23 MARCH NEW ZEALAND GAZETTE

11.02 No member shall buy or sell securities for an employee of any other member.

12.0 Listing

12.01 Right of Quotation—The right of quotation on the official list shall be granted only by the Exchange and upon such terms and conditions as the Board may generally or in any particular case from time to time determine.

12.011 Notwithstanding the foregoing the Board may delegate to the Executive Director or other officer or officers of the Exchange (subject to such conditions as it shall from time to time determine) a general power to grant such right of quotation in respect of any securities where the general requirements and conditions from time to time laid down by the Board as a condition precedent to the right of quotation on the official list have been complied with.

12.02 A company desiring to have its equity or loan securities or any class or classes thereof granted the right of quotation on the official list shall make application in that behalf to the Executive Office of the Exchange and pay the fee from time to time prescribed by the Board. The Exchange may, without assigning any reason, refuse to grant such securities or any class of such securities the right of quotation on the official list, and similarly may at any future time suspend or cancel such right of quotation.

12.021 Such right shall also be cancelled when the Exchange is so requested by the company.

12.03 The Exchange may grant by way of courtesy and either with or without payment of any fee the right of quotation on the official list of any class of shares of a company registered outside New Zealand in respect of which the right of quotation on its official list has been granted by a stock exchange, outside New Zealand, recognised by the Exchange.

12.04 Where a prospectus states that listing has been applied for no member shall deal in the securities concerned until they have been listed by the Exchange or listing has been refused.

13.0 Prospectuses

13.01 No member of the Exchange shall act as broker to, or be associated with any flotation where a prospectus or other document soliciting application for shares or other securities, or capable of promoting inquiries for the shares or other securities, of a particular company is issued to persons other than the directors or employees of a company or their wives unless consent of the Board in that behalf has first been given. In considering an application for consent under this Rule, the Board shall have regard to whether the requirements of the general law and the rules, regulations and listing requirements of the Exchange have been or are likely to be complied with, the standing and repute of the issuer and such other matters as the Board may consider to be relevant in the interests of the investing public and the standing of members.

13.011 Where application for such consent is made by a member, it shall be made to the Board.

13.012 Where application for such consent is made by a non-member, it shall first be made to the chairman of the regional exchange nearest to the head office of the company concerned. The chairman shall arrange for a member, acceptable to the company, to act for the purpose of ensuring compliance with all the requirements of the Exchange but such member need not be named in the documentation and he may charge a fee for the service. The application should then be forwarded to the Board in the usual way.

13.013 Such application shall be accompanied by such fee as may be prescribed from time to time by the Board.

13.014 The word “flotation” where it is used herein shall not include the issue of debentures or stock by the New Zealand Government or by a local body within New Zealand, nor shall it have any application to the formation of a private company nor to the increasing of the capital of a private company.

13.02 A consent given to any one member pursuant to Rule 13.01 to act as broker to, or be associated with a flotation, shall be deemed to be authority for all other members to be associated with that flotation, but shall not confer upon such other members any right to demand to be allowed to place a portion of the issue.

13.03 In each case in which consent to act as broker to or to be associated with any flotation is given pursuant to Rule 13.01 unless the Board in granting such consent shall (in any particular case) direct otherwise, there shall be endorsed upon the relevant prospectus or other document soliciting applications for shares or capable of promoting inquiries for the shares, the following endorsement, “The New Zealand Stock Exchange has authorised members to act in this issue.”

14.0 Underwriting

14.01 Upon receipt of an application for consent pursuant to Rule 13.01 for a member to act in a flotation which he is underwriting whether wholly or in part or in conjunction with any other person, the Board may request the committee of the regional exchange to require the inspector appointed under Rule 23.04 to verify, by examination of the records of the applicant, the details contained in the application insofar as they relate to the underwriting of the flotation and to report to the regional exchange committee on the accuracy of such application with any comments which the inspectors may deem relevant. In considering the application, the committee shall satisfy itself that the obligations likely to devolve upon the member are within his financial capacity.

15.0 Quotations and Sales Reporting

15.01 To maintain a quotation at official trading meetings, members offering to buy or sell shall be deemed to be bound to deal in numbers prescribed by the regulations, which numbers shall be known as marketable parcels. Nothing in this rule shall prevent any member agreeing to deal in quantities other than a marketable parcel or any multiple thereof.

15.02 Sales shall be reported within such times and in such manner as shall from time to time be prescribed by the regulations.

16.0 Brokerage

16.01 Subject to the provisions of the Rules and subject to the laws of the country wherein the register of securities dealt in is situated, stamp duty and transfer fees shall be paid by the purchaser. Where the transaction is for less than a marketable parcel as defined by the regulations the buyer and/or the seller shall pay such stamp duty and fees as may be prescribed from time to time by odd lot regulations of the Exchange.

17.0 Contracts

17.01 In contracts between members for the sale and purchase of shares and stocks, they shall be held to be principals to each other, unless a written arrangement to the contrary is made between buying and selling brokers at the time the contract is made.

17.02 Contract notes for all transactions shall be passed between members and shall be prima facie evidence that the transaction has taken place and the terms thereof.

17.03 Refusal of the Board of Directors of any company to register a transfer shall not invalidate a contract between members.

18.0 Delivery and Settlement