(1) A trustee or statutory supervisor in respect of a security must hold a licence that covers the security.

(2) A statutory supervisor in respect of a retirement village must hold a licence that covers the retirement village.

A licensee must comply with every condition imposed on the licence.

(1) A person commits an offence if—

• (a) the person is a trustee or statutory supervisor in respect of a security; and

• (b) the person does not hold a licence that covers the security.

(1A) A person commits an offence if—

• (a) the person is a statutory supervisor in respect of a retirement village; and

• (b) the person does not hold a licence that covers the retirement village.

(2) A person commits an offence if—

• (a) the person represents that the person is licensed to be a trustee or statutory supervisor in respect of a security; and

• (b) the person does not hold a licence that covers the security.

(2A) A person commits an offence if—

• (a) the person represents that the person is licensed to be a statutory supervisor in respect of a retirement village; and

• (b) the person does not hold a licence that covers the retirement village.

(3) A person who commits an offence under this section is liable on summary conviction to a fine not exceeding $300,000.

Sections 6, 7, 8(1), and 8(1A) do not apply to a person appointed as a Commission an FMA appointee under section 21 or 38.

(1) The Commission FMA may license a person to be 1 or more of the following:

• (a) a trustee in respect of debt securities:

• (b) a statutory supervisor in respect of participatory securities:

• (c) a trustee in respect of units in unit trusts:

• (ca) a KiwiSaver trustee:

• (d) a statutory supervisor in respect of retirement villages.

(2) A licence may cover all securities, all retirement villages, or any 1 or more of the following:

• (a) securities of 1 or more classes:

• (b) 1 or more particular issues of securities:

• (c) retirement villages of 1 or more classes:

• (d) 1 or more particular retirement villages.

(3) A class may be defined (to include or exclude a security or retirement village) in any way, including, without limitation, by reference to—

• (a) a particular issuer or operator; or

• (b) a particular class of issuer or operator.

(1) The Commission FMA may, on granting or varying a licence, impose conditions on the licence.

(2) The Commission FMA may impose conditions that—

• (a) limit a licence:

• (b) apply only if the licensee is appointed as—

  • (i) trustee or statutory supervisor in respect of a particular security or class of security; or

  • (ii) statutory supervisor in respect of a particular retirement village or class of retirement village.

(3) Subsection (2) does not limit subsection (1).

(4) Examples of the conditions that the Commission FMA may impose on a licence under subsection (2)(a) include, without limitation, conditions—

• (a) limiting the number of appointments as trustee or statutory supervisor that may be held by the licensee:

• (b) setting a maximum value for supervised interests that are securities:

• (c) limiting the number of retirement villages in respect of which the statutory supervisor may hold a licence:

• (d) relating to the matters listed in section 15(3).

(1) A licence must be issued for a fixed period of no more than 8 years.

(2) A licence takes effect on the date stated in the licence.

(3) Subject to section 18(2), a licence expires on the earlier of—

• (a) the date on which the licence is cancelled under section 16 or 33(2)(d); and

• (b) the date on which the fixed period ends.

A licence must state the following information:

• (a) the name of the licensee:

• (b) in the case of securities, the security or securities covered by the licence:

• (ba) in the case of retirement villages, the retirement village or villages covered by the licence:

• (c) the conditions (if any) imposed on the licence:

• (d) the date on which the licence takes effect:

• (e) the date on which the fixed period for which the licence is issued ends:

• (f) the date by which the first report under section 24 must be delivered.

(1) If the Commission FMA issues a licence, the Commission FMA must send the licence to the licensee.

(2) If the Commission FMA varies a licence, the Commission FMA must send a replacement licence to the licensee.

(3) If the Commission FMA cancels a licence, the Commission FMA must notify the former licensee.

(4) In addition to the requirements of subsections (1) to (3), the Commission FMA must send details of the licence or the replacement licence or notification of the cancellation (as the case may be) to—

• (a) the Registrar of Financial Service Providers, if the licence relates to a security; and

• (b) the Reserve Bank of New Zealand, if the licensee is, or was, the trustee of a deposit taker; and

• (c) the Registrar of Retirement Villages, if the licensee is, or was, the statutory supervisor of a retirement village.

(5) The FMA may publicly notify any details about a licence (including the information referred to in section 12 and details relating to the variation or cancellation of a licence) as it thinks fit.

(1) A person may apply to the Commission FMA—

• (a) for a licence; or

• (b) to vary a licence.

(2) An application must be—

• (a) made in the form required by the Commission FMA; and

• (b) accompanied by the prescribed fee fee prescribed under section 62 of the Financial Markets (Regulators and KiwiSaver) Act 2010.

(3) For the purpose of making a decision on an application, the Commission FMA may require the applicant to supply information in addition to that contained in the application and may, at any time, require the applicant to verify that the information provided remains accurate at that time all, or any specified part, of the information provided in relation to the application (whether at the time of the application or at any later date) remains accurate at the time that verification is required under this subsection.

(1) The Commission FMA may issue or vary a licence only if the Commission FMA is satisfied that, having regard to any conditions imposed on the licence, the applicant is capable of effectively performing (or will, after the variation, be capable of effectively performing)—

• (a) the functions of a trustee or statutory supervisor in respect of securities covered by the licence:

• (b) the functions of a statutory supervisor in respect of retirement villages covered by the licence.

(2) Despite subsection (1), the Commission FMA may not issue a licence unless the Commission FMA is satisfied that the applicant meets the following requirements:

• (a) the applicant is—

  • (i) a body corporate that is incorporated in New Zealand; or

  • (ii) an overseas company (as defined in the Companies Act 1993) registered under that Act:

• (b) every director and senior manager of the applicant is of good character:

• (c) in the case of an applicant for a licence that covers a security, the applicant—

  • (i) is registered under the Financial Service Providers (Registration and Dispute Resolution) Act 2008; or

  • (ii) complies with section 13(a) and (b) of that Act:

• (d) in the case of an applicant for a licence that covers a retirement village, the applicant complies with section 13(a) of the Financial Service Providers (Registration and Dispute Resolution) Act 2008.

(3) Before making a decision under subsection (1), the Commission FMA must assess the following matters:

• (a) the experience, skills, and qualifications of the applicant (including, in particular, of the applicant's directors and senior managers):

• (b) the financial resources available to the applicant:

• (c) the other resources available to the applicant:

• (d) the applicant's procedures for ensuring that the applicant complies with the licensee obligations:

• (da) the applicant's procedures for ensuring that,—

  • (i) in the case of a licence relating to securities, issuers of those securities comply with the issuer obligations; and

  • (ii) in the case of a licence relating to retirement villages, operators of those retirement villages comply with the operator obligations:

• (e) the applicant's independence from issuers, or from operators, covered by the licence:

• (f) the applicant's governance structure:

• (g) the applicant's professional indemnity insurance:

• (h) other prescribed matters relating to the applicant, securities, or retirement villages covered by the licence, and issuers or operators covered by the licence:

• (i) any other matter that the Commission FMA considers is material.

(5) Before making a decision on a licence that covers a debt security issued by a deposit taker, the Commission must consult the Reserve Bank of New Zealand and take the Bank's views into account.

(5A) Before making a decision on a licence that covers a retirement village, the Commission must consult the Registrar of Retirement Villages and take the Registrar's views into account.

(6) After making a decision on an application, the Commission must notify the applicant, and any person supervised by the applicant, in writing of—

• (a) the decision; and

• (b) if the Commission does not issue a licence or does not issue or vary a licence as proposed in the application, the Commission's reasons for the decision; and

• (c) if the Commission issues or varies a licence (whether as proposed in the application or not), any matters that the Commission wishes the licensee to consider for the purposes of section 25(2).

(7) In this section,—

(1) The Commission FMA may cancel a licence on the written application of the licensee.

(2) Before cancelling a licence under subsection (1), the Commission FMA must be satisfied that the licensee does not hold an appointment as a trustee or statutory supervisor.

(1) A person (the applicant) who is dissatisfied with a decision under section 15(1) may, no later than 20 working days after receiving written notice of the decision, request the Commission to review the decision.

(2) The request must be in writing, must set out the grounds on which the applicant believes the decision should be reviewed, and must state whether or not a hearing is requested.

(3) For the purpose of the review, the Commission may, no later than 10 working days after receiving the request, require the applicant to supply information in addition to that contained in the request.

(4) If a hearing is requested, the Commission must hold a hearing and give the applicant the opportunity to be heard—

• (a) no later than 10 working days (or any longer period agreed by the applicant) after receiving the request; or

• (b) if the Commission requires the applicant to supply additional information under subsection (3), no later than 10 working days (or any longer period agreed by the applicant) after the additional information is supplied.

(5) On a review, the Commission may confirm, vary, or cancel a decision made under section 15(1).

(6) The Commission must notify the applicant in writing of—

• (a) the Commission's decision on the review; and

• (b) the Commission's reasons for the decision; and

• (c) the date on which any variation or cancellation of the decision in respect of which the review is requested takes effect.

(7) Notification under subsection (6) must be given,—

• (a) if a hearing is requested, no later than 20 working days after the hearing; or

• (b) if the Commission requires the applicant to supply additional information under subsection (3) and no hearing is requested, no later than 20 working days after the additional information is supplied; or

• (c) in any other case, no later than 20 working days after the request is received.

(8) A decision in respect of which a review is requested remains valid pending the outcome of the review.

(1) Before making a decision under section 15(1), the FMA must consult with, and take into account the views of,—

• (a) the Reserve Bank of New Zealand, if the application relates to a licence that covers a debt security issued by a deposit taker:

• (b) the Registrar of Retirement Villages, if the application relates to a licence that covers a retirement village.

(2) The FMA may decline to issue a licence, or may issue a licence other than as proposed in the application, only if the FMA gives the applicant—

• (a) at least 10 working days' written notice of the following matters before the FMA makes a decision under section 15(1):

  • (i) that the FMA may decline to issue a licence, or may issue a licence other than as proposed in the application; and

  • (ii) the reasons why it is considering taking that action; and

• (b) an opportunity to make written submissions and to be heard on the matter within that notice period.

(3) After making a decision on the application under section 15(1), the FMA must notify the applicant, and any person supervised by the applicant, in writing of—

• (a) the decision; and

• (b) if the FMA declines to issue the licence, or does not issue or vary the licence as proposed in the application, the FMA's reasons for the decision; and

• (c) if the FMA issues or varies the licence (whether as proposed in the application or not), any matters that the FMA wishes the licensee to consider for the purposes of section 25(2).

(1) A person who is dissatisfied with a decision under section 17(5) may An applicant may appeal to the High Court no later than 20 working days, or such further period as the court may allow, after receiving written notice of the decision under section 17(3).

(2) If a trustee or statutory supervisor in respect of a security or retirement village lodges an appeal against a decision not to issue a new licence that covers the security or retirement village, the court may extend the validity of the trustee's or supervisor's current licence, to the extent that it covers the security or retirement village, until the appeal has been determined or withdrawn.

(3) A decision against which an appeal is lodged remains valid pending the determination of the appeal unless the court orders otherwise.

(4) On appeal, the court may—

• (a) confirm, cancel, or vary the decision; or

• (b) refer the decision back to the Commission FMA with a direction to reconsider the whole or a specified part of the decision.

(1) The expiry of the licence of a person who holds an appointment as a trustee or statutory supervisor does not, of itself, terminate the appointment (but, if the person continues to hold the appointment and does not obtain a new licence, the person breaches section 6).

(2) This section is for the avoidance of doubt.

(1) A licensee appointed as a trustee or statutory supervisor in respect of a security or retirement village must, between 9 and 12 months before the expiry date of the licence, either—

• (a) make an application under section 15 for a new licence that covers that security or retirement village; or

• (b) notify the issuer of that security or the operator of that retirement village (as the case may be) and the Commission FMA, in writing, that the licensee does not intend to make the application referred to in paragraph (a).

(2) If the licensee makes an application referred to in subsection (1)(a), the Commission FMA must make a decision on the application no later than 3 months before the expiry date.

(3) A licensee, being a trustee or statutory supervisor in respect of a security or retirement village who holds a temporary licence must, no later than 1 month after the commencement of this Act, either—

• (a) make an application under section 15 for a new licence that covers that security or that retirement village; or

• (b) notify the issuer of that security or the operator of that retirement village (as the case may be) and the Commission in writing that the licensee does not intend to make the application referred to in paragraph (a).

(4) In this section, expiry date means the date on which the fixed period for which a licence is issued under section 15 ends.

(1) This section applies if—

• (a) the Commission the FMA rejects an application by a trustee or statutory supervisor in respect of a security, or a statutory supervisor in respect of a retirement village, (the existing appointee) for a new licence that covers the security or retirement village; and

• (b) the existing appointee no longer holds a licence that covers the security or retirement village; and

• (c) the existing appointee has not been replaced.

(2) The Commission The FMA may—

• (a) remove the existing appointee as trustee or statutory supervisor in respect of the security, or as statutory supervisor in respect of the retirement village, by written notice to the existing appointee; and

• (b) appoint a person (the Commission FMA appointee) to that position for a period of 6 months.

(2A) Before making an appointment under subsection (2)(b), the Commission the FMA must, if the Commission the FMA considers it practicable to do so, consult the relevant issuer or operator.

(3) The Commission The FMA must, as soon as practicable after making the appointment, notify the issuer of the security, or the operator of the retirement village, of the appointment.

(4) The issuer or operator must reimburse the Commission the FMA for the Commission the FMA appointee's charges during the period of the Commission the FMA appointee's appointment; and the amount due is recoverable as a debt due to the Commission the FMA.

