Financial Markets Conduct Act 2013

Dealing in financial products on markets - Disclosure of relevant interests in quoted financial products by directors and senior managers of listed issuers

303: Exemption for overseas listed issuers

You could also call this:

"Some bosses of overseas companies don't have to tell people about buying or selling their company's financial products."

Illustration for Financial Markets Conduct Act 2013

If you are a director or senior manager of a company listed on an overseas stock exchange, you do not have to tell people that you have bought or sold the company's financial products under section 297. You also do not have to disclose this information under section 298 if the financial product is a type of derivative related to your company's products.

If the financial products belong to a related company, you still do not have to disclose this information unless you are also a director or senior manager of the related company and it is listed on a New Zealand stock exchange.

An overseas listed issuer is a company whose financial products are traded on an overseas stock exchange that has its own rules for listing companies and their products, and no New Zealand stock exchange has control over these rules.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM4091447.


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302: Exemption for directors or senior managers who disclose substantial holdings, or

"Directors and senior managers don't have to report some big share holdings if they already disclose them in another way."


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303A: Extended time for disclosure for trustees, executors, and administrators, or

"More time to disclose interests for people managing someone's estate"

Part 5Dealing in financial products on markets
Disclosure of relevant interests in quoted financial products by directors and senior managers of listed issuers

303Exemption for overseas listed issuers

  1. A director or senior manager of an overseas listed issuer who has, or who acquires or disposes of, a relevant interest in a quoted financial product of that overseas listed issuer does not have to disclose that fact under section 297.

  2. A director or senior manager of an overseas listed issuer who has, or who acquires or disposes of, a relevant interest in a specified derivative does not have to disclose that fact under section 298 if the underlying is a financial product of the overseas listed issuer.

  3. A director or senior manager of an overseas listed issuer who has, or who acquires or disposes of, a relevant interest in a quoted financial product of a related body corporate of that overseas listed issuer does not have to disclose that fact under section 297 unless—

  4. the director or senior manager is also a director or senior manager of the related body corporate; and
    1. the related body corporate is a listed issuer, but not an overseas listed issuer.
      1. A director or senior manager of an overseas listed issuer who has, or who acquires or disposes of, a relevant interest in a specified derivative does not have to disclose that fact under section 298 if the underlying is a financial product of a related body corporate of the overseas listed issuer unless—

      2. the director or senior manager is also a director or senior manager of the related body corporate; and
        1. the related body corporate is a listed issuer, but not an overseas listed issuer.
          1. In this section, overseas listed issuer means a listed issuer—

          2. whose financial products are also approved for trading on a securities exchange that—
            1. is not a licensed market; and
              1. has primary jurisdiction for the listing requirements for the listed issuer and the quotation of its financial products; and
              2. in relation to which no licensed market has primary jurisdiction for the listing requirements for the listed issuer and the quotation of its financial products.
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