FYI:
Overseas Investment – Lessons from the Crafar Consent
03 May 2012
The Government has, for the second time, approved Shanghai Pengxin Group’s purchase of 16 dairy farms, known as the Crafar farms...
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FYI:
Corporate Advisory – FMA Issues Revised Guidance on Securities Offering Documents
11 Apr 2012
The Financial Markets Authority (FMA) has released its revised guidance note on effective disclosure for prospectuses and investment statements...
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FYI:
Corporate Advisory – Clear, Concise and Effective: Draft FMA Guidance On Securities Offering Documents
05 Mar 2012
The Financial Markets Authority recently released a draft guidance note on effective disclosure...
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FYI:
Overseas Investment – Implications of the Crafar Decision
21 Feb 2012
The High Court has set aside the Government's consent to Shanghai Pengxin Group's purchase of 16 dairy farms around the North Island of New Zealand, known as the Crafar farms...
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FYI:
Competition Law – Cartel Criminalisation One Step Closer
21 Oct 2011
Early last year, we signalled proposals to criminalise cartel conduct in New Zealand. With the recent introduction of the Commerce (Cartels and Other Matters) Amendment Bill into Parliament on 13 October, those proposals are one step closer to reality...
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FYI:
Corporate Governance – Company Incorporation Changes - One Step Closer
26 Sep 2011
The Government is concerned that individuals and groups are using New Zealand companies to conduct criminal activity from overseas. This threatens New Zealand's international reputation. Changes to the New Zealand company registration process are one step closer, following the recent release (on 19 September) of a Cabinet paper...
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Q&A:
Gyms Required to Shape Up
01 Aug 2011
The Commerce Commission has put the gym industry on notice that it is monitoring the compliance of gym membership contracts with the Credit Contracts and Consumer Finance Act 2003...
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FYI:
Competition Law – Confidentiality of Commerce Commission Interviews - the Air New Zealand Court of Appeal Decision
07 Apr 2011
The Commerce Commission has broad powers under the Commerce Act to aid its investigation of potential breaches. These powers include the power to interview people, and the power to impose confidentiality orders over information it receives...
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FYI:
Corporate Advisory – Securities Law Review - Significant Decisions Made
18 Mar 2011
The Government's financial sector reform programme took a further step forward on 17 March 2011, with the announcement of Cabinet's decisions on the review of New Zealand's securities laws...
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FYI:
Corporate Advisory – Financial Markets Authority - Another Step Closer
14 Mar 2011
The creation of the Financial Markets Authority (FMA) advanced another step on 1 March 2011, when the legislation governing the FMA was reported back from Select Committee...
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FYI:
Corporate Advisory – Simplifying Trans-Tasman Investment: Another Small Step
09 Mar 2011
The New Zealand and Australian Governments signed an Investment Protocol in February 2011. The protocol aims to cut the amount of red tape involved in investment between the two countries. This article provides background on the Investment Protocol, and briefly explains how it will work in practice...
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FYI:
Corporate Advisory – Continuous Disclosure - Further Developments
08 Mar 2011
Continuous disclosure requirements are in the spotlight in New Zealand and Australia. Last month we updated you on the New South Wales Court of Appeal overturning a decision involving the James Hardie Group...
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FYI:
Corporate Advisory – James Hardie Appeal - Australian Lesson for New Zealand Directors
18 Feb 2011
A recent decision of the New South Wales Court of Appeal overturned an earlier decision against directors of James Hardie. Comments made by the Court may be relevant to future New Zealand decisions on directors' duties, given the similarities between New Zealand and Australian legislation...
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FYI:
Overseas Investment – New Directives for Overseas Investment in New Zealand Farms
17 Dec 2010
The Government released draft regulations and a Ministerial directive letter in relation to overseas investment in New Zealand farms on 9 December 2010. The regulations and directive letter are expected to come into effect on 13 January 2011...
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FYI:
Competition Law – Tenderers On Notice
08 Nov 2010
Two recent announcements highlight the need for competition law compliance in sectors where tenders are common practice. Tender processes seek best value outcomes through a structured competitive process...
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FYI:
Overseas Investment – Changes to the New Zealand Overseas Investment Regime
06 Oct 2010
Changes to New Zealand’s overseas investment regime were announced on 27 September 2010 by the Minister of Finance the Hon Bill English. The changes stem from the Government’s recently completed review of New Zealand’s overseas investment laws, and are due to come into effect in December 2010...
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FYI:
Competition Law – Competition is the Name of the Game - On and Off the Sports Field
06 Oct 2010
This FYI profiles a number of recent international competition law decisions in a sports context. These decisions cover a broad range of matters including merchandising and broadcasting rights, the licensing of intellectual property and exclusive arrangements, and highlight how competition laws can apply in the commercial sports arena...
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FYI:
Corporate Advisory – Feltex case reinforces "reasonable reliance" defence
05 Aug 2010
Former directors of Feltex Carpets have successfully defended all charges brought against them by the Ministry of Economic Development. In finding the directors “not guilty” of offences under the Financial Reporting Act...
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FYI:
Competition Law – Hard Core Cartels: Whistleblowers Wanted
17 Mar 2010
The Commerce Commission has released new Cartel Leniency Policy and Process Guidelines. The guidelines, which apply from 1 March 2010, set out the way in which companies and individuals can apply to the Commerce Commission for conditional immunity from prosecution...
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FYI:
Competition Law – Cartel Criminalisation on the Cards
03 Feb 2010
The Ministry of Economic Development has last month released a discussion paper which recommends that cartel conduct in New Zealand is made a criminal offence...
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FYI:
Corporate Advisory – Taskforce Reports on Capital Markets
21 Dec 2009
On 16 December, the Capital Market Development Taskforce released its much awaited final report to the Government. The report follows 18 months of consultation with participants in the financial sector...
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FYI:
Competition Law – The High Hurdle of Proving Use of Market Power
12 Nov 2009
The Commerce Commission winning a case under section 36 of the Commerce Act has similarities to the All Blacks winning the World Cup – it's happened, but not nearly as often as they would like...
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FYI:
Competition Law – Tenders Under Scrutiny
08 Oct 2009
Anti-competitive behaviour in tender processes – in particular, bid-rigging arrangements – has been a focus of competition regulators across the globe in recent times...
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FYI:
Corporate Advisory – New Securities Regulations - A Sea Change
28 Sep 2009
Disclosure requirements for securities offerings will undergo a sea change when new Securities Regulations come into force on 1 October 2009...
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FYI:
Corporate Advisory – Capital Raising Made Easier
13 Aug 2009
The Securities (Disclosure) Amendment Act 2009 is now in force. The Amendment Act reduces some of the regulatory barriers facing New Zealand businesses looking to raise capital...
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FYI:
Corporate Advisory – Progress Report from CMD Taskforce
12 Aug 2009
The Capital Market Development Taskforce has released a progress report to the Government. The report identifies perceived shortcomings in New Zealand's capital markets...
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FYI:
Competition Law – Fletcher and Simpson Grierson obtain Commerce Commission Clearance based on "failing firm" argument
05 Jun 2009
Simpson Grierson recently assisted Fletcher Building Limited with its application to the Commerce Commission seeking clearance to acquire Stevenson Group's masonry businesses...
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FYI:
Corporate Advisory – Proposal to Limit Simplified Disclosure Regime and Securities Regulations Rewrite
27 Apr 2009
The Ministry of Economic Development is seeking submissions on proposals which, if implemented, will have a significant impact on public securities offerings in New Zealand...
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FYI:
Corporate Advisory – Corporate Governance: How Do You Measure Up?
31 Mar 2009
As part of the Commission's on-going financial reporting surveillance programme, it will select issuers and review corporate governance disclosures made by those issuers against its nine principles of corporate governance...
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FYI:
Corporate Advisory – New Zealand's Overseas Investment Regime Under Review: What's wrong with it and what are the alternatives?
25 Mar 2009
Finance Minister Bill English recently announced a review of the Overseas Investment Act 2005 and the Overseas Investment Regulations 2005...
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FYI:
Competition Law – Commerce Act Update
29 Jan 2009
The Commerce Commission has released new guidelines to assist businesses and their advisers when applying to the Commission for clearance to merge or acquire the assets or shares of a business. In this FYI, we take a look at the new process...
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FYI:
Corporate Advisory – Increased Clarity as to Habitual Investors
04 Dec 2008
Last week Dan McEwan was convicted of offences under the Securities Act 1978. In delivering its judgment, the court clarified who qualifies as an "habitual investor" under the Act...
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FYI:
Corporate Advisory – Overseas Investment in Strategically Important Infrastructure: Any More Certainty?
05 Nov 2008
There remains a crying need for more certainty, and quickly, particularly given recent political statements that investing in infrastructure will be an important part of helping the New Zealand economy weather the current global economic downturn...
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FYI:
Corporate Advisory – New Minority Buy-Out Rules Pass into Law
12 Oct 2008
Changes aimed at better protecting minority shareholders who oppose corporate actions have been passed into law by Parliament...
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FYI:
Corporate Advisory – Financial adviser rules pass with strong bipartisan support
07 Oct 2008
New rules relating to the New Zealand finance industry have been passed by Parliament...
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FYI:
Corporate Advisory – Amalgamations and Schemes of Arrangement: The Panel Takes Charge
16 Sep 2008
The Takeovers Panel recently made recommendations to the Minister of Commerce for changes to the rules on amalgamations and schemes of arrangement for companies that fall under the Takeovers Code...
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FYI:
Corporate Advisory – NZX Guidance Note: Toughening the Rules for Backdoor and Reverse Listings
11 Sep 2008
Backdoor and reverse listing transactions have been used in New Zealand as a mechanism for listing entities on the New Zealand Stock Market efficiently and economically...
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FYI:
Competition Law – The Warehouse Decision in the Court of Appeal - A Return to Basic Principles
05 Aug 2008
In December 2007 we published an FYI headed "The Warehouse Decision – Why the Commission Must Appeal the High Court Decision"...
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FYI:
Corporate Advisory – Mutual Recognition of Trans-Tasman Securities Offerings
05 Aug 2008
The impact of the changes should enhance competition in trans-Tasman capital markets and increase the number of investment products available to trans-Tasman investors...
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FYI:
Competition Law – Mergers & Acquisitions: Can Vendors in Acquisitions Be Liable For Breaches of the Commerce Act?
14 Jul 2008
When the largest bus operator in Wellington, NZ Bus, looked to acquire 100% of the second largest bus operator (in which it already held 26%) the High Court, in a landmark decision...
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FYI:
Corporate Advisory – Limited Partnership Regime
01 Jun 2008
On 2 May 2008, the Limited Partnership Act 2008 (the Act) came into force introducing into New Zealand the limited partnership legal structure...
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FYI:
Corporate Advisory
On 2 May 2008, the Limited Partnership Act 2008 (the Act) came into force introducing into New Zealand the limited partnership legal structure. Already commonly used overseas, limited partnerships allow investors to enjoy the benefit of a separate legal personality and limited liability protection, but preserve the tax and confidentiality advantages associated with partnerships generally. This note describes the key features and advantages of a limited partnership...
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FYI:
Competition Law – Cartel Cases: the New Wave of Competition Law Litigation
11 Mar 2008
The number of cartel investigations and High Court claims in New Zealand has dramatically increased in the last couple of years. Without a doubt this is the new wave of competition law litigation...
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FYI:
Corporate Advisory – Heightened compliance and disclosure measures for the financial sector
28 Feb 2008
A number of significant changes are about to be made to the regime that regulates financial advisers in New Zealand...
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FYI:
Corporate Advisory – Raising the Bar: New Rules for Investment Advisers
26 Feb 2008
A number of important changes are about to be made to New Zealand's securities law...
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FYI:
Corporate Advisory – Schemes of Arrangement and Amalgamations - their place in our legal landscape
25 Feb 2008
Last week Simpson Grierson made submissions on the consultation paper issued by the Takeovers Panel Schemes Of Arrangement And Amalgamations Involving Code Companies, 5 December 2007...
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FYI:
Corporate Advisory – Substantial Security Holder Disclosure Gets an Overhaul
18 Feb 2008
On 29 February 2008 a number of important changes will be made to New Zealand's securities law when the Securities Markets Amendment Act 2006 comes into force...
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FYI:
Corporate Advisory – Clamping down on market manipulation
08 Feb 2008
A number of important changes are about to be made to New Zealand's securities law...
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FYI:
Corporate Advisory – New Zealand Government creates legal quicksand for overseas investors in strategic infrastructure
05 Feb 2008
According to Dr Cullen, the change was "made in response to the uncertainty and debate that have emerged surrounding the Canadian Pension Plan Investment Board's offer to shareholders in Auckland International Airport"...
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FYI:
Corporate Advisory – Insider Trading Laws: A Sea Change
31 Jan 2008
A number of important changes are about to be made to New Zealand securities law...
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FYI:
Corporate Advisory – Voluntary Administration
01 Sep 2007
Corporate insolvency in New Zealand will soon be radically affected by the introduction of a voluntary administration regime. The reforms will impact greatly on creditors, who will be unable to enforce debts against companies in administration,...
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