ASX Compliance Update: Key Changes and Reminders for Listed Entities

The Compliance Update introduces important changes aimed at strengthening market transparency, continuous disclosure, and procedural compliance. From September, waiver-related disclosures must be published on MAP within one business day unless confidentiality applies, with draft disclosures required upfront from 11 August.  

The ASX also flagged increased scrutiny around earnings surprises during the August reporting season, particularly for S&P/ASX 200 entities, and clarified that post close trading now forms part of VWAP calculations. Entities are reminded to ensure correct URLs in Appendix 4G submissions and to review investor presentation obligations ahead of AGMs and earnings calls. These updates reinforce the ASX’s focus on proactive disclosure and administrative accuracy, with key implications for company secretaries managing governance and compliance processes 

Disclosure of waivers 

The ASX is introducing a standardised approach to the disclosure of waivers. Under the current system, waivers are recorded in a public register on the ASX website, typically updated twice a month. This results in a delay of 5 to 8 weeks between the waiver being granted and its publication. Some waivers required immediate disclosure by the applicant, but this was not applied consistently. 

From 11 August 2025, disclosure will become a mandatory condition for all waivers. Listed entities will be required to announce key details shortly after approval is granted. 

New disclosure requirements: 

• Entities must disclose the nature and effect of the waiver. 

• They must explain the reasons for seeking the waiver. 

• Disclosure must occur within one business day of the ASX approving the waiver. 

The statement can be released either as: 

• A standalone announcement, or 

• Incorporated into a related release. 

An exception applies to waivers linked to confidential or incomplete proposals. In these cases, disclosure is deferred until the matter becomes public or loses its confidential status. This protects the entity from prejudicing negotiations while maintaining transparency once the transaction is announced. 

To support this approach, waiver applicants will be required to submit a draft market statement with their initial application. This applies to all new standard and non-standard waiver requests submitted on or after 11 August 2025. 

Additional details: 

• Waivers granted to listing applicants pre-admission will continue to be disclosed in pre-quotation documents. 

• All changes will be reflected in the updated Guidance Note 17, effective the same day. 

• These updates aim to improve market transparency and provide timely context for investors. 

Continuous disclosure 

The ASX has clarified its expectations on continuous disclosure, focusing on earnings surprises during the August reporting season. Under Listing Rule 3.1 and section 674 of the Corporations Act, entities must disclose if expected earnings materially differ from market expectations and may affect the security price. 

This is referred to as a market sensitive earnings surprise. Guidance Note 8 (Section 7.3) explains how to assess disclosure obligations, including: 

• Interpreting market expectations. 

• Translating analyst forecasts. 

• Assessing materiality thresholds. 

• Timing and content of announcements. 

During August 2025, the ASX will closely monitor the S&P/ASX 200. If a company’s share price moves by 10% or more following the release of its results, and no other clear cause is evident, the ASX will likely issue an aware letter. 

The aware letter will ask: 

• How the company assessed market expectations. 

• Whether it considered earnings materially different from those expectations. 

• The date on which it became aware of the variance. 

• Any alternative explanations for the share price movement. 

The ASX assesses price movement based on the closing price on the day results are released, or the next trading day if released after market close. Entities must clearly state relevant dates and times in their responses. 

They should avoid referencing analyst forecasts for current or future periods. If a material earnings variance was identified but deemed not market sensitive, the entity must explain why. 

The ASX recognises the difficulty in forecasting and interpreting market response. These complexities will be considered when assessing compliance with Listing Rule 3.1. 

Trading session and VWAP 

Trades executed during the new Post Close trading session (introduced on 23 June 2025) are now included in the calculation of VWAP under Chapter 19 of the Listing Rules. 

Correct URLs 

Entities must ensure that Appendix 4G includes a correct and working URL to the corporate governance statement if it is not contained in the annual report. 

Investor presentations 

Entities should review prior guidance on investor presentations. Under Listing Rule 12.6, they must also maintain an up-to-date nominated contact person for ASX communications via ASX Online. 

Read the ASX complete release here
  

Need help navigating the latest ASX compliance updates? 

Our Company Secretarial and Registry specialists can help you meet your disclosure obligations with confidence. 

Get in touch today to discuss how we can support your compliance and reporting needs.