Source document: https://docs-lawep.s3.us-east-2.amazonaws.com/1698836520271.pdf (New Zealand)
Securities Act (Hanover Financial Services Group) Exemption Notice 2006 (SR 2006/81) Pursuant to the Securities Act 1978, the Securities Commission gives the following notice (to which is appended a statement of reasons of the Securities Commission).
Contents Title Commencement Expiry Interpretation Exemptions from regulations 12(1)(a) and (c) of Regulations Conditions of exemptions Schedule Speciﬁed issuers Page 1 1 2 2 2 2 4 Title This notice is the Securities Act (Hanover Financial Services Group) Exemption Notice 2006.

Commencement This notice comes into force on the day after the date of its notiﬁcation in the Gazette.

Note This notice is administered by the Securities Commission.
1 cl 3 3 Securities Act (Hanover Financial Services Group) Exemption Notice 2006 Reprinted as at 4 September 2007 Expiry This notice expires on the close of 31 March 2011.
4 (1) Interpretation In this notice, unless the context otherwise requires,— Act means the Securities Act 1978 Regulations means the Securities Regulations 1983 speciﬁed debt securities means, in relation to each speciﬁed issuer, an issue of debt securities of a kind that is continuously offered by the speciﬁed issuer to the public for subscription speciﬁed issuer means an issuer that is listed in the Schedule.
(2) Any term or expression that is deﬁned in the Act or the Regu­ lations and used, but not deﬁned, in this notice has the same meaning as in the Act or the Regulations.

Exemptions from regulations 12(1)(a) and (c) of Regulations Each speciﬁed issuer and every person acting on its behalf is exempted from regulations 12(1)(a) and (c) of the Regulations in respect of any advertisement for speciﬁed debt securities.
Conditions of exemptions The exemptions in clause 5 are subject to the following con­ ditions: (a) an advertisement that states the amount of the net assets, or the amounts of the total assets and total liabilities, of the borrowing group may state those amounts only if the amounts appear in either— (i) the most recent audited consolidated statement of ﬁnancial position of the borrowing group, and that statement is dated no earlier than 18 months before the date of distribution of the advertise­ ment; or a consolidated interim statement of ﬁnancial pos­ ition of the borrowing group contained in the reg­ istered prospectus or accompanying a certiﬁcate registered in relation to the prospectus under sec­ tion 37A(lA) of the Act: (ii) 5 6 2 Reprinted as at 4 September 2007 Securities Act (Hanover Financial Services Group) Exemption Notice 2006 cl 6 (b) (c) (d) an advertisement that states categorised amounts that fall within the amount of the net assets, or the amounts of the total assets and total liabilities, of the borrowing group may state those amounts only if— (i) the advertisement states the amount of the net as­ sets, or the amounts of the total assets and total liabilities, as the case may be, referred to in para­ graph (a); and the additional categorised amounts appear in the ﬁnancial statements mentioned in paragraphs (a)(i) or (a)(ii); and the advertisement contains a statement to the ef­ fect that more detailed information in relation to the categorised amounts is available in the regis­ tered
 prospectus: (ii) (iii) (ii) an advertisement that states historical ﬁnancial informa­ tion may state that information only if— (i) the advertisement states the amount of the net assets, or the amounts of the total assets and li­ abilities, of the borrowing group that appear in the ﬁnancial statements mentioned in paragraphs (a)(i) or (a)(ii); and the advertisement states (in tabular form) the amount of the net assets, or the amounts of the total assets and total liabilities, as the case may be, of the borrowing
 group, and any other cat­ egorised amounts that fall within the amounts of the net assets, total assets, or total liabilities of the borrowing group, for the most recently com­ pleted accounting period and at least 4 preceding accounting periods (to the extent that the speci­ ﬁed issuer was in existence), and those amounts are contained in the registered prospectus: an advertisement that states the amount of the net assets, or the amounts of the total assets and total liabilities of the borrowing group, or any other categorised amounts that fall within the amounts of the net assets, total as­ sets, or total liabilities of the borrowing group must also 3 Schedule Securities Act (Hanover Financial Services Group) Exemption Notice 2006 Reprinted as at 4 September 2007 (e) (f) state the date or dates of any statement or statements of ﬁnancial position from which the amounts are taken: an advertisement that includes amounts taken from in­ terim consolidated ﬁnancial statements must also state whether the amounts have been taken from audited or unaudited interim ﬁnancial statements: any amounts stated in an advertisement are taken from a statement or statements of ﬁnancial position or an interim statement of ﬁnancial position contained in the registered prospectus or accompanying a certiﬁcate registered in relation to the prospectus under section 37A(1A) of the Act.
Schedule Speciﬁed issuers c14 Hanover Finance Limited Nationwide Finance Limited United Finance Limited FAI Finance Limited Hanover Capital Limited • • • • • Dated at Wellington this 28th day of March 2006.

The Common Seal of the Securities Commission was afﬁxed in the presence of: J Diplock, Chairperson.
[LS] Statement of reasons This notice, which comes into force on the day after the date of its no­ tiﬁcation in the Gazette, exempts the companies listed in the Sched­ ule of the notice, subject to conditions, from regulations 12(1)(a) and (c) of the Securities Regulations 1983.
4 Reprinted as at 4 September 2007 Securities Act (Hanover Financial Services Group) Exemption Notice 2006 The Securities Commission considers that it is appropriate to grant the exemptions because— •• the additional ﬁnancial information sought to be disclosed in advertisements is information that is contained in the regis­ tered prospectus or that accompanies a certiﬁcate registered under section 37A(1A) of the Securities Act 1978, and is there­ fore publicly available: information taken from half­year interim ﬁnancial statements is likely to provide potential investors more up­to­date infor­ mation about the borrowing group.
The conditions of the ex­ emptions require that potential investors be informed whether the interim ﬁnancial statements from which the information is taken are audited or unaudited: historical ﬁnancial information may provide potential in­ vestors with annual trend information about the total assets, net assets, and total liabilities of the borrowing group.
The conditions of the exemptions ensure that selective historical ﬁnancial information is not disclosed as the conditions require the advertisement to include the amounts (in tabular form) for the most recently completed accounting period and for the 4 preceding accounting periods (to the extent that the issuer in question was in existence): the exemption allowing categories of ﬁnancial information be­ yond total assets, net assets, and total liabilities to be included in an advertisement requires the issuers in the borrowing group to inform potential investors that more detailed information about the categorised amounts is available in the registered prospectus.
•• •• •• Issued under the authority of the Acts and Regulations Publication Act 1989.

Date of notiﬁcation in Gazette: 30 March 2006.

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