Podcast
Questions and Answers
What is the aggregate value threshold for immediate announcement of a transaction under Rule 905?
What is the aggregate value threshold for immediate announcement of a transaction under Rule 905?
Under which condition must a listed issuer obtain shareholders' approval for an IPT?
Under which condition must a listed issuer obtain shareholders' approval for an IPT?
What is the purpose of the de minimis rule regarding transactions under $100,000?
What is the purpose of the de minimis rule regarding transactions under $100,000?
What does Rule 907 require an issuer to disclose?
What does Rule 907 require an issuer to disclose?
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What is one way companies try to evade the $100,000 materiality threshold?
What is one way companies try to evade the $100,000 materiality threshold?
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What authority does the stock exchange have regarding transactions below $100,000?
What authority does the stock exchange have regarding transactions below $100,000?
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What is the materiality threshold set for IPTs to avoid disclosure if transactions are aggregated?
What is the materiality threshold set for IPTs to avoid disclosure if transactions are aggregated?
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The listing rules apply to which of the following types of transactions?
The listing rules apply to which of the following types of transactions?
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Which of the following transactions does not require immediate announcement under the listing rules?
Which of the following transactions does not require immediate announcement under the listing rules?
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What type of transactions do not require shareholder approval according to listing rule 915?
What type of transactions do not require shareholder approval according to listing rule 915?
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Which of the following transactions is considered a transaction requiring disclosure under rule 916?
Which of the following transactions is considered a transaction requiring disclosure under rule 916?
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Which of the following does NOT represent an exception in listing rule 915?
Which of the following does NOT represent an exception in listing rule 915?
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What is the purpose of the general shareholders mandate allowed under Listing Rule 920?
What is the purpose of the general shareholders mandate allowed under Listing Rule 920?
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Which of the following statements correctly describes an IPT as outlined in the content?
Which of the following statements correctly describes an IPT as outlined in the content?
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Which of the following is NOT an exception for shareholder approval as discussed in the content?
Which of the following is NOT an exception for shareholder approval as discussed in the content?
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Under which condition can leases of property be exempt from getting shareholder approval?
Under which condition can leases of property be exempt from getting shareholder approval?
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Which area is identified as needing announcement and disclosures under rule 916?
Which area is identified as needing announcement and disclosures under rule 916?
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What type of remuneration is specifically mentioned as exempt from being categorized as IPT?
What type of remuneration is specifically mentioned as exempt from being categorized as IPT?
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What obligation remains even when certain transactions do not require shareholder approval, according to rule 916?
What obligation remains even when certain transactions do not require shareholder approval, according to rule 916?
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What is required if a company deviates from the principles established in the code?
What is required if a company deviates from the principles established in the code?
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How many provisions exist under the code, and what is their application basis?
How many provisions exist under the code, and what is their application basis?
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What characterizes the practice guidance within the corporate governance framework?
What characterizes the practice guidance within the corporate governance framework?
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What are the 13 principles in the code meant to embody?
What are the 13 principles in the code meant to embody?
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Which entity issues the practice guidance for corporate governance?
Which entity issues the practice guidance for corporate governance?
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What is the primary concern related to Interested Person Transactions (IPTs)?
What is the primary concern related to Interested Person Transactions (IPTs)?
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Which rule emphasizes the need to focus on the economic and commercial substance of IPTs?
Which rule emphasizes the need to focus on the economic and commercial substance of IPTs?
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Which of the following statements accurately defines a controlling shareholder?
Which of the following statements accurately defines a controlling shareholder?
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Who is classified as an associate in the context of IPTs?
Who is classified as an associate in the context of IPTs?
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What does listing rule 904 empower the stock exchange to do?
What does listing rule 904 empower the stock exchange to do?
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Why is the definition of an interested person significant in corporate governance?
Why is the definition of an interested person significant in corporate governance?
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What is the intended purpose of Chapter 9 in the Listing Manual?
What is the intended purpose of Chapter 9 in the Listing Manual?
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What is the primary purpose of obtaining a general mandate from shareholders?
What is the primary purpose of obtaining a general mandate from shareholders?
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What necessitated the revisions of the Corporate Governance Code through its iterations?
What necessitated the revisions of the Corporate Governance Code through its iterations?
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What distinguishes the principles of the Code from its provisions?
What distinguishes the principles of the Code from its provisions?
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What advantage does the comply or explain approach provide?
What advantage does the comply or explain approach provide?
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How often must the general mandate be renewed?
How often must the general mandate be renewed?
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Under rule 710, what information is a listed issuer required to provide about its governance practices?
Under rule 710, what information is a listed issuer required to provide about its governance practices?
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Which of the following is true about the compliance requirements of the Corporate Governance Code?
Which of the following is true about the compliance requirements of the Corporate Governance Code?
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What was the primary inspiration behind the development of the Corporate Governance Code?
What was the primary inspiration behind the development of the Corporate Governance Code?
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What characteristic defines the comply or explain governance approach?
What characteristic defines the comply or explain governance approach?
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What happens if a listed issuer chooses not to comply with some provisions of the Code?
What happens if a listed issuer chooses not to comply with some provisions of the Code?
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Study Notes
Corporate Governance: Interested Person Transactions (IPTs)
- IPTs can influence an issuer and its subsidiaries/associated companies to engage in transactions with interested persons
- Interested persons may:
- Be directors
- Be CEOs
- Be controlling shareholders
- Or their associates
- Chapter 9 of the Listing Manual outlines rules for regulating IPTs
- The economic and commercial substance of an IPT matters, not just the legal form
- An associate includes:
- Spouse
- Child
- Adopted child
- Stepchild
- Sibling
- Parent
- Trustee for immediate family members
- Any company in which the controlling shareholder has a stake of 30% or more
- A controlling shareholder holds 15% or more voting shares or has control
- A transaction reaching 3% of the latest audited net tangible assets (NTA) of the listed group requires immediate announcement
- An IPT exceeding 5% of the listed group's NTA requires shareholder approval
- Transactions below $100,000 are exempt from these rules
- Disclosure of the aggregate value of all IPTs in a financial year is required in the annual report, unless the transactions are below $100,000 or under a shareholder mandate
Comply or Explain Regime
- A compromise approach to corporate governance
- Companies must comply with mandatory principles
- If variation from principles, the company must explain the rationale for the variation
- Provides flexibility
- Principles are separate from provisions of Code; principles are mandatory, provisions are "comply or explain"
- This regime is detailed by rules, principles, and practice guidance in Chapter 9
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Description
This quiz covers the regulations and implications of Interested Person Transactions (IPTs) as outlined in Chapter 9 of the Listing Manual. It includes definitions of interested persons, the significance of transaction substance, and the thresholds for disclosure and approval. Test your understanding of how IPTs influence corporate governance.