Memorandum of Understanding

ANNEX A
OPERATIONS GROUP

The Operations Group will comprise of the following personnel.

For NZSE:

• General Counsel;
• Representative of the Panel Executive; and
• Representative of Market Control.

For the Commission:

• General Counsel;
• Director of Enforcement; and
• Representative of enforcement team.

Either party may invite additional personal to attend meetings of the Operations Group.

ANNEX B
STRATEGIC GROUP

The Strategic Group will comprise the following personnel.

For NZSE:

• CEO;
• The Chair of the Board or his or her designate;
• A member of the Board, nominated by NZSE; and
• General Counsel.

For the Commission:

• The Chair of the Commission;
• Two Commission Members, nominated by the Commission;
• General Counsel; and
• Director of Enforcement.

ANNEX C
SECTION 19A OF THE MARKETS ACT

19A Purpose of this subpart

The purpose of this subpart is to provide for appropriate continuous disclosure by public issuers of material information that is not generally available to the market.

The following criteria are relevant to the implementation of that purpose (without limiting the other relevant criteria):

(a)	providing an appropriate level of protection for investors:
(b)	seeking to maintain the integrity and international competitiveness of the New Zealand listed markets:
(c)	ensuring that the benefits resulting from the continuous disclosure regime justify the costs, including the following costs: (i) the value that a public issuer gives up if the information is not kept confidential; and (ii) compliance costs for public issuers and registered exchanges in disclosing the information:
(d)	ensuring reasonable consistency and predictability in the application of the continuous disclosure regime:
(e)	avoiding unfair advantages resulting from inappropriate disclosure of information to some, but not all, investors:
(f)	recognising the important to the New Zealand listed markets of attracting and retaining public issuers:
(g)	recognising the desirability of an effectively functioning framework of co-regulation of listed markets by registered exchanges and the Commission:
(h)	recognising the importance of maintaining international best practices for continuous disclosure in listed markets:
(i)	any principles applying to the co-ordination of business law between Australia and New Zealand set out in any agreement or memorandum of understanding between the Governments of New Zealand and Australia.