NEW ZEALAND GAZETTE, No. 193

15 DECEMBER 2011

(vi) does not act in any way, or make any omission, which would bring the financial services profession, or any part of it, into disrepute;

(i) the Company complies with Regulations 3 to 8, 14 to 17 and 22 to 24 of the Regulations as if the Company were a dealer for the purposes of those Regulations, and must, when a client’s position in respect of a specified futures contract is closed out, promptly pay any money owing to the client under that specified futures contract into a client bank account;

(j) the amount of a client’s margin which is withdrawn from the client bank account in relation to a particular specified futures contract does not exceed the lesser of:

(i) the amount described in the disclosure document relating to that specified futures contract in accordance with clause 4(4)(d) of this notice; and

(ii) the amount of margin payable by the Company to an approved counterparty in respect of a contract entered into by the Company to back off its exposure under the specified futures contract in respect of which the client has paid that margin;

(k) the Company maintains proper records:

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

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

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

(l) 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;

(m) the Company sends a copy of its audited financial statements to the Financial Markets Authority not more than three months after the end of each financial year;

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

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

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

(q) the Company must within three months after the end of each financial year that commences after this notice comes into force, give a report to the Financial Markets Authority on the extent to which it has complied with its obligations under this notice in that financial year;

(r) the Company must promptly provide to the Financial Markets Authority any information held by the Company which is requested by the Financial Markets Authority, for the purposes of any enquiry or investigation, or for the purpose of supervision of the Company in connection with the Company’s obligations under this notice; and

(s) the Company immediately notifies the Financial Markets Authority 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 or senior managers, 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 there is any material change to the nature of the business activities undertaken by the Company;

(vii) if there is any change to the shareholding, or ultimate beneficial ownership, of the Company; and

(viii) 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.

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 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.

(3) 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.

(4) 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;