New Zealand Legislation: Acts

59 Criminal liability for offering, distributing, or allotting in contravention of this Act

• (1) Subject to subsection (2), if an offer of a security is made to the public, or a registered prospectus relating to a security is distributed, or a security is allotted, in contravention of this Act, (or, in the case of an interest in a contributory mortgage, in contravention of regulations made under this Act),—

  • (a) the issuer of the security; and

  • (b) every person who is a principal officer of the issuer at the time of the contravention; and

  • (c) every promoter of the security; and

  • (d) every person who has authorised himself or herself to be named and is named in any advertisement or registered prospectus relating to the security as a director of the issuer or as having agreed to become a director either immediately or after an interval of time—

  each commits an offence, and is liable on summary conviction to a fine not exceeding $300,000 and, if the offence is a continuing one, to a further fine not exceeding $10,000 for every day or part of a day during which the offence is continued.

  (2) No person shall be convicted under subsection (1) for any such contravention if—

  • (a) the contravention was in respect of matters which in the opinion of the court dealing with the case were immaterial, or was otherwise such as, in the opinion of the court having regard to all the circumstances of the case, ought reasonably to be excused; or

  • (b) in the case of a person other than the issuer, in the opinion of the court dealing with the case, the contravention did not take place with his or her knowledge and consent.

  Section 59(1): amended, on 1 December 2002, by section 17 of the Securities Amendment Act 2002 (2002 No 43).

  Section 59(1): amended, on 1 September 1983, by section 31(1) of the Securities Amendment Act 1982 (1982 No 147).

  Section 59(1)(d): amended, on 3 May 2001, by section 5(f) of the Securities Amendment Act 2001 (2001 No 25).

  Section 59(1)(d): amended, on 1 September 1983, by section 31(2) of the Securities Amendment Act 1982 (1982 No 147).

  Section 59(2)(b): amended, on 3 May 2001, by section 5(d) of the Securities Amendment Act 2001 (2001 No 25).