Archived Consultations

Rules Consultation Archive

Review of NZX Participant Rules

On 28 August 2017 NZX received approval from the Financial Markets Authority of updates to the Participant Rules, supporting appendices, Participant Rule Procedures and the Derivatives Market Rules These changes are based on extensive consultation with the industry and stakeholders over the last 18 months.

The amendments to the Derivatives Market Rules relate only to ensuring that the changes to the capital adequacy sections are consistent across the rule sets.

You can view the proposed amended Participant Rules, supporting appendices, Participant Rule Procedures and Derivatives Market Rules here, including versions marked-up against the current rules:

Please note that three minor amendments were made to the Participant Rules from the version submitted to FMA for approval as follows:

A minor amendment to Rule 10.5.1 to reduce the likelihood of confusion as to when pre-approval is required.
Correction of an anomaly in Rule 14.13.1(c), given the Pre-Opening Session for NZDX is only 15 minutes (as per Rule 14.2.1).
A slight change to Rule 10.14.2 to clarify that any Error that may result in a Market Impact must be notified to NZX immediately, irrespective of whether or not cancellation is desired.

In addition, amendments to the Clearing and Settlement Rules have been approved by the FMA and Reserve Bank of New Zealand to reflect the changes made to the capital adequacy sections of the Participant Rules and Derivatives Market Rules. You can view the amended Clearing and Settlement Rules and a marked-up version here:

For more information about the earlier stages of the Participant Rule Review, see below.

Subject to one specific change noted below, the amended rules will come into effect on 1 December 2017. Participant Rule 10.7.2 will come into effect on 1 June 2018 (this is updated from the previously indicated date of 1 April 2018).

NZX will work with participants in relation to transitioning to the amended rules and we have already noted that there will be a grace period until 31 March 2018 to allow Participants to adjust the updated rules, although Participants will be able to take advantage of the updates in the meantime. Please contact the Participant Compliance team if you have any questions.

NZX will be updating guidance to support the updated rules and will engage with Participants on material guidance changes in due course. NZX plans for the material areas of updated guidance to be in place by 1 December 2017.

Additional background documents can be viewed here:

If you have any questions in relation to this review please contact policy@nzx.com or for transition queries please contact compliance@nzx.com.

Final amendments to the NZX Participant Rules Review have been submitted to the FMA (and RBNZ where applicable) for approval, and all proposed updated Rules and Procedures can be found here.

The latest draft guidance note in relation to Management Arrangements is now published below. Please provide feedback on the latest draft by 5:30pm 22 November 2017 for the Management Arrangements Guidance Note and 27 November 2017 for the Conflicts Management Guidance Note.

Final amendments to the NZX Participant Rules Review have been submitted to the FMA (and RBNZ where applicable) for approval, and all proposed updated Rules and Procedures can be found here.

UPDATED: On 28 August 2017 NZX received approval from the Financial Markets Authority of updates to the Participant Rules, supporting appendices, Participant Rule Procedures, Clearing and Settlement Rules and the Derivatives Market Rules. The majority of these changes will come into effect on 1 December 2017 and are based on extensive consultation with the industry and stakeholders over the last 18 months.

The latest draft guidance notes in relation to Trading Conduct and Prescribed Persons Trading are now published below . Please provide feedback on the latest draft by 27 October 2017.

NZX is seeking feedback on voice recording of NZX Trading Participants, in conjunction with the Participant Rule Review 2017. See the following link for the background and feedback sought:

Participant Rule Review – Voice Recording

Update

NZX will shortly be applying to the FMA for approval of proposed amendment to the Participant Rules to reflect feedback. You can view the changes here in markup or clean versions.

NZX will confirm once amendments have been approved by the FMA and notify updates to the Market.

