Participant details — Debt, equity and derivatives

All participants must first exist on another Companies Office register or directory

Part of: Debt and equity securities, and derivatives offers registration process

When registering an offer, you'll need to enter the names of all relevant participants, and the Companies Office register or directory number that's been allocated to them. Participants may also need a particular financial service provider (FSP) registration and be licensed by the Financial Markets Authority to provide certain market services.

Check participants are on a register or directory

You will need to provide the names of all relevant participants, or the number that has been allocated to them on the relevant Companies Office register or directory.

Most participants will be found on a Companies Office register and if not, will need to be recorded on the Disclose Other Participants directory.

This means your application to register an offer automatically updates certain participant details which can be held in the following places:

Participant Source
Companies registered in New Zealand Companies Register
Other entity registered in New Zealand, such as a credit union or limited partnership Companies Office
Overseas issuers, individuals, boards of trustees, partnerships and other participants Disclose Other Participants directory
Financial service providers Financial Service Providers Register

 

You need to provide the following information for debt securities participants.

Issuer

  • Issuer's name and registration number on a Companies Office register or the Other Participants directory.
  • The issuer's financial service provider (FSP) number, if required — ensure they are registered for "Offeror under an FMC offer".
  • Issuer's email address so we can communicate directly with the issuer. If you're a third party acting on behalf of an issuer, this must be the issuer's email address, not yours.
  • The 'address of register of regulated products', if different from the issuer's registered office address.

Offeror

An offer can have more than 1 offeror. If the offeror is not the issuer, provide the following details:

  • Offeror's name and registration number on a Companies Office register or the Other Participants directory.
  • The offeror's FSP number, if required — ensure they are registered for "Offeror under an FMC offer".
  • Offeror's email address. If you are a third party acting on behalf of the issuer, this must be the offeror's email address, not yours.

Supervisor

All offers must have a supervisor. Provide the following details:

  • Supervisor's name and number on a Companies Office register or the Other Participants directory.
  • Supervisor's FSP number — ensure they are licensed as a "Supervisor of a regulated offer of debt securities".
  • Supervisor's email address. If you are a third party acting on behalf of the issuer, this must be the supervisor's email address, not yours.

Conduit issuer

An offer can have more than 1 conduit issuer recipient. If a conduit issuer recipient exists, provide the following details.

  • Conduit issuer recipient's name and number on a Companies Office register or the Other Participants directory.
  • Conduit issuer recipient's FSP number. A conduit issuer must be a registered FSP — no specific licence is required.

Guarantor

An offer can have more than 1 guarantor. If a guarantor exists, provide the name and registration number of each guarantor.

Participant details — Equity securities

You need to provide the following information for equity securities participants

Issuer

  • Issuer's name and registration number on a Companies Office register or the Other Participants Directory.
  • The issuer's FSP number, if required — ensure they are registered for "Offeror under an FMC offer".
  • Issuer's email address so we can communicate directly with the issuer. If you're a third party acting on behalf of an issuer, this must be the issuer's email address, not yours.
  • The 'address of register of regulated products', if different to the issuer's registered office address.

Offeror

An offer can have more than 1 offeror. If the offeror is not the issuer, provide the following details.

  • Offeror's name and registration number on a Companies Office register or the Other Participants directory.
  • The offeror's FSP number, if required — ensure they are registered for "Offeror under an FMC offer".
  • Offeror's email address. If you are a third party acting on behalf of the issuer, this must be the offeror's email address, not yours.

Participant details — Derivatives

You need to provide the following information for derivatives participants.

Issuer

  • Issuer's name and registration number on a Companies Office register or the Other Participants Directory.
  • The issuer's financial service provider (FSP) number, if required — ensure they are registered for "Derivatives issuer - licensed".
  • Issuer's email address so we can communicate directly with the issuer. If you are a third party acting on behalf of an issuer, this must be the issuer's email address, not yours.

Offeror

An offer can have more than 1 offeror. If the offeror is not the issuer, provide the following details.

  • Offeror's name and registration number on a Companies Office register or the Other Participants directory.
  • The offeror's FSP number, if required — ensure they are registered for "Offeror under an FMC offer".
  • Offeror's email address. If you are a third party acting on behalf of the issuer, this must be the offeror's email address, not yours.

Guarantor

An offer can have more than 1 guarantor. If a guarantor exists, provide the name and registration number of each guarantor.

Adding a participant to the Disclose Other Participants directory

The Other Participants directory lists overseas issuers, individuals, boards of trustees, partnerships and other participants that do not exist on another Companies Office register.

If you have searched the directory and cannot find your participant listed there, you will need to add them to the Other Participants directory.

Search the Other Participants directory

Who can add a participant to the directory

To add a participant to the directory you must:

  • have a RealMe® login
  • be a registered user of your organisation's online account

Setting up your online account

Add a participant to the directory

To add a participant to the directory, log in to your organisation's online account and follow these steps.

  1. In the main menu, select ‘Disclose’.
  2. From the drop-down menu select ‘Record Other Participant (Overseas Issuers, Boards of Trustees, Other)’.
  3. Complete the online form by entering your participant’s details.
  4. Select Submit to complete the form and add the participant to the directory.

The participant is now recorded on the Other Participants directory and you will see them listed in the Portfolio section of your Dashboard.

You can now add the participant to an offer and maintain their details.

If the other participant is the issuer of the offer you will need to request authority to act on their behalf before you can register their offer on the Disclose Register.

Confirming your authority to update information

Updating a participant’s details

To update a participant’s details, log into your organisation’s online services account and follow these steps.

  1. Under the Organisation portfolio section on the right side of your screen, search for and select the participant you want to update.
  2. In the page containing the participant details, open the ‘I want to…’ drop-down menu and select ‘Maintain other participant’.
  3. Make the required changes to your participant details.
  4. Review the updated participant details, then select Submit.

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