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Summary of

Securities Act (New Zealand Exchange Limited) Exemption Notice 2005

2005/1

Gazetted on 17 January 2005
Expires on 28 February 2010

Effects of the exemption
In offer documents for its securities, New Zealand Exchange Limited (NZX) does not need to include, in the statements referring to listing on the stock exchange, a disclaimer saying that NZX does not take responsibility for statements in the offer documents.

Instead, statements to the usual effect must be included, but modified where appropriate by references to the Special Division that regulates NZX as a listed company.

Background
Because NZX is both the issuer of the securities, and the registered exchange on which they are listed, the prescribed statements relating to listing would be misleading, as NZX is responsible for all statements in its own offer documents.

The exemption
NZX is exempted, subject to a condition, from regulation 23 of the Securities Regulations 1983 in respect of any securities of which NZX is the issuer.

Conditions
The exemption is subject to the condition that the offer document contains a statement that NZX has listed the securities, or has applied for listing, using the wording prescribed in the notice, or states that listing of the securities is not being sought.

Reasons
The Securities Commission considers it appropriate to grant the exemption because NZX as an issuer cannot make the statement contained in regulation 23(2) or (3) of the Regulations that it accepts no responsibility for any statement in the prospectus or advertisement relating to its securities, since in law it is responsible for those statements. Accordingly, the exemption is necessary if NZX is to offer securities for which an application for listing on NZX has been made or which have been accepted for listing on NZX.