Helm, by Luma Legal

For ASX listed companies

Your company, in one place.

Helm reads the forms your company already lodges and turns them into a live compliance record. Placement capacity, deadlines, registers and board reporting, current to the last document you dropped in.

In evaluation with ASX listed entities. A limited number of evaluation partners are being taken on.Set up from forms you have already lodged, in about half an hourBuilt by a corporate and commercial law firm, not a software houseEvery figure names the document behind itYour data stays in your own browser

The problem

Compliance obligations do not scale with the size of the team.

The Corporations Act and the Listing Rules apply in full to every listed entity, and the deadlines are the same length for everyone. None of it is difficult, and all of it is easy to miss, and the difference is that a miss is published.

12

chapters of the Listing Rules apply in an ordinary trading year

5

business days to lodge a director's interest notice, and the clock starts on something in that director's private affairs

5

business days to cleanse an issue, or those securities stay restricted for twelve months

15%

placement capacity, worked out from a five part formula on a rolling twelve month window

2

business days for a substantial holder to notify you, and you release the notice the same day

1

spreadsheet doing all of it, usually held by one person working part time

Sixty seconds, on a fictional company

There is a longer two minute walkthrough here.

Take the tour

Thirteen slides on what Helm does.

Use the arrows or the dots. The same deck we walk through on a call.

Helm, by Luma Legal

Your company, in one place.

Helm reads the forms your company already lodges and turns them into a live compliance record, so your placement capacity, deadlines, registers and board reporting stay current to the last document you added.

1 / 13

Slide 1 of 13

On a phone the slides are small. Turn the handset sideways, or open the deck as a PDF.

What Helm is

It reads the forms you already lodge.

Drop in the PDF you lodged. Helm reads the document, updates the register, recalculates your capacity and moves the deadlines. You see what it found and approve it before anything is saved.

  • Nothing is keyed twice
  • Nothing is saved until you accept it
  • Every figure names the document behind it
  • It checks your lodged forms against each other and names the disagreement

What it deliberately does not do

  • It does not give legal advice
  • It does not draft your documents
  • It does not lodge anything with ASX
  • It does not decide a Chapter 11 or a related party question

Where the answer needs a lawyer, Helm queues a scoped instruction to Luma Legal with your current figures already in it.

The documents it reads

  • Appendix 2AQuotation of securities, including the whole Part 4 capital table
  • Appendix 3BA proposed issue, and the listing rule limb stated at Part 7D.1
  • Appendix 3GAn issue of unquoted securities, and any rule 7.2 exception
  • Appendix 3HA cessation, whether by exercise, vesting, lapse or cancellation
  • Appendix 3X, 3Y, 3ZDirector interest notices, with the five business day clock
  • Forms 603, 604, 605Substantial holders, and voting power before and after
  • Appendix 4GThe governance statement, read across all 35 recommendations
  • Cleansing statementsSections 708A, 708AA and 1012DA, matched to the issue each one cleanses
  • Annual reportThe twenty largest holders, substantial holders and unquoted classes
  • Registry exportsAllotment journals and holder reports, in Excel or CSV

Setting it up

It sets itself up from forms you have already lodged.

There is nothing to prepare, nothing to export and nothing to send us. The first module in the portal is Setup, a single page listing every document Helm needs in the order it needs it, with a drop area beside each step and a progress bar. Every document it asks for is already public on your ASX announcements page or already in your files.

1

Open Setup

The first module in the portal lists every document Helm needs, in the order it needs it, with a progress bar

2

Drop the forms in

Appendix 3B first, then 2A, then 3G and 3H, the director and holder notices, the annual report and last year's 4G

3

Answer six questions

The balance date, the AGM, the 7.1A mandate, the directors and where requests should go. Nothing else is asked

4

Check and back up

Run the reconciliation checks, then back up. The portal is now live on your own figures

One ordering rule does most of the work. Setup asks for the Appendix 3B forms before the Appendix 2A forms, because a 3B states the listing rule limb at Part 7D.1 and a 2A never does. Loaded that way round, every capacity figure is right on the first pass.

The portal

Thirteen modules, one entity, one screen.

Setup gets the entity loaded from forms it has already lodged. The other twelve answer the questions a company secretary gets asked, and every one of them reads from the same record.

Setup

Every document Helm needs, in the order it needs it, with a progress bar

Overview

What needs attention today and what is coming, with every figure linked back to its module

Company

The entity's details, entered once and read by every other module

Headroom

Placement capacity, capital raisings and the cleansing deadline

Ledger

The securities register, every capital event, and the working behind each figure

Holders

Substantial holders, the 20% line and the twenty largest holders

Transactions

A proposed acquisition or disposal, scoped and sent to the firm

Diary

Every periodic reporting deadline on a single calendar

Board

The board, rotation, directors' interests and the meeting agenda

Disclosure

A disclosure decision log, written as the decision is made

Market

Announcements, price, volume and the 15 day VWAP

Governance

The governance statement, read across all 35 recommendations

Requests

Everything queued for Luma Legal, and where each one is up to

Helm is a beta. It runs in the browser, there is no automatic data feed yet, and prices, VWAPs and announcements are loaded from exports.

Legal and compliance coverage

Every watch item names its authority.

Nothing in the portal is a rule of thumb. Each obligation carries the section or the listing rule it comes from, so the working can be checked by anyone who asks.

Placement capacity

LR 7.1, 7.1A, 7.4

The rolling window, variable A, ratification and the price floor

Cleansing and on sale

s708A(5), (6), (11), s707(3)

Five business days for each issue, with the suspension test run against that issue date

Director interests

LR 3.19A, 3.19B, s205G

Five business days from an appointment, a change or a cessation, checked against the holdings register

Substantial holders

s671B, s606, s611

The 5% notice, the 20% line and the creep exception

Board and rotation

LR 14.4, 14.5

Which directors must stand for election, and what that puts on the agenda

Meetings

s249HA, s250N, s250R

Notice periods, the AGM deadline, and a library of standard resolutions

Related parties

LR 10.11, 10.14, Chapter 2E

Flagged and routed, never concluded by the portal

Continuous disclosure

LR 3.1, 3.1A

A decision log recording the limb relied on, written as the decision is made

Periodic reporting

LR 4.2A, 4.3A, 4.5, 5.5

The Appendix 4D, 4E and 5B and the annual report, on one calendar

Governance

LR 4.10.3, ASX CGC 4th edition

All 35 recommendations, read straight out of your own Appendix 4G

Escrow

LR Chapter 9

Restricted and voluntary escrow, with every release date on the calendar

Change of activities

LR 11.1, 11.2

Recorded and sent to Luma Legal, because the judgement stays with the firm

How it works with your lawyers

Helm watches. Luma Legal advises.

The portal carries the record. The firm carries the judgement. Helm stops short of the judgement calls on purpose, because a Chapter 11 or a Chapter 2E question is not arithmetic.

1

Something happens

An issue of securities, a notice, a proposed acquisition, or a deadline coming into range

2

Helm sees it

It reads the form, updates the register, recalculates the effect and flags what it means

3

You decide

Handle it in house, or queue a scoped instruction for the firm

4

Luma Legal advises

Your current figures are already in the instruction, so nobody has to go looking for them

Evaluation programme

Register your interest in the evaluation programme.

Bring an Appendix 2A, an Appendix 3B and your last annual report. Helm will be running on your own figures before the meeting is over.

  • A walkthrough on your own entity, no obligation
  • An evaluation licence while you decide
  • Set up and data loading handled by us

Prefer email or a phone call?
admin@lumalegal.com.au

Your details go to Luma Legal and are used only to answer your expression of interest.

Helm is a product of Luma Legal Pty Ltd, ACN 686 089 403admin@lumalegal.com.aulumalegal.com.au

Helm is supplied by Luma Legal Pty Ltd.

Helm records and calculates. It does not provide legal advice and it is not a substitute for advice on your circumstances. Every figure it produces depends on the documents and data entered into it, and should be checked before it is relied on, released or lodged. Nothing on this page is an offer, and use of the portal is governed by the licence terms supplied with it.