ASIC proposes reducing its sell-side research guidance from 42 pages to eight, giving AFS licensees a shorter, principles-based framework while retaining controls over inside information, conflicts of interest and analyst independence.
ASIC Launches Sell-Side Research Guidance Review in July 2026
The Australian Securities and Investments Commission (ASIC) launched a consultation on revisions to its regulatory guidance for sell-side research on 2026-07-23. It proposes reducing the current 42-pageRegulatory Guide 264: Sell-Side Researchto eight pages and replacing some highly prescriptive operational requirements with a shorter, principles-based regulatory framework.
Sell-side research is generally prepared by investment banks, securities brokers and other financial institutions holding an Australian financial services (AFS) licence to provide general financial advice to clients. The research may cover listed companies, capital-raising transactions, corporate results, mergers and acquisitions, valuation changes and forthcoming initial public offerings (IPO).
ASIC said the revision is intended to reduce the complexity of applying the current guidance and provide licensees of different sizes, business models and organisational structures with a more accessible compliance framework. The draft also emphasises that shortening the guidance does not remove regulatory requirements concerning inside information, conflicts of interest, the integrity of the research process or analyst independence.
The revision remains at the public consultation stage. The current RG 264 was published on 2017-12-21, and licensees must continue to manage sell-side research activities in accordance with existing laws, licence obligations and applicable regulatory guidance until ASIC has assessed the feedback and formally issued the revised guide.
(Source: ASIC,ASIC Moves to Simplify Sell-Side Research Guidance to Support Capital Raising ActivityandCS 59: Proposed Updates to RG 264, published: 2026-07-23, announcement, consultation objectives and background sections.)
Main Objectives of the 2026 Revision
Shorten the guidance: Reduce the current 42-page guide cited in ASIC’s announcement to eight pages, removing repetitive explanations and excessively detailed procedural requirements.
Move towards principles-based regulation: Avoid prescribing identical internal processes for every institution and allow licensees to design controls according to their business size, organisational structure and risk profile.
Increase the supply of capital-raising research: Reduce procedural barriers faced by institutions preparing sell-side research and encourage the production of more research relating to corporate financing and listing activity.
Clarify minimum regulatory standards: Continue requiring licensees to manage inside information and actual or potential conflicts of interest effectively, while preventing corporate finance departments from influencing research conclusions.
| Item | Current or Previous Arrangement | Proposed 2026 Arrangement | Timing or Regulatory Effect |
|---|---|---|---|
| Length of guidance | Current guidance is 42 pages | ASIC proposes reducing it to eight pages | Reduces prescriptive content and improves reading and implementation efficiency |
| Regulatory approach | Includes numerous specific procedural and operational requirements | Adopts shorter, principles-based guidance | Institutions may design appropriate controls for their business models |
| Public consultation | The 2025 discussion paper collected market feedback | CS 59 seeks further feedback on the revised draft | Published on 2026-07-23, with submissions closing on 2026-08-21 |
| Analyst participation | Current arrangements impose detailed restrictions on interaction during capital-raising processes | Analysts may provide more professional input under controlled conditions | Inside information, conflicts of interest and research independence must be managed concurrently |
| Regulatory status | RG 264, published on 2017-12-21, remains the current guidance | The revised RG 264 is currently a consultation draft | The final content may be adjusted following industry feedback |
Research Analysts May Participate in IPO Processes Under Controlled Conditions
The revised draft proposes allowing research analysts to provide more professional input during capital-raising transactions, including participation in transaction screening, analysis of significant due diligence matters and discussions concerning underwriting decisions. ASIC considers that analysts’ professional judgement regarding industries, company operations and valuation factors can support investment banks and securities brokers when assessing prospective financing transactions.
However, the draft does not permit analysts to participate without restriction in corporate finance activities or transaction pitches. Licensees must continue to maintain communication boundaries between research and corporate finance departments and determine whether analysts may continue preparing or publishing relevant research according to whether they have received inside information.
Main Boundaries for Analyst Participation in Capital-Raising Activities
Licensees may seek professional input from research analysts on transaction screening, significant due diligence issues and underwriting decisions, but should identify the resulting conflict-of-interest risks.
Research analysts should generally not participate in pitches to secure capital-raising mandates unless they have been brought inside the information barrier in accordance with internal procedures.
Once an analyst receives inside information through participation in a transaction, the analyst should not continue preparing or publishing research concerning the issuer or the transaction until the capital raising has been completed or the information has become public.
When attending issuer briefings, analysts should not discuss proposed valuations with the issuer or corporate finance team. Research judgements should be formed independently by the research department.
Licensees should retain communication records, approval records and pre-publication declarations to demonstrate that the research was not improperly influenced by the issuer, sales department or corporate finance department.
