Securities and Financial Advisers Amendment Bills

The Securities (Disclosure) Amendment Bill, which amends the Securities Act 1978, has been passed, as has the Financial Advisers Amendment Bill, which makes some minor changes to the Financial Advisers Act 2008.

Securities Regulations 2009

The Securities Regulations 2009, which will replace the Securities Regulations 1983, implement a range of recommendations made by the Capital Market Development Taskforce.

Commerce Minister Simon Power said that the regulations provided for the details of the new simplified disclosure prospectus for listed issuers that were established by the recently enacted Securities (Disclosure) Amendment Act 2009, and include a range of other amendments that will benefit issuers and investors.

"These new regulations should make a real difference for companies seeking to raise capital," Mr Power said. "In particular, the simplified disclosure prospectus will provide a significant reduction in compliance costs for listed issuers by removing the requirement to disclose information that is already available to the market."

The simplified disclosure prospectus provides for:

• listed issuers who are already subject to continuous disclosure requirements being required to produce only one disclosure document for a securities offering, instead of a full prospectus and an investment statement;
• a simplified disclosure prospectus for offers of securities of the same class as listed securities (which will rely more strongly on continuous disclosure);
• a simplified disclosure prospectus for offers of securities that rank equally or in priority to listed securities (which will rely on continuous disclosure to a slightly lesser extent); and
• listed unit trusts to use the simplified disclosure prospectus for offers of additional listed securities, and to offer higher ranking debt securities.

In addition to giving effect to the new simplified disclosure prospectus, the regulations also contain changes that are intended to reduce compliance costs and improve disclosure for issuers and investors.

The new regulations will come into force on October 1. However, issuers will be able to elect to offer under the existing regulations until June next year.

It is also expected that the regulations will help to reduce costs and time for businesses raising capital in this financially challenging environment, and is expected to help, in particular, small and medium size businesses that traditionally seek capital by "shoulder tapping" known investors.

Financial Advisers Amendment Bill

Mr Power describes this Bill as "making some relatively minor changes to the Financial Advisers Act to ensure that the regime works as effectively as possible".

Enquiries and information

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