Credit Contracts and Consumer Finance Amendment Bill

3 Purposes (1) The primary purpose of this Act is to protect the interests of consumers in connection with credit contracts, consumer leases, and buy-back transactions of land. (2) It is also the purpose of this Act— (a) to promote the confident and informed participation in markets for credit by consumers; and (b) to promote and facilitate fair, efficient, and transparent markets for credit; and (c) to protect the interests of consumers under credit contracts, consumer leases, and buy-back transactions of land, both when those agreements are entered into and for their duration; and (d) to provide remedies for debtors, lessees, and occupiers (including consumers) in relation to— (i) oppressive credit contracts, consumer leases, and buy-back transactions of land; and (ii) oppressive conduct by creditors under credit contracts, lessors under consumer leases, and transferees under buy-back transactions of land. (3) To achieve the purposes referred to in subsections (1) and (2), this Act— (a) requires creditors under consumer credit contracts and transferees under buy-back transactions of land to be responsible lenders, both when they provide credit or finance and for the duration of those agreements; and (b) provides for the disclosure of adequate information to consumers under consumer credit contracts and consumer leases (both before entry into, and before variation of, such agreements)— (i) to enable consumers to distinguish between competing credit or lease arrangements; and (ii) to enable consumers to be informed of the terms of consumer credit contracts or consumer leases before they become irrevocably committed to them; and (iii) to enable consumers to monitor the performance of consumer credit contracts; and (iv) in the case of consumer leases, to make clear to consumers that consumer leases are not consumer credit contracts; and (c) provides rules about interest charges, credit fees, default fees, and payments in relation to consumer credit contracts; and (d) enables consumers to seek reasonable changes to consumer credit contracts on the grounds of unforeseen hardship; and (e) provides for the disclosure of adequate information to consumers under buy-back transactions of land and for independent legal advice to those consumers— (i) to inform consumers of the terms, the effects, and the implications of those transactions before they become irrevocably committed to them; and (ii) to enable consumers to monitor the performance of those transactions; and (f) provides rules about fees in relation to buy-back transactions of land; and (g) provides, in relation to credit contracts that include or involve a security interest,— (i) rules that apply in relation to the creditor’s rights to repossess consumer goods; and (ii) corresponding rights for consumers and third parties that are affected by the exercise of the creditor’s rights; and (h) applies, as appropriate, the requirements, disclosure obligations, rules, and remedies specified in paragraphs (a) to (g) in relation to guarantors; and (i) requires creditors under consumer credit contracts and mobile traders to be certified; and (j) provides for the disclosure of certain information about debt collection to debtors under credit contracts.

Part 4 Overview provides for enforcement and liability matters, including— In this Act,— statutory damages: (a) this Part deals with preliminary matters, including interpretation providing the FMA and the application courts with certain powers in connection with breaches of this Act to the Crown: Act: (ab) Part 1A contains provisions relating to lenders’ responsibilities, including provisions for the development of a Responsible Lending Code and requirements to make publicly available standard form contract terms and information about prohibitions on the costs enforcement of borrowing: (b) Part 2 contains provisions relating to consumer credit contracts, including provisions relating to when a credit contract is a consumer credit contract, when a lease of goods is to be treated as a consumer credit contract (instead of a consumer lease), disclosure, interest charges, fees, payments, and changes to consumer credit contracts on the grounds of unforeseen hardship: (c) Part 3 contains provisions relating to guarantees, consumer leases, credit-related insurance, repayment waivers, extended warranties, and buy-back transactions of land: in certain situations: (ca) Part 3A contains provisions relating to repossession of consumer goods under consumer credit contracts: offences: (d) Part 4 contains provisions relating to civil remedies, injunctions, offences, a defence, enforceable undertakings, reasonable mistake defence: pecuniary penalties, and certain provisions concerning the Commerce Commission: penalties: (e) Part 5 contains provisions relating to See also the reopening of oppressive credit contracts, consumer leases, and buy-back transactions of land: Financial Markets Authority Act 2011, which provides for— (ea) Part 5A requires creditors under consumer credit contracts and mobile traders this Act to be certified: financial markets legislation; and (f) Part 6 contains miscellaneous provisions, including provisions relating the FMA to disclosure about debt collection, contracting out, regulations, consequential amendments, perform or exercise various functions, powers, and transitional arrangements. duties in relation to this Act.

4 Overview In this Act,— (a) this Part deals with preliminary matters, including interpretation and the application of this Act to the Crown: (ab) Part 1A contains provisions relating to lenders’ responsibilities, including provisions for the development of a Responsible Lending Code and requirements to make publicly available standard form contract terms and information about the costs of borrowing: (b) Part 2 contains provisions relating to consumer credit contracts, including provisions relating to when a credit contract is a consumer credit contract, when a lease of goods is to be treated as a consumer credit contract (instead of a consumer lease), disclosure, interest charges, fees, payments, and changes to consumer credit contracts on the grounds of unforeseen hardship: (c) Part 3 contains provisions relating to consumer leases, credit-related insurance, repayment waivers, extended warranties, and buy-back transactions of land: (ca) Part 3A contains provisions relating to repossession of consumer goods under consumer credit contracts: (d) Part 4 contains provisions relating to civil remedies, injunctions, offences, a defence, enforceable undertakings, pecuniary penalties, and certain provisions concerning the Commerce Commission: (e) Part 5 contains provisions relating to the reopening of oppressive credit contracts, consumer leases, and buy-back transactions of land: (ea) Part 5A requires creditors under consumer credit contracts and mobile traders to be certified: (f) Part 6 contains miscellaneous provisions, including provisions relating to disclosure about debt collection, contracting out, regulations, consequential amendments, and transitional arrangements.

