Answers, before you ask
Common questions on licensing, trustee services and fund administration – and what it’s like to work with FundPro.
AFSL Licensing
Licensing & authorisation
Do I need my own AFSL to start a wholesale fund, or can I operate under someone else’s?
You don’t need your own licence to get started. As a Corporate Authorised Representative (CAR) under FundPro’s AFSL, you can manage and promote your fund to wholesale investors legally – without going through a full licence application yourself. Many fund managers start this way and obtain their own AFSL later as they scale.
What is a Corporate Authorised Representative?
A CAR is a company appointed by an AFSL holder to provide specified financial services under that licence. You operate under FundPro’s licence and compliance umbrella, meaning you can run your fund while FundPro manages the regulatory obligations of being the licensee.
What’s the difference between a CAR arrangement and applying for my own AFSL?
Becoming a CAR is faster (typically 4–6 weeks), lower cost, and requires less organisational infrastructure. Applying for your own AFSL is a more involved process – ASIC requires demonstrated organisational competency, a Responsible Manager, adequate financial resources, and a compliance framework. Most emerging managers start as CARs and transition to their own licence once they have the AUM and team to support it.
What asset classes can I manage under FundPro’s AFSL?
A licence doesn’t authorise asset classes – it authorises specified financial services in relation to specified classes of financial product. Bolt Capital Pty Ltd (AFSL 522572) is authorised to provide financial product advice on, and to deal in, interests in managed investment schemes (excluding investor directed portfolio services), securities, derivatives, government debentures, stocks and bonds, and deposit products – and to operate custodial or depository services – in each case to wholesale clients. What matters for your fund is the product your investors will hold and the services you will provide in relation to it. For most wholesale funds that product is an interest in a managed investment scheme – units in a unit trust – and the underlying assets can be property, loans, equities or unlisted holdings without changing it, because direct property and loans are not financial products in their own right. We confirm the authorisations that apply to your strategy at scoping.
Investors & capital raising
Can I run an ESVCLP or VCLP under your AFSL?
Yes – operating an early stage venture capital limited partnership means providing financial services (managing the partnership, dealing in its investments and raising from partners), so you need access to an AFSL to do it. A CAR appointment under our licence gives you that. Note the two approvals are separate and we provide only one of them: the partnership itself is registered by Industry Innovation and Science Australia under the Venture Capital Act 2002, which is where the tax concessions come from, and that registration – along with the investment-plan and eligible-investment conditions attached to it – remains yours to obtain and maintain. We cover the licensing side so you can operate once registered.
What is the difference between a Managed Discretionary Account (MDA) and a wholesale managed fund?
An MDA allows you to manage each client’s portfolio individually under a personalised agreement – investors retain legal ownership of their assets. A wholesale managed fund pools investor capital into a single vehicle – investors hold units, and you manage the pool. Note that providing an MDA service requires its own specific authorisation, which is separate from the authorisations our licence carries for managed investment schemes; an MDA route would need its own licensing assessment. The right structure depends on your investor base, investment strategy, and whether you want to scale beyond your existing client relationships.
Will setting up a fund affect my existing dealer group arrangement?
Potentially, depending on your dealer group’s terms. Some dealer groups restrict representatives from operating separate investment vehicles. FundPro reviews your existing arrangements during scoping and advises accordingly. In most cases, the fund is structured as a separate entity that does not interfere with an existing advice practice.
FundPro would be our licensee, trustee and administrator. Isn’t that a conflict?
It is a concentration of roles, and we would rather name it than have your investors raise it first. Three points are worth understanding. As trustee we hold the manager to the trust deed – but as licensee we are also responsible for the conduct of that same manager as our authorised representative. We calculate NAV as administrator and, as trustee, satisfy ourselves the valuation is proper; for illiquid property and private credit, where NAV drives your performance fee, that check sits within one group. And we hold the assets we are also responsible for safeguarding. We will walk you through how these roles are managed in practice, and how each is documented in the trust deed and service agreements, before you engage. If an unrelated trustee is the better answer for your investors, we will say so.
Structure & documents
Who can I market my fund to?
Wholesale clients only – you cannot market to retail investors under a wholesale structure. The most common route is net assets of at least $2.5 million, or gross income of at least $250,000 in each of the last two financial years, evidenced by a certificate from a qualified accountant that is valid for two years. Separate limbs also cover investments of at least $500,000 in the product, professional investors such as licensees and large superannuation funds, and sophisticated investors assessed by a licensee. This is a summary only: the correct test must be identified and the evidence held for each investor before any offer is made.
Do I need a trustee as well as an AFSL?
Yes. The trustee holds fund assets on trust for investors. FundPro can act as both the AFSL licensee (through the CAR arrangement) and the corporate trustee – one counterparty, one set of documents and one point of contact instead of three. You should also understand what that concentration means: because the same entity is licensee, trustee and administrator, checks that would otherwise sit between separate organisations sit inside one. We will talk you through how the roles are managed and documented before you engage. Some managers prefer an unrelated trustee for exactly that reason, and we will tell you if that’s the better fit for your investor base.
Can I raise capital before the fund is formally established?
No. You must have the correct licensing and fund structure in place before making any offers to investors or accepting capital. Operating without an AFSL or outside the scope of an authorisation carries serious civil and criminal penalties.
Coming from an advice practice
What is an Information Memorandum and do I need one?
An Information Memorandum (IM) is the primary disclosure document for wholesale investors. It sets out your fund’s strategy, risks, fees, and key terms. While not legally mandated for all wholesale structures, it is standard practice and expected by investors. FundPro assists in preparing the IM as part of the setup process.
Can I operate a wholesale fund while I still hold a financial advice AFSL?
Yes, but the two activities need to be structured carefully to avoid conflicts and ensure you have the correct authorisations for each. FundPro’s first step is always to review your existing AFSL and dealer group arrangement before recommending a structure, specifically to ensure no conflict arises.
Do my current advisory clients automatically qualify as wholesale investors for my fund?
No. An existing client relationship does not make someone wholesale – each investor must independently satisfy one of the tests, and you must hold the evidence before accepting capital. For the net assets and income limbs that means an accountant’s certificate confirming net assets of at least $2.5 million, or gross income of at least $250,000 in each of the last two financial years. Certificates are valid for two years, so they need re-checking before a further offer.
Can I use my model portfolio’s historical performance in marketing the fund?
Sometimes, but it is tightly constrained. Past performance is not a reliable indicator of future performance, and any model or simulated returns must be clearly labelled as such with the assumptions behind them disclosed – you cannot present a model portfolio’s track record as though it were the fund’s. ASIC Regulatory Guide 53 governs how performance can be advertised. FundPro advises on what can and cannot be included in your IM and marketing materials.
What happens to the fund if I wind down my other business activities in future?
The fund is a separate legal structure and can continue operating independently of other business activities. If you later want to transition fund management to a different arrangement, FundPro assists with that process.
Terms you will see elsewhere
Can you “rent” an AFSL, or is there such a thing as an “AFSL for hire”?
You will see both phrases used around the industry, so they are worth understanding – but they describe something that cannot legally happen, which is why we don’t use them for our own service. An AFSL is granted by ASIC to one entity and cannot be sold, leased, transferred or hired out. What the shorthand actually refers to is a Corporate Authorised Representative appointment: the licensee formally authorises your company to provide specified financial services under its licence. The distinction is not cosmetic. Under s912A the licensee remains legally responsible for the conduct of every representative it appoints, must supervise them, and must have the people and compliance arrangements to do it properly. A provider genuinely treating its licence as something to rent – taking a fee and standing back – would be in breach of its own obligations.
What should I ask a provider offering AFSL “rental” or licensing solutions?
