rulebook also deals with the establishment and composition of the Appeal Tribunal Panel and an Appeal Tribunal and sets out: the powers of Appeal Tribunals; and how proceedings before an Appeal Tribunal are to be conducted. LexisNexis is the authorised publisher of the ASX Enforcement and Appeals Rulebook, with a close working relationship with the ASX that ensures the currency and quality of the product. Online product is updated within five days of receipt of information from the ASX, and hard copy is updated within 10 days. This is a companion rulebook to the following ASX Rulebooks: ASX Listing Rules; ASX Operating Rules; 10

11 ASX 24 Operating Rules; ASX Settlement Operating Rules; ASX Clear Operating Rules; ASX Clear (Futures) Operating Rules; and Austraclear Regulations. Complementary ASIC Publications ASIC Market Integrity Rules (ASX Market) 2010 On 24 August 2009, the Australian Government announced it had decided to transfer responsibility for supervision of Australia s domestic licensed financial markets from market operators to ASIC. The Corporations Amendment (Financial Market Supervision) Act 2010 (the Financial Market Supervision Act) was enacted in March 2010 to transfer that responsibility. The Financial Market Supervision Act commenced on 1 August 2010, and on 1 August 2010, ASIC made market integrity rules for the ASX market in the ASIC Market Integrity Rules (ASX Market) These rules were adapted from the ASX Market Rules (subsequently superseded by the ASX Operating Rules). The rules will be relevant for: trading participants; law firms providing legal and compliance advice to participants; and others who advise in relation to the ASX 24 market, such as financial advisers, investment banks, medium and large accounting firms, and bond issuers. These rules apply to market operators, market participants, other prescribed entities and financial products traded on the relevant markets. Market integrity rules are legislative instruments. ASIC s Market Integrity Rules (Competition in Exchange Markets) 2011 were released on 29 April The Competition Rules apply to: a) the operators of licensed financial markets on or through which offers to acquire or dispose of certain financial products (defined in Rule of the Competition Rules as Equity Market Products) are made or accepted, including the financial market (ASX Market) operated by ASX Limited; and b) participants of those markets that deal in Equity Market Products. The Competition Rules supplement the ASIC Market Integrity Rules (ASX Market) 2010, which commenced on 1 August Participants in the ASX Market that deal in Equity Market Products need to comply with the Rules and the Competition Rules. 11

12 LexisNexis integrates amendments for both the printed and online versions of this rulebook for ease of reference. (ASIC currently publishes amendments separately). LexisNexis intranet tools allow the customer to deep link to the table of contents or the search form for the product. The Market Integrity Rules (ASX Market) 2010 is a companion volume to the ASX Operating Rules. It is reproduced by LexisNexis and issued to all subscribers to the ASX Operating Rules. (It does not purport to be an official or authorised version). The ASIC Market Integrity Rules (Competition in Exchange Markets) 2011 were released on 29 April These rules complement the ASIC Market Integrity Rules (ASX Market) 2010 and are included with this rulebook. Participants in the ASX Market that deal in Equity Market Products need to comply with the Rules and the Competition Rules. ASIC Market Integrity Rules (ASX 24 Market) 2010 On 24 August 2009, the Australian Government announced it had decided to transfer responsibility for supervision of Australia s domestic licensed financial markets from market operators to ASIC. The Corporations Amendment (Financial Market Supervision) Act 2010 (the Financial Market Supervision Act) was enacted in March 2010 to transfer that responsibility. The Financial Market Supervision Act commenced on 1 August 2010, and on 1 August 2010, ASIC made market integrity rules for the ASX 24 market in the ASIC Market Integrity Rules (ASX 24 Market) These rules were adapted from the Sydney Futures Exchange Operating Rules (subsequently superseded by the ASX 24 Operating Rules). As with the ASX 24 Operating Rules, these rules apply to market operators, market participants, other prescribed entities and financial products traded on the relevant markets. These rules are relevant for: trading participants; law firms providing legal and compliance advice to participants; and others who advise in relation to the ASX 24 market, such as financial advisors, investment banks, medium and large accounting firms, and bond issuers. LexisNexis integrates amendments for both the printed and online versions of this rulebook for ease of reference. (ASIC currently publishes amendments to its rulebooks separately.) 12

13 LexisNexis intranet tools enable deep linking to the table of contents or the search form for the product. The Market Integrity Rules (ASX 24 Market) 2010 is a companion volume to the ASX 24 Operating Rules. It is reproduced by LexisNexis and issued to all subscribers to the ASX 24 Operating Rules. (It does not purport to be an official or authorised version). 13