Administrative Trading Halts - Operational Change

NZX has changed the way administrative trading halts are applied after the release of an announcement. Now, announcements from issuers will be released directly to market using the Market Announcement Platform (MAP). NZX worked alongside the market, including listed companies and market participants, to ensure their own readiness for this change. This page contains information about the operational changes, which went live on Monday 22 May 2017. Please review the updated Trading Halts and Suspensions Guidance Note below:

Link to Guidance Note

Tools to assist with the change

Market Announcement Platform (MAP) agreement amendment

NZX has amended the MAP Agreement. The following changes are effective from Saturday 27 May 2017 onwards and apply to all issuers who are party to a MAP Agreement.

Contact details: NZX contact details have been updated
Release process: wording changes to reflect that announcements will be released directly to the market, rather than submitted to NZX for release.
Restriction on release of announcement: removal of clause 6 in MAP Agreement - issuers to apply to NZX to restrict release of an announcement. Removed on the basis that issuers are no longer required to seek NZX approval before embargoing announcements, where the embargo facility is available
Contact regarding typographical errors: removal of clause 9 in MAP Agreement - NZX's ability to contact an issuer regarding typographical errors. Removed on the basis announcements will no longer be reviewed by NZX before release.
Respective clause numbering and references.

Details of changes are accessible in the marked version of the agreements below. Clean versions are also provided for your information.

If you require clarification on this notification please contact NZX directly at ATHproject@nzx.com.

Final Rule Changes Approved by FMA

The FMA has approved the minor changes to the NZX Main Board Listing Rules and NZAX Rules in respect of how announcements can be submitted to NZX. The changes will come into force on 22 May 2017. To learn more and to view the changes marked up against the current NZX Main Listing Rules, see below:

Frequently asked questions

NZX has prepared answers to a series of frequently answered questions that will be relevant to issuers and investors on this operational change. These FAQs can be accessed at the links below:

Consultation

Review of process for identification of price sensitive information and application of Administrative Trading Halts

On 13 July 2016, NZX released a consultation response paper seeking feedback from interested parties on the proposed outcome of NZX’s process for identifying price sensitive information, flagging this information to market and applying short trading halts following the release of such information. This consultation response paper follows an initial consultation paper released by NZX on 17 August 2015 which commenced a review of current practices for identifying price sensitive information and applying administrative trading halts.

The consultation response paper, initial consultation paper and the submissions received in response to the initial consultation can be viewed here:

Submissions

For further information

Please email ATHproject@nzx.com.

Alternatively, please call NZX’s Manager – Client & Data Services Philke Flitcroft on +64 471 4398.

Default Fund Rule Amendments

New Zealand Clearing Limited (NZX Clearing) has provided notice of amendments to the New Zealand Clearing and Settlement Rules (Rules) and New Zealand Clearing and Settlement Procedures (Procedures).

These changes are to implement the mutualised default fund relevant to the Clearing Participants who clear trades of quoted derivatives on the NZX Derivatives Market (the default fund). These changes follow consultation with these Clearing Participants in relation to the default fund over the last 12 months. The changes to the Rules are to give effect to the default fund. The Rule changes create the default fund and relevant obligations, at a high level, with further detail in relation to the default fund included in the Procedures and the external default fund policy.

The Financial Markets Authority and Reserve Bank of New Zealand (as joint regulators) have reviewed the amendments to the Rules. The amended Rules and Procedures came into effect on 9 November 2018.

You can view the amended Rules and Procedures, here, including versions marked-up against the previous rules:

Clearing and Settlement Rules [clean] - effective 9 November 2018
Clearing and Settlement Rules [marked-up against previous rules] - effective 9 November 2018
Clearing and Settlement Procedures [clean] - effective 9 November 2018
Clearing and Settlement Procedures [marked-up against previous procedures] - effective 9 November 2018

A copy of the external default fund policy document is available here:

Please note that there is a minor amendment to the policy from what was consulted on, as reflected in the marked-up policy. The terminology "Senior Risk Capital" and "Junior Risk Capital" have been swapped to align with what is internationally considered Junior and Senior Risk capital.

Additional background documents on the consultation can be viewed here:

If you have any questions in relation to these changes, or the default fund more generally, please contact risk@nzx.com.