5 Interpretation In this Act, unless the context otherwise requires,— advance means— (a) money provided to the debtor or to another person to the order of the debtor: (b) a pre-existing monetary obligation of the debtor that is paid, discharged, or consolidated by the creditor: (c) the cash price of any property or services that are— (i) purchased by the debtor from the creditor; or (ii) the subject of an agreement between the debtor and the creditor under which the debtor either is required to purchase the property or services from the creditor or has an option to make such a purchase: (d) in the case of the use of a credit card to purchase property or services from a person who is not the creditor or to obtain money, the agreed price of the property or services or the monetary amount, as the case may be: (e) in relation to a credit contract to which Part 3A applies that secures the obligations of the debtor as guarantor under a guarantee, the amount of the guarantor’s liability to the creditor under the guarantee annual interest rate means a rate specified in the credit contract as an annual interest rate broker means a person who, for consideration, assists a person in obtaining credit buy-back default fees means fees or charges payable on a breach of a buy-back transaction by an occupier or on the enforcement of a buy-back transaction by a transferee buy-back fees means fees or charges payable by the occupier under a buy-back transaction, or payable by the occupier to, or for the benefit of, the transferee in connection with a buy-back transaction (including any insurance premiums payable if the transferee requires the occupier to obtain insurance cover from a particular insurer or particular insurers); but does not include the following: (a) a buy-back default fee: (b) government charges, duties, taxes, or levies buy-back promoter means a person who introduces the parties to a buy-back transaction to each other if— (a) the person receives a fee in connection with the buy-back transaction from the occupier, the transferee, or any other person; or (b) an associated person of that person receives a fee in connection with the buy-back transaction from the occupier, the transferee, or any other person buy-back transaction has the meaning set out in section 8 cash price, in relation to property sold or leased, or to services provided under a contract, means— (a) the lowest price at which a person could have purchased that property or those services from the vendor, lessor, or provider on the basis of payment in full at the time the contract was made; or (b) if there is no price in accordance with paragraph (a), the fair market value of that property or those services at the time the contract was made certified means certified under Part 5A charge for an optional service means a fee or charge for a service or benefit that is offered to the debtor in connection with a credit contract if the debtor does not have to accept the service or benefit as a condition of entering into the contract Commission means the Commerce Commission established by the Commerce Act 1986 consumer credit contract has the meaning set out in section 11 consumer credit insurance means insurance cover in the event of the insured’s disability or death or the insured contracting a sickness, sustaining an injury, or becoming unemployed, if the liability of the insurer is to be determined by reference to the liability of the insured under a credit contract or a consumer lease consumer goods means goods that are used or acquired for use primarily for personal, domestic, or household purposes consumer lease has the meaning set out in section 60 costs of borrowing, in relation to a consumer credit contract, means any or all of the following costs: (a) a credit fee: (b) a default fee: (c) interest charges costs of the buy-back transaction, in relation to a buy-back transaction, means any or all of the following costs: (a) the rent payable under the right to occupy: (b) the fees and charges that are payable under the transaction costs of the lease, in relation to a consumer lease, means any or all of the following costs: (a) payments to be made by the lessee under the lease: (b) fees or charges that are payable on a breach of the lease by the lessee or on the enforcement of the lease by the lessor court means, in relation to any matter, the court, tribunal, or arbitral tribunal by or before which the matter falls to be determined credit has the meaning set out in section 6 credit contract has the meaning set out in section 7 credit fees means fees or charges payable by the debtor under a credit contract, or payable by the debtor to, or for the benefit of, the creditor in connection with a credit contract, and— (a) includes— (i) establishment fees: (ii) prepayment fees as defined in section 43(2) (whether in relation to part prepayments or full prepayments): (iii) insurance premiums payable for credit-related insurance if the creditor requires the debtor to obtain insurance cover from a particular insurer or particular insurers: (iv) fees and charges payable as referred to in section 45 if the other person, body, or agency referred to in that section is an associated person of the creditor; but (b) does not include— (i) interest charges: (ii) charges for an optional service: (iii) default fees: (iv) government charges, duties, taxes, or levies: (v) fees and charges payable as referred to in section 45 if the other person, body, or agency referred to in that section is not an associated person of the creditor: (vi) cancellation charges as referred to in section 36F of the Fair Trading Act 1986 credit limit means the maximum unpaid balance permitted under the credit contract credit-related insurance means, in connection with a credit contract or consumer lease,— (a) insurance over secured property or leased goods; or (b) insurance that provides cover for the shortfall that occurs if secured property or leased goods are totally or substantially destroyed and the insurance proceeds from another insurance contract are insufficient to pay any outstanding obligations of the debtor under the credit contract or the lessee under the consumer lease; or (c) consumer credit insurance credit sale means a contract involving the sale of property or the provision of services under which payment of the whole or a part of the purchase price is deferred; and includes a lease that is to be treated as a credit sale under section 16 creditor— (a) means a person who provides, or may provide, credit under a credit contract; and (b) if the rights of that person are transferred by assignment or by operation of law, includes the person for the time being entitled to those rights; and (c) includes a person declared by regulations to be a creditor; but (d) does not include a person exempted by regulations from being a creditor creditor’s agent means a person authorised by a creditor to repossess consumer goods on behalf of the creditor, and includes such a person who is an employee of the creditor daily interest rate means the rate determined by dividing the annual interest rate by 365 debt collection has the meaning set out in section 132A debtor means a person to whom credit has been provided, or may be provided, under a credit contract; and, if the rights of that person are transferred by assignment or by operation of law, includes the person for the time being entitled to those rights default, in Part 3A, means 1 or more breaches of a credit contract by the debtor sufficient, according to the terms of the contract, to give rise to the creditor’s right to repossess the consumer goods default fees means fees or charges payable on a breach of a credit contract by a debtor or on the enforcement of a credit contract by a creditor; but does not include default interest charges default interest charges means additional interest charges payable on a breach of a credit contract by a debtor director has the same meaning as in section 6(1) of the Financial Markets Conduct Act 2013 dispute resolution scheme means an approved dispute resolution scheme within the meaning of section 50 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 electronic includes electrical, digital, magnetic, optical, electromagnetic, biometric, and photonic electronic communication means a communication by electronic means establishment fees means the fees or charges payable under the credit contract that relate to the costs incurred by the creditor in connection with the application for credit, processing and considering that application, documenting the contract, and advancing the credit; but does not include any fee or charge to the extent that it is a charge for an optional service estate means a fee simple estate, a leasehold estate, or a stratum estate extended warranty means an agreement between a creditor or lessor and a debtor or lessee under which the creditor or lessor, for an additional consideration, agrees to repair or replace defective goods outside of the warranty period that would otherwise apply family trust means a trust that is established primarily to benefit either or both of the following: (a) a natural person for whom the settlor has natural love and affection: (b) an organisation or a trust whose income is exempt under section CB 4(1)(c) or (e) of the Income Tax Act 1994 financing statement, in Part 3A, has the same meaning as in section 135 of the Personal Property Securities Act 1999 full costs includes reasonable costs incurred between solicitor and client, fees, and other expenses full prepayment means the payment of the unpaid balance before the last amount to be paid under the credit contract becomes payable goods means personal chattels other than money and choses in action guarantee means a guarantee, indemnity, or liability given, assumed, or undertaken by a guarantor guarantor, in relation to a credit contract,— (a) means a natural person who— (i) guarantees the performance of a debtor’s obligations under the contract; or (ii) indemnifies a creditor against any loss that the creditor may incur in connection with the contract; or (iii) assumes liability for performing the obligations of a debtor under the contract; but (b) does not include such a person to the extent that the person indemnifies a creditor against any loss that the creditor may incur in connection with the contract under a contract of insurance high-cost consumer credit contract has the meaning set out in section 45C information system means a system for producing, sending, receiving, storing, displaying, or otherwise processing electronic communications infringement fee and infringement notice have the meanings set out in section 105A infringement offence has the meaning set out in section 102A interest charge means a charge that accrues over time and is determined by applying a rate to an amount owing under a credit contract (and includes a default interest charge) lawyer has the meaning given to it by section 6 of the Lawyers and Conveyancers Act 2006 layby sale agreement has the same meaning as in section 36B of the Fair Trading Act 1986 lease means a contract for the hire of goods lender has the meaning set out in section 9B lender responsibility principles means the principles set out in section 9C(2) Minister means the Minister of the Crown who, under the authority of any warrant or with the authority of the Prime Minister, is for the time being responsible for the administration of this Act Ministry means the department of State that, with the authority of the Prime Minister, is for the time being responsible for the administration of this Act mobile trader means a person who carries on a business of offering or agreeing to supply, in person and outside of fixed premises, consumer goods to a natural person— (a) under a credit sale (regardless of whether the contract is a consumer credit contract); or (b) where all or a part of the supply of the consumer goods is to be financed by a consumer credit contract under which a creditor is an associated person of that person— (whether or not the business is the provider’s only business or the provider’s principal business) mobile trader service means the financial service of being a mobile trader under section 5(1) of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 occupier has the meaning set out in section 8 oppressive has the meaning set out in section 118 paid adviser means a person who acts for consideration as an adviser to, or as a trustee, nominee, or agent of, 1 or more of the parties; but does not include a person who is an employee of 1 or more of the parties part prepayment means the payment of an amount that is less than the unpaid balance before that amount is payable under the credit contract payment, in relation to a credit sale, includes a deposit or a trade-in allowance payment reminder has the meaning set out in section 132A post-repossession notice means a notice under section 83V prescribed means prescribed by regulations made under this Act property means land, money, goods, choses in action, goodwill, and every valuable thing, whether real or personal, and whether situated in New Zealand or elsewhere public holiday means a day specified in section 44(1) of the Holidays Act 2003 purchase money security interest has the same meaning as in section 16(1) of the Personal Property Securities Act 1999 register of financial service providers means the register of financial service providers established and maintained under the Financial Service Providers (Registration and Dispute Resolution) Act 2008 regulations means regulations in force under this Act related company has the same meaning as in section 2(3) of the Companies Act 1993 repayment waiver means an agreement between a creditor or lessor and a debtor or lessee under which the creditor or lessor, for an additional consideration, agrees to waive the creditor’s or lessor’s right to any amount payable under the credit contract or consumer lease in the event of the unemployment of, sickness of, injury to, or the disability or death of the debtor or lessee repossession means the exercise, or purported exercise, of the creditor’s rights under a credit contract relating to consumer goods to take possession of those goods, or keys and access devices relating to those goods, whether or not the creditor was previously in actual possession of those goods, keys, or access devices; and repossess has a corresponding meaning repossession warning notice means a notice under section 83G residential premises means a building, or part of a building, that is a house, flat, townhouse, home unit, or similar dwelling erected, or currently used, primarily and principally as a residence, and includes any land, improvements, or appurtenances belonging to the dwelling or usually enjoyed with it Responsible Lending Code or Code means the Code prepared and issued under section 9G revolving credit contract means a credit contract, whether or not the contract specifies a credit limit, if the contract— (a) anticipates multiple advances, to be made when requested by the debtor in accordance with the contract; and (b) does not limit the total amount to be advanced to the debtor under the contract security interest means an interest in property created or provided for by a transaction that, in substance, secures payment or performance of an obligation under a credit contract or buy-back transaction, without regard to— (a) the form of the transaction; and (b) the identity of the person who has title to the property that is subject to the security senior manager has the same meaning as in section 6(1) of the Financial Markets Conduct Act 2013 standard form contract terms— (a) means standard form contract terms that are intended to be contained (in whole or in part) in a class of agreements (as defined in section 9B) and that— (i) have been printed or otherwise prepared by, or on behalf of, the lender; and (ii) are used by the lender in concluding, or as a basis for concluding, such agreements; and (b) includes standard form contract terms of a contract, an arrangement, a repayment waiver, or an extended warranty referred to in section 9B(3) or (4) transferee has the meaning set out in section 8 unpaid balance means the amount owing under a credit contract at a particular time, being the difference between all amounts credited and all amounts debited to the debtor under the contract at that time unpaid daily balance, in relation to a day, means the unpaid balance under a credit contract at the end of that day weighted average annual interest rate has the meaning given in the regulations working day means a day of the week other than— (a) a Saturday, a Sunday, Waitangi Day, Good Friday, Easter Monday, Anzac Day, the Sovereign’s birthday, Te Rā Aro ki a Matariki/Matariki Observance Day, and Labour Day; and (ab) if Waitangi Day or Anzac Day falls on a Saturday or a Sunday, the following Monday; and (b) a day in the period commencing with 25 December in a year and ending with 2 January in the following year; and (c) if 1 January falls on a Friday, the following Monday; and (d) if 1 January falls on a Saturday or a Sunday, the following Monday and Tuesday.

5 Interpretation In this Act, unless the context otherwise requires,- advance means- (a) money provided to the debtor or to another person to the order of the debtor: (b) a pre-existing monetary obligation of the debtor that is paid, discharged, or consolidated by the creditor: (c) the cash price of any property or services that are- (i) purchased by the debtor from the creditor; or (ii) the subject of an agreement between the debtor and the creditor under which the debtor either is required to purchase the property or services from the creditor or has an option to make such a purchase: (d) in the case of the use of a credit card to purchase property or services from a person who is not the creditor or to obtain money, the agreed price of the property or services or the monetary amount, as the case may be: (e) in relation to a credit contract to which Part 3A applies that secures the obligations of the debtor as guarantor under a guarantee, the amount of the guarantor's liability to the creditor under the guarantee annual interest rate means a rate specified in the credit contract as an annual interest rate broker means a person who, for consideration, assists a person in obtaining credit buy-back default fees means fees or charges payable on a breach of a buy-back transaction by an occupier or on the enforcement of a buy-back transaction by a transferee buy-back fees means fees or charges payable by the occupier under a buy-back transaction, or payable by the occupier to, or for the benefit of, the transferee in connection with a buy-back transaction (including any insurance premiums payable if the transferee requires the occupier to obtain insurance cover from a particular insurer or particular insurers); but does not include the following: (a) a buy-back default fee: (b) government charges, duties, taxes, or levies buy-back promoter means a person who introduces the parties to a buy-back transaction to each other if- (a) the person receives a fee in connection with the buy-back transaction from the occupier, the transferee, or any other person; or (b) an associated person of that person receives a fee in connection with the buy-back transaction from the occupier, the transferee, or any other person buy-back transaction has the meaning set out in section 8 cash price, in relation to property sold or leased, or to services provided under a contract, means- (a) the