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Financial Sector (Business Transfer and Group Restructure) determination No. 2 of 2017

Financial Sector (Business Transfer and Group Restructure) Act 1999

 I, Wayne Byres, Chair of APRA, under section 46 of the Financial Sector (Business Transfer and Group Restructure) Act 1999 (the Act) and subsection 33(3) of the Acts Interpretation Act 1901:

(a)   REVOKE Financial Sector (Business Transfer and Group Restructure) determination No. 1 of 2015, including Transfer Rules No. 1 of 2015 made under that determination; and

(b)   MAKE Transfer Rules 2017 – Voluntary Transfers, in the form set out in the Schedule, for the purposes of subsection 10(2) and section 13 of the Act.

This instrument commences on the day it is registered on the Federal Register of Legislation.

Dated:      22 September 2017

[Signed]
………………………
Wayne Byres
Chair
APRA

Interpretation
In this Determination
APRA means the Australian Prudential Regulation Authority.
Schedule

Transfer Rules 2017 – Voluntary Transfers comprises the 11 pages commencing on the following page.

Transfer Rules 2017 – Voluntary Transfers

Financial Sector (Business Transfer and Group Restructure) Act 1999

Introduction

     1. These Rules are made under section 46 of the Financial Sector (Business Transfer and Group Restructure) Act 1999 (the Act).  They apply to a voluntary transfer of business, under Part 3 Division 2 of the Act, from one ADI to another, or from one life insurance company to another.

    2.      For the purposes of subsection 10(2) of the Act, these Rules prescribe the form and content of an application for approval of a voluntary transfer of business.

    3.      For the purposes of paragraph 13(a) of the Act, these Rules prescribe certain ways in which a voluntary transfer may be adopted by or on behalf of a transferring body, a receiving body, or members of a transferring or receiving body.

         Note Matters to consider before lodging a formal application

   Transferring and receiving bodies are encouraged to discuss a proposed transfer of business with APRA before lodging a formal application.

   Applicants should also consider the need to raise their application with, or provide information in relation to the proposed transfer of business to, other agencies, such as the ATO, ASIC, the ACCC and the FIRB.

   To avoid delays in processing their application, early in their transfer planning the applicants should consider whether:

        (a)                 the transfer involves any shares to which the takeovers provisions under Chapter 6 of the Corporations Act 2001 would apply;

        (b)                 it will be necessary for the receiving body to apply for licences or seek relief from ASIC in relation to the business proposed to be transferred;

        (c)                 any charges registered over the assets of the transferring body can or should be released as part of the transfer process;

        (d)                 where a total transfer