Wholesale investors
Wholesale investor opportunities: who can co-fund, and how to qualify
Co-funding secured loans with HomeSec is open to wholesale and sophisticated investors. The tests are simpler than most people expect, and many more Australians meet them than did twenty years ago.
Wholesale investor opportunities are investments offered only to people who meet a Corporations Act test of wealth, income or investment size. You qualify if an accountant certifies net assets of at least $2.5 million or gross income of at least $250,000 in each of the last two financial years, or if you invest $500,000 or more in the offer. That $500,000 figure is a legal eligibility test, not the amount you have to put into each loan; once you qualify, you choose how much to contribute to each loan, from $100,000 to several million dollars.
HomeSec Business Finance, an Australian private lender founded in 2004, funds most of its loans from its own balance sheet. On some loans, it invites wholesale and sophisticated investors to co-fund alongside it. This guide explains who can take part, the tests in plain English, and how to get the paperwork sorted without fuss.
Who can co-fund loans with HomeSec?
Co-funding is open to wholesale and sophisticated investors. In practice, that includes successful business owners, retirees with substantial savings, SMSF trustees, family offices, and company, trust and overseas investors looking to park capital in Australia.
What you get is direct access to secured loans. You choose each loan from its due diligence pack, you are named on the registered mortgage for your exact contribution, and principal and interest are paid straight into your own bank account. HomeSec co-invests its own money in every loan it offers you. Returns are 12% to 18% p.a. on the loans you choose, with the rate set loan by loan and shown in each pack. Our returns guide explains why those rates are higher than a bank’s.
If you’d like the whole process first, read how direct mortgage investing works.
What are the wholesale investor tests?
The tests come from sections 708 and 761G of the Corporations Act. You only need to meet one.
| Test | Threshold | How you show it |
|---|---|---|
| Net assets | At least $2.5 million | Accountant’s certificate, no more than two years old |
| Gross income | At least $250,000 in each of the last two financial years | Accountant’s certificate, no more than two years old |
| Amount invested | $500,000 or more in the offer | The size of your investment |
| Professional investor | Control of at least $10 million in gross assets | Evidence of the assets you control |
A few plain-English notes:
- Net assets means everything you own minus everything you owe. The test does not exclude the family home.
- Gross income is income before tax and deductions, and it must reach $250,000 in each of the last two financial years, not on average.
- The certificate must be current. It must be no more than two years old when you invest. If yours has expired, your accountant can issue a fresh one.
- Professional investors also include entities such as financial services licensees and large super funds, but for most private investors the $10 million gross assets test is the relevant one.
Wholesale, sophisticated or professional: what is the difference?
The labels overlap, which causes confusion.
Wholesale investor is the umbrella term. It covers anyone who can be offered a financial product without a retail disclosure document such as a product disclosure statement.
Sophisticated investor usually refers to someone who qualifies under section 708(8), either with an accountant’s certificate for the asset or income test, or by investing $500,000 or more in a single offer.
Professional investor refers to section 708(11), which covers licensees, large funds and anyone controlling at least $10 million in gross assets.
For co-funding with HomeSec, any of the three is fine. Our explainer on wholesale vs sophisticated investors goes deeper into the legal distinctions.
How many Australians qualify as wholesale investors?
Far more than you might think. The $2.5 million and $250,000 thresholds were set in 2001 and have never been indexed. About 1.9% of adults qualified then. By 2024, about 18% did, largely because house prices and incomes have risen while the thresholds stood still.
There has been debate about raising them. In February 2025, the Parliamentary Joint Committee on Corporations and Financial Services recommended against raising the thresholds, and they remain unchanged, as reported by Gilbert + Tobin and Hall & Wilcox.
If you own your home outright in a capital city and have some savings or super, there is a reasonable chance you already meet the net assets test. Your accountant can tell you in a single conversation.
How do you get an accountant’s certificate?
It is a short, routine document. The steps are:
- Ask your accountant. Tell them you need a wholesale investor certificate under section 708(8) of the Corporations Act, confirming either net assets or gross income.
- Your accountant confirms your position. They review your assets and liabilities, or your last two years of income, which they often already have on file.
- They sign and date the certificate. It must be signed by a qualified accountant, generally a member of CA ANZ, CPA Australia or the IPA who meets their professional development requirements.
- Send a copy to our Funding Manager. It is kept with your investor details, and you will need a fresh one once it passes two years old.
The certificate is valid for two years from the date it is signed. For more on what the certificate covers and how to prepare for it, read our guide to the accountant’s certificate for wholesale investors.
Which entities can co-fund?
You can co-fund in whichever name suits your affairs. Each loan agreement is prepared in the name of the entity that invests, and that entity is named on the registered mortgage.
| Entity | How the loan is held | Notes |
|---|---|---|
| Individual or joint names | In your personal name or names | Qualify with your own certificate, or by investing $500,000 or more |
| Company | In the company’s name | Can generally qualify through its own position or a controlling person’s certificate |
| Family or unit trust | In the trustee’s name, for the trust | Can generally qualify through its own position or a controlling person’s certificate |
| SMSF | In the SMSF trustee’s name | The super fund wholesale test has its own nuances |
| Overseas investor | In your chosen name or entity | The same tests apply; we’ll talk you through the practical steps |
Many investors co-fund through more than one entity, for example personally and through their SMSF. Your accountant can advise on which name makes the most sense for tax and estate planning.
What about SMSFs and the wholesale test?
SMSFs commonly co-fund with HomeSec, with each loan in the name of the fund’s trustee. The wholesale test for a super fund is not quite the same as for an individual, though. The Australian Financial Complaints Authority’s 2024 approach treats super funds as needing $10 million in net assets under the asset test, as reported by SMS Magazine, rather than $2.5 million.
That does not rule SMSFs out. It means the route to qualifying needs to be right for the fund. Our explainer on the SMSF wholesale investor test sets out the options, and our SMSF investors guide covers how co-funding works inside super.
What happens once you qualify?
Qualifying simply opens the door. Nothing is committed until you choose a loan.
Once your status is confirmed, our Funding Manager will talk you through how the process works and what kinds of loans suit you, for example by term, location or first versus second mortgage. When a loan that has passed HomeSec’s 50-point due diligence checklist becomes available, its pack arrives by email, with an SMS to let you know.
You read it, ask any questions, and say yes or no. If you say yes, the loan agreement is prepared in your name, the borrower signs with their own solicitor present, the mortgage is lodged, and you transfer your contribution from your own bank account at settlement. If you say no, nothing happens. There is no obligation to take any loan, and no penalty for passing.
Why is co-funding limited to wholesale investors?
Because it is a direct investment that asks you to make your own decisions. You read a due diligence pack, weigh the property, the borrower, the LVR and the exit, and decide whether to fund. There is no pooled fund doing that for you, and each loan’s risks are set out in its pack for you to judge.
The model suits people who are comfortable with that responsibility and have the capital to spread across more than one loan over time. It also keeps the relationship personal: you deal with our Funding Manager directly, seven days a week, on 03 9017 8277.
Ready to take the next step?
If you meet one of the tests, or think you might, the next step is a conversation. Register your interest and our Funding Manager will be in touch to talk through qualifying and what a loan pack looks like.
Frequently asked questions
How do I qualify as a wholesale investor in Australia?
Under the Corporations Act, you generally qualify if a qualified accountant certifies, within the last two years, that you have net assets of at least $2.5 million or gross income of at least $250,000 in each of the last two financial years. You can also qualify by investing $500,000 or more in the offer, or as a professional investor controlling at least $10 million.
What is the difference between a wholesale and a sophisticated investor?
Wholesale investor is the broad term for anyone who can be offered investments without a retail disclosure document. Sophisticated investor usually refers to one route into that group under section 708(8) of the Corporations Act: holding an accountant's certificate for the asset or income test, or investing $500,000 or more in a single offer.
Does my family home count towards the $2.5 million net assets test?
Generally, yes. Net assets means what you own minus what you owe, and the test does not exclude the family home. That is one reason far more Australians qualify today than when the thresholds were set in 2001. Your accountant will work out your net asset position when preparing the certificate.
Can a company, trust or SMSF be a wholesale investor?
Yes. Companies and trusts can generally qualify through their own position or through a controlling person who holds an accountant's certificate. SMSFs can co-fund too, but the wholesale test for a super fund has its own nuances, including AFCA's approach of treating super funds as needing $10 million in net assets under the asset test.
How much can I put into each loan?
You choose. Co-funding is open to wholesale and sophisticated investors, who decide how much to put into each loan, anywhere from $100,000 to several million dollars. You choose each loan from its due diligence pack, with HomeSec co-investing its own money alongside you. There is no obligation to take any loan, and you can stop co-funding at any time once your current loans are repaid.
Sources
- Gilbert + Tobin — Wholesale client tests remain the same
- Hall & Wilcox — No change to wholesale client test thresholds
- SMS Magazine — Wholesale investor limits obsolete
Figures are as at 26 September 2026 unless stated. This page is reviewed by Catriona Anderson, General Manager of HomeSec Business Finance, and updated as markets change.