Four questions separate a properly supervised arrangement from a passive one. Who holds the Responsible Manager function, and are they a director or employee of the licensee rather than of your business? How many authorised representatives does the licensee oversee, and what does monitoring actually involve – file reviews, attestations, how often? If the licensee has a problem with a different representative, what happens to your fund? And is the licence authorised for the specific financial services and product classes your strategy needs, confirmed in writing before you sign? A provider who cannot answer these quickly is selling access rather than supervision.
ACL Licensing
Licensing options
What is the difference between operating as an ACR under FundPro’s ACL and holding my own ACL?
As an Authorised Credit Representative under FundPro’s ACL, you lend under your own brand while FundPro holds the licence, is responsible for your compliance and provides the Responsible Manager function and the compliance framework. Holding your own ACL gives you full independence – your own licence, your own Responsible Managers, your own compliance obligations and your own relationship with ASIC – but you carry the time and cost of applying for it and running it.
What types of lending require an ACL?
An ACL is required for consumer credit activities – lending to individuals for personal, domestic, or household purposes, or for the purchase or improvement of residential investment property. Business-purpose lending to companies generally does not require an ACL, though the purpose of each loan must be clearly documented.
What if I want my own ACL down the track?
FundPro can support you through the full ACL application process when you are ready. The credit policies and compliance framework established during your ACR arrangement will serve as a strong foundation for your own licence application.
Regulation & compliance
What is the National Consumer Credit Protection Act (NCCP) and how does it affect me?
The NCCP Act is the primary legislation governing consumer credit in Australia. It requires all credit providers and intermediaries to hold an ACL (or operate under one), meet responsible lending obligations, provide mandated disclosure documents, and conduct ongoing compliance. FundPro manages these obligations on your behalf.
What are responsible lending obligations?
Responsible lending requires you to make reasonable inquiries about a borrower’s financial situation and objectives, assess whether the credit product is not unsuitable for them, and keep records of your assessment. These obligations apply to each loan written and are a core compliance requirement under the NCCP Act.
What is a Responsible Manager under an ACL?
ASIC requires every ACL holder to have a Responsible Manager – an individual with the knowledge and experience to oversee the credit activities being conducted. As licensee, we hold that function: a nominated director with the required credit experience oversees activities conducted under our licence, so you don’t need to appoint a dedicated compliance hire.
What compliance obligations will I have day-to-day?
The primary obligations are conducting proper credit assessments for each loan, maintaining loan documentation, meeting disclosure requirements, and reporting material issues or product changes to FundPro as your RM. FundPro manages the licence-level obligations, compliance monitoring, and annual review.
Setup & structure
How quickly can I get set up as an ACR under FundPro’s ACL?
The ACR route typically takes 3–4 weeks from engagement to going live. This covers: scoping call, credit policy documentation, ACR agreement, ASIC registration, and compliance briefing.
What is a CL13 and do I need one?
Form CL13 is the notice a credit licensee lodges with ASIC when it enters into – or ceases – a servicing agreement with a special purpose funding entity. It is a notification, not an exemption or an approval. Why it matters: a special purpose funding entity used to fund your loan book can generally avoid holding its own credit licence where a licensee performs the credit activities under a servicing agreement. If your structure uses a funding vehicle, FundPro acts as servicer and lodges the CL13 within the required period – no later than 20 business days after the agreement is entered into. Whether this applies to your model is assessed at intake.
Terms you will see elsewhere
Can you “rent” a credit licence, or get an “ACL for hire”?
The phrases circulate, but no – an Australian Credit Licence is granted to one entity and cannot be leased, transferred or hired out. What they usually describe is an Authorised Credit Representative appointment under someone else’s ACL, which is a real and properly regulated arrangement. The licensee authorises you to conduct specified credit activities and remains responsible for your conduct, your responsible lending compliance and your training. That responsibility is the point of the structure: a licensee taking a fee without supervising would be breaching its obligations under the National Consumer Credit Protection Act. We describe what we do as an ACR appointment, because that is what it is.
Trustee Services
The trustee role
Does my structure need a trustee, a Responsible Entity, or both?
This depends on your structure and whether it constitutes a managed investment scheme (MIS) under the Corporations Act. Wholesale unregistered MIS structures – the most common for funds and syndicates targeting wholesale investors – require a trustee, not a full Responsible Entity. Registered MIS structures (for retail investors) require an RE. FundPro assesses your structure and advises on the correct arrangement.
What does the trustee role involve – what decisions does FundPro make?
As trustee, FundPro holds fund assets on behalf of investors and ensures the fund operates in accordance with the trust deed, compliance plan, and applicable law. FundPro acts as an independent check on fund governance – it does not make investment decisions, which remain entirely with the investment manager.
Can FundPro hold investor funds directly?
Yes. Our licence authorises us to operate custodial and depository services (other than investor directed portfolio services) for wholesale clients, so we hold and administer scheme funds per your direction under ASIC Regulatory Guide 133. Assets are held on trust for investors, not on the manager’s behalf.
What happens if something goes wrong – who is liable?
As trustee, FundPro carries trustee liability for compliance with the trust deed and applicable law, and maintains professional indemnity and liability cover as required by section 912B of the Corporations Act, extending to the trustee role. Liability for investment decisions and fund performance remains with the investment manager.
What if a dispute arises between the manager and an investor?
As trustee, FundPro acts in the interests of investors in accordance with the trust deed. Its role is to ensure the trust deed is followed – not to take sides – but its fiduciary duty is to the fund and its members. FundPro can help mediate or escalate in accordance with the trust deed’s dispute resolution provisions.
Appointment & setup
How quickly can FundPro be appointed as trustee?
For time-sensitive engagements, FundPro prioritises intake and can typically be formally appointed within 2–3 weeks. If there is a hard deadline – such as a property settlement – communicate it immediately. FundPro structures the process around your timeline.
Will investors see FundPro’s name on fund documents?
Yes. FundPro will be named as trustee in the trust deed, Information Memorandum, and investor correspondence. This is the point – investors are looking for an independent, arm’s-length trustee whose name they can verify. FundPro’s ASIC registration is publicly searchable.
Do existing investors need to consent to FundPro being appointed?
This depends on the trust deed. Most trust deeds allow for trustee substitution with investor notification rather than requiring formal consent. FundPro reviews your trust deed and advises on the exact process for your structure.
Does the trust deed need to be redrafted?
Not necessarily. FundPro reviews your existing trust deed and assesses whether it is fit for purpose. Minor amendments may be required to formalise FundPro’s appointment. If the deed is significantly deficient, FundPro can arrange for a new deed to be prepared.
Structure & reporting
Do I need to register my fund or syndicate with ASIC?
In most cases, no – a wholesale unregistered MIS does not need to be registered with ASIC where all investors qualify as wholesale clients. Registration can still be triggered in some circumstances, including where the scheme is promoted by a person in the business of promoting managed investment schemes, or by an ASIC determination. If you intend to accept retail investors, registration is required – a significantly more involved process. FundPro assesses which applies to your structure and investor base.
What investor reporting will FundPro provide?
FundPro provides comprehensive periodic reporting to investors including valuations, distribution statements, and tax statements. Reporting frequency and format are agreed during the onboarding process.
What happens when a second asset is acquired – does the trustee arrangement extend?
Yes. The trustee structure is established at the fund level, not the asset level. Additional acquisitions within the same fund simply require the asset to be acquired in the trustee’s name in accordance with the trust deed. If you want to run separate structures for different assets, FundPro can establish multiple trust vehicles.
Terms you will see elsewhere
What do people mean by a “trustee for hire” or “rent-a-trustee”?
It is industry shorthand for appointing a professional corporate trustee instead of acting as trustee yourself. The phrasing is unfortunate, but the underlying arrangement is ordinary and appropriate – it is what investors increasingly expect. A corporate trustee is appointed under the trust deed, holds scheme assets on trust for investors and owes fiduciary duties to them. It is not something you rent by the month and set aside: a trustee cannot contract out of its duties, and it can decline to act on an instruction that would breach the deed. That is precisely why investors ask for one. What is worth testing is whether the trustee holds the right licence authorisations, carries appropriate insurance and has the operational capacity to actually perform the role.
Fund Administration
What administration covers
What does fund administration actually cover?
FundPro’s administration services include investor onboarding (including AML/KYC), capital calls and distributions, monthly or quarterly NAV calculations, investor reporting, and ASIC compliance filings. The specific scope is agreed at engagement and documented in the service agreement.
How does FundPro handle NAV calculations for illiquid or alternative assets?
FundPro works with you to agree valuation methodologies appropriate for your asset class. For illiquid assets, this typically involves agreed valuation policies set out in the trust deed or compliance framework, applied consistently each valuation cycle.
What ASIC obligations will FundPro manage on my behalf?
FundPro manages ongoing ASIC compliance obligations including licence conditions, annual returns, and any required notifications. Your fund’s specific obligations depend on its structure and registration status.
What ongoing obligations will I have once the fund is live?
The primary obligation is managing the fund in accordance with its stated strategy and the terms of the trust deed. FundPro manages the regulatory and compliance obligations – including ASIC reporting, compliance monitoring, and NAV calculations – allowing the investment manager to focus on the portfolio.
Transitioning to FundPro
Can FundPro take over administration for an existing fund?
Yes. FundPro regularly onboards clients transitioning from in-house admin arrangements or replacing an existing provider. The process typically takes 3–4 weeks and is designed to minimise disruption to fund operations.
Do investors need to be notified of a change in administrator or trustee?
In most cases, investors are notified rather than required to formally approve a change. The exact requirements depend on the trust deed. FundPro reviews the deed during scoping and advises on the appropriate notification process.
Will investors notice the transition to FundPro?
A well-managed transition should be seamless. FundPro prepares investor notification communications as part of the transition plan, and reporting continuity is maintained throughout.
For investors
I am an investor in a fund FundPro acts for. Where do I log in?
Investors log in through the fund’s unit registry, not the FundPro client portal (the client portal is for fund managers, licensees and trustee clients). For the funds FundPro acts for, the registry is generally Registry Direct: log in at registrydirect.com.au/login to view your holding and statements. If you are not sure which registry your fund uses, check your investor statements or contact your fund manager. To apply for a new investment, use the application details in the fund’s Information Memorandum or ask the fund manager.
Working with FundPro
Getting started
What does the setup process look like and how long does it take?
The typical timeline is 2–6 weeks from first engagement to going live, depending on the service. This covers: an initial scoping call, structure decision, documentation (trust deed, IM, service agreements, compliance framework), ASIC registration where applicable, and onboarding. FundPro provides a detailed timeline at the scoping stage.
How is pricing structured?
Pricing is based on the specific service, AUM, investor count, asset class, and scope of engagement. FundPro provides a tailored fee proposal after the initial scoping call.
Can FundPro work alongside my existing lawyers and accountants?
Yes. FundPro integrates with your existing professional advisers and coordinates directly with lawyers, accountants, and auditors as required.
Compliance & conflicts
Do I need a separate compliance framework for each activity?
Different activities – such as running a fund and providing financial advice – operate under different regulatory obligations and typically require separate compliance frameworks. FundPro establishes and manages the compliance framework for the services it provides, and coordinates with any existing frameworks where necessary.
How do I manage conflicts of interest between different business activities?
Conflicts of interest policies are built into the trust deed and compliance framework from the outset. FundPro assists in drafting appropriate policies and ensures the structures are designed to operate cleanly alongside any existing business activities.
