Following on from our alert, ASIC has announced that it will extend the deadline for both listed and unlisted entities to lodge reports under Chapter 2M and Chapter 7 of the Corporations Act 2001 (Cth) (Corporations Act) by one month for certain balance dates up to and including 7 July 2020 balance dates.
The relief is not available to registered foreign companies.
ASIC has extended these deadlines to recognise reporting processes may take additional time due to current working arrangements, travel restrictions and other impacts of COVID-19.
ASIC have advised that where possible, entities should continue to lodge within their normal statutory guidelines with regards to the information needs of shareholders, creditors, users of financial reports or to meet borrowing covenant obligations.
Under Chapter 2M of the Corporations Act, the deadline for half-year financial reports, directors’ reports and audit/review reports for both listed and unlisted disclosing entities has been extended from 75 days to 75 days + one month.
The extended deadlines will not apply where the normal reporting deadline has not already passed at the time the relevant legislative instrument of relief is registered. ASIC provided by way of example:
- for public companies and proprietary companies that are not disclosing entities, and which have a 31 December 2019 year end, the reporting deadline was 30 April 2020, and the extended deadline is 31 May 2020. This relief is already available under ASIC Corporations (Extended Reporting and Lodgment Deadlines – Unlisted Entities) Instrument 2020/395 which applies for unlisted entities with 31 December 2019 to 31 March 2020 balance dates; and
- for listed entities with 31 March 2020 year ends, the deadline is 30 June 2020, and the extended deadline will be 31 July 2020. For listed entities with 31 December 2019 year ends, the deadline of 31 March 2020 has passed and no extended deadline is available. This relief will be available under the new relief for listed and unlisted entities for balance dates up to 7 July 2020.
Listed entities
Listed entities now have an additional one month (from three months to four months) to lodge their financial reports for 21 February 2020 to 7 July 2020 balance dates.
These dates accommodate entities that use the provision in the Corporations Act which allows their financial year to be changed by plus or minus seven days.
ASIC has advised that listed entities will be required to inform the market if they intend to rely on the additional time to lodge their financial reports. As a matter of good corporate governance and transparency, ASIC have suggested that the listed entity explain the reasons for the reliance on the extended deadlines.
Listed entities should be mindful of their obligations under the ASX Listing Rules, for example an Appendix 4E under ASX Listing Rule 4.3A and 4.3B is due on 31 August for a 30 June year end.
Unlisted entities
Unlisted entities now have one additional month (from three months to four months) to lodge their financial reports for year ends 31 December 2019 to 7 July 2020.
Consequential relief
ASIC have advised that entities that utilise the extended deadlines will also have the following relief available:
- similar extended deadlines will be available for sending reports to members, but note some of those deadlines also operate by reference to the date of the next AGM;
- issuers of continuously quoted securities that use the extended reporting deadlines will not lose the ability to use reduced fundraising disclosures;
- the deadlines for compliance plan audits for registered schemes will be extended by one month;
- where a grandfathered proprietary company uses the extended deadline relief, it will continue to retain its grandfathered status. The directors’ report must disclose that the company has applied ASIC relief to report to members no later than one month after the normal reporting deadline; and
- the reporting deadlines in ASIC Corporations (Wholly-owned Companies) Instrument 2016/785 will be extended by one month for balance dates to 7 July 2020.
For further information or discussion, please contact our Corporate Advisory and Governance team.