lowest price at which a person could have purchased that property or those services from the vendor, lessor, or provider on the basis of payment in full at the time the contract was made; or (b) if there is no price in accordance with paragraph (a), the fair market value of that property or those services at the time the contract was made certified means certified under Part 5A charge for an optional service means a fee or charge for a service or benefit that is offered to the debtor in connection with a credit contract if the debtor does not have to accept the service or benefit as a condition of entering into the contract Commission means the Commerce Commission established by the Commerce Act 1986 consumer credit contract has the meaning set out in section 11 consumer credit insurance means insurance cover in the event of the insured's disability or death or the insured contracting a sickness, sustaining an injury, or becoming unemployed, if the liability of the insurer is to be determined by reference to the liability of the insured under a credit contract or a consumer lease consumer goods means goods that are used or acquired for use primarily for personal, domestic, or household purposes consumer lease has the meaning set out in section 60 costs of borrowing, in relation to a consumer credit contract, means any or all of the following costs: (a) a credit fee: (b) a default fee: (c) interest charges costs of the buy-back transaction, in relation to a buy-back transaction, means any or all of the following costs: (a) the rent payable under the right to occupy: (b) the fees and charges that are payable under the transaction costs of the lease, in relation to a consumer lease, means any or all of the following costs: (a) payments to be made by the lessee under the lease: (b) fees or charges that are payable on a breach of the lease by the lessee or on the enforcement of the lease by the lessor court means, in relation to any matter, the court, tribunal, or arbitral tribunal by or before which the matter falls to be determined credit has the meaning set out in section 6 credit contract has the meaning set out in section 7 credit fees means fees or charges payable by the debtor under a credit contract, or payable by the debtor to, or for the benefit of, the creditor in connection with a credit contract, and- (a) includes- (i) establishment fees: (ii) prepayment fees as defined in section 43(2) (whether in relation to part prepayments or full prepayments): (iii) insurance premiums payable for credit-related insurance if the creditor requires the debtor to obtain insurance cover from a particular insurer or particular insurers: (iv) fees and charges payable as referred to in section 45 if the other person, body, or agency referred to in that section is an associated person of the creditor; but (b) does not include- (i) interest charges: (ii) charges for an optional service: (iii) default fees: (iv) government charges, duties, taxes, or levies: (v) fees and charges payable as referred to in section 45 if the other person, body, or agency referred to in that section is not an associated person of the creditor: (vi) cancellation charges as referred to in section 36F of the Fair Trading Act 1986 credit limit means the maximum unpaid balance permitted under the credit contract credit-related insurance means, in connection with a credit contract or consumer lease,- (a) insurance over secured property or leased goods; or (b) insurance that provides cover for the shortfall that occurs if secured property or leased goods are totally or substantially destroyed and the insurance proceeds from another insurance contract are insufficient to pay any outstanding obligations of the debtor under the credit contract or the lessee under the consumer lease; or (c) consumer credit insurance credit sale means a contract involving the sale of property or the provision of services under which payment of the whole or a part of the purchase price is deferred; and includes a lease that is to be treated as a credit sale under section 16 creditor- (a) means a person who provides, or may provide, credit under a credit contract; and (b) if the rights of that person are transferred by assignment or by operation of law, includes the person for the time being entitled to those rights; and (c) includes a person declared by regulations to be a creditor; but (d) does not include a person exempted by regulations from being a creditor creditor's agent means a person authorised by a creditor to repossess consumer goods on behalf of the creditor, and includes such a person who is an employee of the creditor daily interest rate means the rate determined by dividing the annual interest rate by 365 debt collection has the meaning set out in section 132A debtor means a person to whom credit has been provided, or may be provided, under a credit contract; and, if the rights of that person are transferred by assignment or by operation of law, includes the person for the time being entitled to those rights default, in Part 3A, means 1 or more breaches of a credit contract by the debtor sufficient, according to the terms of the contract, to give rise to the creditor's right to repossess the consumer goods default fees means fees or charges payable on a breach of a credit contract by a debtor or on the enforcement of a credit contract by a creditor; but does not include default interest charges default interest charges means additional interest charges payable on a breach of a credit contract by a debtor director has the same meaning as in section 6(1) of the Financial Markets Conduct Act 2013 dispute resolution scheme means an approved dispute resolution scheme within the meaning of section 50 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 electronic includes electrical, digital, magnetic, optical, electromagnetic, biometric, and photonic electronic communication means a communication by electronic means establishment fees means the fees or charges payable under the credit contract that relate to the costs incurred by the creditor in connection with the application for credit, processing and considering that application, documenting the contract, and advancing the credit; but does not include any fee or charge to the extent that it is a charge for an optional service estate means a fee simple estate, a leasehold estate, or a stratum estate extended warranty means an agreement between a creditor or lessor and a debtor or lessee under which the creditor or lessor, for an additional