Document ID: chunk:federal_register_of_legislation:F2022L01562:body:0:p62
Version: federal_register_of_legislation:F2022L01562
Segment Type: other
Provision Reference: 
Character Range: 161110–163122

this would include lending to a borrower on a non-recourse basis secured against any capital instruments of the ADI or members of the group. It would exclude, for example, full recourse lending to a borrower to purchase a well-diversified and well-collateralised portfolio that may include the relevant exposures.

    [48] For example, by way of a scheme of arrangement.

    [49] Conversion must be into the ordinary shares of the ADI or its parent entity, which must be listed at the time of issue. For an unlisted ADI with no listed upstream entity at the time the instrument is issued, the instrument is to be converted into the unlisted ordinary shares of the ADI. Where an unlisted ADI issues the instrument to its listed parent entity, conversion may be into the unlisted ordinary shares of the ADI.

    [50] Reference to ADI captures any entity whose ordinary shares are issued as a result of conversion provisions.

    [51] For an unlisted ADI that has no listed parent entity at the time of issue, the ordinary share price is based on the book value per share at the time of issue.

    [52] This may include subsequent ordinary share splits, bonus issues and share consolidations.

    [53] These provisions on cross-default clauses are in addition to the general prohibition on cross-default clauses involving related entities set out in APS 222.

    [54] For example, by way of a scheme of arrangement.

    [55] Requirements may be applied by home regulator or under statute.

    [56] Such a declaration would typically be provided, as appropriate, by APRA or another regulator, or by way of statutory provisions.

    [57] 'Financial year' means a period of 12 consecutive months covered by one or more sets of publicly available operating results preceding the date of the proposed payment of distributions. For example, where an ADI makes available half-yearly operating results, a financial year will refer to the preceding two publicly available half-yearly operating results for the ADI.