NZX consults on proposed NXT/NZAX migration waiver

On 27 June, NZX announced that it was reviewing its current equity market structure, following market feedback. The announcement indicated that a likely outcome of that review will be to consolidate all of NZX’s key equity markets (the Main Board, NXT and NZAX) in to a single market. As a result of this, NZX Regulation (NZXR) proposes to issue two class waivers to clarify the process for existing NZAX or NXT companies who wish to migrate to the Main Board, and how various parts of the rules will apply to smaller issuers (i.e. issuers with a market capitalisation of $100 million or less) applying to list, before the consultation process is completed. Please see below a link to a short consultation paper seeking feedback on the proposed draft waivers and a proposed practice note:

Consultation Paper

Draft waiver for migrating issuers

Draft waiver for new issuers

Draft practice note

NZXR seeks feedback prior to 5.00pm Tuesday 22 August 2017. Interested parties are invited to submit here: consultation@nzx.com

Prescribed Persons Trading Guidance Note - Consultation Draft NZX Participant Guidance Note Consultation

On 6 August 2017 NZX received approval from the Financial Markets Authority of updates to the Participant Rules, supporting appendices, Participant Rule Procedures, Clearing and Settlement Rules and the Derivatives Market Rules. The majority of these changes will come into effect on 1 December 2017 and are based on extensive consultation with the industry and stakeholders over the last 18 months.

NZX is now consulting on material updates to Guidance Notes to support the revised rules. The NZX Adviser Guidance Note is intended to provide information for Participants on the designation of Advisers, including NZX Advisers, NZDX Advisers, and Derivatives Advisers as set out in the updated NZX Participant Rules.

Please submit any feedback by 5:30 pm 29 September 2017. If you have any questions in relation to this review please contact policy@nzx.com or for transition queries please contact compliance@nzx.com.

Draft Guidance Note

Proposed Trading Conduct Guidance Note

On 7 February 2017, NZX released a proposed updated guidance note in relation to trading conduct as part of a broader review of the NZX Participant Rules, Procedures and Guidance Notes. The proposed updated guidance can be viewed here:

Proposed Updated Guidance Note - for feedback - 7 February 2017

NZX has been considering feedback received in response to this review and will provide further updates in due course. NZX targets having updated guidance in place at the same time as amendments to the Participant Rules (noted below) take effect.

Announcement about amendments to NZMDT Rules

On 14 August 2017, NZX announced approval of an update to the definition of ‘Legal Appointee’ and other minor issues within the NZMDT Rules to better reflect the intended purpose of this definition. The updated Rules, and notice approving the change from the FMA, can be viewed here:

NZMDT Rules

FMA Notice

These changes will come into effect on 11 September 2017.

On 6 July 2017, NZX announced approval of an update to the definition of 'related entity' within the NZMDT Rules to better reflect the intended purpose of this definition. The updated Rules, and notice approving the change from the FMA, can be viewed here:

NZMDT Rules

FMA Notice

This change will come into effect on 10 August 2017.

NZX consultation on correcting consensus guidance

NZX has now published an updated Continuous Disclosure guidance note including guidance on issuers’ treatment of third party estimates or forecasts. This updated guidance follows consideration of feedback received in response to a consultation paper released in November 2016.

NZX’s explanatory note discussing the changes made following release of the consultation paper can be found here:

Explanatory Note on Correcting Consensus Guidance - 28 April 2017

The final updated Continuous Disclosure guidance note can be found here:

Guidance Note Correcting Consensus Guidance - 28 April 2017

The initial consultation paper can be found here:

Consultation Paper on Correcting Consensus Guidance - 14 November 2016

Review of process for identification of price sensitive information and application of Administrative Trading Halts

The consultation response paper, initial consultation paper and the submissions received in response to the initial consultation can be viewed here:

Consultation Response Paper - 13 July 2016

Initial Consultation Paper - 17 August 2015

ANZ

ASX

Chapman Tripp

New Zealand Shareholders Association

Russell McVeagh

Securities Industry Association

Listed Companies Association

First NZ Capital

Review of surveillance arrangements for NZX dairy derivatives market

On 26 June 2015, NZX released a discussion paper in relation to proposals to enhance the existing surveillance and monitoring arrangements of the NZX dairy derivative market and sought submissions from interested parties. Submissions in response to the discussion paper closed on 7 August 2015 and NZX received one submission. Based on the feedback received, NZX does not propose to make any amendments to the current rules and requirements but will consider the position further in the further if necessary.

