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Issuers

— filed under:

Issuers are required to file financial accounts under section 18 of the Financial Reporting Act 1993 (FRA). 

 

What is an issuer?

An issuer is defined as: 

  • A person who has allotted securities pursuant to: 
    • An offer for which, or for which but for an exemption granted by the Financial Markets Authority pursuant to section 5 of the Securities Act 1978, an investment statement or a registered prospectus, or both, is or was required under that Act (other than an offer of a unit in a unit trust); or 
    • An offer required to be contained in a prospectus required to be registered under the Companies Act 1955. 
      A manager of a unit trust (within the meaning of section 2 of the Unit Trusts Act 1960) in which securities have been allotted, whether before or after the commencement of this Act, pursuant to an offer of securities to the public within the meaning of the Securities Act 1978. 
    • A recipient of money from a conduit issuer.
  • A person who is a party to a listing agreement with a stock exchange registered under the Sharebrokers Act 1908 and who has issued securities, which are quoted on such an exchange. 
  • An insurer (within the meaning of section 13 of the Accident Insurance Act 1998).
  • An operator of a retirement village (within the meaning of section 5 of the Retirement Villages Act 2003).
  • A registered bank (within the meaning of section 2(1) of the Reserve Bank of New Zealand Act 1989) that has allotted securities to the public within the meaning of the Securities Act 1978.
     

For the full definition of 'issuer' please refer to section 4 of the Financial Reporting Act 1993.
 

The financial statements may include two types of accounts

  1. New Zealand company accounts and
  2. Group accounts (only if the New Zealand company has a subsidiary or subsidiaries).

 

If you are filing New Zealand company accounts AND group accounts, ensure they are submitted for registration together. 

Top

 

Content of New Zealand Issuer accounts

  1. Statement of financial position
  2. Statement of financial performance
  3. Statement of cashflows
  4. Statement of movements in equity
  5. Statement of accounting policies
  6. Notes to the accounts
  7. Audit report
    • Must be dated and signed by the auditor
    • Cannot be signed in the name of a limited liability company
    • Must relate to the correct reporting period
    • Must include the correct company name
    • Must have page numbers that are consistent with those in the financial statements
  8. The financial statements must not include a disclaimer if the party that prepared the accounts and the party that audited the accounts are the same
  9. The accounts must be signed and dated by two directors (or if there is only one director, by that director).

 

Content of group accounts (only if the New Zealand Issuer has a subsidiary or subsidiaries)

  1. Consolidated statement of financial position
  2. Consolidated statement of financial performance
  3. Consolidated statement of cashflows
  4. Consolidated statement of movements in equity
  5. Statement of accounting policies
  6. Notes to the accounts
  7. Audit report
    • Must be dated and signed by the auditor
    • Cannot be signed in the name of a limited liability company
    • Must relate to the correct reporting period
    • Must include the correct company name
    • Must have page numbers that are consistent with those in the financial statements
  8. The accounts must be signed and dated by two directors (or if there is only one director, by that director)
  9. The financial statements must not include a disclaimer if the party that prepared the accounts and the party that audited the accounts are the same.


 

Further information

 

Last updated 28 August 2012