543Regulations for purposes of Part 3 (Disclosure of offers of financial products)

1. The Governor-General may, by Order in Council, on the recommendation of the Minister in accordance with section 549, make regulations for all or any of the following purposes:

   Product disclosure statements, register entries, and other matters relating to disclosure

2. regulating product disclosure statements and register entries, including—
   1. prescribing the information that must, or must not, be contained in product disclosure statements or register entries; and
   2. prohibiting or restricting the use in product disclosure statements or register entries of prescribed words, information, sounds, images, graphics, or other matters; and
   3. prescribing requirements as to the layout or method of presentation of product disclosure statements (including the length of a PDS and of parts of a PDS, the size of type used, and when information may be incorporated by reference); and
   4. prescribing the documents that must, or must not, accompany a PDS; and
   5. prescribing circumstances for the purposes of sections 51(1)(c) and 57(3); and
   6. prescribing information for the purposes of section 63; and
   7. prescribing circumstances and requirements for the purposes of sections 71(2), 80(4), and 85(6); and
   8. prescribing circumstances in which an offeror is permitted to act under section 80(1)(d) and a period for the purposes of that paragraph; and
   9. prescribing matters for the purposes of section 84; and
   10. prescribing circumstances in which a register entry is not required for a regulated offer; and
   11. declaring classes of PDSs to be simplified disclosure PDSs for the purposes of section 470 and prescribing provisions for the purposes of section 470(1)(c); and
   12. prescribing provisions for the purposes of section 474(1)(c):
3. amending any of the dollar amounts specified in Schedule 1 (other than the amounts in clause 12 of that schedule (small offers)) by increasing those amounts:
4. providing for the matters referred to in clause 26 of Schedule 1, including prescribing—
   1. the circumstances in which a limited disclosure document is required:
   2. the information to be contained in, or to accompany, a limited disclosure document, who must prepare the disclosure document, and requirements as to the layout or method of presentation of a disclosure document:
   3. the period within which the limited disclosure document must be provided, the person or persons to whom it must be provided, and other matters relating to the manner in which it is provided:
   4. requirements relating to an entry for the offer in the register of offers of financial products:
   5. information that must be provided, the person or persons to whom it must be provided, and other matters relating to the manner in which it is provided:
   6. limits or restrictions that apply in connection with an offer, financial products, or investors:
   7. requirements and other matters relating to certificates, acknowledgements, consents, approvals, and governance:
   8. other conditions that must be complied with:
   9. the circumstances in which the requirements, conditions, and other matters referred to in subparagraphs (iiia) to (v) apply:
   10. matters for the purposes of clause 26(6) of Schedule 1 (including requirements, conditions, or other matters that an issuer must comply with or ensure are met):
   11. which provisions of the regulations made for the purposes of clause 26 of Schedule 1 (if any) are Part 3 offer provisions for the purposes of this Act and, if a provision is so prescribed, stating whether the provision gives rise to civil liability under section 101(3) or (4) (see Part 8, in which Part 3 offer provisions are specified to be civil liability provisions):

Ongoing disclosure and updating of registers

5. prescribing changes that must be notified under section 95 and a period or periods within which those changes must be notified:
6. prescribing the information that must be made available under section 96 or 97, the times or events referred to in either of those sections, and the manner of making the information available (including prescribing the manner in which the information is to be presented, calculated, or prepared):
7. prescribing the persons who may make a request under section 96 and the persons to whom information must be made available under section 96 (for example, investors, a supervisor, the FMA, or the Registrar):
8. prescribing circumstances for the purposes of section 98(2)(b):
9. prescribing matters for the purposes of section 100, including prescribing circumstances, prescribing the manner of providing the product or confirmation information, and prescribing information as confirmation information:

Miscellaneous

10. prescribing matters in connection with money relating to financial products that is held in trust (including prescribing, for the purposes of section 87(3)(a), requirements relating to the investment of money that is held in trust and providing for how interest or other income from that investment is to be paid, retained, or otherwise dealt with):
11. prescribing financial products for the purposes of the definition of specified financial products in clause 8(2) of Schedule 1:
12. prescribing schemes for the purposes of clause 11(3)(a) of Schedule 1:
13. prescribing markets and persons for the purposes of clause 20(4) of Schedule 1:
14. prescribing kinds of financial products or currency forwards for the purposes of clause 21(a), (c), or (d) or 38(4)(a) of Schedule 1:
15. prescribing circumstances for the purposes of section 453(b)(ii):
16. prescribing circumstances for the purposes of clause 27A of Schedule 1:
17. prescribing circumstances for the purposes of clause 31(1)(c)(ii) or (2)(d)(ii) or 34(1)(d)(ii) of Schedule 1:
18. prescribing matters for the purposes of the definitions of relevant person, relevant time, and prescribed transaction in clause 49 of Schedule 1:
19. prescribing forms and information for the purposes of clause 46 of Schedule 1.

20. Subsection (1)(a)(v) and (x) and (f) are subject to section 550 (which provides for certain procedural requirements relating to regulations made under those provisions).

21. A time or an event prescribed under subsection (1)(e) in respect of regulated products may be any time, or any event that occurs, on or after the time at which the products are first offered under a regulated offer or otherwise become regulated products (regardless of whether or not the products have been issued).

22. Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements).