2 Interpretation

(1)

In this Act, unless the context otherwise requires,—

bank note or note means any negotiable instrument used or circulated, or intended for use or circulation, as currency

banking group has the meaning given to it in the Orders in Council made under section 81

debt security has the same meaning as in section 8 of the Financial Markets Conduct Act 2013

Deputy Chief Executive means, if 1 person is appointed under this Act as the Deputy Governor of the Bank, that person, and if 2 persons are appointed under this Act as Deputy Governors of the Bank, the Deputy Governor designated by the Board as the Deputy Chief Executive

Deputy Governor means, if 1 person is appointed under this Act as the Deputy Governor of the Bank, that person, and if 2 persons are appointed under this Act as Deputy Governors, each of those persons

designated settlement system has the meaning set out in section 156M

director, except in relation to the Bank, means—

(a)

a person occupying the position of director by whatever name called:

(b)

in the case of an entity that does not have directors as such, any trustee, manager, or other person who acts in relation to that entity in the same or a similar fashion as a director would act were that entity a company incorporated in New Zealand under the Companies Act 1993

disclosure statement means the document referred to in section 81(2)(a)

document means a document in any form, whether signed or initialled or otherwise authenticated by its maker or not; and includes—

(a)

any writing on any material:

(b)

any information recorded or stored by means of any tape-recorder, computer, or other device; and any material subsequently derived from information so recorded or stored:

(c)

any label, marking, or other writing that identifies or describes any thing of which it forms part, or to which it is attached by any means:

(d)

any book, map, plan, graph, or drawing:

(e)

any photograph, film, negative, tape, or other device in which 1 or more visual images are embodied so as to be capable (with or without the aid of some other equipment) of being reproduced

financial institution means any person including a body of persons whether incorporated or not, who carries on the business of borrowing and lending money, or providing financial services, or both, and without limiting the generality of the foregoing includes—

(a)

an insurer that issues, or is liable under, life policies within the meaning of section 6(1) of the Insurance (Prudential Supervision) Act 2010; and includes any branch, division, or office of that insurer; and

(b)

a building society as defined in section 2 of the Building Societies Act 1965; and

(c)

a registered bank; and

(d)

a specified person or class of persons (including a body or bodies of persons, whether incorporated or not) who is or are declared by the Governor-General, by Order in Council, to be a financial institution or institutions for the purposes of this Act

financial product has the same meaning as in section 7 of the Financial Markets Conduct Act 2013

financial year has the meaning given to it by section 157

FMA means the Financial Markets Authority established under Part 2 of the Financial Markets Authority Act 2011

foreign exchange means—

(a)

the bank notes or other currency, postal notes, or money orders of any country other than New Zealand:

(b)

promissory notes and bills of exchange payable otherwise than in New Zealand currency:

(c)

a right to receive payment in the currency of a country other than New Zealand:

(d)

an obligation to make payment in the currency of a country other than New Zealand:

(e)

a debt security in respect of which any amount payable is payable in a country other than New Zealand or in a foreign currency

Governor means the Governor of the Bank appointed under this Act

holding company means a holding company within the meaning of section 5 of the Companies Act 1993

home country supervisor means any central bank, authority, or body in any country other than New Zealand that exercises functions in relation to a parent bank or an overseas incorporated registered bank that correspond with, or are similar to, those conferred on the Bank under Part 5

home jurisdiction means,—

(a)

in the case of an overseas person that is a body corporate, the country in which that body is incorporated:

(b)

in the case of an overseas person that is an unincorporated body, the country in which that body has its head office or principal place of business

licensed insurer has the same meaning as in section 6(1) of the Insurance (Prudential Supervision) Act 2010

managed investment scheme has the same meaning as in section 9 of the Financial Markets Conduct Act 2013

Minister means the Treasurer, or other Minister of the Crown who, under the authority of any warrant or with the authority of the Prime Minister, is for the time being responsible for the administration of this Act or particular provisions of this Act

net income, in relation to a financial year, means the total revenue of the Bank reported in its statement of financial performance for that year calculated after deducting all expenses incurred by the Bank in that year

New Zealand chief executive officer, in relation to an overseas incorporated registered bank, means—

(a)

the most senior officer of that bank who is ordinarily resident in New Zealand; or

(b)

another person who may be nominated by that bank and agreed to in writing by the Bank; or

(c)

if section 82(3) applies, an employee of that bank who has been specified by the Bank under that section

non-voting security, in relation to any body, means a specified security that does not confer a voting right

operating expenses, in relation to a financial year,—

(a)

includes all expenses incurred by the Bank and reported in its statement of financial performance for that year; but

(b)

does not include—

(i)

interest, foreign exchange losses, and losses (or provision for losses) on financial instruments or revaluation of financial instruments; or

(ii)

any payments made to the Crown under section 21; or

(iii)

any expenses agreed by the Minister and the Bank not to be operating expenses

operator, in relation to either a settlement system or a payment system, means any person that provides clearing, settlement, or processing services in respect of that system

overseas bank means any person that is formed, licensed, or registered as a bank in any country other than New Zealand

overseas person means—

(a)

a body corporate incorporated outside New Zealand; or

(b)

an unincorporated body that has its head office or principal place of business outside New Zealand

parent bank means an overseas bank that is a holding company of a registered bank

participant, in relation to either a settlement system or a payment system,—

(a)

means a person who has agreed to participate in either a settlement system or a payment system in accordance with the rules of that system; and

(b)

in the case of a designated settlement system, includes an operator of the settlement system if the designation under section 156N(3)(b) so provides

payment system

(a)

means a system or arrangement for—

(i)

the clearing or settlement of payment obligations; or

(ii)

the processing of payment instructions; and

(b)

includes any instruments, rules, and procedures that relate to the matters referred to in paragraph (a)

qualifying interest, in relation to a specified security, means—

(a)

the legal or beneficial ownership of the specified security; or

(b)

the power to exercise, or control the exercise of, any voting right attached to the specified security; or

(c)

the power to acquire or dispose of the specified security; or

(d)

the power to control the acquisition or disposition of the specified security by another person; or

(e)

the powers referred to in paragraphs (b) to (d) under, or by virtue of, any trust, agreement, arrangement, or understanding relating to the specified security

registered bank means a person whose name is entered in the register maintained under section 69 or who continues to be a registered bank by virtue of the provisions of section 76

Reserve Bank or the Bank means the Reserve Bank of New Zealand constituted under this Act

restricted word

(a)

means the words “bank”, “banker”, and “banking”; and

(b)

includes—

(i)

any of those words as part of any other word:

(ii)

a translation of those words into another language (whether or not the translation of those words is part of any other word)

settlement system has the meaning set out in section 156M

significant influence, in relation to a registered bank, means—

(a)

the ability to directly or indirectly appoint 25% or more of the board of directors (or other persons exercising powers of management, however described) of the registered bank; or

(b)

a direct or indirect qualifying interest in 10% or more of the voting securities issued or allotted by the registered bank

specified operator has the meaning set out in section 156M

specified security has the meaning given to security in section 6(1) of the Overseas Investment Act 2005

subsidiary means a subsidiary within the meaning of section 5(1)(a)(iii) and (b) of the Companies Act 1993

trade mark has the meaning given to it by section 5(1) of the Trade Marks Act 2002

voting right, in relation to any body,—

(a)

means a currently exercisable right to cast a vote at meetings of shareholders or members of that body; but

(b)

does not include a right to vote that is exercisable only in 1 or more of the following circumstances:

(i)

during a period in which a payment or distribution (or part of a payment or distribution) in respect of the security that confers the voting right is in arrears or some other default exists:

(ii)

on a proposal that affects rights attached to the security that confers the voting right:

(iii)

on a proposal to put the body into liquidation or voluntary administration:

(iv)

on a proposal for the disposal of the whole, or a material part, of the property, business, or undertaking of the body:

(v)

during the liquidation, receivership, voluntary administration, bankruptcy, or statutory management of the body; and

(c)

does not include a right to vote that is exercisable only for a special, immaterial, or remote matter that is inconsequential to the control of the body

voting security, in relation to any body, means a specified security that confers a voting right.

(2)

For the purposes of section 36, Parts 4 and 5, and sections 179 and 179A, a person is an associated person of a financial institution or a registered bank, as the case may be, if—

(a)

that person directly or indirectly controls the management of the financial institution or registered bank; or

(b)

that person has a direct or indirect qualifying interest in 20% or more of the voting or non-voting securities issued by the financial institution or registered bank; or

(c)

that financial institution or registered bank directly or indirectly controls the management of that person; or

(d)

that financial institution or registered bank has a direct or indirect qualifying interest in 20% or more of the voting or non-voting securities issued by that person.

(3)

For the purposes of section 77A, transaction includes the—

(a)

sale or transfer of property or financial products; and

(b)

issue or allotment of financial products; and

(c)

entering into, or giving effect to a provision in, a contract or arrangement; and

(d)

arriving at, or giving effect to, an understanding.

(4)

For the purposes of Part 5, a holding company of a registered bank has a substantial interest in a body if—

(a)

that holding company directly or indirectly controls the management of that body; or

(b)

that holding company has a direct or indirect qualifying interest in 20% or more of the voting securities issued by that body.

Compare: 1964 No 134 s 2; 1986 No 131 s 2

Section 2(1) banking group: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) clearing house: repealed, on 24 November 2009, by section 4(1) of the Reserve Bank of New Zealand Amendment Act 2009 (2009 No 53).

Section 2(1) debt security: inserted, on 1 December 2014, by section 150 of the Financial Markets (Repeals and Amendments) Act 2013 (2013 No 70).

Section 2(1) designated payment system: repealed, on 24 November 2009, by section 4(2) of the Reserve Bank of New Zealand Amendment Act 2009 (2009 No 53).

Section 2(1) designated settlement system: inserted, on 24 November 2009, by section 4(2) of the Reserve Bank of New Zealand Amendment Act 2009 (2009 No 53).

Section 2(1) director: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) disclosure statement: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) financial institution paragraph (a): replaced, on 8 September 2010, by section 241(1) of the Insurance (Prudential Supervision) Act 2010 (2010 No 111).

Section 2(1) financial institution paragraph (d): amended, on 1 November 2006, by section 4 of the Reserve Bank of New Zealand Amendment Act 2006 (2006 No 51).

Section 2(1) financial product: inserted, on 1 December 2014, by section 150 of the Financial Markets (Repeals and Amendments) Act 2013 (2013 No 70).

Section 2(1) financial year: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) FMA: inserted, on 1 May 2011, by section 82 of the Financial Markets Authority Act 2011 (2011 No 5).

Section 2(1) foreign exchange paragraph (e): amended, on 1 December 2014, by section 150 of the Financial Markets (Repeals and Amendments) Act 2013 (2013 No 70).

Section 2(1) holding company: replaced, on 5 December 2013, by section 14 of the Companies Amendment Act 2013 (2013 No 111).

Section 2(1) home country supervisor: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) home jurisdiction: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) licensed insurer: inserted, on 8 September 2010, by section 241(1) of the Insurance (Prudential Supervision) Act 2010 (2010 No 111).

Section 2(1) managed investment scheme: inserted, on 1 December 2014, by section 150 of the Financial Markets (Repeals and Amendments) Act 2013 (2013 No 70).

Section 2(1) Minister: replaced, on 25 June 1997, by section 2 of the Treasurer (Statutory References) Act 1997 (1997 No 20).

Section 2(1) net income: inserted, on 25 January 2005, by section 37(1) of the Public Finance Amendment Act 2004 (2004 No 113).

Section 2(1) New Zealand chief executive officer: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) non-voting security: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) operating expenses: inserted, on 25 January 2005, by section 37(1) of the Public Finance Amendment Act 2004 (2004 No 113).

Section 2(1) operating expenses paragraph (b)(ii): amended, on 10 September 2008, by section 6 of the Reserve Bank of New Zealand Amendment Act 2008 (2008 No 59).

Section 2(1) operating expenses paragraph (b)(iii): inserted, on 10 September 2008, by section 6 of the Reserve Bank of New Zealand Amendment Act 2008 (2008 No 59).

Section 2(1) operator: replaced, on 24 November 2009, by section 4(3) of the Reserve Bank of New Zealand Amendment Act 2009 (2009 No 53).

Section 2(1) overseas bank: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) overseas person: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) parent bank: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) participant: replaced, on 24 November 2009, by section 4(4) of the Reserve Bank of New Zealand Amendment Act 2009 (2009 No 53).

Section 2(1) payment system: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) qualifying interest: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) restricted word: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) security: repealed, on 1 December 2014, by section 150 of the Financial Markets (Repeals and Amendments) Act 2013 (2013 No 70).

Section 2(1) settlement system: inserted, on 24 November 2009, by section 4(5) of the Reserve Bank of New Zealand Amendment Act 2009 (2009 No 53).

Section 2(1) significant influence: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) specified operator: inserted, on 24 November 2009, by section 4(5) of the Reserve Bank of New Zealand Amendment Act 2009 (2009 No 53).

Section 2(1) specified security: replaced, on 25 August 2005, by section 75 of the Overseas Investment Act 2005 (2005 No 82).

Section 2(1) subsidiary: replaced, on 5 December 2013, by section 14 of the Companies Amendment Act 2013 (2013 No 111).

Section 2(1) trade mark: inserted, 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) voting right: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(1) voting right paragraph (b)(iii): amended, on 1 November 2007, by section 41 of the Companies Amendment Act 2006 (2006 No 56).

Section 2(1) voting right paragraph (b)(v): amended, on 1 November 2007, by section 41 of the Companies Amendment Act 2006 (2006 No 56).

Section 2(1) voting security: inserted, on 21 August 2003, by section 3(1) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(2): replaced, on 21 August 2003, by section 3(2) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(3): inserted, on 21 August 2003, by section 3(2) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).

Section 2(3)(a): amended, on 1 December 2014, by section 150 of the Financial Markets (Repeals and Amendments) Act 2013 (2013 No 70).

Section 2(3)(b): amended, on 1 December 2014, by section 150 of the Financial Markets (Repeals and Amendments) Act 2013 (2013 No 70).

Section 2(4): inserted, on 21 August 2003, by section 3(2) of the Reserve Bank of New Zealand Amendment Act 2003 (2003 No 46).