NEW ZEALAND GAZETTE

No. 91

Sharebrokers Amendment Act 1981

The New Zealand Stock Exchange Rules 1991

CATHERINE A. TIZARD, Governor-General

At Wellington this 17th day of June 1991

Present:

HER EXCELLENCY THE GOVERNOR-GENERAL IN COUNCIL

Pursuant to section 7 (3) of the Sharebrokers Amendment Act 1981, Her Excellency the Governor-General, acting by and with the advice and consent of the Executive Council, hereby approves the following Rules of the New Zealand Stock Exchange, being Rules adopted by the New Zealand Stock Exchange in substitution for the New Zealand Stock Exchange Rules 1989.

INDEX

1 Interpretation
2 Objects
3 Membership
4 Application for Membership
5 Admission to Membership
6 Conditions of Membership
7 Sharebroking Offices
8 Board of Directors
9 Local Activities
10 General Meetings
11 Conduct of Members
12 Listing
13 Prospectuses
14 Underwritings
15 Quotations and Sales Reporting
16 Brokerage
17 Contracts
18 Delivery and Settlement
19 Trading Activities
20 Discipline
21 Disputes
22 Defaulting Members
23 Members Books of Account and Audit
24 Capital Adequacy Requirements
25 Fidelity Guarantee Fund
26 Short Sales
27 Miscellaneous and Common Seal
28 Financial
29 Amendment to Rules

1 Interpretation

1 (1) In these Rules and any Regulations made hereunder—

“Board” means the Board of Directors of the Exchange as constituted by Rule 8 (1).

“Chairman” means the Chairman of the Board.

“company” has the same meaning as in the Companies Act 1955.

“company member” means a member of the Exchange that is a company.

“Deputy Chairman” means the Deputy Chairman of the Board.

“Exchange” or “N.Z. Stock Exchange” means the New Zealand Stock Exchange (which body is referred to in section 3 of the Sharebrokers Amendment Act 1981 as the successor of the Stock Exchange Association of New Zealand, the Auckland Stock Exchange, the Wellington Stock Exchange, the Christchurch-Invercargill Stock Exchange Limited and the Dunedin Stock Exchange).

“Managing Director” means the managing director of the Exchange or the person for the time being carrying out the duties of the managing director as provided in Rule 8 (31).

“individual member” means a member of the Exchange who is a natural person and includes those members formerly classified as country members.

“member” means a member of the Exchange and includes both individual members and company members, except where a contrary intention appears.

“Membership Committee” means the Committee established by the Board in terms of Rule 5 (1).

“Membership Appeal Committee” means the Committee established by the Board in terms of Rule 5 (6).

“personal place of business” means:

(a) In relation to an individual member, the sharebroking office where the member ordinarily works; and

(b) In relation to a company member, the registered office of that member.

“regulations” means the regulations made by the Board under Rule 8 (24) and for the time being in force.

“share” or “shares” shall include stock and vice versa.

“sharebroker” shall include stockbroker and vice versa.

“sharebroking” shall include stockbroking and vice versa.

“sharebroking firm” means a company member, or a partnership of individual members, or a member in practice as a sole trader.

“sharebroking office” means:

(a) any place from which a sharebroking business is conducted; and

(b) where used in relation to a member, any such place under the control of the member or of a partner, employee, or employer of the member.

“The Act” means the Sharebrokers Amendment Act 1981 or any statutory modification thereof.

“Vice-Chairman” means any member appointed to that office by the Board in terms of Rules 9 (1) and 9 (2) including any member so appointed under a title other than Vice Chairman.

1 (2) Any marginal notes or headings shall not affect the construction of these Rules.

1 (3) Words importing persons include firms and corporations unless the context otherwise requires.

1 (4) Words importing one gender shall include the other genders.

1 (5) Words importing the singular number include the plural number also, and vice versa.

2 Objects

2 (1) As prescribed by section 4 (1) of the Act, the functions of the Exchange are:

(a) To operate a national stock exchange, which may be wholly or in part operated through the establishment of regional stock exchanges;

(b) To promote and specify the conditions and terms for the listing and trading of securities on its exchange;

(c) To regulate and promote uniformity in the conduct of its members and of business by its members;

(d) To promote the interests of its members and members of the public in relation to the listing, trading, underwriting, and marketing of securities.

2 (2) As prescribed by section 4 (2) of the Act, the Exchange