31 Sale where financial products issued with view to original holder dealing with products

(1)

An offer of financial products for sale requires disclosure under Part 3 of this Act if—

(a)

the issuer issued the financial products with a view to the original holder dealing with the products; and

(b)

the offer of the financial products for sale is made within 12 months after the date on which the financial products were issued; and

(c)

the financial products have not previously been offered for issue or sale—

(i)

under a regulated offer; or

(ii)

under an offer made, in the prescribed circumstances, in reliance upon clause 19; or

(iii)

under an offer outside New Zealand under an application regime under subpart 6 of Part 9 of this Act.

(2)

An offer of financial products for sale to a person outside New Zealand requires disclosure under Part 3 of this Act if—

(a)

section 50 (when PDS must be given) applies to the products under section 580; and

(b)

the issuer issued the financial products with a view to the financial products being offered for sale outside New Zealand in circumstances in which an application regime under subpart 6 of Part 9 of this Act would have applied to the products; and

(c)

the offer of the financial products for sale is made within 12 months after the date on which the financial products were issued; and

(d)

the financial products have not previously been offered for issue or sale—

(i)

under a regulated offer; or

(ii)

under an offer made, in the prescribed circumstances, in reliance upon clause 19; or

(iii)

under an offer outside New Zealand under an application regime under subpart 6 of Part 9 of this Act.

(3)

Financial products must be taken to be issued with the view referred to in subclause (1)(a) or (2)(b) if there are reasonable grounds for concluding that the products were issued with the view (whether or not there may have been other reasons or purposes for the issue).

(4)

In this clause,—

dealing with the products means selling or transferring the financial products, or granting, issuing, or transferring interests in, or options over, the financial products

original holder means the person to whom the financial products were issued.

Compare: 1978 No 103 s 6(2), (2AA); Corporations Act 2001 s 707(3), (4) (Aust)