On 1 May 2011, a new prospectus registration process for securities offers was introduced by the Securities Amendment Act 2011 to more closely align the process with the approach adopted in Australia. This replaces the current pre-registration vetting process with a post-registration "consideration period", during which the securities can not be issued. (For further details on these changes see Issue No. 8 of Corporate Reporter.)
New Companies Office procedures
Under the new regime, prospectuses must be lodged in their final form with the Registrar of Financial Service Providers (which, for now, is the Registrar of Companies). The Registrar is to ensure that the documentation provided is completed (checking legibility and basic data) before registering the prospectus, but will not consider the content of the documents. The Companies Office has provided details of how to register prospectuses under the new registration regime on its website here.
FMA's pre-registration check
In order to provide for a smooth transition from the old prospectus registration process to the new regime, measures were included in the Act to provide for a temporary period during which the FMA will continue to carry out a pre-registration review process consistent with that previously undertaken by the Companies Office. This is expected to be in place for six months.
For details on the FMA's pre-registration check of prospectuses click here.