The practical effect of the revision is therefore to expand the scope for analyst participation in certain professional stages rather than remove the separation between research and capital-raising activities. Whether an analyst may participate in a specific matter will continue to depend on whether the institution has established information barriers, approval, supervision and record-keeping arrangements proportionate to the risks.
(Source: ASIC,CS 59 Attachment: Revised Draft RG 264 Sell-Side Research, published: 2026-07-23, RG 264.1 to RG 264.9 and the section on research analyst interactions in capital-raising transactions.)
Five Principles Continue to Govern Sell-Side Research
The revised draft consolidates the regulatory requirements that licensees must consider when providing sell-side research into five principles. These principles cover access to research information, relationships between analysts and other business departments, the preparation of capital-raising research documents, internal supervision, and the organisation and remuneration of research teams.
Core Control Areas Listed in the Revised Draft
Management of inside information: Institutions should establish policies for identifying, reporting, isolating and handling inside information. Analysts should also confirm before publishing research that they do not hold inside information and have not been improperly influenced by another department or the issuer.
Management of conflicts of interest: Institutions should identify actual, potential or perceived conflicts of interest between research departments, sales departments, corporate finance departments and issuers, and avoid those conflicts where possible.
Investor education reports: Investor education reports (IER) should remain objective and reflect the analyst’s professional judgement. They must not undermine the prospectus as the primary disclosure document.
Monitoring and supervision: Compliance departments should regularly test information barriers, wall-crossing procedures, communications between departments, research publication processes and controls over capital-raising transactions. Institutions should not rely solely on the personal integrity of employees to maintain the effectiveness of these arrangements.
Research team structure and funding: Research departments should remain independent in organisational, technological, budgetary and remuneration matters. Analyst remuneration should not be directly linked to revenue from corporate finance activities.
The draft also requires disclosures of research interests to be prominent, specific and meaningful. Institutions cannot rely solely on broad or standardised statements instead of explaining specific relationships of interest, nor may they indirectly influence research views through corporate finance revenue, discretionary fees or performance assessment arrangements.
In regulatory terms, ASIC is proposing to change the presentation and implementation flexibility of the guidance rather than the statutory obligations of licensees. AFS licensees must still establish effective conflict-of-interest management arrangements under Australian corporations law and their licence conditions, and remain responsible for ensuring that their internal systems continue to operate effectively.
(Source: ASIC,CS 59 Attachment: Revised Draft RG 264 Sell-Side Research, published: 2026-07-23, Table 1, “Principles for AFS Licensees Preparing Sell-Side Research”, and pages 6 to 9.)
Investor Education Reports Remain Subject to Independence Requirements
Investor education reports are generally prepared by licensees participating in capital-raising transactions and may be released to the market before an issuer lodges its prospectus with ASIC. Because these reports may influence investors’ preliminary assessments of an issuer’s business, financial position and valuation, ASIC continues to identify them as a key risk area in the proposed revision.
Proposed Arrangements for Investor Education Reports
Analysts should generally participate in business briefings organised by an issuer only after their institution has been formally appointed to participate in the capital-raising transaction.
Reports should be based on information that has already been disclosed or is expected to be disclosed in the prospectus, and should not contain material statements unsupported by publicly available documents.
From the institution’s appointment until the report is distributed widely, communications between the research and corporate finance departments should be restricted to necessary interaction on specified matters, such as significant due diligence issues or underwriting decisions.
Draft reports, analytical models and working papers should generally not be provided to individuals outside the research department before formal publication.
Issuers and their legal advisers may verify factual matters under controlled conditions, but their feedback should be limited to factual or legal issues and should not alter the analyst’s independent views.
ASIC is also separately seeking market feedback on how valuation information should be presented and how draft reports should be fact-checked. The regulator has not proposed changing the underlying principles, but is allowing market participants to explain how alternative approaches could support IPO activity and what controls would be required to reduce potential risks.
(Source: ASIC,CS 59: Proposed Updates to RG 264andCS 59 Attachment: Revised Draft RG 264 Sell-Side Research, published: 2026-07-23, feedback questions and the third principle in Table 1.)
Consultation Focuses on Clarity and Practical Implementation
ASIC has established a four-week consultation period for the revision, primarily addressing AFS licensees, investment banks, securities brokers, research departments, corporate finance advisers, issuers and other capital market participants. The regulator will use the feedback to assess whether the draft can be implemented effectively across different business models.
Matters on Which ASIC Is Seeking Feedback
Whether the wording, principles and scope of the proposed guidance are sufficiently clear.
Whether the draft accurately reflects current industry practices for managing sell-side research risks.
Whether the guidance requires additional examples, definitions or explanations to reduce uncertainty during implementation.
How valuation information should be presented in investor education reports.
Under what conditions corporate finance teams, issuers and legal advisers should participate in fact-checking draft reports.
The deadline for submissions is 17:00 on 2026-08-21, Australian Eastern Standard Time (AEST). Feedback may be sent to [email protected]. Submitters may remain anonymous or use an alias, although anonymous submissions may prevent ASIC from contacting them to discuss specific feedback.
ASIC stated that submissions will not automatically be treated as confidential. Submitters seeking confidential treatment for all or part of their material must make an explicit request when providing feedback and identify the specific sections containing personal, financial or other sensitive information.
(Source: ASIC,CS 59: Proposed Updates to RG 264, published: 2026-07-23, “Providing feedback” section, submission deadline: 2026-08-21 at 17:00 AEST.)
Revision Originated from the 2025 Capital Markets Discussion
ASIC’s review of RG 264 was not conducted in isolation. On 2025-02-26, the regulator publishedAustralia’s Evolving Capital Markets: A Discussion Paper on the Dynamics Between Public and Private Markets, seeking industry views on Australia’s public markets, private capital markets, the number of IPOs, the attractiveness of listing and regulatory arrangements for capital raising. The initial feedback period ended on 2025-04-28.
The resulting feedback indicated that public markets continue to perform important functions in corporate financing, price discovery and investor participation, but that some listing and capital-raising processes could be simplified further. Suggestions from market participants included improving IPO procedures, refining disclosure requirements, reducing the implementation complexity of certain governance arrangements and establishing more targeted regulatory frameworks for listed companies of different sizes.
In relation to sell-side research, stakeholders considered that the current guidance could be shortened and made more practical while retaining clear requirements concerning conflicts of interest, the integrity of the research process and the independence of research views. ASIC subsequently identified the simplification of RG 264 as one of its measures responding to feedback from the public and private markets discussion.
Whether the revised guidance directly increases the number of Australian IPOs will continue to depend on several factors, including market valuations, financing demand, the interest-rate environment, issuer appetite and investor risk preferences. The direct effect of ASIC’s proposal is to reduce regulatory uncertainty in sell-side and capital-raising research processes, rather than guarantee the completion of any particular financing transaction.
(Source: ASIC,Australia’s Evolving Capital Markets: A Discussion Paper on the Dynamics Between Public and Private Markets, published: 2025-02-26; ASIC themes from public and private markets feedback, updated: 2025-06-04; and the CS 59 background section, published: 2026-07-23.)
Frequently Asked Questions About ASIC’s Sell-Side Research Guidance Review
When did ASIC publish its proposed revisions to the sell-side research guidance?
ASIC published the CS 59 consultation and revised draft RG 264 on 2026-07-23. The document remains a consultation draft and is not a final regulatory guide that has formally taken effect. The current RG 264 will remain relevant until the revised document is formally published. ASIC will determine whether to amend the draft after considering industry feedback received during the consultation.
Why does ASIC want to reduce the guidance from 42 pages to eight?
Industry feedback received by ASIC indicated that the current guidance contains extensive prescriptive content that may be difficult to apply directly across institutions and business models. Shortening the guidance is intended to improve the clarity and accessibility of the regulatory requirements while allowing licensees to design controls according to their own risks. The reduction in length does not remove requirements for managing conflicts of interest or inside information. Licensees must still demonstrate that their internal arrangements operate effectively.
Will analysts be able to participate directly in IPO pitches under the revised guidance?
The revised draft does not permit analysts to participate without restriction in IPO pitches. Analysts may provide professional input on transaction screening, significant due diligence issues and underwriting decisions, but institutions must manage the resulting conflicts of interest. Analysts who receive inside information through their involvement may need to be brought over the information barrier. Once wall-crossed, their research publication activities will be restricted.
What requirements apply to investor education reports under the new draft?
Investor education reports should remain objective and reflect the independent professional judgement of research analysts. In principle, the information used in a report should come from material already disclosed or expected to be disclosed in the prospectus. Issuers and legal advisers may perform factual checks under controlled conditions but should not interfere with research views. The reports must also not undermine the prospectus as the primary disclosure document.
When will the revised RG 264 formally take effect?
ASIC has not announced a formal commencement date for the revised RG 264. The documents published on 2026-07-23 remain at the consultation stage, and submissions will close on 2026-08-21. ASIC must assess the feedback received and decide whether to amend the draft. The final version and implementation arrangements will be determined by documents formally published by ASIC at a later date.
Which institutions will be affected by the RG 264 revisions?
The guidance is primarily directed at AFS licensees involved in preparing, supervising or publishing sell-side research. These institutions commonly include investment banks, securities brokers and financial services firms with research and corporate finance operations. Research, compliance, sales, corporate finance and senior management personnel within these institutions may all be affected by changes to internal arrangements. The specific obligations will continue to depend on the scope of each institution’s licence and its business model.