consideration, agrees to repair or replace defective goods outside of the warranty period that would otherwise apply family trust means a trust that is established primarily to benefit either or both of the following: (a) a natural person for whom the settlor has natural love and affection: (b) an organisation or a trust whose income is exempt under section CB 4(1)(c) or (e) of the Income Tax Act 1994 financing statement, in Part 3A, has the same meaning as in section 135 of the Personal Property Securities Act 1999 full costs includes reasonable costs incurred between solicitor and client, fees, and other expenses full prepayment means the payment of the unpaid balance before the last amount to be paid under the credit contract becomes payable goods means personal chattels other than money and choses in action guarantee means a guarantee, indemnity, or liability given, assumed, or undertaken by a guarantor guarantor, in relation to a credit contract,- (a) means a natural person who- (i) guarantees the performance of a debtor's obligations under the contract; or (ii) indemnifies a creditor against any loss that the creditor may incur in connection with the contract; or (iii) assumes liability for performing the obligations of a debtor under the contract; but (b) does not include such a person to the extent that the person indemnifies a creditor against any loss that the creditor may incur in connection with the contract under a contract of insurance high-cost consumer credit contract has the meaning set out in section 45C information system means a system for producing, sending, receiving, storing, displaying, or otherwise processing electronic communications infringement fee and infringement notice have the meanings set out in section 105A infringement offence has the meaning set out in section 102A interest charge means a charge that accrues over time and is determined by applying a rate to an amount owing under a credit contract (and includes a default interest charge) lawyer has the meaning given to it by section 6 of the Lawyers and Conveyancers Act 2006 layby sale agreement has the same meaning as in section 36B of the Fair Trading Act 1986 lease means a contract for the hire of goods lender has the meaning set out in section 9B lender responsibility principles means the principles set out in section 9C(2) Minister means the Minister of the Crown who, under the authority of any warrant or with the authority of the Prime Minister, is for the time being responsible for the administration of this Act Ministry means the department of State that, with the authority of the Prime Minister, is for the time being responsible for the administration of this Act mobile trader means a person who carries on a business of offering or agreeing to supply, in person and outside of fixed premises, consumer goods to a natural person- (a) under a credit sale (regardless of whether the contract is a consumer credit contract); or (b) where all or a part of the supply of the consumer goods is to be financed by a consumer credit contract under which a creditor is an associated person of that person- (whether or not the business is the provider's only business or the provider's principal business) mobile trader service means the financial service of being a mobile trader under section 5(1) of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 occupier has the meaning set out in section 8 oppressive has the meaning set out in section 118 paid adviser means a person who acts for consideration as an adviser to, or as a trustee, nominee, or agent of, 1 or more of the parties; but does not include a person who is an employee of 1 or more of the parties part prepayment means the payment of an amount that is less than the unpaid balance before that amount is payable under the credit contract payment, in relation to a credit sale, includes a deposit or a trade-in allowance payment reminder has the meaning set out in section 132A post-repossession notice means a notice under section 83V prescribed means prescribed by regulations made under this Act property means land, money, goods, choses in action, goodwill, and every valuable thing, whether real or personal, and whether situated in New Zealand or elsewhere public holiday means a day specified in section 44(1) of the Holidays Act 2003 purchase money security interest has the same meaning as in section 16(1) of the Personal Property Securities Act 1999 register of financial service providers means the register of financial service providers established and maintained under the Financial Service Providers (Registration and Dispute Resolution) Act 2008 regulations means regulations in force under this Act related company has the same meaning as in section 2(3) of the Companies Act 1993 repayment waiver means an agreement between a creditor or lessor and a debtor or lessee under which the creditor or lessor, for an additional consideration, agrees to waive the creditor's or lessor's right to any amount payable under the credit contract or consumer lease in the event of the unemployment of, sickness of, injury to, or the disability or death of the debtor or lessee repossession means the exercise, or purported exercise, of the creditor's rights under a credit contract relating to consumer goods to take possession of those goods, or keys and access devices relating to those goods, whether or not the creditor was previously in actual possession of those goods, keys, or access devices; and repossess has a corresponding meaning repossession warning notice means a notice under section 83G residential premises means a building, or part of a building, that is a house, flat, townhouse, home unit, or similar dwelling erected, or currently used, primarily and principally as a residence, and includes any land, improvements, or appurtenances belonging to the dwelling or usually enjoyed with it Responsible Lending Code or Code means the Code prepared and issued under section 9G revolving credit contract means a credit contract, whether or not the contract specifies a credit limit, if the contract- (a) anticipates multiple advances, to be made when requested by the debtor in accordance with the contract; and (b) does not limit the total amount to be advanced to the debtor under the contract security interest means an interest in property created or provided for by a transaction that, in substance, secures payment or performance of an obligation under a credit contract or buy-back transaction, without regard to- (a) the form of