Corporate governance

Legal framework and management arrangements

The DUET Group (DUET) is a Macquarie Group (Macquarie) and AMP Capital Investors Limited (AMPCI) branded externally managed vehicle comprising three Australian trusts - Diversified Utility and Energy Trust No.1 (DUET1), Diversified Utility and Energy Trust No.2 (DUET2) and Diversified Utility and Energy Trust No.3 (DUET3) (collectively the trusts) - and an Australian company - DUET Investment Holdings Limited (DIHL). The securities of the trusts and the company are stapled and listed on the ASX and must trade, and otherwise be dealt with, together.

DUET’s relationship with Macquarie and AMPCI provides DUET with access to Macquarie’s and AMPCI’s expertise in managing funds and their businesses, and sourcing new
value‑adding opportunities. This is a key attraction for investors who principally seek to harness Macquarie’s and AMPCI’s expertise in sourcing, investing in and managing businesses (made available through the management arrangements), as well as the expertise of appropriately qualified directors.

A variety of investment vehicles can be used, through which funds are pooled to be invested in assets. Stapled groups have developed due to differing regulatory regimes for different vehicles and the broad objective of managed funds to maximise distributions from underlying businesses to investors. For example, an appropriate structure for holding Australian investments may not be appropriate for the purposes of holding foreign investments.

In the case of Australian trusts, a responsible entity/manager owned by the sponsors with sponsor-appointed directors has been a common structural feature since the inception of these types of investment vehicles.

DUET's management arrangements are designed to promote consistency of management across all the entities in DUET.