Plain language law

New Zealand law explained for everyone

 Plain Language Law homepage
Back to
209B: Annual report and concise annual report made available by electronic means
or “Company must keep annual reports easily accessible online”
You could also call this:

“Different reporting rules for companies that deal with financial markets”

This part of the law talks about when a company that reports to the Financial Markets Conduct (FMC) can follow different rules for sharing its yearly report. If there are special FMC rules about when, how, and to whom a company must give its yearly report, those rules might apply instead of the usual ones.

If your company sells regulated products and has to follow these FMC rules, you don’t need to follow the usual rules in sections 209 to 209B for the yearly report that the FMC rules cover.

If your company doesn’t sell regulated products and doesn’t have to follow the FMC rules, you can choose to follow them anyway instead of sections 209 to 209B. If you do this and follow the FMC rules correctly, you won’t get in trouble for not following the usual rules. But if you try to follow the FMC rules and don’t do it right, you could still be in trouble for not following the usual rules.

The law also explains some important words. A yearly report is one made under section 208 and includes a short version if there is one. The FMC Act means the Financial Markets Conduct Act 2013. FMC rules are special rules made under the FMC Act about yearly reports. An FMC reporting entity is defined in section 451 of the FMC Act.

The government can make more rules under the FMC Act to help with this part of the law.

This text is automatically generated. It might be out of date or be missing some parts. Find out more about how we do this.

Next up: 210: Information for shareholders who elect not to receive annual report

or “This section about shareholder information has been removed from the Act”
Next

Part 12 Disclosure by companies
Disclosure to shareholders

209CAlternative obligations for FMC reporting entities

  1. This section applies, in respect of a company (company A) that is an FMC reporting entity, on and after the date on which FMC regulations impose obligations on any company in relation to when, to whom, or the manner in which it must make its annual report available (including by electronic means).

  2. If company A is an issuer of regulated products within the meaning of the FMC Act that is required to comply with those FMC regulations, sections 209 to 209B do not apply to an annual report to which the FMC regulations apply.

  3. If company A is not an issuer of regulated products within the meaning of the FMC Act that is required to comply with those FMC regulations, the board of the company may elect, in respect of an annual report, to comply with the FMC regulations instead of with sections 209 to 209B (as if company A were an issuer of that type).

  4. If subsection (3) applies,—

  5. if the board complies with the FMC regulations, there is no liability for breach of sections 209 to 209B; and
    1. if the board fails to comply with the FMC regulations, every director is liable for a breach of sections 209 to 209B (except to the extent that the board complies with those sections), but is not liable under the FMC Act.

      1. In this section,—

        annual report—

        1. means a report prepared under section 208; and
          1. includes a concise annual report (if any)

            FMC Act means the Financial Markets Conduct Act 2013

              FMC regulations means regulations made under section 543(1)(e) and (ea) of the FMC Act that impose obligations on any FMC reporting entities in relation to when, to whom, or the manner in which an entity must make its annual report available under either or both of sections 96 and 97 of the FMC Act (including by electronic means)

                FMC reporting entity has the same meaning as in section 451 of the FMC Act.

                1. Regulations may be made under section 543(1)(e) and (ea) of the FMC Act for the purpose of this section.

                Notes
                • Section 209C: inserted, on , by section 24 of the Statutes Amendment Act 2016 (2016 No 104).
                • Section 209C(1): amended, on , by section 28(1) of the Regulatory Systems (Commercial Matters) Amendment Act 2017 (2017 No 12).
                • Section 209C(5) FMC regulations: amended, on , by section 28(2) of the Regulatory Systems (Commercial Matters) Amendment Act 2017 (2017 No 12).
                • Section 209C(5) FMC regulations: amended, on , by section 28(3) of the Regulatory Systems (Commercial Matters) Amendment Act 2017 (2017 No 12).
                • Section 209C(6): amended, on , by section 28(4) of the Regulatory Systems (Commercial Matters) Amendment Act 2017 (2017 No 12).