the transaction; and (b) the identity of the person who has title to the property that is subject to the security senior manager has the same meaning as in section 6(1) of the Financial Markets Conduct Act 2013 standard form contract terms- (a) means standard form contract terms that are intended to be contained (in whole or in part) in a class of agreements (as defined in section 9B) and that- (i) have been printed or otherwise prepared by, or on behalf of, the lender; and (ii) are used by the lender in concluding, or as a basis for concluding, such agreements; and (b) includes standard form contract terms of a contract, an arrangement, a repayment waiver, or an extended warranty referred to in section 9B(3) or (4) transferee has the meaning set out in section 8 unpaid balance means the amount owing under a credit contract at a particular time, being the difference between all amounts credited and all amounts debited to the debtor under the contract at that time unpaid daily balance, in relation to a day, means the unpaid balance under a credit contract at the end of that day weighted average annual interest rate has the meaning given in the regulations working day means a day of the week other than- (a) a Saturday, a Sunday, Waitangi Day, Good Friday, Easter Monday, Anzac Day, the Sovereign's birthday, Te Rā Aro ki a Matariki/Matariki Observance Day, and Labour Day; and (ab) if Waitangi Day or Anzac Day falls on a Saturday or a Sunday, the following Monday; and (b) a day in the period commencing with 25 December in a year and ending with 2 January in the following year; and (c) if 1 January falls on a Friday, the following Monday; and (d) if 1 January falls on a Saturday or a Sunday, the following Monday and Tuesday. express trust has the same meaning as in section 12 of the Trusts Act 2019 FMA means the Financial Markets Authority established by Part 2 of the Financial Markets Authority Act 2011

repayment waiver means an agreement between a creditor or lessor and a debtor or lessee under which the creditor or lessor, for an additional consideration, agrees to waive the creditor's or lessor's right to any amount payable under the credit contract or consumer lease in the event of any 1 or more of the following: the unemployment of, sickness of, injury to, or the disability or death of the debtor or lessee lessee: the amount payable under a contract of insurance on the total loss of the insured property is less than the unpaid balance of the credit contract, where the insured property is subject to a security interest that was taken in connection with the credit contract

(3) A particular arrangement or facility, or an arrangement or a facility of a class, declared by the FMA under section 138A(1)(a) is not a credit contract if the person who relies on the declaration complies with the terms and conditions (if any) that apply to the declaration.

the FMA to make stop orders or direction orders in respect of a breach of the principles (see subpart 2A of Part 4):

9A Outline of Part (1) This Part provides for lender responsibility principles that must be complied with by creditors under certain credit contracts and transferees under buy-back transactions. (2) In relation to those principles, this Act provides for- (a) the court to make compensation and other orders, or to grant an injunction, in respect of a breach of the principles (see sections 93(aa), 96(1)(aa), 98A, 98B, and 107A): (aa) the debtor to be entitled to recover statutory damages if the creditor breaches certain of the principles (see section 88): (b) creditors to make decisions on hardship applications under section 55 in compliance with the principles (see section 57A): (c) creditors to comply with the principles in relation to a repossession of consumer goods (see sections 83E(1)(c) and 83Q): (d) the District Court to order persons not to act as creditors, lessors, or transferees if those persons have failed to comply with the principles (see section 108(1)(a)(v)): (e) the court to have regard to compliance with the principles when deciding whether to reopen an agreement under Part 5 (see section 124(1)(b)). (3) This Part also provides for requirements to make publicly available standard form contract terms and information about the costs of borrowing.

relevant guarantee guarantee- means a guarantee given, or proposed to be given, by a natural person in respect of a consumer credit contract, contract; but does not include a guarantee under which the guarantor is a trustee acting in their capacity as as- a trustee of a family trust an express trust; or as a partner of a partnership under the Partnership Law Act 1908 2019

9C Lender responsibility principles (1) Every lender must comply with the lender responsibility principles. (2) The lender responsibility principles are that every lender must, at all times,- (a) exercise the care, diligence, and skill of a responsible lender- (i) in any advertisement for providing credit or finance under an agreement or for providing credit-related insurance under a relevant insurance contract; and (ii) before entering into an agreement to provide credit or finance or a relevant insurance contract and before taking a relevant guarantee; and (iii) in all subsequent dealings with a borrower in relation to an agreement or a relevant insurance contract or a guarantor in relation to a relevant guarantee; and (b) comply with all the lender responsibilities specified in subsections (3), (4), and (5). (3) The lender responsibilities are that a lender must, in relation to an agreement with a borrower,- (a) make reasonable inquiries, before entering into the agreement, and before making a material change referred to in subsection (8), so as to be satisfied that it is likely that- (i) the credit or finance provided under the agreement will meet the borrower's requirements and objectives; and (ii) the borrower will make the payments under the agreement without suffering substantial hardship; and (b) assist the borrower to reach an informed decision as to whether or not to enter into the agreement and to be reasonably aware of the full implications of entering into the agreement, including by ensuring that- (i) any advertising- (A) complies with the advertising standards set out in the regulations; and (B) is not, or is not likely to be, misleading, deceptive, or confusing to borrowers; and (ii) the terms of the agreement are expressed in plain language in a clear, concise, and intelligible manner; and (iii) any information provided by the lender