NEW ZEALAND GAZETTE, No. 145 1 OCTOBER 2009

(ii) every supplementary product disclosure statement relating to that specified futures contract in use as at the time of the entry by the company into the specified futures contract;

(f) the company must hold client funds in a segregated client funds account as if the funds were subject to the provisions of its AFS Licence, the Corporations Act 2001 and any regulations made under the Corporations Act 2001 in relation to the protection of client money and client property;

(g) the company maintains proper records:

(i) to record dealings in respect of specified futures contracts with clients;

(ii) to record client money, funds and property held or received in connection with dealings in specified futures contracts; and

(iii) that are audited or reviewed, and reported on, in accordance with the company’s AFS Licence;

(h) the company provides the Commission with a copy of the company’s audited financial statements no later than three months after the end of each of its financial years;

(i) the company maintains professional indemnity insurance for its business at all times to the level required by its AFS Licence;

(j) the company maintains at all times an external dispute resolution scheme that is available to its New Zealand clients who are members of the public;

(k) any company document that states the company has been authorised by the Commission to carry on the business of dealing in futures contracts includes a statement to the effect that:

(i) the Commission’s role in authorising futures dealers is limited and does not imply approval or endorsement of the business, trading or solvency of the company; and

(ii) the Commission has not approved any agreements or any disclosure documents of the company;

(l) the company immediately notifies the Commission in writing of any of the following events:

(i) The insolvency of the company or the bankruptcy of any of its directors or senior management;

(ii) if the company, or any of its directors or senior management, is convicted of an indictable offence;

(iii) where a receiver, provisional liquidator, liquidator or a similar officer is appointed, or any resolution is passed or order made for the winding up or dissolution of the company;

(iv) any regulatory action taken against it, or any of the company’s directors or senior management, whether in New Zealand or elsewhere;

(v) if any director or senior manager leaves the company or if any new director or member of senior management is appointed to the company; and

(vi) if any auditor’s report prepared in accordance with the company’s AFS Licence shows any non-compliance with that AFS Licence or the Corporations Act 2001; and

(m) the product disclosure statement for the specified futures contracts to be entered into by the company is accompanied by statements or information to the following effect under the heading "Important Information for New Zealand Investors":

(i) The name and address of the company (unless the information is provided in the product disclosure statement);

(ii) that the company may not be subject in all respects to New Zealand law;

(iii) information describing how returns to New Zealand investors are likely to be affected by New Zealand taxation rules and how, as a result, any returns to New Zealand investors may differ from the returns for Australian investors described in the product disclosure statement;

(iv) that, despite the information provided under paragraph (iii), investors should satisfy themselves as to the tax implications of entering into the specified futures contracts;

(v) that entry into the specified futures contracts may carry with it a currency exchange risk;

(vi) that the financial reporting requirements applying in New Zealand and those applying in respect of the company may be different, and the financial statements of the company may not be compatible in all respects with financial statements prepared in accordance with New Zealand law;

(vii) information or statements to the following effect under the heading "Agreement as to Jurisdiction":

A that, in respect of a dispute concerning the specified futures contracts, the company:

1 agrees to submit to the non-exclusive jurisdiction of the New Zealand courts;

2 has instructed the New Zealand agent for service referred to in subparagraph (C) to accept service on the company’s behalf;

3 agrees that this statement is an agreement with each investor for the purposes of section 389(1)(e) of the Companies Act 1993; and

B that, despite the statements referred to in subparagraph (A), the specified futures contracts may not always be enforceable in New Zealand courts; and

C the name and contact address of the person in New Zealand who has been appointed by the company to accept service in New Zealand of any document on its behalf; and

(n) at the same time as the specified futures contracts are made available by the company to New Zealand investors in reliance on the authorisation in this notice, those specified futures contracts are also made available to Australian investors in accordance with the laws of Australia.

Dated at Wellington this 25th day of September 2009.

The Common Seal of the Securities Commission was affixed in the presence of:

[L.S.]

JANE DIPLOCK, Chairperson.