ASIC Enforcement Wrap: June 2025 | ASIC loses Full Court appeal against A&G Insurance Company Limited

Key June Takeaways:

• ASIC continues its enforcement campaign in relation to company financial reporting launching action in the Supreme Court of New South Wales against Liberty Primary Metals Australia, Tahmoor Coal and Liberty Bell Bay.
• ASIC has sought asset preservation orders and the appointment of receivers in the Federal Court against Australian Fiduciaries Ltd and related entities in the context of an ongoing ASIC investigation into Australian Fiduciaries. Around 600 retail investors invested $160 million into managed investment schemes offered by Australian Fiduciaries.  It is one of a number of recent investigations and court applications under section 1323 targeting fund managers involved in the superannuation sector.
• Glenda Maree Rogan has been banned by ASIC from providing financial services for ten years. While a financial adviser with the ‘Fincare’ group of companies and an authorised representative of Private Wealth Pty Ltd, Ms Rogan transferred at least $14.8 million of client, family, and friends’ funds to a cryptocurrency-based scam.
• ASIC issued warnings to 18 social media financial influencers, or ‘finfluencers’, who are suspected of unlawfully promoting high-risk, complex investment products (such as contracts for difference and over the counter derivative products) or unlawfully providing financial product advice to Australian consumers.

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Spotlight – Full Federal Court finds insurance company’s home and contents contractual term to be valid

The Full Federal Court has dismissed an appeal by ASIC against the Court’s earlier ruling that a contractual term in a home and contents insurance contract was an unfair term.

Auto & General Insurance Company Limited (A&G) a supplier of home and contents insurance, entered into approximately 1,377,900 home and contents insurance contracts between April 2021 and May 2023.

The contract contained a term which required the customer to tell A&G ‘if anything changes about your home or contents’. Examples of changes provided by A&G included your home no longer being in good condition, or your security devices are broken or removed. Otherwise, A&G could refuse to pay a claim, reduce the amount it pays, cancel the contract, or not renew the contract.

ASIC commenced proceedings against A&G, alleging that the provision was an unfair term pursuant to s 12BG(1) of the Australian Securities and Investments Commission Act 2001 (Cth) (the Act) and was thus void pursuant to s 12BF.

s 12BG(1) of the Act states that a term is ‘unfair’ if it would cause a significant imbalance in the parties’ rights and obligations arising from the contract, is not reasonably necessary to protect the legitimate interests of the party advantaged by the term and would cause detriment to a party if it were to be relied on. The primary judge at the first instance concluded that the provision was not an unfair term.

On appeal, the Full Court first found that the provision did not cause a significant imbalance in the parties’ right and obligations. The construction of the term provided that the consumer was obliged to notify A&G of changes insofar as the change was material to the insured risk. Thus, the term was not unreasonable.

The Full Court further concluded that ASIC did not demonstrate that the term, properly construed, was not reasonably necessary to protect A&G’s legitimate interests. The obligation imposed on the customer was proportionate to the interest being protected.

June in Summary – Enforcement Actions and Outcomes

Civil Action

Civil Proceedings

ASIC commenced six civil proceedings:

• ASIC commenced proceedings in the Federal Court against Choosi Pty Ltd, an insurance comparison provider. ASIC alleges that Choosi made false or misleading representations in claiming it compared products from different funeral and life insurers when it in fact only compared policies by a single insurer. These policies were issued by Greenstone Financial Services Pty Ltd.
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• ASIC commenced proceedings in the Federal Court against RAMS Financial Group (RAMS) in relation to misconduct in arranging home loans. ASIC alleges that RAMS breached sections 31(1),47(1)(a), (b), (d) and (e) of the National Consumer Credit Protection Act2009 by dealing with unlicensed referrers, failing to supervise its own representatives, and failing to have proper policies and procedures in place. ASIC alleges that the breaches of the Act were due to systemic organisational governance failures by RAMS.
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• ASIC commenced proceedings in the Federal Court against Australian Unity Funds Management Limited (AustralianUnity) in relation to alleged Target Market Determination failures for one of its investment products. Australian Unity made three Target Market Determinations identifying the class of investors for the Select Income Fund. Australian Unity provided prospective investors a questionnaire to complete to determine whether an investor was within the target market. However, ASIC alleges that the answers were not used to screen prospective investors and the answers were not reviewed at all until almost two years after the questionnaire was first provided. ASIC alleges Australian Unity acted unlawfully by not taking reasonable steps in determining whether investors were within the target market.
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• ASIC commenced proceedings in the Supreme Court of New South Wales against Liberty Primary Metals Australia, Tahmoor Coal and Liberty Bell Bay. Liberty Primary Metals and Tahmoor Coal failed to lodge annual reports (which comprises of a financial report, directors’ report, and auditor’s report) with ASIC for the 2024 financial year. Liberty Bell Bay failed to lodge financial reports with ASIC for the 2021 to 2024 financial years. Large proprietary companies are required to lodge their annual reports with ASIC by 31 October each year.
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• ASIC commenced proceedings in the Federal Court against Venture 5 Group Pty Ltd (trading as CashnGo Australia) (CashnGo), alleging that they engaged in unconscionable debt recovery practices, employed unfair contract terms, and failed to provide compliant direct debit defaul tnotices to consumers. ASIC alleges that 34,833 contracts with consumers experienced an unscheduled debit by CashnGo after defaulting on a payment, which left consumers with less than $5 in their bank account. CashnGo would obtain a customer’s banking information through its online loan application process which enabled CashnGo to monitor customers’ bank balances on an hourly basis. ASIC alleges that CashnGo knew, or ought to have foreseen, that these practices would result in financial hardship for the customers.
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• ASIC commenced civil penalty proceedings in the Federal Court against Delta Power & Energy (Vales Point) Pty Ltd (Delta), alleging that Delta manipulated the ASX 24 market for electricity futures contracts. ASIC alleges that on 30 occasions, Delta placed orders for New South Wales Peak Load Electricity Futures Contracts just before market closure of the ASX 24 in order to affect the daily settlement prices for those contracts. This created a false or misleading appearance in the daily settlement price and influenced the level at which the daily settlement price was generated

Other Civil Court Actions

• ASIC has applied to the Federal Court for asset preservation orders and the appointment of receivers in relation to Australian Fiduciaries Ltd and related entities. ASIC’s application for asset preservation is to allow ASIC to continue its investigation into Australian Fiduciaries to determine its financial position. Around 600 retail investors invested $160 million into managed investment schemes offered by Australian Fiduciaries, who ceased distributing units in September 2023. Australian Fiduciaries has failed to lodge audited financial statements or audited compliance plan reports for FY2024 and the first half of FY2025.
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• Reginald Lance Williams has had his application dismissed by the Federal Court to overturn the decision of the Companies Auditors Disciplinary Board (CADB) to cancel his registration as an auditor. In December 2018, the CADB cancelled Mr Williams’ auditor registration for failing to carry out or perform adequately the duties of an auditor. The Court found that Mr Williams had not established any jurisdictional or legal errors made by the CADB.

Criminal Action

Charges

One individual was charged:

• Arunesh Narain Maharaj, former Chief Executive Officer of stockbroking firm BBY Limited, was charged in the Downing Centre Local Court with one offence contrary to sections 1041G(1) and 1311 of the Corporations Act 2001 and section 11.2(1) of the Criminal Code. ASIC alleges that Mr Maharaj aided, abetted, counselled, or procured BBY to engage in dishonest conduct in communications with ASX Ltd in relation to the acquisition of $192 million of shares in Aquila Resources Ltd on behalf of a client.

Guilty Pleas

Four individuals pleaded guilty to criminal charges:

• Larissa Quinlan, Kurt Stuart, Emma Summer, and Syed Yusuf pleaded guilty in the Downing Centre Local Court to conspiracy to commit market rigging pursuant to section 11.5(1) of the Criminal Code and section 1041B(1)(b) Corporations Act 2001. The four individuals were involved in a scheme to increase Australian share prices before dumping them at inflated prices. Additionally, Mr Stuart and Ms Summer each pleaded guilty to one count of dealing with money or property that was proceeds of crime valued $10,000 or more. Ms Quinlan and Mr Yusef pleaded guilty to the same, except the money or property was valued at $1,000 or more.

Fines

One company was fined:

• Cash Lenders, a pawnbroker in Cairns, has been convicted and fined in the Cairns Magistrates Court on 23 June 2025 following a guilty plea. The Court found that Cash Lenders issued 9,641 pawn tickets over roughly a 5-year period, where these pawn tickets were effectively high-interest credit contracts. The contract allowed Cash Lenders to take debt recovery action against customers for unpaid debts, where ordinarily a pawnbroker’s only recourse for unpaid debts is to sell the item that was pawned.  Cash lenders was fined $12,000.

