• About
• Publications
• Exemptions
• Notices
• What's new?
• International
• Speeches
• Information for investors
• Contact us
• Site map
• Home

Summary of

Securities Act (New Zealand Post Limited) Exemption Notice 2004

2004/259

Gazetted on 26 August 2004
Expires on 30 August 2009

Effects of the exemption

• New Zealand Post Limited (NZ Post) is able to offer money orders to the public without having to appoint a trustee or register a trust deed;
• the prospectus will have no fixed life and will be accompanied by the most recent audited financial statements for the company, rather than the financial information prescribed in the Second Schedule of the Securities Regulations;
• access to the register of money orders will be limited to holders of money orders in respect of their own securities;
• NZ Post is not required to send out certificates for the money orders.

Background
The sale of money orders is an offer to the public to subscribe for debt securities in terms of the Securities Act 1978 and the Securities Regulations 1983.

This exemption notice replaces an existing exemption notice for NZ Post, Securities Act (New Zealand Post Limited) 1999, which expires on 30 August 2004. The exemptions are unchanged, but there have been minor amendments to the conditions of exemption.

The exemption
NZ Post is exempted from:

• sections 33(2), 37A(1)(c), 52(1), 52(3) and 54 of the Securities Act 1978;
• section 51(2)(a) of the Securities Act 1978 to the extent that this requires a register kept for the purposes of section 51(1)(b) of the Act to contain the address of a holder; and
• clauses 7, 8, 13, 15 to 32, 35, and 36 of the Second Schedule of the Securities Regulations 1983.

Conditions
The exemption from section 33(2) of the Securities Act 1978 is subject to the conditions that -

• NZ Post deposits the money received for money orders into a special purpose bank account with a registered bank, as soon as practicable;
• NZ Post is liable to repay the face value of a money order from the time the payment for the money order is received.

The exemptions from section 37A(1)(c) of the Act and clauses 7, 8, 13, 15 to 32, 35, and 36 of the Second Schedule of the Regulations are subject to the conditions that -

• every registered prospectus containing or referring to an offer of money orders contains, or is accompanied by:
  • a copy of NZ Post's most recent audited financial statements; and
  • the most recent certificate that:
    • refers to the most recent audited financial statements of the company;
    • is accompanied by the most recent audited financial statements of the company;
    • is signed by at least two directors of the company;
    • states that, in the opinion of the directors of the company after due enquiry by them, the registered prospectus is not, at the date of the certificate, false or misleading in a material particular by failing to refer or give proper emphasis to adverse circumstances; and
    • either states that the information contained in the registered prospectus under clause 12 of the Second Schedule of the Regulations is correct or contains a current statement of this information;
• certificates prepared in accordance with the above requirements are lodged with the Registrar of Companies within 7 days after the most recent audited financial statements are tabled in the House of Representatives or published in accordance with the requirements of the State-Owned Enterprises Act 1986.

The exemption from section 52(1) of the Securities Act 1978 is subject to the condition that the register kept by NZ Post is open without fee for at least two hours each day to enable a holder to inspect that part of the register relating to their money order/s.

The exemption from section 52(3) of the Securities Act 1978 is subject to the condition that a holder can receive a copy of the relevant part of the register on payment of a fee.

Reasons
The trustee's role in monitoring and intervention would be of limited benefit to security holders as money orders are more in the nature of a transaction for a cash equivalent than an investment. Purchasers of money orders will not be entitled to a return on their funds. The exemption is subject to the condition that NZ Post has a bank account specially for the purpose of setting aside the net amount received in respect of the money orders purchased and NZ Post will be liable to repay money orders as soon as they have been purchased.

The nature of the money order scheme means that no change in the description of the details of the scheme is likely to occur. If changes do occur, NZ Post is still subject to the general requirements of the Securities Act 1978 relating to false or misleading information. NZ Post is still required to supply the most recent financial statements of the company and its directors are required to certify, on lodging the company's accounts each year, that the prospectus is not false or misleading.

Money order transactions are likely to be of short-term duration and therefore the information on the register kept by NZ Post in accordance with section 51(1)(b) of the Securities Act 1978 would become outdated quickly. A money order is usually redeemed before a certificate would be required to be sent to the holder (within 30 days) if that were required. On payment of the prescribed fee, NZ Post is liable to provide to the money order holder a copy of any part of the register that relates to that holder.