ASIC Form 5137 Requires Notice of Registered Scheme Auditor Appointments Within 14 Days

Key Takeaways

• ASIC's Form 5137 is the mandatory notification a responsible entity must lodge after appointing an auditor to a registered managed investment scheme, whether at initial registration or to fill a vacancy.
• The form must be lodged within 14 days of appointment, and late lodgement triggers fees.
• Compliance teams should confirm their auditor appointment workflows meet both the appointment and notification deadlines.

Deep Dive

ASIC's Form 5137 is the mandatory notification a responsible entity must lodge after appointing an auditor to a registered managed investment scheme, whether at initial registration or to fill a vacancy. The form must be lodged within 14 days of appointment, and late lodgement triggers fees. Compliance teams should confirm their auditor appointment workflows meet both the appointment and notification deadlines.

The key requirements involve two separate clocks. Under s331AAA(1), the responsible entity must appoint an auditor within 1 month after the scheme is registered. Under s331AAB(1), it must fill an auditor vacancy within 1 month after the vacancy occurs. Once an appointment is made, ASIC must be notified within 14 days. The form requires scheme details (name, ARSN, and APFRN if applicable), responsible entity details, auditor details (registration number and name or firm), the appointment date, and a signature from a director or company secretary. The signatory must certify that the auditor has given written consent under s328A(1)(a) and (b). The auditor must also meet the s324B qualification requirements. Where an auditor resigns or is removed, ASIC consent is required before the change takes effect, and Information Sheet 64 provides further guidance.

There is no lodgement fee, but late fees apply if the notification falls outside the 14-day window. A form is not treated as lodged until ASIC receives it and accepts it as compliant with s1274(8). Incomplete or defective forms can therefore create timing exposure. Annexures must follow formatting rules, including A4 paper, scheme name and ARSN, consecutive page numbering, and signature by the same signatory as the form.

Recommended actions for compliance teams:
- Add the 1-month appointment and 14-day notification deadlines to the compliance calendar and to scheme registration and vacancy procedures.
- Create a checklist covering evidence of written auditor consent, s324B qualification checks, and signatory authority.
- Confirm that ASIC consent is obtained before any auditor resignation or removal takes effect.
- Verify the current form version and lodgement channel with ASIC, since the guide references postal lodgement.
- Retain lodgement evidence, since ASIC does not issue receipts unless requested.

The risk impact is moderate. Failure to appoint an auditor or notify ASIC on time can result in late fees, breaches of Corporations Act obligations, and regulatory scrutiny of the responsible entity's governance. Inaccurate certifications by directors or company secretaries add personal and reputational risk. Gaps in auditor oversight can also weaken the integrity of scheme financial reporting and compliance plan audits.

Source: Australian Securities and Investments Commission