Registered financial corporations

Introduction

Registered Financial Corporations (RFCs) are entities that engage in the provision of finance as part of their business operations in Australia, and are required to comply with the Financial Sector (Collection of Data) Act 2001 (FSCOD Act.)

To be a ‘registrable corporation’, a corporation must meet the requirements of section 7 of the Act – having assets of more than $50 million and being involved in the borrowing of money and the provision of finance. 

Those corporations meeting these criteria are required to register with APRA.

APRA has several roles in governing RFCs to the terms of the Act:
 

• Registration of RFCs
• Deregistration of RFCs
• Collecting data from RFCs to facilitate statistical analysis and regulatory oversight as regards reporting and operational standards.

Registered Financial Corporations differ from entities regulated by APRA (known as “regulated entities”) as they are not subject to supervisory oversight. 

List of Registered Financial Corporations
 

The current list of Registered Financial Corporations is available here.  APRA must keep this register of entities and make it available for inspection by any member of the public. 

This is not a list for the purposes of subsections 11(4) and (5) of the Act. A list for the purpose of subsection 11(4) is prepared and published by APRA in the Gazettes - Federal Register of Legislation on an annual basis.

Registration

Registration eligibility

In general, the FSCOD Act applies to any corporation which engages in the provision of finance while carrying on business in Australia. Section 7 of the Act outlines the characteristics of corporations subject to the Act.

The meaning of ‘provision of finance’

Section 32 of the Act explains the meaning of the expression ‘provision of finance’. Provision of finance includes:

• the lending of money, with or without security;
• the carrying out of activities, whether directly or indirectly, that result in the funding or originating of loans or other financing;
• the supplying of goods by way of hire-purchase;
• the sale (other than a lay-by sale), in the course of the carrying on of a business of selling goods by retail, of goods on terms under which payment in full for the goods is not required to be made before the expiration of 3 months from the day on which the goods are sold or agreed to be sold;
• the letting on hire of goods;
• the acquisition of debts due to another person;
• the purchase of bills of exchange or promissory notes;
• the purchase of securities issued by the Commonwealth, a State or a Territory or an authority of the Commonwealth, of a State or of a Territory;
• the purchase of debentures or other securities (other than shares) issued by a corporation.

The provision of finance does not include:

• the provision of financial advice;
• intra-group financing activity between corporations that are related to one another. 

Non-eligible corporations

Corporations specifically excluded from being registrable under the Act include banks, building societies, credit unions, public authorities, friendly or benefit societies, insurance companies and companies authorised by a law of a State or of a Territory to act as an executor, administrator and trustee.

Other corporations which are not registrable corporations for the purposes of the Act include corporations:

• whose assets in Australia, consisting of debts due to the corporation resulting from transactions entered into in the course of the provision of finance by the corporation, do not exceed $50 million in total; and
• where the principal amounts outstanding on loans or other financing, as entered into in a financial year, do not exceed $50 million in total.

Registering as a Registered Financial Corporation

If a corporation determines that it is a registrable corporation, then it must provide APRA with the following documents to register as an RFC: 

1. RFC Registration Form
2. Registered Financial Corporation Initial Return

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3. A copy of the corporation’s last audited statement of financial position

Please complete and submit these documents to APRA via email at DataAnalytics@apra.gov.au.

Submitting data to APRA

Once registered, RFCs must adhere to specific reporting requirements, which may include:

• Submitting financial data on a monthly, quarterly, or annual basis.
• Providing updates to APRA regarding any significant changes in their operations or financial status.

APRA will confirm these requirements to the RFC upon registration.

Further information for corporations regarding requirements is given on these pages: 

• Registered financial corporation standards and guidance and
• Reporting requirements for registered financial corporations

Deregistering as a Registered Financial Corporation

Reasons for deregistration include (but are not limited to) assets falling below $50 million or the corporation being deregistered by the Australian Securities and Investments Commission (ASIC). 

To deregister, a corporation must provide the following documents to APRA: 

• Completed RFC Deregistration Form
• A copy of the corporation’s last audited statement of financial position, which confirm that assets have fallen below $50 million
• If corporation has been deregistered by ASIC, then the copy of the deregistration.

Completed documents can be submitted to APRA:

• via email to DataAnalytics@apra.gov.au.

Penalties

Registration does not give RFCs any special status or guarantee their financial stability. The Act prohibits RFCs from advertising that they are ‘registered under the Financial Sector (Collection of Data) Act 2001’ or ‘registered with the Australian Prudential Regulation Authority’.

If a RFC fails to provide APRA with the relevant documents within 60 days of becoming a registrable corporation, it is subject to a potential fine of 50 penalty units a day for every day that it continues to be non-compliant.

An RFC that fails to inform APRA within 60 days of any change of name or registered address, or change in principal methods of borrowing or lending, is subject to a potential fine of 10 penalty units a day.

Banking Exemption No. 2 of 2018

Banking exemption No. 2 of 2018 exempts registered entities from section 8 of the Banking Act 1959 (the Banking Act), provided they comply with the conditions in the exemption order, and clarifies the requirements for issuing a prudential supervision warning under the Banking Act:

• These registered entities do not take deposits otherwise than by issuing or selling securities within the meaning of Part 6D.2 of the Corporations Act 2001, or by issuing or selling a financial product within the meaning of Part 7.9 of the Corporations Act 2001; and
   
• When offering such securities or financial products to an investor, the investor is given the warning (the prudential supervision warning) that the registered entity is not supervised by APRA under the Banking Act, that the investor will not have the right to priority of repayment that is conferred on depositors by section 13A of the Banking Act, and that the securities or financial products will not be covered by the financial claims scheme established under Division 2AA, Part II of the Banking Act in the manner specified in the exemption order.

Australian Government Small and Medium Enterprise (SME) Guarantee Scheme

Under paragraph 7(1A)(b) of the Act, APRA has the power to determine in writing a class of corporations as registrable corporations for the purpose of paragraph 7(1)(b) of the Act.  

APRA has determined that all participants in the Australian Government (SME) Guarantee Scheme not already captured in the Act are registrable corporations.

For more information

For any questions relating to registration, deregistration or submitting returns/forms to APRA, enquiries about validation rules, please reach out APRA via the DA mailbox (dataanalytics@apra.gov.au). Urgent issues can be escalated by calling APRA on +61 2 9210 3400 between 9am and 5pm AEST weekdays.

For information regarding APRA Connect, please refer to APRA Connect | APRA  page.

To log a support request with the D2A Help Desk at support@apra.gov.au.

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