ASIC releases catalogue of key obligations for private credit funds

by Jessica Bauers

ASIC has issued a consolidated catalogue of the core legal obligations and regulatory guidance that applies to trustees, responsible entities and managers operating private credit funds. The catalogue is designed to drive uplift across a sector that continues to expand in scale, complexity and investor exposure. Its release reflects ASIC’s intensified supervisory posture outlined in recent private credit surveillance reports and signals an expectation that fund operators must tighten governance, disclosure and risk frameworks to align with baseline regulatory standards.

Purpose of the catalogue

The catalogue provides a reference point for private credit fund operators to understand the key statutory and regulatory requirements that apply across the lifecycle of fund operations. For ease of reference, we have included a link to the catalogue released by ASIC – Private credit fund catalogue.

ASIC’s objective is to increase regulatory readiness and reduce conduct risk by ensuring operators have clear visibility of their obligations, particularly in relation to conflicts of interest, valuation governance, and disclosure quality. Importantly, the catalogue is not exhaustive and does not include all applicable legal or regulatory requirements that may apply. It should be used as a reference point only and not as a replacement for tailored legal advice. This catalogue complements ASIC’s findings in Report 814 Private credit in Australia (Report 814) and Report 820 Private credit surveillance report: Retail and wholesale surveillance (Report 820), both of which identified systemic weaknesses across the sector.

Core obligations highlighted

The catalogue consolidates obligations arising under the Corporations Act 2001 (Cth) (Corporations Act), Australian Securities and Investments Commission Act 2001 (ASIC Act), and other regulatory instruments. Key focus areas include:

  • Expectations for transparent, accurate and contextualised disclosure in disclosure documents and investor reporting, with particular emphasis on avoiding representations that could mislead investors regarding risk, liquidity, valuations or fund structure.
  • Requirements for governance structures that support robust oversight of credit, valuation, liquidity and conflicts frameworks, including clear delegation and escalation pathways and independent decision making.
  • Standards for conflict management, including identification, disclosure and mitigation of conflicts arising from related party lending, cross fund transactions, fee arrangements and co-investment structures.
  • Obligations regarding fair, timely and independently supported valuation practices, with consistent methodologies that ensure fair entry and exit pricing and transparency for investors.
  • Conduct expectations relating to the provision of financial services efficiently, honestly and fairly, along with prohibitions on misleading or deceptive conduct under section 12DA of the ASIC Act.

Alignment with ASIC’s supervisory priorities

ASIC has stated that the catalogue should be used as an operational tool for the uplift of governance standards, reinforcing messages already delivered through surveillance activity. Report 820 identified material divergence in industry practices and highlighted recurring issues in disclosure, valuation governance, fee transparency and conflict management. ASIC’s release of the catalogue indicates that it expects private credit fund operators to proactively remediate gaps and ensure frameworks are aligned with leading practice examples identified in its reviews.

Implications for fund operators

Private credit managers should undertake a structured review of their governance, compliance, valuation and disclosure frameworks against the key obligations outlined in the catalogue and the specific risk themes identified in Report 814 and Report 820. Particular focus should be placed on:

  • Ensuring disclosure documents and periodic reporting are clear, contextual and consistent, including accurate use of credit terminology.
  • Reviewing fee structures and interest margins to ensure transparent presentation of total cost to investors.
  • Strengthening conflict of interest management and documenting decision making for related party transactions.
  • Enhancing valuation independence and ensuring methodologies are fit for purpose and consistently applied.
  • Testing liquidity settings and distribution practices to confirm they reflect portfolio realities and do not create structural mismatches.

Next steps

ASIC has signalled that it will continue its regulatory interventions throughout 2026, including targeted surveillance on fee structures, conflict management in wholesale funds, and retail distribution practices. ASIC also intends to update its regulatory guidance in 2026 to 2027 to incorporate surveillance findings, address emerging risks and provide clearer expectations for wholesale private credit funds.

Fund operators should act promptly to assess their frameworks against the key obligations outlined in the catalogue, close any gaps and ensure their private credit funds align with ASIC’s expectations. Early action will support regulatory readiness, reduce conduct risk and position fund operators to respond confidently as ASIC expands its supervisory and enforcement activities.

For more information, email cmee@cnmlegal.com.au or jbauers@cnmlegal.com.au, or call 07 3211 4010.

 

This paper is produced as general information in summary for clients and should not be relied upon as a substitute for detailed legal advice or as a basis for formulating business or other decisions. CNM Legal asserts copyright over the contents of this document.