25 JUNE 2009 NEW ZEALAND GAZETTE, No. 94 2119

(iii) which are audited or reviewed, and reported on, in accordance with the Regulations;

(i) the Company’s financial statements are prepared and registered as if the Company is an issuer in terms of the Financial Reporting Act 1993 and are audited at least once a year by a qualified auditor under the Financial Reporting Act 1993;

(j) the Company sends a copy of its audited financial statements to the Securities Commission not more than three months after the end of each financial year;

(k) the Company at all times meets the capital adequacy requirements set out in clause 5 of this notice;

(l) the Company at all times meets the reporting requirements set out in clause 6 of this notice;

(m) the Company maintains adequate professional indemnity insurance for its business at all times; and

(n) the Company immediately notifies the Securities Commission in writing of any material matter concerning the Company’s authorisation as a futures dealer, including the following events:

(i) The insolvency of the Company or the bankruptcy of any of its directors;

(ii) where the Company has failed to comply, or believes it will fail to comply, with the capital adequacy requirements set out in clause 5;

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

(iv) if the Company, or any of its directors, is convicted of an indictable offence;

(v) any regulatory action taken against the Company, or any of its directors or senior management whether in New Zealand or elsewhere; and

(vi) if any director or member of the senior management leaves the Company or if any new director or member of senior management is appointed to the Company.

Clause 4: Further conditions relating to disclosure documents—(1) The disclosure document must include information that would enable a prudent but non-expert investor to make a decision about whether to invest in a specified futures contract of that class.

(2) The disclosure document must include at the front of the disclosure document a statement describing a client’s right under the Act to receive investment adviser disclosure from any person who gives the client investment advice in relation to the specified futures contract;

(3) The disclosure document must remain up to date and continue to comply with clause 4 at all times, and may be amended by the Company at any time for this purpose;

(4) The disclosure document must state, in a prominent place, the date as at which the disclosure document was prepared, and the date of every amendment that has been made to that disclosure document;

(5) The disclosure document must contain all of the following information that is applicable to the class or classes of specified futures contracts to which the disclosure document relates, and must continue to contain all of the following information at the time the specified futures contract is entered into:

(a) A description of the key terms and features of that class or those classes of specified futures contracts;

(b) the name and contact details of the Company;

(c) a description of the amounts payable, or the method of calculating the amounts payable, by a person to the Company in respect of that class or those classes of specified futures contracts, including the consequences of failing to make any payments;

(d) a description of the amounts, or the method of calculating the amounts, of any margins, including initial margins and variation margins, payable by a person to the Company in respect of that class or those classes of specified futures contract, including the consequences of failing to pay any margin;

(e) a description of the treatment of margins, including initial margins and variation margins, payable by a person to the Company in respect of that class or those classes of specified futures contracts;

(f) a description of the types of fees or charges payable by a person, directly or indirectly, to the Company in respect of that class or those classes of specified futures contracts;

(g) a description of the rights of the Company or any other person to alter any of the fees or charges applicable to that class or those classes of specified futures contracts;

(h) a description of the nature of any amounts or returns that may be payable, or the method of calculating any amounts or returns that may be payable, by the Company to a person in respect of that class or those classes of specified futures contracts;

(i) a description of the key factors that determine the amounts or returns that may be payable by the Company to a person in respect of that class or those classes of specified futures contracts;

(j) a description of the principal risks associated with entering into that class or those classes of specified futures contracts, including any specific risk factors that apply to any one or more of the particular specified futures contracts;

(k) if it is reasonably foreseeable that, at the end of the arrangement relating to that class or those classes of specified futures contracts, a person will have received, in total, less than the amount paid to the Company for the specified futures contracts, a statement to this effect and a brief description of the circumstances that may produce this result;

(l) a description of the parties’ rights to alter the terms of that class or those classes of specified futures contracts;

(m) a description of the parties’ rights to terminate, cancel, surrender, or otherwise make or obtain payment of any amounts or returns in respect of that class or those classes of specified futures contracts, other than as described in paragraphs (h) and (i);

(n) a statement as to whether a person is entitled to sell his or her interest in a specified futures contract to another person and, if so, whether in the opinion of the Company there is an established market for such sales;