09 May 2024

Financial Markets Conduct (Abacus Storage King) Exemption Notice 2024

Name of Notice Financial Markets Conduct (Abacus Storage King) Exemption Notice 2024
Gazette Notification Date 2024-05-09
Date In Force 2024-05-09
LI Number N/A
SL Number N/A
Act Financial Markets Conduct
Type Individual Exemption
Expiry Date 2029-05-08

The Financial Markets Conduct (Abacus Storage King) Exemption Notice 2024 (Notice) exempts Abacus Storage Operations Limited (ASOL) and Abacus Storage Property Trust (the Trust) (together the issuers), and Abacus Storage Funds Management Limited (ASFML) (as responsible entity for the Trust under Australian law) from compliance with the disclosure requirements in Part 3 of the Financial Markets Conduct Act 2013 Act (Act), and exempts the Trust and ASFML from compliance with the governance requirements for managed investment schemes in Part 4 of the Act. The exemptions apply only to offers of stapled securities (each consisting of a share in ASOL and a unit in the Trust) which are made under an employee security plan established by the issuers to certain eligible persons in New Zealand (Abacus Storage King ESP).  Further, the Notice states that an offer of stapled securities made in reliance on the Notice is not a regulated offer.

Abacus Storage King is listed on the Australian Securities Exchange (ASX). ASK Securities consist of one share in ASOL and one unit in the Trust. Shares in ASOL and units in the Trust are stapled together so that one cannot be transferred or otherwise dealt with without the other.

The exemptions are subject to certain conditions requiring offers to be consistent, as far as practicable, with the requirements of the exclusion relating to employee share purchase schemes in clause 8 of Schedule 1 of the Act (the Schedule 1 exclusion) and with clauses 10 to 12 of Schedule 8 of the Financial Markets Conduct Regulations 2014 (which relate to the Schedule 1 exclusion).

The key reasons for granting the exemption (as set out in full in the Statement of Reasons in the Notice) are that –

  • an Abacus Storage King ESP encourages employees' involvement in the performance of the issuers and their respective controlled entities, in a manner similar to that of an employee share purchase scheme. However, due to the composite nature of the stapled securities, which consist of both equity securities and managed investment products, the issuers and ASFML are unable to rely on the Schedule 1 exclusion;
  • the conditions to the exemptions require eligible persons to be provided access to the same kinds of information as would be required under the Schedule 1 exclusion; 
  • the issuers are subject to ASX requirements and to Australian securities laws, with the market value and material issues relating to the stapled securities publicly available and accessible to employees. Therefore, eligible persons will have access to sufficient and appropriate information for them to make an informed investment decision in relation to an offer. Further, the Trust and ASFML are each regulated under Australian law and are subject to Australian laws and regulatory requirements relating to governance of managed investment trusts. Therefore, sufficient and appropriate governance arrangements and protections for investors are already in place under Australian requirements.


Download the Financial Markets Conduct (Abacus Storage King) Exemption Notice 2024 [PDF] 322KB