2008 Annual Report

Functions and powers

The Commission is established under the Securities Act 1978 which determines its functions which include:

• to keep under review the law relating to bodies corporate, securities and unincorporated issuers of securities and to recommend changes to the Minister of Commerce
• to keep under review and comment on practices relating to securities
  
• to cooperate with overseas securities commissions
  
• to keep under review and comment on securities markets activities
  
• to advise the Minister of Commerce on conduct rules proposed by securities exchanges
  
• to promote public understanding of the law and practice of securities.

To perform these functions the Commission has a number of powers. These include:

• to receive evidence as to securities law and practice, with power to summons people and documents and to carry out inspections
  
• to ban misleading and illegal offer documents and advertisements
  
• to enforce securities law and the law relating to insider trading and market manipulation, and disclosure by substantial security holders and investment advisers
  
• to enforce continuous disclosure law and to make orders requiring disclosure by issuers
  
• to require an exchange to provide information and assistance to the Commission
  
• to accept enforceable undertakings
  
• to publish reports and comments
  
• to make orders requiring disclosure by unregistered exchanges
  
• to exempt persons from compliance with provisions of the Securities Act or Regulations under the Act
  
• to authorise certain market participants
  
• to recommend law reform
  
• to hear appeals against certain decisions of the Registrar of Companies.

The Commission is an independent Crown entity in terms of the Crown Entities Act 2004.

Other legislation the Commission works with includes the Securities Markets Act 1988, the Financial Reporting Act 1993, the Securities Regulations 1983, the Securities Act (Contributory Mortgage) Regulations 1988, and the Securities (Fees) Regulations 1998.

The Commission may also consider certain matters arising under the Corporations (Investigation and Management) Act 1989 (in particular, directions to “at risk” corporations and recommendations about statutory management).

Authority

This annual report was approved by the Securities Commission on 17 July 2008.