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FMA to issue revised draft guidance note on effective disclosure in offer documents

Page last updated: 14 Mar 2012

Media Release
14 March 2012

The Financial Markets Authority will publish a revised draft of its guidance note by 2 April 2012 and invites further submissions from the market.

The first round of market consultation, completed 9 March, consisted of 30 stakeholder meetings. FMA also received over 60 written submissions and is now reviewing and carefully considering all feedback.

FMA CEO Sean Hughes said "We are impressed with the quality and depth of submissions received and considered to date. I think it's important to acknowledge the considerable care and time commitment undertaken by market participants and consumer groups involved in the consultation process.

"The revised guidance note will benefit from the feedback we've received and will be markedly different to the first draft.

"We are looking for further market engagement as we release this next draft of the disclosure guidelines, which will build on many of the constructive suggestions we received. We would encourage the market to help identify the remaining 'big picture' issues.

"FMA's aim is to work with the market to achieve positive changes in disclosure practices. To that end, the guidance note needs to be based on a strong understanding of market fundamentals and commercial realities."

As a compliance tool, the guidance note seeks to assist issuers by signalling FMA's expectations and what it will look at as part of a review of disclosure documents.

"We are not out to hang people who are trying in good faith to get it right and exercise appropriate diligence" Mr Hughes said.

FMA will continue to work with the market after release of the final guidance note, to improve the standard of disclosure and to explain the disclosure practices that work well and those that don't.

Consistent with the timeline signalled from early 2011, FMA will no longer be pre vetting all disclosure documents. However, it will be inviting issuers of large, novel, or potentially complex offers to engage with FMA from an early stage in the preparations.


Revised draft published week commencing 2 April.
Submissions invited on the revised draft with a close date of Tuesday 1 May.
Final guidance note published end of May.

The compliance date for new and existing offer documents is to be confirmed after consideration of all submissions.

Further Background

Further background can be found in FMA's January 26 release.

Original consultation and guidance note here.


Nick Stride on 09 985 4868 or 021 739 052

Diane Maxwell on 029 200 8194