In addition to the obligations for offer information, an issuer has ongoing obligations under the FMC Act. These obligations vary depending upon the type of issuer or offer, but generally include:
A listed issuer is one who is party to a listing agreement with a licensed market operator for a licensed market. Listed issuers must comply with the listing rules of the relevant licensed market, as set by the licensed market operator. These issuers, and certain persons related to them, also have ongoing disclosure obligations.
Listed issuers are required to disclose information to the market in accordance with any continuous disclosure provisions of the listing rules of the relevant licensed market. The continuous disclosure provisions may vary between different licensed markets.
Directors and senior managers of listed issuers, and persons holding specified amounts of quoted voting products of a listed issuer are required to disclose certain information to the issuer and to the market by the FMC Act. Listed issuers are required to keep registers of that disclosed information.
We have developed an information sheet for brokers, issuers and research providers to encourage wider publication of research on IPOs for retail clients.
It clarifies that under NZ law there are no required black-out periods and that the FMC Act has a more flexible regime for retail advertising. It also provides examples of the typical controls we expect investment banking firms to have in place to manage conflicts of interest.
Good corporate governance and board behaviour supports the principles underpinning the FMC Act.
Information about our expectations for good corporate governance can be found in these publications: