Consultation Paper - Disclosing non-GAAP financial information

First published 21 May 2012

Update: Financial Markets Conduct Act

3 March 2015

This guidance note Disclosing Non-GAAP financial information was published in September 2012 in relation to issuers and securities governed by the Securities Act 1978 and the Securities Markets Act 1988.

The Financial Markets Conduct Act 2013 (the FMC Act) is now effective and contains transitional provisions allowing some offers of securities to continue to be made under the Securities Act 1978 Act up to 30 November 2016.  This guidance does not currently address the FMC Act requirements, but may still be useful to issuers making offers under the Securities Act 1978 pursuant to the transitional provisions in the FMC Act.

For offers made under the new FMC Act regime the Financial Markets Conduct Regulations 2014 set out specific requirements that apply to issuers presenting non-GAAP financial information in offer documents.  These requirements will help to set new standards in relation to clear, concise and effective disclosure of financial information.

We will continue to monitor whether there is a need for separate guidance on disclosure of non-GAAP financial information under the FMC Act and we encourage issuers to engage directly with us if they have any concerns about producing financial information for offers under the new FMC Act. 

About the guidance note

This guidance note does not replace GAAP or the law. Disclosure of financial information that does not follow this guidance note will not necessarily breach the law. However, in our view, following this guidance note will increase the likelihood of compliance with regulatory requirements. FMA will assess non-GAAP financial information disclosures against this guidance from 1 January 2013.

The examples we use in this guidance note are for illustration only. The examples are not exhaustive and do not impose or imply particular rules or requirements.

Every issuer must comply with all regulatory requirements for financial reporting. We do not repeat all regulatory requirements in this guidance note, although we refer to some where this is appropriate.

This guidance note does not constitute legal advice. We encourage you to seek your own professional advice to find out how any applicable laws apply to you, as it is your responsibility to determine your obligations.

This guidance note is based on regulatory requirements as at September 2012.

Submissions

• non-GAAP Submission Fonterra Co-operative Group Limited.pdf (210 kB pdf)
• non-GAAP Submission KPMG.pdf (101 kB pdf)
• non-GAAP Submission Listed property companies-Joint submission.pdf (205 kB pdf)
• non-GAAP Submission Goldman Henry.pdf (384 kB pdf)
• non-GAAP Submission Meridian Energy Limited.pdf (127 kB pdf)
• non-GAAP Submission non-GAAP Submission Air New Zealand Limited.pdf (217 kB pdf)
• non-GAAP Submission NZICA.pdf (2 MB pdf)
• non-GAAP Submission Office of the Auditor-General.pdf (1 MB pdf)
• non-GAAP Submission Partners Life.pdf (179 kB pdf)
• non-GAAP Submission PwC.pdf (121 kB pdf)
• non-GAAP Submission SKMG Consulting Limited.pdf (215 kB pdf)
• non-GAAP Submission SKYCITY.pdf (200 kB pdf)
• non-GAAP Submission Telecom Corporation of New Zealand Limited.pdf (118 kB pdf)
• non-GAAP Submission The University of Auckland-Ernst Young Professor of Accounting.pdf (184 kB pdf)
• non-GAAP Submission Westpac New Zealand Limited.pdf (98 kB pdf)
• non-GAAP Submission Woodbury University-Professor of Accounting.pdf (76 kB pdf)
• non-GAAP Submission ANZ National Bank Limited.pdf (109 kB pdf)
• non-GAAP Submission Bank of New Zealand.pdf (106 kB pdf)
• non-GAAP Submission CFA Society of New Zealand.pdf (204 kB pdf)
• non-GAAP Submission Contact Energy Limited.pdf (186 kB pdf)
• non-GAAP Submission Deloitte.pdf (143 kB pdf)
• non-GAAP Submission Ernst Young.pdf (1 MB pdf)
• non-GAAP Submission NZX.pdf (190 kB pdf)