The regulator said Edwards failed to comply with her accountability obligations during 2020 while serving as chair of Xinja.
She will be banned from being an accountable person at any authorised deposit-taking institution for the next six years.
The disqualification marks APRA’s third action against a former Xinja accountable person under the regime. APRA previously disqualified former Xinja CEO Eric Wilson for eight years and non-executive director Craig Swanger for 10 years in October 2025.
The action follows an APRA investigation into the impact of undisclosed “side agreements” between Xinja and several investors during capital raisings conducted between May and August 2020.
According to APRA, Xinja reported the capital raised as Common Equity Tier 1 (CET1) capital. However, the regulator said the side agreements fundamentally altered the nature of the capital and affected its ability to absorb losses, meaning the capital did not qualify as CET1 capital.
APRA said it was not informed of the side agreements at the time.
The regulator found Edwards “failed to act with due skill, care and diligence when Xinja raised capital that she should have known could not qualify as CET1 capital because of the side agreements.”
APRA also found Edwards failed to ensure Xinja properly classified and reported the capital or disclosed the side agreements to the regulator.
In addition, APRA determined Edwards failed to deal with APRA in an “open, constructive and co-operative way by not informing, or being satisfied that Xinja had informed, APRA of the existence of the side agreements or of concerns raised at the time within Xinja about the capital”.
The regulator also found Edwards failed to take reasonable steps to ensure adequate procedures were in place for Xinja to properly classify and report the capital it raised.
APRA noted its decision did not involve allegations or findings of dishonesty or lack of integrity on the part of Edwards.
APRA member Therese McCarthy Hockey said the disqualification demonstrated the regulator’s willingness to hold senior individuals accountable for failing to meet their obligations.
“In order to protect depositors and the financial system, it is essential APRA has a complete understanding of the capital position of the banks it supervises and their ongoing capacity to withstand unexpected shocks,” McCarthy Hockey said.
“It is incumbent on senior individuals to be open and co-operative with APRA so that APRA can effectively assess the risks that a bank and its depositors are exposed to. Board members are in a position of ultimate responsibility for all aspects of governance, oversight and compliance with all relevant laws and Ms Edwards’ conduct fell short of her duties.
“Ms Edwards inappropriately relied on others and failed to ensure that Xinja was sufficiently capitalised in the months leading to its failure, or that its true capital position was reported to APRA. Her disqualification reflects the seriousness of her conduct.”
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