The Financial Markets Authority (FMA) recently released a consultation paper which proposes Financial Markets Conduct Act 2013 (FMCA) relief for overseas issuers and overseas reporting entities. Under the Securities Act 1978 and the Financial Reporting Act 1993 overseas issuers are able to rely on exemptions to disclosure, governance, and financial reporting requirements. These exemptions have not been carried over into the FMCA.

The FMA, however, proposes to grant exemptions to overseas issuers and overseas reporting entities from the disclosure, governance, financial reporting and audit requirements of the FMCA, in order to avoid unnecessary compliance costs, and to promote flexibility in the financial markets. In particular, the FMA is proposing to provide overseas issuers and overseas reporting entities exemptions from the:

  • disclosure and governance requirements for ancillary or incidental offers made by an overseas issuer;
  • financial reporting and audit requirements, to allow overseas FMC reporting entities to use their overseas financial statements and auditor as an alternative to New Zealand-compliant financial statements and auditors; and
  • disclosure, governance and financial reporting requirements in relation to securities already issued in reliance on the exemptions from the Securities Act and Financial Reporting Act.