Source document: https://docs-lawep.s3.us-east-2.amazonaws.com/1698847397101.pdf (New Zealand)
2008/388 Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 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 9 and 11 of Regulations Conditions of exemptions in clause 5 Exemptions from regulation 17 of Regulations Exemption in respect of certain matters required in registered prospectus Conditions of exemption in clause 8 Exemptions from other provisions of Act and Regulations Condition of exemptions in clause 10 Consequential amendments to Securities Act (Audiovisual Advertisements) Exemption Notice 2002 Consequential amendment to Securities Act (Banks) Exemption Notice 2002 Page 1 2 2 2 2 3 3 5 5 6 6 6 7 Notice Title This notice is the Securities Act (New Zealand Deposit Guar­ antee Scheme) Exemption Notice 2008.
1 cl 2 2 3 4 (1) Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 2008/388 Commencement This notice comes into force on its notiﬁcation in the Gazette.

Expiry This notice expires on the close of 12 October 2010.
Interpretation In this notice, unless the context otherwise requires,— Act means the Securities Act 1978 bank means a registered bank within the meaning of section 2(1) of the Reserve Bank of New Zealand Act 1989 Crown guarantee means a guarantee given under the deposit guarantee scheme deposit guarantee scheme means the New Zealand deposit guarantee scheme announced by or on behalf of the Crown on or about 12 October 2008 relating to guarantees to be given by the Minister of Finance on behalf of the Crown in respect of certain ﬁnancial institutions under section 65ZD of the Public Finance Act 1989 Regulations means the Securities Regulations 1983 speciﬁed ﬁnancial institution means a person that is a party to a deed of guarantee entered into under the deposit guaran­ tee scheme under which certain obligations of that person are guaranteed by the Crown speciﬁed security means a security in respect of which the Crown has given a guarantee under the deposit guarantee scheme.
(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 9 and 11 of Regulations Every speciﬁed ﬁnancial institution, and every person acting on its behalf, is exempted, in respect of an advertisement for speciﬁed securities that refers to the Crown guarantee, from regulations 9 and 11 of the Regulations.
5 2 2008/388 Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 cl 7 6 (b) Conditions of exemptions in clause 5 The exemptions in clause 5 are subject to the conditions that— the advertisement must comply with regulations 9 and (a) 11 of the Regulations in respect of matters other than the reference to the Crown guarantee; and if there is a registered prospectus relating to the speci­ ﬁed securities, a memorandum of amendments contain­ ing amendments required to update the prospectus as a result of the Crown guarantee must be delivered to the Registrar of Companies within 5 working days of the date on which the issuer becomes a speciﬁed ﬁnancial institution; and the reference to the Crown guarantee in the advertise­ ment must be in the following form: “[name of issuer] has a guarantee under the New Zealand deposit guaran­ tee scheme”; and in the case of advertisements other than investment statements, any other information contained in the advertisement concerning the Crown guarantee must be limited to— (i) (d) (c) a statement to the effect that further information about the deposit guarantee scheme is available, free of charge and at all reasonable times, on the Internet site maintained by, or on behalf of, the Treasury; and any other information or statement that is neces­ sary to avoid misleading or confusing investors about the application of the Crown guarantee (whether in respect of the issuer or any products of the issuer); and (ii) (e) the advertisement must not contain any information, sound, image, or other matter that is inconsistent with information published about the deposit guarantee scheme on the Internet site maintained by, or on behalf of, the Treasury.
7 (1) Exemptions from regulation 17 of Regulations Every speciﬁed ﬁnancial institution, and every person acting on its behalf, is exempted, in respect of an advertisement for 3 cl 7 Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 2008/388 speciﬁed securities that refers to the Crown guarantee, from regulation 17(1) of the Regulations.
(2) However, the exemption in subclause (1) applies only if ei­ ther— (a) (b) the only difference between the advertisement and an­ other advertisement in respect of which a certiﬁcate that complies with regulation 17(2) of the Regulations or clause 10 of the Securities Act (Banks) Exemption No­ tice 2002 has been completed is that reference to the Crown guarantee; or regulation 17(3) of the Regulations would apply if the advertisement did not refer to the Crown guarantee.
(b) The exemption in subclause (1) is subject to the condition that the reference to the Crown guarantee complies with the con­ ditions in clause 6(c) to (e).
Every speciﬁed ﬁnancial institution, and every person acting on its behalf, is exempted, in respect of an advertisement for speciﬁed securities that refers to the Crown guarantee, from regulation 17(2) of the Regulations to the extent that that pro­ vision requires certiﬁcation that the advertisement does not contain any matter that is inconsistent with,— (a) in the case of a bank, the disclosure statement referred to in the advertisement; or in the case of a ﬁnancial institution that is not a bank, the registered prospectus referred to in the advertisement.
The exemption in subclause (4) is subject to the condition that the certiﬁcate that is completed in respect of the advertisement certiﬁes that the reference in the advertisement to the Crown guarantee complies with the conditions in clause 6(c) to (e) and that, in all other respects, the advertisement does not contain any matter that,— (a) in the case of a bank, is inconsistent with the disclosure statement referred to in the advertisement; or in the case of a ﬁnancial institution that is not a bank, is inconsistent with the registered prospectus for the se­ curities.
(b) (3) (4) (5) 4 2008/388 Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 cl 9 8 (1) (2) 9 Exemption in respect of certain matters required in registered prospectus Every speciﬁed ﬁnancial institution, and every person acting on its behalf, is exempted, in respect of any registered prospec­ tus that refers to the Crown guarantee, from clause 4(2) of Schedule 2 of the Regulations.
The exemption in subclause (1) applies in the case of speci­ ﬁed securities that are debt securities and speciﬁed securities that are treated as debt securities for the purpose of disclosure under Schedule 2 of the Regulations.
(ii) Conditions of exemption in clause 8 The exemption in clause 8 is subject to the conditions that— the registered prospectus for the speciﬁed securities (a) must contain the following information and statements: a statement that “[name of issuer] has a guar­ (i) antee under the New Zealand deposit guarantee scheme”; and a statement to the effect that further information about the deposit guarantee scheme is available, free of charge and at all reasonable times, on the Internet site maintained by, or on behalf of, the Treasury; and a statement to the effect that the most recent au­ dited statement of ﬁnancial position of the Crown is available, free of charge and at all reasonable times, on the Internet site maintained by, or on behalf of, the Treasury; and any other information or statement that is neces­ sary to avoid misleading or confusing investors about the application of the Crown guarantee (whether in respect of the issuer or any products of the issuer); and (iii) (iv) (b) the registered prospectus must not contain any informa­ tion, sound, image, or other matter that is inconsistent with information published about the deposit guarantee scheme on the Internet site maintained by, or on behalf of, the Treasury.
5 Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 2008/388 Exemptions from other provisions of Act and Regulations Every speciﬁed ﬁnancial institution, and every person acting on its behalf, is exempted, in respect of speciﬁed securities, from— (a) regulation 7A(4) of the Regulations to the extent that the provision requires the investment statement for those securities to contain information about the deposit guar­ antee scheme under the italicised heading “What returns will I get?”; and clause 10 of Schedule 3D of the Regulations to the ex­ tent that it requires information about the Crown guar­ antee; and clause 20 of Schedule 3D of the Regulations to the ex­ tent that the provision requires the investment statement for those securities to state that ﬁnancial statements of the Crown are available on request from the issuer; and section 54B(1) of the Act to the extent that the provision requires the speciﬁed ﬁnancial institution, on request, to send, or cause to be sent, to a security holder the ﬁnancial statements of the Crown.
(b) (c) (d) Condition of exemptions in clause 10 The exemptions in clause 10 are subject to the condition that any investment statement for the speciﬁed securities that is dis­ tributed after the issuer becomes a speciﬁed ﬁnancial institu­ tion must contain, or be accompanied by, the information and statements referred to in clause 9(a).
Consequential amendments to Securities Act (Audiovisual Advertisements) Exemption Notice 2002 This clause amends the Securities Act (Audiovisual Advertise­ ments) Exemption Notice 2002.

Clause 5(d) is amended by inserting “or the Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008” after “but for this notice”.
Clause 7 is amended by adding the following subclause as sub­ clause (2): If the advertisement refers to the Crown guarantee (within the meaning of the Securities Act (New Zealand Deposit Guar­ cl 10 10 11 12 (1) (2) (3) “(2) 6 2008/388 Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 antee Scheme) Exemption Notice 2008), the exemptions in clause 6 are also subject to the conditions set out in clause 6(b) to (e) of that notice.” 13 (1) (2) Consequential amendment to Securities Act (Banks) Exemption Notice 2002 This clause amends the Securities Act (Banks) Exemption No­ tice 2002.
Clause 10 is amended by inserting the following subclause after subclause (2): “(2A) Despite subclauses (1) and (2), if the advertisement refers to the Crown guarantee (within the meaning of the Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008) and the certiﬁcate that relates to the advertisement com­ plies with the condition in clause 7(5) of that notice, the cer­ tiﬁcate does not need to be in the form set out in Schedule 4 of the Regulations to the extent that the form requires certiﬁ­ cation that the advertisement does not contain any matter that is inconsistent with the disclosure statement referred to in the advertisement.” Dated at Wellington this 17th day of October 2008.
The Common Seal of the Securities Commission was afﬁxed in the presence of: [Seal] N O Todd, Member.

7 Statement of reasons Securities Act (New Zealand Deposit Guarantee Scheme) Exemption Notice 2008 2008/388 Statement of reasons This notice comes into force on its notiﬁcation in the Gazette and expires on the close of 12 October 2010.
The notice exempts ﬁnancial institutions that are a party to a deed of guarantee entered into with the Crown under the New Zealand deposit guarantee scheme from certain provisions of the Securities Act 1978 and the Securities Regulations 1983, in order to facilitate the operation of that deposit guarantee scheme.
The Securities Commission considers that the exemptions are appro­ priate because the New Zealand deposit guarantee scheme has been introduced by the Government to maintain public conﬁdence in New Zealand’s ﬁnancial system and to maintain the conﬁdence of gen­ eral public depositors in relevant New Zealand ﬁnancial institutions.

Securities law contains speciﬁc rules concerning advertising and dis­ closure of guarantees.
The exemptions facilitate prompt and simple disclosure to investors about any issuer’s coverage under the scheme.

The exemptions also encourage the delivery of standardised infor­ mation about the scheme in order to avoid investor confusion about the scheme and its application to any issuer.
The conditions of the exemptions require issuers to advise investors about their coverage under the scheme, refer investors to an authoritative source of infor­ mation about the scheme, and prevent descriptions of the scheme that are inconsistent with ofﬁcial descriptions.

Issued under the authority of the Acts and Regulations Publication Act 1989.

Date of notiﬁcation in Gazette: 20 October 2008.

This notice is administered by the Securities Commission.
12 8 Wellington, New Zealand: Published under the authority of the New Zealand Government—2008