(5) Subject to subsection (6), the Commission the FMA appointee is bound by the terms of the governing document under which the existing appointee was appointed.

(6) The Commission The FMA may approve a change to those terms (including a change that increases the charges payable to the Commission the FMA appointee) during the period of the Commission the FMA appointee's appointment if—

• (a) the issuer or operator (as the case may be) and the Commission the FMA appointee agree that the change should be made; and

• (b) the Commission the FMA is satisfied that the change will have no significant adverse effect on the interests of holders of the security or on the interests of residents of the retirement village.

(6A) The power in subsection (6) may be exercised to approve a change to the terms of the governing document despite anything to the contrary in the document.

(7) Before the end of the 6-month appointment, the issuer or the operator must either—

• (a) appoint a licensee as a replacement for the Commission the FMA appointee; or

• (b) appoint the Commission the FMA appointee as the trustee or statutory supervisor on a continuing basis (provided that the Commission the FMA appointee is a licensee holds a licence that covers the security or retirement village).

(8) Despite sections 6 and 15(2), the Commission the FMA may appoint, as a Commission an FMA appointee, any person (including a natural person) that the Commission the FMA considers appropriate in the circumstances, whether or not that person holds a licence.

(1) This section applies if—

• (a) the licence of a trustee or statutory supervisor in respect of a security or of a statutory supervisor of a retirement village (the existing appointee) is due to expire; and

• (b) the existing appointee will, on the expiry of the licence, no longer hold a licence that covers the security or the retirement village.

(1A) For the purposes of subsection (1)(a), a licence is due to expire if—

• (a) the licensee has given notice in accordance with section 20(1)(b) (notice that the licensee does not intend to apply for a new licence that covers the security or retirement village); or

• (b) the Commission the FMA has given notice in accordance with section 15(6)(b) section 17(3)(b) (notice that the Commission the FMA will not be issuing a new licence as proposed in the application).

(2) This section also applies if a Commission an FMA appointee has been appointed by the Commission the FMA under section 21(2)(b).

(3) If the issuer of the security or the operator of the retirement village appoints a person (the new appointee) as the trustee or statutory supervisor in place of the existing appointee or Commission or FMA appointee, and the new appointee accepts the appointment, the issuer or operator may remove the existing appointee or Commission or FMA appointee by written notice to the existing appointee or Commission or FMA appointee.

(3A) An appointment under subsection (3) must be made in accordance with the relevant governing document.

(4) The issuer or operator must, as soon as practicable after giving the written notice, give a copy of the notice to the Commission the FMA.

(5) The removal of the existing appointee takes effect on the date stated in, or calculated in accordance with, the notice.

(6) But if the notice is given to the Commission the FMA appointee, the removal of the Commission the FMA appointee cannot take effect until at least 15 working days have passed since the date on which the notice was given to the Commission the FMA appointee.

(7) Subsection (6) does not apply if the Commission the FMA appointee agrees in writing that the subsection does not apply.

(8) The power in subsection (3) may be exercised to remove the existing appointee or Commission or FMA appointee despite anything to the contrary in the governing document.

(9) Nothing in this section limits the issuer's or operator's power to remove the existing appointee apart from under this section.

(1) The Commission FMA appointee may, by giving notice in writing to the existing appointee, require the existing appointee to provide the Commission FMA appointee, at the existing appointee's expense, with all documents held by, or in the control of, the existing appointee that relate to the functions of the position to which the Commission FMA appointee has been appointed.

(2) The new appointee may, by giving notice in writing to the existing appointee or Commission FMA appointee (person A), require person A to provide the new appointee, at person A's expense, with all documents held by, or in the control of, person A that relate to the functions of the position to which the new appointee has been appointed.

(3) A notice under this section—

• (a) must be given no later than 6 months after the date of the appointment of the person who gives the notice:

• (b) ceases to be effective if the person who gives the notice ceases to hold the position referred to in subsection (1) or (2):

• (c) must specify a reasonable time within which the documents must be provided.

(4) A person who, without reasonable excuse, fails to comply with a notice under this section commits an offence and is liable on summary conviction to a fine not exceeding $100,000.

(5) A document provided pursuant to a notice under this section may be used only for the purpose of performing the functions of the position referred to in subsection (1) or (2).

(6) A person who, without reasonable excuse, uses a document provided pursuant to a notice under this section other than for the purpose of performing the functions of the position to which the Commission FMA appointee or new appointee has been appointed commits an offence and is liable on summary conviction to a fine not exceeding $100,000.

(7) In this section,—

(1) A licensee must deliver a report to the Commission FMA—

• (a) by a date determined by the Commission FMA when a licence is issued, which must be between 6 and 12 months after the date on which the licence is issued; and

• (b) at least once every 6 months after that date.

(2) The report must contain—

• (a) prescribed information about the following:

  • (i) the requirements referred to in section 15(2):

  • (ii) the matters referred to in section 15(3):

  • (iii) the licensee's compliance with any conditions imposed on the licence:

  • (iv) a description of the supervised interest:

  • (v) the licensee's compliance with the terms of every governing document that relates to a supervised interest:

  • (vi) other prescribed matters; and

• (b) any information required by a condition imposed on the licence.

(1) This section applies if a licensee believes that—

• (a) the licensee has, or may have, breached a licensee obligation; or

• (b) a material change of circumstances has occurred, may have occurred, or is likely to occur in relation to the licensee; or

• (c) the information on which the Commission FMA based the decision to issue or vary the licence was, or may have been, wrong, misleading, or incomplete.

(2) For the purposes of subsection (1)(b) and (c), the licensee must consider any matters notified by the Commission FMA under sections 15(6)(c) and 30(5)(d) sections 17(3)(c) and 30(5)(d).

(3) The licensee must, as soon as practicable after the licensee forms the belief referred to in subsection (1), deliver a report to the Commission FMA containing details of the belief and the licensee's grounds for the belief.

(1) The Commission may investigate—

• (a) whether a person who is or was a licensee has breached, or is likely to breach, a licensee obligation:

• (b) whether a material change of circumstances has occurred, or is likely to occur, in relation to a licensee:

• (c) whether the information on which the Commission based the decision to issue or vary a person's licence was wrong, misleading, or incomplete.

(2) An investigation may be initiated by the Commission or based on a third party's complaint.

(3) For the purposes of an investigation, the Commission may, by notice in writing to the person referred to in subsection (1), require the person or licensee to supply the Commission with any information relating to the matters referred to in subsection (1) that are specified in the notice.

(4) The notice may specify the periods for which, the form in which, and the time by which the information must be supplied.

(5) A person who fails, without reasonable excuse, to comply with the notice commits an offence and is liable on summary conviction to a fine not exceeding $200,000.

(1) This section applies if the Commission FMA is satisfied that—

• (a) a licensee has breached, or is likely to breach, a licensee obligation; or

• (b) a material change of circumstances has occurred, or is likely to occur, in relation to a licensee; or

• (c) the information on which the decision to issue or vary a licensee's licence was based was wrong, misleading, or incomplete in a material respect.