Administrative Action

Bannings

One individual was banned by ASIC:

• Glenda Maree Rogan has been banned by ASIC from 6 June 2025 from providing financial services for ten years. While Ms Rogan was a financial adviser with the ‘Fincare’ group of companies and an authorised representative of Australian financial services licensee Private Wealth Pty Ltd, Ms Rogan transferred at least $14.8 million invested by clients, family, and friends to a cryptocurrency-based scam. ASIC found that Ms Rogan engaged in misleading or deceptive conduct, has reason to believe that Ms Rogan is not a fit and proper person, is not competent to participate in the Australian financial services industry, and is likely to contravene a financial services law.

Licence Cancellation

Two companies had their Australian financial services (AFS) licence cancelled:

• Financial Services Group Australia Pty Ltd (FSGA) had its AFS licence cancelled by ASIC from 7 June 2025. ASIC decided to cancel FSGA’s licence after it determined that FSGA had failed to lodge its financial statements and auditor’s reports on time, lodge breach reports with ASIC, and maintain competence to provide financial services, among other things. ASIC also permanently banned FSGA’s Responsible Manager Graham Holmes from providing financial services, carrying on a financial services business, and controlling an entity that carries on a financial services business.
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• Ballast Financial Management Pty Ltd had its AFS licence cancelled from 20June 2025. ASIC became aware that Ballast had ceased carrying on a financial services business and cancelled its licence pursuant to section 915B of the Corporations Act 2001.

Infringement Notices

ASIC issued three infringement notices to one company:

• ASIC issued three infringement notices to Equity Trustees Limited totalling $56,340. ASIC alleges that Equity Trustees, as the responsible entity of the Artesian Green and Sustainable Bond Fund, made misleading statements saying that the fund invested in green, sustainable, and social corporate bonds issued by corporations. However, the fund had significant exposure to government and supranational bonds (which were not issued by corporations). Equity Trustees paid the infringement notices on 13 June 2025.

Auditor Actions

Three auditors had their registration cancelled, surrendered, or additional conditions imposed:

• Allan Facey, company auditor of MNSA Pty Ltd, has had additional conditions imposed on his registration by ASIC. The conditions include for Mr Facey to complete an additional eight hours of professional education, and to engage an independent company auditor to review and report to ASIC on analysis and remedial actions implemented upon Mr Facey and three financial report audits by Mr Facey. The conditions imposed follow concerns by ASIC over Mr Facey’s audit of an ASX-listed company’s financial report where he failed to gather and document sufficient audit evidence.
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• Bradley Laurence Willot Taylor, a partner of Grant Thornton Audit Pty Ltd, has had his company auditor registration cancelled by the Companies Auditors Disciplinary Board (CADB). Mr Taylor was the lead auditor for iSignthis Ltd for the 2018 financial year. The CADB found that Mr Taylor had failed to carry out and adequately perform the duties of an auditor in conducting that audit.
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• David Makowa, a registered company auditor of DM Advisory Services, has had a court enforceable undertaking accepted by ASIC. Mr Makowa surrendered his company auditor registration and has agreed to never re-apply following findings by ASIC. Mr Makowa admitted that he failed to complete adequate audits for the 2019 to 2022 financial years for Brite Advisors Pty Ltd (Receivers and Managers appointed) (in liquidation).

Other actions:

• Bakken Holdings Pty Ltd’s (Bakken) application for an Australian credit licence to provide debt management services was refused by ASIC on 11 June 2025.
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• At the beginning of June, ASIC issued warnings to 18 social media financial influencers, or ‘finfluencers’, who are suspected of unlawfully promoting high-risk, complex investment products (such as contracts for difference and over the counter derivative products) or unlawfully providing financial product advice to Australian consumers. A finfluencer must be licensed, an authorised representative, or exempt in order to provide investment advice.

If any of the above is relevant to you or you want to know more, please feel free to get in touch.

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The contents of this article do not constitute legal advice and it is not intended to be a substitute for legal advice and should not be relied upon as such.  It is designed and intended as general information in summary form, current at the time of publication, for general informational purposes only.  You should seek legal advice or other professional advice in relation to any particular legal matters you or your organisation may have.