Review of NZ Markets Disciplinary Tribunal penalties

On 20 April 2015, NZX released a discussion document to commence a review of the penalty provisions within the NZ Markets Disciplinary Tribunal Rules (Rules) and Procedures. The discussion document can be viewed here:

Discussion Document for Review Of NZMDT Penalties (20 April 2015)

Submissions in response to this discussion document closed on 29 May 2015. NZX considered the feedback in response to the discussion document and developed proposed specific amendments to the Rules and Procedures.

On 10 September 2015, NZX released a consultation paper which commenced the second stage in NZX's review of the penalty provisions and sought submissions from interested parties on the proposed amendments to the Rules and Procedures. The consultation paper and the proposed amended Rules and Procedures can be viewed here:

Consultation Paper for Review of NZMDT Penalties (10 September 2015)

Appendix A - NZMDT Rules (Tracked)

Appendix B - NZMDT Rules (Clean)

Appendix C - NZMDT Procedures (Tracked)

Appendix D - NZMDT Procedures (Clean)

Submissions in response to the discussion paper closed on 9 October 2015 and the final proposed amended Rules and Procedures that were submitted to the Financial Markets Authority (FMA) can be viewed here:

NZMDT Rules (Tracked)

NZMDT Rules (Clean)

NZMDT Procedures (Tracked)

NZMDT Procedures (Clean)

On 12 January 2016 the FMA approved changes to the Rules as contained in the in Financial Markets Conduct Act (NZ Markets Disciplinary Tribunal Rules) Approval of Market Rules Notice 2016 (and as per the versions of the Rules and Procedures submitted to the FMA for approval). Following FMA approval, NZX released a notice of amendment in relation to the Rules pursuant to Rule 1.3. This notice can be viewed here.

Shortening of settlement cycle to T+2 - Consultation Paper

NZX has completed its consultation on the transition from the current settlement cycle of trade date plus three business days (T+3) to a settlement cycle of trade date plus two business days (T+2) for cash trades on NZX's markets. The rule amendments were approved by the FMA and came into effect on 7 March 2016. The consultation papers can be viewed below - the rule amendments are outlined in the consultation paper dated 30 July 2015:

Consultation paper shortening of the settlement cycle: the move to T+2 (12 November 2014)

Consultation response paper for shortening of the settlement cycle: the move to T+2 (30 April 2015)

Consultation paper shortening the settlement cycle: the move to T+2 proposed rule amendments (July 2015)

Proposed amendments to NZX Participant Rules relating to client assets

On 26 August 2015, NZX released a consultation paper seeking feedback on the proposed amendments to section 18 of the NZX Participant Rules to accommodate the exemption that NZX Participants had sought from the FMA in respect of section 77P (1A) of the Financial Advisers Act 2008. Submissions closed on 11 September 2015. The FMA has now approved the amendments proposed in the consultation paper and these came into effect on 1 December 2015. The final amended rules an be found here.

Guidance Notes Review - Consultation Memorandum

On 26 August 2014, NZX released a Consultation Memorandum outlining proposed changes to the guidance notes relating to continuous disclosure and trading halts and suspensions. The proposed changes form part of a broader review conducted by NZX to ensure that its guidance notes are accurate, reflect current practice and are fit for purpose.

A copy of the Consultation Memorandum and consultation drafts of the amended guidance notes are provided below:

Consultation Memorandum;

Consultation Draft of Continuous Disclosure Guidance Note

Consultation Draft of the Trading Halts and Suspensions Guidance Note

Consultation closed on 7 October 2014. NZX is considering the submissions received and expects to publish final guidance shortly.