(2) The Commission FMA may, by written notice to the licensee, require the licensee to submit an action plan to the Commission FMA.

(3) The notice must—

• (a) give details of the breach or likely breach, material change of circumstances or likely material change of circumstances, or wrong, misleading, or incomplete information; and

• (b) specify the date by which the action plan must be submitted to the Commission FMA.

(4) The action plan must specify—

• (a) the step or steps that will be taken to—

  • (i) remedy to remedy or avoid the breach or likely breach; or

  • (ia) to avoid any further breach; or

  • (ii) mitigate to mitigate or avoid any adverse effects or changes arising, or likely to arise, from the material change of circumstances; or

  • (iii) correct in light of the wrong, misleading, or incomplete information; and

• (b) the date by which each step will be taken.

(1) If a licensee submits an action plan, the Commission FMA may—

• (a) approve the action plan; or

• (b) require the licensee to amend the action plan and resubmit it to the Commission FMA by a specified date for approval or rejection; or

• (c) reject the action plan.

(2) If the Commission FMA approves the action plan or amended action plan, the licensee must comply with the plan.

(3) An action plan that has been approved by the Commission FMA may be varied at any time by the licensee with the consent of the Commission FMA.

(1) If the Commission FMA rejects a licensee's action plan or amended action plan, the Commission FMA may do either or both of the following:

• (a) give a written direction to the licensee:

• (b) vary the licensee's licence in accordance with section 30.

(2) A direction under subsection (1)(a) must specify—

• (a) the step or steps that the licensee must take to—

  • (i) remedy to remedy or avoid any breach or likely breach of a licensee obligation; or

  • (ia) to avoid any further breach; or

  • (ii) mitigate to mitigate or avoid any adverse effects or changes arising, or likely to arise, from the material change of circumstances; or

  • (iii) correct in light of the wrong, misleading, or incomplete information; and

• (b) the date by which each step must be taken.

(3) The licensee must comply with the direction.

(1) The Commission FMA may, by written notice to a licensee, vary the licence—

• (a) if the Commission FMA is satisfied that—

  • (i) a material change of circumstances has occurred in relation to the licensee; or

  • (ii) the information on which the Commission FMA based the decision to issue or vary the licence was wrong, misleading, or incomplete in a material respect; or

• (b) if the Commission FMA rejects the licensee's action plan or amended action plan; or

• (c) if the licensee—

  • (i) fails to submit or amend an action plan by the date specified by the Commission FMA; or

  • (ii) fails to comply with an action plan by the date specified in the plan; or

  • (iii) fails to comply with a direction of the Commission FMA under section 29, 37, or 49 by the date specified in the direction; or

  • (iv) is in administration, receivership, or liquidation, or is subject to statutory management, or enters any other process (whether in New Zealand or another country) under which the assets and affairs of the licensee are administered, or the assets of the licensee are realised, for the benefit of creditors of the licensee.

(2) Before varying a licence, the Commission must assess all of the matters referred to in section 15(3).

(2) The FMA may vary a licence only if the FMA gives the applicant—

• (a) at least 10 working days' written notice of the following matters before the FMA varies the licence:

  • (i) that the FMA may vary the licence; and

  • (ii) the reasons why it is considering taking that action; and

• (b) an opportunity to make written submissions and to be heard on the matter within that notice period.

(3) Subject to subsection (4), the Commission FMA must exercise the power to vary a licence so that (after the licence is varied) the Commission FMA is satisfied that, having regard to any conditions imposed on the licence, the licensee is capable of effectively performing the functions of a trustee or statutory supervisor in respect of securities, or of a statutory supervisor in respect of retirement villages, covered by the licence.

(4) The Commission FMA may not vary a licence so that the licence ceases to cover a supervised interest.

(5) The notice under subsection (1) must state,—

• (a) if subsection (1)(a) applies, the material change of circumstances or information that the Commission FMA considers was wrong, misleading, or incomplete; and

• (b) the Commission's FMA's reasons for varying the licence; and

• (c) the date on which the variation takes effect; and

• (d) any matters that the Commission FMA wishes the licensee to consider for the purposes of section 25(2).

(1) A person (the applicant) who is dissatisfied with a decision under section 30(1) may, no later than 20 working days after receiving written notice of the decision, request the Commission to review the decision.

(2) The request must be in writing, must set out the grounds on which the applicant believes the decision should be reviewed, and must state whether or not a hearing is requested.

(3) For the purpose of the review, the Commission may, no later than 10 working days after receiving the request, require the applicant to supply information in addition to that contained in the request.

(4) If a hearing is requested, the Commission must hold a hearing and give the applicant the opportunity to be heard—

• (a) no later than 10 working days (or any longer period agreed by the applicant) after receiving the request; or

• (b) if the Commission requires the applicant to supply additional information under subsection (3), no later than 10 working days (or any longer period agreed by the applicant) after the additional information is supplied.

(5) On a review, the Commission may confirm, vary, or cancel a decision made under section 30(1).

(6) The Commission must notify the applicant in writing of—

• (a) the Commission's decision on the review; and

• (b) the Commission's reasons for the decision; and

• (c) the date on which any variation or cancellation of the decision in respect of which the review is requested takes effect.

(7) Notification under subsection (6) must be given,—

• (a) if a hearing is requested, no later than 20 working days after the hearing; or

• (b) if the Commission requires the applicant to supply additional information under subsection (3) and no hearing is requested, no later than 20 working days after the additional information is supplied; or

• (c) in any other case, no later than 20 working days after the request is received.

(8) A decision in respect of which a review is requested remains valid pending the outcome of the review.

(1) A licensee who is dissatisfied with the Commission's FMA's decision under section 31(5) section 30(1) may appeal to the High Court no later than 20 working days, or such further period as the court may allow, after receiving written notice of the decision.

(2) A decision against which an appeal is lodged remains valid pending the determination of the appeal unless the court orders otherwise.

(3) On appeal, the court may—

• (a) confirm, cancel, or vary the decision; or

• (b) refer the decision back to the Commission FMA with a direction to reconsider the whole or a specified part of the decision.

(1) This section applies if a licensee—

• (a) fails to submit or amend an action plan by the date specified by the Commission FMA; or

• (b) fails to comply with an action plan by the date specified in the plan; or

• (c) fails to comply with a direction of the Commission FMA under section 29, 37, or 49 by the date specified in the direction; or

• (d) is in administration, receivership, or liquidation, or is subject to statutory management, or enters any other process (whether in New Zealand or another country) under which the assets and affairs of the licensee are administered, or the assets of the licensee are realised, for the benefit of creditors of the licensee.

(2) The Commission FMA may take 1 or more of the following steps:

• (a) vary the licensee's licence in accordance with section 30:

• (b) give a written notice (a removal notice) to the licensee that applies to 1 or more supervised interests:

• (c) by written notice (a variation notice) to the licensee, vary the licensee's licence so that the licence ceases to cover 1 or more supervised interests:

• (d) by written notice (a cancellation notice) to the licensee, cancel the licensee's licence.

(3) To avoid doubt, a removal notice may apply to any supervised interest, whether or not the action plan or direction referred to in subsection (1) relates to that interest.

(4) If the Commission FMA varies a licence under subsection (2)(c) so that the licence ceases to cover a supervised interest, the Commission FMA must give a removal notice under subsection (2)(b) that applies to the interest.

(5) If the Commission FMA cancels a licence, the Commission FMA must give a removal notice under subsection (2)(b) that applies to every supervised interest.

(6) Before taking any of the steps referred to in subsection (2)(b) to (d), the Commission must—

• (a) give the licensee at least 5 working days' notice in writing of the step or steps that the Commission is proposing to take and the reasons for taking the step or steps; and

• (b) give the licensee the opportunity to make representations to the Commission; and

• (c) consider any representations made.

(6) The FMA may take 1 or more of the steps referred to in subsection (2)(b) to (d) only if the FMA gives the licensee—

• (a) at least 5 working days' written notice of the following matters before the FMA takes the action:

  • (i) that the FMA may take 1 or more of the steps referred to in subsection (2)(b) to (d); and

  • (ii) the reasons why it is considering taking that action; and

• (b) an opportunity to make written submissions and to be heard on the matter within that notice period.

(1) A removal notice must—

• (a) state the Commission's FMA's reasons for giving the notice; and

• (b) specify the latest date by which the existing appointee will be removed (the final removal date), which must not be more than 40 working days after the date on which the removal notice is given to the existing appointee; and

• (c) specify the supervised interest or interests to which the removal notice applies.

(1A) Despite subsection (1)(b), if the removal notice is given in relation to the cancellation of a licence, the final removal date must be no later than the date on which the cancellation takes effect.

(2) The Commission FMA must give a copy of the removal notice to every affected person at the same time as the notice is given to the licensee.

(3) The removal of the existing appointee as trustee or statutory supervisor in respect of an affected security, or as statutory supervisor of an affected retirement village, takes effect on the final removal date unless the existing appointee is removed from that appointment before that date (whether under section 39(1) or otherwise).

(4) For the purposes of this section and sections 37 to 41,—

A variation notice must—

• (a) state the Commission's FMA's reasons for varying the licence; and

• (b) specify the date on which the variation takes effect.

A cancellation notice must—

• (a) state the Commission's FMA's reasons for cancelling the licence; and

• (b) specify the date on which the cancellation takes effect.

(1) During the period beginning when a removal notice is given and ending when the existing appointee is removed from every appointment as trustee or statutory supervisor in respect of an affected security, or as statutory supervisor in respect of an affected retirement village, the Commission FMA may give a written direction to the existing appointee.

(2) The direction must specify—

• (a) the step or steps that the existing appointee must take; and

• (b) the date by which each step must be taken.

(3) The existing appointee must comply with the direction.

(3A) To avoid doubt, a direction must not be inconsistent with the relevant governing document, but may require the appointee to seek specified amendments to the document.

(4) A person who, without reasonable excuse, fails to comply with a direction under subsection (1) commits an offence and is liable on summary conviction to a fine not exceeding $200,000.

(5) Nothing in this section makes the Commission liable to pay any of the existing appointee's charges.

(1) If an affected person does not remove the existing appointee by written notice under section 39(1) or otherwise appoint a person as the trustee or statutory supervisor in place of the existing appointee before the final removal date, the Commission the FMA may appoint a person (the Commission FMA appointee) to that position for a period of 6 months beginning on the final removal date.

(1A) Before making an appointment under subsection (1), the Commission the FMA must, if the Commission the FMA considers it practicable to do so, consult the relevant issuer or operator.

(2) The Commission must notify the affected person of the appointment at the same time as the removal notice is given to the licensee in accordance with section 33(2)(b).

(2) The FMA must, as soon as practicable after making the appointment, notify the affected person of the appointment.

(3) The affected person must reimburse the Commission the FMA for the Commission the FMA appointee's charges during the period of the Commission the FMA appointee's appointment; and the amount due is recoverable as a debt due to the Commission the FMA.

(4) Subject to subsection (5), the Commission the FMA appointee—

• (a) is bound by the terms of the governing document under which the existing appointee was appointed; and

• (b) assumes the rights of the existing appointee as they were before the existing appointee was removed.

(5) The Commission The FMA may approve a change to those terms (including a change that increases the charges payable to the Commission the FMA appointee) during the period of the Commission the FMA appointee's appointment if—

• (a) the affected person and the Commission the FMA appointee agree that the change should be made; and

• (b) the Commission the FMA is satisfied that the change will have no significant adverse effect on the interests of holders of the security or of residents of the retirement village.

(5A) The power in subsection (5) may be exercised to approve a change to the terms of the governing document despite anything to the contrary in the document.

(6) Before the end of the 6-month appointment, the affected person must either—

• (a) appoint a licensee as a replacement for the Commission the FMA appointee; or

• (b) appoint the Commission the FMA appointee as the trustee or statutory supervisor on a continuing basis (provided that the Commission the FMA appointee is a licensee holds a licence that covers the security or retirement village).

(7) Despite sections 6 and 15(2), the Commission the FMA may appoint, as a Commission an FMA appointee, any person (including any natural person) that the Commission the FMA considers appropriate in the circumstances, whether or not that person holds a licence.

(1) If an affected person appoints a person (the new appointee) as the trustee or statutory supervisor in place of the existing appointee or Commission FMA appointee and the new appointee accepts the appointment, the affected person may remove the existing appointee or Commission FMA appointee by written notice (the replacement notice) to the existing appointee or Commission FMA appointee.

(1A) An appointment under subsection (1) must be made in accordance with the relevant governing document.

(2) Despite subsections (1) and (1A), if the affected person proposes to reappoint the existing appointee in place of the Commission FMA appointee before the end of the 6-month period of the Commission FMA appointee's appointment, the removal of the Commission FMA appointee takes effect only if the Commission FMA consents in writing.

(3) The affected person must give a copy of the replacement notice to the Commission must, as soon as practicable after giving the replacement notice, give a copy of the notice to the FMA.

(4) The removal of the existing appointee or Commission FMA appointee takes effect on the date stated in, or calculated in accordance with, the replacement notice.

(5) But if the replacement notice is given to the Commission FMA appointee, the removal of the Commission FMA appointee cannot take effect until at least 15 working days have passed since the date on which the notice was given to the Commission FMA appointee.

(6) Subsection (5) does not apply if the Commission FMA appointee agrees in writing that the subsection does not apply.

(7) The power in subsection (1) may be exercised to remove the existing appointee or Commission FMA appointee despite anything to the contrary in the governing document.

(8) Nothing in this section limits the affected person's power to remove the existing appointee apart from under this section.

(1) The Commission FMA appointee may, by giving notice in writing to the existing appointee, require the existing appointee to provide the Commission FMA appointee, at the existing appointee's expense, with all documents held by, or in the control of, the existing appointee that relate to the functions of the position to which the Commission FMA appointee has been appointed.

(2) The new appointee may, by giving notice in writing to the existing appointee or Commission FMA appointee (person A), require person A to provide the new appointee, at person A's expense, with all documents held by, or in the control of, person A that relate to the functions of the position to which the new appointee has been appointed.

(3) If the existing appointee is reinstated under section 41(4)(c), the existing appointee may, by giving notice in writing to the Commission FMA appointee or new appointee (person B), require person B to provide the existing appointee, at person B's expense, with all documents held by, or in the control of, person B that relate to the functions of the position.

(4) A notice under this section—

• (a) must be given no later than 6 months after the date of the appointment of the person who gives the notice or, in the case of a notice under subsection (3), within 6 months after the existing appointee's reinstatement:

• (b) ceases to be effective if the person who gives the notice ceases to be the trustee or statutory supervisor in respect of the affected security or the statutory supervisor in respect of the affected retirement village:

• (c) must specify the time by which a reasonable time within which the documents must be provided.

(5) A person who, without reasonable excuse, fails to comply with a notice under this section commits an offence and is liable on summary conviction to a fine not exceeding $100,000.

(6) A document provided pursuant to a notice under this section may be used only for the purpose of—

• (a) performing the functions of the trustee or statutory supervisor in respect of the affected security; or

• (b) performing the functions of the statutory supervisor in respect of the affected retirement village.

(7) A person who, without reasonable excuse, uses a document provided pursuant to a notice under this section other than for a purpose referred to in subsection (6) commits an offence and is liable on summary conviction to a fine not exceeding $100,000.

(1) A licensee may appeal to the High Court against a decision to give a removal notice, variation notice, or cancellation notice under section 33(2)(b) to (d).

(2) The licensee must lodge an appeal no later than 20 working days, or such further period as the court may allow, after receiving the removal notice, variation notice, or cancellation notice.

(3) A decision against which an appeal is lodged remains valid pending the determination of the appeal unless the court orders otherwise.

(4) On appeal, the court may—

• (a) confirm, cancel, or vary the decision; or

• (b) refer the matter back to the Commission FMA with a direction to reconsider the whole or a specified part of the decision; or

• (c) if the licensee has been removed from an appointment, order that the licensee be reinstated on terms determined by the court.

(1) The High Court may, on application by the Commission FMA, order a licensee to pay a pecuniary penalty to the Crown if the court is satisfied that the licensee has contravened a licensee obligation.

(2) In determining whether or not to make a pecuniary penalty order and (if an order is to be made) the amount of the penalty to be imposed, the court must have regard to all relevant matters, including—

• (a) the nature and extent of the contravention:

• (b) (in the case of a contravention relating to a security) the likelihood, nature, and extent of any damage to the integrity or reputation of New Zealand's securities markets as a result of the contravention:

• (c) the nature and extent of any loss or damage suffered by security holders or residents because of the contravention:

• (d) the circumstances in which the contravention occurred:

• (e) whether or not the licensee has previously contravened a licensee obligation:

• (f) the public benefit in encouraging prompt and honest self-reporting of breaches or possible breaches of licensee obligations:

• (g) any other circumstances that the court considers relevant.

(3) The maximum amount of a pecuniary penalty for a contravention of a licensee obligation is—

• (a) $200,000, if the contravention or conduct materially prejudiced security holders' or residents' interests; and

• (b) $100,000, in all other cases.

(4) If conduct by a licensee constitutes a contravention of 2 or more licensee obligations, proceedings may be brought against that licensee for the contravention of any 1 or more of the obligations, but a licensee is not liable to more than 1 pecuniary penalty order for the same conduct.

(1) The High Court may, on application by the Commission FMA, a security holder, or a resident, order a licensee to pay compensation to any security holder or resident (the aggrieved person) if the court is satisfied that—

• (a) the licensee has contravened a licensee obligation; and

• (b) the contravention has caused loss or damage to the aggrieved person.

(2) The court may make a compensation order whether or not any aggrieved person is a party to the proceeding.

(3) The court may make any order it thinks just to compensate an aggrieved person in whole or in part for the loss or damage.

(1) A licensee may be liable for both a pecuniary penalty order and a compensation order in respect of the same contravention of a licensee obligation.

(2) Once criminal proceedings against a licensee for an offence relating to the contravention of a licensee obligation are determined, the court High Court may not make a pecuniary penalty order against the licensee in respect of that contravention.

(3) Once civil proceedings against a licensee for a pecuniary penalty order in respect of the contravention of a licensee obligation are determined, the licensee may not be convicted of an offence in respect of that contravention.

(4) Proceedings under sections 42 and 43 are civil proceedings and the usual rules of the court and rules of evidence and procedure for civil proceedings apply (including the standard of proof).

(5) In this section and in sections 42 and 43,—

(1) The Commission may exercise any of its powers under the Securities Act 1978 in performing its functions under this Act, and Part 3 of that Act applies to the Commission's decisions and proceedings under this Act.

(2) This section is for the avoidance of doubt.

(1) The Commission may use any information communicated to it under section 157ZO(2)(e) of the Reserve Bank of New Zealand Act 1989 in the exercise of its functions under this Act.

(2) This section does not limit the Commission's power to use any other information in the exercise of its functions under this Act.

The Commission may use information obtained for the purposes of this Act in the exercise of its functions under any other enactment.

(1) This section applies to the following information:

• (a) information obtained by the Commission for the purposes of this Act:

• (b) information derived from information referred to in paragraph (a):

• (c) information relating to the exercise, or possible exercise, of functions under this Act.

(2) The Commission must not publish or disclose information to which this section applies unless—

• (a) the information is available to the public under any enactment or is otherwise publicly available; or

• (b) the information is in a statistical or summary form; or

• (c) the publication or disclosure of the information is for the purposes of, or in connection with, the exercise of functions under this Act or any other enactment; or

• (d) the publication or disclosure of the information is to a person who the Commission is satisfied has a proper interest in receiving the information; or

• (e) the publication or disclosure of the information is with the consent of the person to whom the information relates or of the person to whom the information is confidential.

(3) Information must not be published or disclosed under subsection (2)(d) unless the Commission is satisfied that appropriate provision exists to protect the confidentiality of the information.

(1) A person to whom information is published or disclosed under section 54(2)(c) must not publish, disclose, or use the information unless the publication, disclosure, or use is—

• (a) for the purposes of, or in connection with, the exercise of functions conferred by this Act or any other enactment; and

• (b) in accordance with any conditions that may be imposed by the Commission.

(2) A person to whom information is published or disclosed under section 54(2)(d) must not publish, disclose, or use the information unless the publication, disclosure, or use is—

• (a) authorised by the Commission and in accordance with any conditions that the Commission may have imposed; and

• (b) necessary or desirable for the exercise of any function conferred by an enactment.

(3) A person to whom information is published or disclosed under section 54(2)(e) must not publish, disclose, or use the information unless the publication, disclosure, or use is in accordance with the terms of the consent referred to in that paragraph.

(4) A person who publishes, discloses, or uses information in contravention of this section commits an offence and is liable on summary conviction to a fine not exceeding $200,000.

(1) The Commission FMA may vary or cancel a direction given under section 29, 37, or 49 if the Commission FMA is satisfied that—

• (a) circumstances have changed since the direction was given; and

• (b) the change is such that the direction should be varied or cancelled.

(2) The Commission FMA may vary or cancel the direction by giving written notice to the person to whom the direction is addressed.

(1) No civil, criminal, or disciplinary proceedings may be brought against a trustee or statutory supervisor in respect of a protected act.

(2) No person may terminate the appointment of a trustee or statutory supervisor by reason of a protected act.

(3) No tribunal, body, or authority that has jurisdiction in respect of the professional conduct of a trustee or statutory supervisor may make an order against, or do any act in relation to, the trustee or supervisor in respect of a protected act.

(4) In this section, protected act, in relation to a trustee or statutory supervisor means an act of, or omission to act on the part of, the trustee or statutory supervisor in compliance in good faith with a direction under section 29, 37, or 49.

(1) A licensee must pay the prescribed levy to the Commission.

(2) The purpose of the levy is to meet, in whole or in part, the estimated costs of the performance of the Commission's functions under this Act (including the costs of collecting the levy).

(3) Regulations under section 59 may—

• (a) specify an amount payable as the levy:

• (b) specify a method for calculating the levy:

• (c) specify the period for which the levy is payable and the time by which the levy must be paid:

• (d) exempt any class of licensee from liability to pay the levy, in whole or in part:

• (e) make different provision for different classes of licence or licensee.

(4) The levy is recoverable as a debt due to the Commission.

(1) The Governor-General may, by Order in Council, on the recommendation of the Minister, make regulations for the following purposes:

• (aa) prescribing the matters that the Commission FMA must consider in satisfying itself that every director and senior manager of the applicant is of good character for the purposes of section 15(2)(b), including the methods of assessment and things to be taken into, or left out of, account in making an assessment:

• (a) prescribing matters that the Commission FMA must assess under section 15(3)(h):

• (b) prescribing the manner in which the Commission FMA must assess the matters referred in section 15(3), including the methods of assessment and things to be taken into, or left out of, account in making an assessment:

• (c) prescribing matters and information about matters to be contained in reports under section 24:

• (d) prescribing forms for the purposes of this Act:

• (e) prescribing fees payable in respect of any matter under this Act or the manner in which fees may be calculated:

• (f) providing for the levy under section 58:

• (g) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect.

(2) Before making a recommendation under subsection (1), the Minister must consult the Commission FMA.

(4) Regulations under this section may authorise the Commission to refund or waive, in whole or in part and on any conditions as may be prescribed, payment of any fee payable in relation to any person or class of persons.

(5) A fee payable to the Commission is recoverable as a debt due to the Commission.

(1) This section applies to a person who, immediately before the commencement of this Act,—

• (a) is a trustee or statutory supervisor in respect of a security or statutory supervisor in respect of a retirement village; and

• (b) either—

  • (i) is approved to be appointed to that position under section 48 of the Securities Act 1978, section 5 of the Unit Trusts Act 1960, or section 38 of the Retirement Villages Act 2003, whether unconditionally or subject to conditions; or

  • (ii) does not need to be approved.

(2) A person to whom this section applies is deemed to hold a licence (a temporary licence) under this Act that covers the security or retirement village referred to in subsection (1)(a) and is subject to any conditions referred to in subsection (1)(b)(i).

(3) Subject to section 18(2), a temporary licence expires on the earliest of the following dates:

• (a) the date on which the temporary licence is cancelled under section 16 or 33(2)(d):

• (b) the date on which a licence issued under section 15 takes effect:

• (c) the date that is 9 months after the commencement of this Act.

(4) This Act applies to a temporary licence in the same way as it applies to a licence issued under section 15.

(5) But a person who holds a temporary licence does not, during the currency of the temporary licence, have to pay the levy under section 58.

(1) This section applies to—

• (a) a person who, immediately before the commencement of this Act, was a trustee or statutory supervisor in respect of a security or statutory supervisor in respect of a retirement village and either—

  • (i) was approved to be appointed under section 48 of the Securities Act 1978, section 5 of the Unit Trusts Act 1960, or section 38 of the Retirement Villages Act 2003, whether unconditionally or subject to conditions; or

  • (ii) did not need to be approved or is otherwise lawfully appointed; and

• (b) in the case of a KiwiSaver scheme that has an effective date that occurs on or after the commencement of this Act, the person who is the KiwiSaver trustee on that date.

(2) However, this section does not apply to a person referred to in subsection (1)(b) if the FMA has—

• (a) determined an application by that person for a licence; and

• (b) notified the person of that determination under section 17.

(3) A person to whom this section applies is deemed to hold a licence (a temporary licence) under this Act that—

• (a) covers the security or the retirement village referred to in subsection (1); and

• (b) includes cover for any security or retirement village to which that person is subsequently appointed (but only if the person would, in relation to that subsequent appointment, have met the requirements for appointment referred to in subsection (1)(a) if this Act had not been passed); and

• (c) is subject to any conditions referred to in subsection (1)(a)(i).

(4) A person who holds a temporary licence must, no later than 1 month after the commencement of this Act or (in the case of a KiwiSaver trustee referred to in subsection (1)(b)) no later than 1 month after the effective date of the relevant scheme, either—

• (a) make an application under section 14 for a licence that covers the security or retirement village; or

• (b) notify the issuer of the security or the operator of the retirement village, and the FMA, in writing, that the person does not intend to make the application referred to in paragraph (a).

(5) Subject to section 18(2), a temporary licence expires on the earliest of the following:

• (a) the date on which the temporary licence is cancelled under section 16 or 33(2)(d):

• (b) the date on which a licence issued to the holder of a temporary licence under section 15 takes effect:

• (c) the date on which the FMA notifies the holder (under section 17) that an application for a licence under section 14 has been rejected:

• (d) the close of 30 September 2012.

(6) This Act applies in relation to a temporary licence in the same way as it applies in relation to a licence issued under section 15, except that a person who holds a temporary licence does not, during the currency of the temporary licence, have to comply with section 24.

(7) To avoid doubt, nothing in subsection (4)(a) requires a trustee or statutory supervisor to make more than one application for a licence under section 14.

(8) In this section, appointed—

• (a) means appointed as a trustee or statutory supervisor; and

• (b) in relation to a KiwiSaver trustee, includes designated.

(9) In this section and in section 60A, effective date has the meaning given in section 209 of the Financial Markets (Regulators and KiwiSaver) Act 2010.

(1) This Act (including, to avoid doubt, the amendments to the KiwiSaver Act 2006 made under this Act) applies in relation to an existing KiwiSaver scheme only on and from the effective date for that scheme.

(2) In this section, existing KiwiSaver scheme has the meaning given in section 209 of the Financial Markets (Regulators and KiwiSaver) Act 2010.

(1) The FMA may, at any time before 1 October 2012,—

• (a) exempt any person, on any terms and conditions it thinks fit, from compliance with any provision of this Act or any provision of any other enactment that requires a person to be licensed under this Act:

• (b) vary or revoke any exemption granted, or any terms and conditions imposed, under paragraph (a) (in which case, subsections (2) to (6) apply, with necessary modifications, in all respects to such a variation or revocation).

(2) The FMA must be satisfied, before it grants an exemption under subsection (1)(a), that—

• (a) the action is necessary or desirable to facilitate or ensure an orderly transition to the requirements under this Act; and

• (b) the extent of the exemption is not broader than is reasonably necessary to address the matters that gave rise to the exemption.

(3) An exemption granted under subsection (1)(a)—

• (a) is a regulation for the purposes of the Regulations (Disallowance) Act 1989, but is not a regulation for the purposes of the Acts and Regulations Publication Act 1989; and

• (b) must be presented to the House of Representatives under section 4 of the Regulations (Disallowance) Act 1989; and

• (c) must, as soon as practicable after it is granted, be—

  • (i) published on an Internet site maintained by or on behalf of the FMA; and

  • (ii) notified in the Gazette; and

  • (iii) made available in printed form for purchase on request by members of the public.

(4) A notification in the Gazette does not have to include the text of the exemption.

(5) The FMA's reasons for granting an exemption under subsection (1)(a) (including why the exemption is appropriate) must be published together with the exemption.

(6) An exemption granted under subsection (1)(a) expires on the earliest of the following:

• (a) the expiry date stated in the exemption:

• (b) the date on which the exemption is revoked under subsection (1)(b):

• (c) the close of 30 September 2012.

(7) A person does not commit an offence under section 8(1) or (1A) if that person has been granted an exemption from section 6.

(8) To avoid doubt, section 60 does not apply to a person if that person has been granted an exemption from section 6.

Sections 62 and 63 amend the Corporations (Investigation and Management) Act 1989.

Section 11 is repealed and the following section substituted:

Section 11 is repealed and the following section substituted:

Section 12 is repealed.

(1) This section amends the Financial Markets (Regulators and KiwiSaver) Act 2010.

(2) Part 1 of Schedule 1 is amended by inserting the following item in its appropriate alphabetical order:

(1) This section amends the Financial Service Providers (Registration and Dispute Resolution) Act 2008.

(1A) Section 5(ia) is amended by inserting the following subparagraph after paragraph (ia)(i):

(2) Schedule 2 is amended by adding the following item:

(1) This section amends the KiwiSaver Act 2006.

(2) Section 116F is amended by repealing subsection (2) and substituting the following subsection:

(3) Section 116FA(1) is amended by inserting the following paragraph after paragraph (a):

(4) Section 116FA is amended by repealing subsection (2) and substituting the following subsection:

Sections 66 to 68 amend the Retirement Villages Act 2003.

Section 37 is repealed.

(1) Section 38(1) is amended by omitting “for the village” and substituting “who holds a licence under the Securities Trustees and Statutory Supervisors Act 2009 that covers the village”.

(2) Section 38(4) is repealed.

Section 39 is amended by adding the following subsection:

Sections 70 to 79 amend the Securities Act 1978.

(1) Section 33(2)(a) is amended by inserting “who holds a licence under the Securities Trustees and Statutory Supervisors Act 2009 that covers the security” after “a person”.

(2) Section 33(3)(a) is amended by inserting “who holds a licence under the Securities Trustees and Statutory Supervisors Act 2009 that covers the security” after “a person”.

Section 45 is amended by adding the following subsection:

Section 48 is repealed and the following section substituted:

(1) Section 49(1) is amended by repealing paragraph (a) and substituting the following paragraph:

(2) Section 49(3) is amended by inserting the following paragraph after paragraph (f):

The following section is inserted after section 50A 50B:

Section 60A(1)(b)(i) is amended by inserting “the Securities Trustees and Statutory Supervisors Act 2009,” after “the Securities Markets Act 1988,”.

Section 69P(3) is amended by adding “or the Securities Trustees and Statutory Supervisors Act 2009”.

Section 69U(1)(a)(ii) is amended by inserting “the Securities Trustees and Statutory Supervisors Act 2009,” after “the Securities Markets Act 1988,”.

(1) Section 70(1)(g) is amended by omitting “; and, without limiting the generality of the foregoing, clauses specifying the duties and powers of trustees or statutory supervisors, as the case may be, and the obligations of issuers may be prescribed as clauses that are deemed to be contained in such deeds”.

(2) Section 70 is amended by inserting the following subsection after subsection (1):

Schedule 1 is amended by inserting the following item in its appropriate alphabetical order: “Securities Trustees and Statutory Supervisors Act 2009”.

(1) This section amends the Securities Markets Act 1988.

(2) Section 43F(1)(b)(i) is amended by inserting “the Securities Trustees and Statutory Supervisors Act 2009,” after “the Securities Act 1978,”.

(1) This section amends the Takeovers Act 1993.

(2) Section 44F(b)(i) is amended by inserting “the Securities Trustees and Statutory Supervisors Act 2009,” after “the Securities Act 1978,”.

(1) This section amends the Trustee Companies Act 1967.

(2) Section 7(2) is amended by repealing paragraph (m) and substituting the following paragraph:

(3) Section 7(2) is amended by repealing paragraph (p) and substituting the following paragraph:

Sections 84 to 90 amend the Unit Trusts Act 1960.

Section 5 is repealed.

Section 8(b) is amended by omitting “eligible in accordance with section 5 of this Act” and substituting “who holds a licence under the Securities Trustees and Statutory Supervisors Act 2009 that covers the unit trust”.

Section 10 is repealed and the following section substituted:

(1) Section 12 is amended by inserting the following subsection after subsection (1):

(2) Section 12(2) is amended by inserting “, the manager,” after “the trustee”.

(1) Section 18(2) is amended by adding “and any directions given by the Securities Commission Financial Markets Authority under the Securities Trustees and Statutory Supervisors Act 2009”.

(2) Section 18(4) is amended by omitting “the trusts or any rule of law” and inserting “the trusts, a direction of the Securities Commission Financial Markets Authority, any rule of law,”.

The following section is inserted after section 19:

(1) Section 28(2) is amended by adding the following paragraphs:

(2) Section 28 is amended by adding the following subsections: