How should the licensing and preparation requirements for this business be confirmed?
Covers facilities that constitute a financial market, such as those through which offers to buy or sell financial products are regularly made or accepted. The precise boundary depends on the actual process and statutory definition. Domestic Tier 1 generally involves more significant, complex or exchange-type venues, with a focus on trading transparency, market data, regulatory data and system resilience. Tier 2 may involve venues with limited functions or lower risk, but a lower-regulation classification cannot be chosen unilaterally. The overseas pathway s795B(2) applies to operators authorised in the country of their principal place of business to operate the same market, and requires equivalent investor protection and market integrity oversight. Its advantage is to establish a clear legal framework for organising trading, access and rules; it does not include authorisation for all issuance, broking, custody or international business.RG172
RGYS provides support with organising materials, assessing pathways and coordinating with professionals; we are not a licensing or approval authority. Approval, registration status and operating restrictions are subject to official decisions and the actual licence.
Business scope and applicable boundaries
Covers facilities that constitute a financial market, such as those through which offers to buy or sell financial products are regularly made or accepted. The precise boundary depends on the actual process and statutory definition. Domestic Tier 1 generally involves more significant, complex or exchange-type venues, with a focus on trading transparency, market data, regulatory data and system resilience. Tier 2 may involve venues with limited functions or lower risk, but a lower-regulation classification cannot be chosen unilaterally. The overseas pathway s795B(2) applies to operators authorised in the country of their principal place of business to operate the same market, and requires equivalent investor protection and market integrity oversight. Its advantage is to establish a clear legal framework for organising trading, access and rules; it does not include authorisation for all issuance, broking, custody or international business.RG172
Application eligibility and required information
For ASIC to grant a licence through the standard process, the requirements of s795B must be satisfied: a proper application, capacity to continue meeting obligations, adequate operating rules and procedures, conflict management, and supervision and enforcement of market rules. Where ASIC considers it necessary, appropriate clearing and settlement arrangements must be in place, and applicable compensation arrangements and control and qualification restrictions must be checked. Domestic application materials must follow s795A and regulations 7.2.11—12; overseas applications must follow regulations 7.2.14—15 and include evidence of equivalence, existing authorisation and regulatory cooperation. Submit an English-language business plan, details of products and users, order rules, participant admission, the supervision model, financial models, personnel, system testing, disaster recovery and a complete declaration of truthfulness. A website and certificate of company registration alone are not sufficient to complete an application.Current Corporations Act
Requirements for shareholders, directors and compliance personnel
Shareholders and the ownership chain must be transparent. Voting rights exceeding 20% in an Australian-registered entity that is not widely held require independent approval under the applicable regime. Key personnel must be competent and honest, free from inappropriate conflicts, and not disqualified or subject to a FMI prohibition. The team should have substantive coverage of trading operations, market supervision, risk and compliance, technology and financial resources. High-capacity Tier 1 must demonstrate the ability to support complex trading; Tier 2 still requires adequate skills and cover. Overseas teams must explain access to Australian regulatory contacts and home-country supervision. Australian companies must meet the residency requirements for directors and any applicable company secretary requirements for Pty Ltd or public companies, and director ID; no uniform fixed number of RM or years of experience has been verified, and the AFSL template should not be applied.
Capital and financial resource requirements
There is no fixed Australian-dollar minimum share capital or NTA amount that applies across all markets. Current RG172.71 generally requires at least six months of market operating expenses. Start-up revenue forecasts should be prudent, and more should be provided if an orderly exit would require it; the calculation must also take account of all activities and related outsourcing costs. Tier 1 group dependencies, offshore non-cash support, retail participation and systemic importance may result in stricter case-specific requirements. Paid-up share capital, net assets, NTA and financial resources that can be accessed promptly must be shown separately. The proposed update to CS69 financial resources guidance was not an additional current requirement as at 2026-11-05.
Registered address and actual operating arrangements
An Australian company’s registered office must be a physical street address in Australia, and its principal place of business must be genuine; written consent must be retained for a third-party registered office. The application must describe the market management, trading systems, regulatory data, support team and backup locations individually; there is no requirement to invent a uniform office size. Before obtaining a licence, a foreign body corporate must register under Part 5B.2. Before moving the principal place of business of an overseas licensed operator to another country, check the s792H’s ASIC approval obligation and maintain authorisation in its home country.
Application and business preparation process
- Explain the order and transaction mechanisms, products and participants to ASIC in advance, and confirm the market classification and domestic, offshore and Tier classifications.
- Put in place the applicant legal entity, control structure, governance and funding; anyone proposing to hold more than 20% of the relevant voting rights should also prepare a separate approval application.
- Submit the English application in accordance with current RG172 and statutory information requirements, providing evidence of rules, technology and resources.
- Complete ASIC supplementary review, any necessary public consultation or overseas regulator communications, and verify clearing and indemnity arrangements.
- Obtain the written licence and conditions from ASIC, complete user integration testing and meet the conditions for commencement before launching within the scope of the authorisation.
Time required and review uncertainty
Official: The latest RG172 does not provide a uniform fixed processing commitment for new licences; complexity and public consultation affect timing. Do not use the old ministerial approval period. Commercial: an initial project scheduling assumption of 6–18 months in total for preparation, application and operational validation may be used; significant exchanges or new types of cross-border market may take longer. This range is not an official target or industry statistic. The 90-day change-of-control period plus a possible extension of up to 30 days is separate and does not equate to the time to obtain a market licence.
Changes to shareholders or directors, acquisitions and transfers
Before acquiring shares, analyse the voting rights of related persons in the Australian registered entity and its holding company. Prior ASIC approval is required if the holding exceeds 20% or is intended to exceed an already approved limit; check the special regimes separately for widely held market bodies and ASX. For new products, changes to users or matching mechanisms, rule changes, or a change in the principal place of business overseas, check licence variations, rule submissions and any prior approval obligations. Do not assume that a licence transfers with the system in an asset acquisition or operator change; a new legal entity requires its own licence and business continuity arrangements.
Ongoing compliance, renewal and maintenance
Continually ensure fairness, orderliness and transparency; monitor participants and enforcement of rules, and update conflicts management, capital, personnel and technological resources. Report under s792F, licence conditions and applicable market integrity rules; cooperate with ASIC assessments and regulatory data flows. Test before system changes, retain complete order and transaction records, and handle transparency, block trades and trading halts in accordance with applicable rules. Notify incidents and changes to key personnel under the market provisions; maintain company registration, annual fees and overseas regulatory authorisations separately. Before exiting, deal with incomplete transactions and migrate users and data.
Frequently Asked Questions
Does holding AFSL already allow us to operate an exchange or clearing facility?
Not necessarily. AFSL and infrastructure licences address different functions; markets, CS, ADTR and benchmarks are respectively governed by Parts 7.2, 7.3, 7.5A and 7.5B. Check for parallel licensing requirements against the transaction and service processes; a company name or general AFSL authorisation is not a substitute for a facility licence.Current Corporations Act
Are financial market and CS licences still approved by the Minister?
Ordinary applications are decided by ASIC under the current s795B and s824B(1) and (2), rather than following the former general process of final ministerial approval. The Minister retains functions including granting a licence to a successor following a transfer in a crisis and certain special control matters; these are not part of the ordinary new-licence process.Current Corporations Act
Do all four types of licence require a fixed minimum registered capital or NTA?
There is no fixed Australian-dollar minimum share capital or NTA amount that can be applied uniformly. Different regimes require, respectively, adequate financial resources, net assets supported by equity, or liquid net assets supported by equity; six months’ expenses are required under different wording and risk bases and cannot simply be equated with six months’ registered capital. Actual conditions and exit needs may require more.
Can a group guarantee be used instead of net assets for ADTR?
This is not the correct interpretation. Current 2023 rule 2.4.7 requires the operator to maintain equity-backed net assets at all times, covering at least six months of current expenses and recalculated on a rolling basis at each month-end. The examples in RG249 concerning other financial support do not automatically exempt the operator from this holding requirement; any exemption or special arrangement must have a lawful basis.ADTR Current Rules
Does 42 days mean that the repository and benchmark applications are certain to be approved?
No. The 42 days in s905C(3) and s908BC(3) are a statutory waiting condition before a licence can be granted and relate to the assessment of personnel qualifications; the application must also meet other conditions. ASIC does not promise that all assessments will be completed within 42 days. Commercial scheduling should separately allow for preparation, review, requests for further information and launch.
Can we complete the acquisition of 20% of the shares and notify ASIC afterwards?
Consider voting rights first, not just the number of shares. Acquiring or proposing to acquire more than 20% of an Australian-incorporated non-widely held FMI or applicable holding company, or exceeding an approved limit, generally requires prior approval; associates and indirect interests must also be taken into account. The 90-day decision mechanism has extensions, stop-the-clock provisions and exceptions to its application; it is not a guarantee of automatic approval.Statutory provisions on control
Are the 15% threshold for ADTR and the 20% threshold for FMI the same?
No. ADTR Rule 2.6.3 requires notification as soon as practicable after becoming aware that a person has acquired or ceased to hold more than 15% of the total voting rights; for an Australian-registered, non-widely held FMI, exceeding 20% involves prior control approval. One is a notification obligation and the other is an approval regime; both may apply.ADTR Rules
Can securities settlement volumes below AUD 40 billion operate without a licence or capital?
No. AUD 40 billion is the threshold for the current SSF financial stability standard’s annual aggregate settlement obligation; it is not an exemption threshold for an CS licence. On first exceeding it, the entity must immediately notify RBA and comply with the standard in the following and subsequent financial years. Below the threshold, it remains subject to obligations such as adequate resources under the Corporations Act and to its licence conditions.SSF Scope
If an overseas market, data repository or benchmark has a home-country licence, does that mean an Australian licence is unnecessary?
No. There is no automatic exemption. Market and CS overseas pathways require existing authorisation, equivalence and cooperation; for ADTR and benchmarks, regulatory reliance or a specific exemption may be requested on a case-by-case basis. Significant Australian connections, statutory reporting and significant benchmarks must be assessed separately, and any applicable foreign company registration and local requirements must be met.
Must ADTR transaction data be retained for seven years across the board?
This should not be stated in this way. Current Rule 2.3.2 requires transaction and correction records to be retained until five years after the relevant derivative expires or is terminated, which may therefore be much longer than five years from the reporting date; general compliance records are subject separately to retention for at least five years from their creation or amendment and any other longer applicable periods.Current record-keeping rules
Must all index publishers apply for a benchmark administrator licence?
No. Mandatory licensing focuses on significant financial benchmarks declared by ASIC; licences for other financial benchmarks may be applied for voluntarily. RBA and ABS are expressly stated on the ASIC website to not require a licence under s5A(4); the list of significant benchmarks is not a list of all licensed administrators.ASIC benchmark overview
Has the October 2026 market financial resources consultation come into force?
Not in force as at 2026-11-05. CS69 remains a consultation; current RG172.68—74 continue to be the applicable guidance. The official deadline is 5 pm on 2026-12-04 AEDT. Final rules and implementation arrangements should await official confirmation; a draft cannot be used to promise a new uniform capital amount.ASIC consultation announcement
Is using an accountant's address or an outsourced system sufficient to meet licence conditions?
A registered address may be a third party's physical street address, with consent, but licensing also requires genuine personnel, systems, funds, regulatory access and disaster recovery arrangements. Outsourcing does not transfer the licensee's responsibilities: it must retain supervisory capability and have contractual and recovery arrangements. Do not treat a mail service or a supplier's certificate as proof of licensing.
Does publication of this guide mean that RGYS or Mr Tang is certified by ASIC?
No. The byline Drew Tang (Mr Tang/Drew) identifies a Rengangyongsheng (Hong Kong) Limited business manager; in English, Rengangyongsheng (Hong Kong) Limited. The byline attributes the business content; it does not indicate that the company, author or afsl8.com holds an infrastructure licence, has regulatory accreditation or guarantees client application success.
Official sources and verification notes
Information verified: 5 November 2026. Business classifications do not replace legal definitions; use the latest versions of official webpages and legislation where they are updated.
- ASIC specified sources: Market structure / former market-infrastructure-licensees entry point
- ASIC final update to the FMI guidance on 2026-09-21 and explanation that RG211 has not been updated
- ASIC RG172 Financial markets: full text as at 2026-09-21
- ASIC RG211 Clearing and settlement facilities: old guidance and update notice
- ASIC RG211 old full text: refer only to content not superseded by current law
- ASIC RG249 Derivative trade repositories: full text as at 2026-09-21
- ASIC RG268 Licensing regime for financial benchmark administrators: full text as at 2026-09-21
- Current official register entry point for the Corporations Act 2001
- Corporations Act 2001, Volume 4, version from 19 September 2026 C2026C00432: licensing, control and supervision provisions
- RBA Guidance for Australian CS Facility Resolution Regime: February 2026
- RBA Current Financial Stability Standards and CCP and SSF commencement dates
- RBA CCP Standard 14: general business risk and net liquid assets supported by six months’ equity
- RBA SSF Standard 12: current general business risks and resources, 2024
- RBA SSF Scope of the current standard and the AUD 40 billion threshold
- ASIC 26-262MR: 2026-10-30 market resources consultation CS69, closing 2026-12-04
- ASIC 24-208MR: 2024 FMI reforms and new powers
- ASIC 2026 Euroclear Australia significant connections and interim transitional arrangements
- ASIC resource library: current rules, application packs and operating licence information
- ASIC Derivative Trade Repository Rules 2023, compilation dated 2026-03-18 F2026C00294
- ASIC Derivative Trade Repository Rules Amendment Instrument 2026/52 official text
- ASIC Financial benchmarks: guidance on licensed and specially exempt entities
- ASIC Corporations Significant Financial Benchmarks Instrument 2018/420: five formal declarations
- ASIC Company addresses: company entity addresses and third-party consent
- ASIC Company officeholders: directors and secretaries, residence and changes to information
- ABRS Who needs to apply and when：director ID
- ASIC Cost Recovery Implementation Statement 2025—26: estimates, final levies and maintenance costs
Notes on corrections to historical information in this guide
The specified ASIC source has been successfully extracted in full. Its current heading is Market structure; it contains only an overview and navigation, not the full application requirements. The webpage’s repeated “ensure to ensure” has not been copied as guide wording, and navigation topics have not been mechanically turned into separate licences. The full text and verification evidence are retained in infrastructure-source.md.
Following the 2024 reforms, ordinary licensing of financial markets and CS facilities is decided by ASIC under the current s795B and s824B(1), (2); this corrects the generic ministerial final-approval process in older guides. However, exceptions such as the special ministerial licensing power for crisis-related transfers under s824B(3) are retained; it would be inaccurate to say that the Minister no longer has any functions at all.
RG172, RG249 and RG268 were updated on 2026-09-21; RG211 remains pending reform updates. Its former 12–16-week period for providing advice to the Minister cannot be treated as a current approval target. The former domestic CS foreign-body pathway must be reassessed alongside the current Australian Chapter 2A registration obligation under s821A(1)(ea).
There is no uniform fixed minimum paid-up share capital or NTA amount for the four categories. Distinguish adequate market resources, ADTR equity-supported net assets, resources that can be legally determined to be available under the benchmark, CCP and SSF equity-supported liquid net assets; also distinguish resources for participant default from those for other risks.
The current operating rules in the information library are the 2023 rules, including the effective 2026/52 amendments; the superseded 2013 rules are not used. Rule 2.4.7 expressly specifies a six-month equity-backed net asset requirement and rolling calculations at each month-end; it is not sufficient to say there is no capital requirement or that a group guarantee is automatically adequate.
ADTR notification of more than 15% of voting rights is different from prior control approval for more than 20% of an Australian-incorporated non-widely held FMI. The general control approval period is 90 days plus up to 30 days, with stop-the-clock provisions and exceptions where it does not apply; approval is not unconditional or automatic.
The 42 days for ADTR and benchmarks are statutory pre-grant conditions, not service commitments to grant approval; markets and CS are not subject to the same waiting conditions. All commercial timeframes are identified as preliminary scheduling assumptions in this guide and are not presented as official or industry statistics.
RBA The current SSF standard took effect on 2024-06-24; AUD 40 billion is the threshold for application of the standard to annual aggregate settlement financial obligations, not a CS licensing exemption or a zero-capital threshold. CCP general business risk is Standard 14; SSF is Standard 12. Do not use PFMI or old numbering incorrectly.
ADTR Transaction records must be retained until five years after the derivative expires or is terminated; separate obligations apply to general compliance records, including a minimum period of five years. This should not be presented as a uniform seven-year period. The annual compliance report is generally due within three months after the end of the financial year; system or data incidents must be notified as soon as possible, with a report submitted within 14 days.
The major benchmark declaration lists only five specified benchmarks; it does not mean that all indices must be licensed. RBA and ABS do not require authorisation under s5A(4), as explained by ASIC; their commercial licensing status should not be invented.
CS69’s Market Resources consultation remains a draft as at 5 November 2026. The official deadline is 5 pm on 4 December 2026 AEDT; do not use the 30 November date reported by commercial media, or present proposed new resource, stress-testing or reporting requirements as already in force.
Euroclear's 2027-05-26 application target and temporary exemption are case-specific; they are not an industry-wide processing deadline or proof that an CS licence has been granted.
A registered address may be a third party's street address, with consent, but cannot be a PO Box. Operations, personnel and backup arrangements must still be genuine and adequate. No fixed office area, requirement for all employees to be locally based, uniform RM headcount or certification qualification has been invented.
The 2025—26 CRIS levy amounts are estimates as at the verification date and should not be treated as final fixed rates; licence service fees, annual levies, company annual review fees and regulatory capital are dealt with separately.
Drew Tang (Mr Tang / Drew) and Rengangyongsheng (Hong Kong) Limited / Rengangyongsheng (Hong Kong) Limited are commercial bylines and do not represent that they hold an infrastructure licence or are certified by ASIC or RBA.
YOUR CONSULTATION PARTNER
Drew Tang （Mr Tang / Drew）
Business Manager · Rengangyongsheng (Hong Kong) Limited
Speak with Mr TangThis article was prepared by Rengangyongsheng (Hong Kong) Limited, with business explanations provided by Drew Tang ( Mr Tang) Business Manager. It is general information and does not replace advice on an individual matter from an Australian lawyer, tax adviser or regulator.