Download print version - Bell Gully

More documents

Recommendations

Info

comparable information about different offers of securities available under registered prospectuses in order to assist investors make more informed investment decisions, complete with search functions designed to facilitate comparisons. These features will be incorporated as part of the registers being designed for the new regime under the Financial Markets Conduct Bill. The new Securities Act provisions (which came into force on 1 July) also include a duty on issuers to notify certain ongoing matters and provide certain documents and information to the Registrar (section 43Q) in the prescribed manner. However, no manner of providing this information has been prescribed, so the Companies Office has confirmed that issuers may choose not to provide this information. Further information is available on the Companies Office website here. Securities Act (Overseas Companies) Exemption Amendment Notice 2013 The Securities Act (Overseas Companies) Exemption Amendment Notice 2013 has added Germany to the list of jurisdictions in the Securities Act (Overseas Companies) Exemption Notice 2013. The principal notice exempts offers of securities by overseas companies whose securities are quoted on a stock exchange in one of the listed jurisdictions from most requirements of the Securities Act and Securities Regulations including the prospectus, investment statement, trustee and statutory supervisor provisions. Securities Act (Australian Registered Managed Investment Schemes) Exemption Amendment Notice 2013 The Financial Markets Authority has extended the term of the Securities Act (Australian Registered Managed Investment Schemes) Exemption Notice 2008 from 30 September 2013 to 30 September 2017 and updated the notice with references to the Securities Regulations 2009. The amendment notice is available here. This notice has been a long-standing class exemption allowing certain Australian issuers (which are not adequately covered by the trans-Tasman mutual recognition of securities regime) to extend offers of securities to members of the public in New Zealand using Australian offer documents, particularly offers of securities in Australian registered managed investment schemes under distribution reinvestment plans. Financial Markets Authority (FMA) FMA is consulting on an AML/CFT customer due diligence implementation issue for reporting entities FMA is seeking submissions on the practical implications of the Anti-Money Laundering and Countering Financing of Terrorism Act 2009 (AML/CFT Act) in situations where reporting entities are transacting with other reporting entities. The consultation is in response to FMA’s concerns over difficulties some reporting entities are having in determining aspects of their obligations under the AML/CFT Act to identify their customers’ beneficial owners where the customer is itself a reporting entity. CORPORATE REPORTER – 29 July 2013 8
The consultation is aimed at assisting reporting entities to develop and adopt practical processes and procedures to meet their AML/CFT obligations. FMA has prepared a draft “Factsheet on Managing Intermediaries” which supplements the Beneficial Ownership Guideline issued by the AML/CFT supervisors in December 2012. Following the consultation, the AML/CFT supervisors will issue a finalised <strong>version</strong> of the factsheet which may contain additional or alternative practical advice for achieving compliance with obligations described in the factsheet. Submissions close on 1 August 2013. A copy of the consultation paper is available here. FMA review market disclosures and make recommendations Following a review of all directors’ and officers’ (D&O) relevant interest disclosures and substantial security holder (SSH) disclosures made on the NZX Limited Market Announcement Platform (MAP) over a five week period, FMA has issued a report to: • highlight areas of concern FMA has with these disclosures; • remind directors, officers and substantial security holders of their statutory disclosure obligations under the Securities Markets Act 1988; and • clarify FMA’s expectations of market participants to whom these requirements apply. FMA’s review found that the quality of D&O and SSH disclosures was generally good, but there were some issues with timeliness and accuracy. FMA recommends that for D&O disclosures public issuers have policies and procedures in place to identify the occurrence of events requiring disclosure, and to assist the director or officer to make the necessary disclosures. FMA also emphasises in the report that the director or officer responsible for filing should satisfy themselves as to the accuracy of the disclosures rather than relying on the public issuer, or others, to do it on their behalf. In the case of SSH disclosures, FMA note that: • The requirement under the Securities Markets Act to file an SSH disclosure notice ‘as soon as the person knows or ought to know’ of a relevant event, means ‘immediately’. • The requirement to provide SSH disclosure to the market arises when the transaction is agreed, not when the transaction is settled, even if the transaction implies future or conditional control of the securities in question. • Where future or conditional provisions apply to a transaction, disclosure is required both at the time the transaction is agreed, when the fact of the substantial holding, or change or cessation of substantial holding, is first known; and again at the time the transaction is effected, when the nature of the relevant interest changes. The nature of the relevant interest in each case should be detailed on the disclosure form, as required by the SSH Regulations. The full report is available here. CORPORATE REPORTER – 29 July 2013 9
Page 1 and 2: 29 JULY 2013 Welcome to Issue No. 2
Page 3 and 4: Accounting Infrastructure Reform Bi
Page 5 and 6: the New Zealand market as in anyway
Page 7: Consultation on DIMS and custody re
Page 11 and 12: Financial Advisers (Australian Lice
Page 13 and 14: Lombard Finance directors lose thei
Page 15 and 16: (iv) Transitional period - The SOP
Page 17 and 18: Parking Limited’s parking assets.

Download print version - Bell Gully

Create successful ePaper yourself

Delete template?

Save as template?