Reports on Enforcement and Corporate Governance

5 August 2004
News Release

Securities Commission Reports on Enforcement and Corporate Governance

The Securities Commission released its annual report today.

In releasing the report, Chairman Jane Diplock emphasized the Commission’s increased capability to enforce securities law.

“We accepted ten enforceable undertakings during the year from companies in breach of securities law,” Jane Diplock said. “We also began legal proceedings against a market participant whom we believe did not comply with the law relating to the disclosure of substantial security holdings. The Commission successfully defended two applications for a judicial review of Commission decisions.”

Jane Diplock also highlighted the corporate governance principles published by the Commission this year.

“We consulted widely with the business community and others,” Jane Diplock said. “People were strongly in favour of developing a set of basic principles, rather than detailed legislation on corporate governance.”

The Commission’s corporate governance publications have been widely distributed, and the Commission will monitor how they are implemented.

“We want to lead by example,” Jane Diplock said, “so we are ourselves reporting against the corporate governance principles in our annual report, for the first time.”

The annual report covers the Commission’s recent work to enforce securities laws, contribute to law reform and educate investors, as well as its international activities.

Highlights from the annual report are attached. The report is available on the Commission’s website at www.sec-com.govt.nz.

THE YEAR IN BRIEF

The Commission

- completed 181 enforcement and surveillance matters including 12 insider trading inquiries

- prohibited three offer documents and advertisements that did not comply with the law

- accepted 10 enforceable undertakings from market participants to rectify breaches of the law

- began a Court proceeding for suspected breach of substantial security holder law

- successfully defended two judicial review proceedings

- advised the Minister of Commerce on five sets of new NZX Conduct Rules

- made submissions on the Business Law Reform Bill and proposed reforms to securities trading law

- granted class authorisations for NZX Futures and Options Participants and Sydney Futures Exchange Participants

- approved NZX Futures and Options Participant Rules

- granted class exemptions in respect of officers and directors disclosure to ease compliance with the new disclosure laws

- hosted the Asia Pacific Regional Committee of IOSCO

- was elected Deputy Chairman of the Asia Pacific Regional Committee of IOSCO

- was accepted as a signatory of the IOSCO multilateral MOU

- signed bilateral MOUs with our counterparts in China, Indonesia, and Malaysia

- hosted delegations from overseas regulators

- took part in the IMF’s Financial Sector Assessment Programme

- met with the Australian Securities and Investments Commission

- published Corporate Governance in New Zealand - Principles and Guidelines and a Corporate Governance Handbook for Directors, Executives, and Advisers

- launched an education programme with the aim of “helping New Zealanders make better investment decisions”

The Chairman of the Commission

- was elected Chairman of the Executive Committee of IOSCO for a two year term

ENDS

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