NXT Market Rules - Consultation Memorandum and Draft

On 14 March 2014, NZX released a Consultation Memorandum relating to the launch of a new growth market for small to mid-sized businesses. The NXT Market is designed to be a simple, targeted, well-informed, low cost and effective way for businesses to access necessary capital, and for investors to gain exposure to growing NZ companies.

A copy of the Consultation Memorandum and consultation drafts of the Market Rules that will regulate the NXT Market are provided below:

Consultation Memorandum

Consultation Draft of the New Market Listing Rules

Consultation Draft of the New Market Procedures and Templates

Consultation Draft of the New Market Trading Rules

Consultation closed on 4 April 2014. The final NXT Market Rules, Procedures and Templates are available at: https://www.nxt.co.nz/pages/market_integrity

NZX Main Board / Debt Market Listing Rules - submissions on amendments

In its Consultation Memorandum issued in May 2013, NZX sought submissions on proposed amendments to the NZX Main Board and Debt Market Listing Rules ("Rules"). The consultation and approval process for the Rule amendments is now complete.

The amended Rules are dated 30 October 2013 and come into effect on 1 January 2014. The amended Rules can be found at https://nzx.com/market-regulation/rules/nzsx-and-n....

Copies of the submissions NZX received in relation to the May 2013 Consultation Memorandum are below.

Securities Industry Association

Simpson Grierson

NZX Main Board / Debt Market Listing Rules - Consultation Memorandum (May 2013)

NZX has completed consideration of submissions received on amendments proposed in March 2012 to the NZX Main Board / Debt Market Listing Rules (“Rules"). NZX has released a consultation memorandum and exposure draft containing proposed amendments to the Rules to implement the changes already proposed.

Consultation Memorandum

NZSX/NZDX Listing Rules - compare

Appendix 10 - compare

Appendix 14 - compare

Appendix 16 - compare

Appendix 17 - compare

ANZ

Bell Gully

Chapman Tripp

Listed Companies Association

New Zealand Shareholders' Association

Reserve Bank of New Zealand

Russell McVeagh

Securities Industry Association

NZX Participant Rules - Consultation Memorandum (March 2013)

NZX released a consultation memorandum and proposed amendments to the NZX Participant Rules (“Participant Rules") for public consultation. NZX sought comment on both the proposals embodied in the consultation memorandum and on the proposed amendments to the Participant Rules.

Consultation on Participant Rules

NZX Participant Rules Proposed Amendments March 2013 - DRAFT

FSM Consultation Memorandum (March 2012)

NZX released a consultation memorandum and draft FSM Rules relating to the Fonterra Shareholders' Market ("FSM") for public consultation. NZX sought comment on both the proposals embodied in the consultation memorandum and on the draft FSM Rules.

Consultation Memorandum

FSM Rules clean

Compare - FSM Rules vs NZSX Listing Rules

Draft Deed Poll by Custodian in favour of FSM Participants

Main Board / Debt Market Listing Rules - Consultation Memorandum (March 2012)

NZX released a consultation memorandum and proposed amendments to the Main Board and Debt Market Listing Rules ("Listing Rules") for public consultation. NZX sought comment on both the proposals embodied in the consultation memorandum and on the proposed amendments to the Listing Rules.

Consultation on Market Rules

Main Board Debt Market Listing Rules - FINAL

Main Board Debt Market Listing Rules - COMPARE FINAL

Appendix 5 - NEW

Appendix 5 - COMPARE

Appendix 16 - NEW

Appendix 16 - COMPARE

Appendix 17 - NEW

Appendix 17 - COMPARE

In its Consultation Memorandum issued in March 2012, NZX sought submissions on a proposed Diversity Listing Rule. After considering the submissions received, NZX has decided to implement a Diversity Listing Rule in the form set out in the Paper below. Copies of the submissions NZX received in relation to the proposed Diversity Listing Rule can also be found below.

NZX Diversity Rule and its Implementation - Paper

Equal Employment Opportunities Trust

Finsia

Fisher and Paykel

Human Rights Commission

Institute of Directors