Financial Markets Conduct Act 2013

Disclosure of offers of financial products - Procedure for making regulated offers - Content and presentation of product disclosure statements and register entries

57: Disclosure of material information and content of PDS and register entry

You could also call this:

"Telling people important information when selling financial products"

When you prepare a Product Disclosure Statement, or PDS, you must make sure it has all the information the regulations say it needs. You must also include all the documents the regulations require and make sure the PDS meets all other regulatory requirements. The PDS must be dated and, if it has an expiry date, you must say what that date is and that no products will be issued or sold after that date, as explained in section 84.

You must also follow the rules about getting consent for expert statements or endorsements, as outlined in section 60. If you have a register entry, you must make sure it has all the information the regulations require and any other important information about the offer that is not in the PDS. The register entry must also meet all the regulatory requirements and follow the rules about consent for expert statements or endorsements, as outlined in section 60.

There are some situations where you do not have to include all the material information in the register entry, such as when you are making an offer to people who already have the product or when the information is available in another way. In these cases, you do not have to follow the usual rules about including material information in the register entry.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM4090996.


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"Directors are not to blame if they did nothing wrong and did their job properly."


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58: Register entry not required in prescribed circumstances, or

"Some offers don't need to be listed on the register in certain situations."

Part 3Disclosure of offers of financial products
Procedure for making regulated offers: Content and presentation of product disclosure statements and register entries

57Disclosure of material information and content of PDS and register entry

  1. An issuer that prepares, or is required to prepare, a PDS must ensure that, as at the date on which the PDS is lodged with the Registrar,—

  2. the PDS—
    1. contains all of the information that it is required to contain by the regulations; and
      1. is accompanied by all of the documents that the regulations require it to be accompanied by; and
        1. complies with all other requirements of the regulations relating to the content of the PDS; and
          1. is dated not later than the date on which it is lodged with the Registrar; and
            1. if applicable, specifies its expiry date (see section 84) and states that no financial products will be issued or sold on the basis of the PDS in relation to applications received after the expiry date; and
              1. complies with section 60 (consent for expert statements or endorsements); and
              2. the register entry (if any)—
                1. contains all of the information that it is required to contain by the regulations; and
                  1. contains all material information relating to the regulated offer that is not contained in the PDS; and
                    1. complies with all other requirements of the regulations relating to the content of the register entry; and
                      1. complies with section 60 (consent for expert statements or endorsements).
                      2. Subsection (1)(b)(ii) does not limit subsection (1)(a).

                      3. Subsection (1)(b)(ii) does not apply in the prescribed circumstances (which may include, for example, certain offers to existing product holders or certain situations in which information about an offer is available by means of a continuous disclosure obligation).