to the borrower is not presented in a manner that is, or is likely to be, misleading, deceptive, or confusing; and (iv) reasonable steps are taken to offer to the borrower information about the agreement in another language (language A) if- (A) advertising that is wholly or significantly in language A is being, or within the preceding 6 months has been, distributed to the public or a section of the public; and (B) the steps are necessary to ensure that the borrower can reach an informed decision (for example, if the borrower may not have a good understanding of the language in which the lender is otherwise providing information to the borrower under this Act); and (c) assist the borrower to reach informed decisions in all subsequent dealings in relation to the agreement, including by ensuring that- (i) any variation to the agreement is expressed in plain language in a clear, concise, and intelligible manner; and (ii) any information provided by the lender to the borrower after the agreement has been entered into is not presented in a manner that is, or is likely to be, misleading, deceptive, or confusing; and (d) treat the borrower and their property (or property in their possession) reasonably and in an ethical manner, including- (i) when breaches of the agreement have occurred or may occur or when other problems arise: (ii) when a debtor under a consumer credit contract suffers unforeseen hardship (see section 55): (iii) during a repossession process (including by taking all reasonable steps to ensure that goods and property are not damaged during the process, that repossessed goods are adequately stored and protected, and that the right to enter premises is not exercised in an unreasonable manner); and (e) ensure, in the case of an agreement to which Part 5 applies, that- (i) the agreement is not oppressive: (ii) the lender does not exercise a right or power conferred by the agreement in an oppressive manner: (iii) the lender does not induce the borrower to enter into the agreement by oppressive means; and (f) meet all the lender's legal obligations to the borrower, including under this Act, the Fair Trading Act 1986, the Consumer Guarantees Act 1993, the Financial Service Providers (Registration and Dispute Resolution) Act 2008, and subpart 5A of Part 6 of the Financial Markets Conduct Act 2013, which include- (i) obligations in relation to disclosure, credit fees, unforeseen hardship applications, and credit repossession under this Act; and (ii) prohibitions on false or misleading representations and unfair contract terms under the Fair Trading Act 1986; and (iii) the guarantee that the service of providing credit and any other services will be carried out with reasonable care and skill under the Consumer Guarantees Act 1993. (4) The lender responsibilities are also that a lender must, in relation to a relevant guarantee that is taken by the lender,- (a) make reasonable inquiries, before the guarantee is given, so as to be satisfied that it is likely that the guarantor will be able to comply with the guarantee without suffering substantial hardship; and (b) assist the guarantor to reach an informed decision as to whether or not to give the guarantee and to be reasonably aware of the full implications of giving the guarantee, including by ensuring that- (i) the terms of the guarantee are expressed in plain language in a clear, concise, and intelligible manner; and (ii) any information provided by the lender to the guarantor is not presented in a manner that is or is likely to be misleading, deceptive, or confusing; and (iii) reasonable steps are taken to offer to the guarantor information about the guarantee in another language (language A) if- (A) advertising about the agreement that is wholly or significantly in language A is being, or within the preceding 6 months has been, distributed to the public or a section of the public; and (B) the steps are necessary to ensure that the guarantor can reach an informed decision (for example, if the guarantor may not have a good understanding of the language in which the lender is otherwise providing information to the guarantor under this Act); and (c) treat the guarantor reasonably and in an ethical manner, including when breaches of a credit contract to which the guarantee applies have occurred or may occur or when other problems arise; and (d) ensure, in the case of a guarantee that is to be treated as forming part of a credit contract for the purposes of Part 5 under section 119, that- (i) the guarantee is not oppressive: (ii) the lender does not exercise a right or power conferred by the guarantee in an oppressive manner: (iii) the lender does not induce the guarantor to give the guarantee by oppressive means; and (e) meet all the lender's legal obligations to the guarantor, including under the Acts specified in subsection (3)(f). (5) The lender responsibilities are also that a lender must, in relation to a relevant insurance contract,- (a) make reasonable inquiries, before the contract is entered into, so as to be satisfied that it is likely that- (i) the insurance provided under the contract will meet the borrower's requirements and objectives; and (ii) the borrower will make the payments under the contract without suffering substantial hardship; and (b) assist the borrower to reach an informed decision as to whether or not to enter into the contract and to be reasonably aware of the full implications of entering into the contract, including by ensuring that- (i) any advertising is not, or is not likely to be, misleading, deceptive, or confusing to borrowers; and (ii) any information provided by the lender to the borrower is not presented in a manner that is, or is likely to be, misleading, deceptive, or confusing. (5A) In subsections (3)(a), (4)(a), and (5)(a), the requirement to make reasonable inquiries so as to be satisfied of a matter includes a requirement to comply with regulations made under section 138(1)(abd). (6) Subsections (3)(b)(iii) and (c)(ii), (4)(b)(ii), and (5)(b)(ii) do not apply to information that is subject to section 32(1). (7) (8) The material changes for the purposes of subsection (3)(a) are- (a) the parties to the agreement agree to change the agreement by increasing a credit limit under the agreement: (b) the lender exercises a power under the agreement to increase a credit limit under the agreement: (c) the lender makes an additional advance that the lender did not take into account when previously satisfying itself as to the matters in subsection (3)(a).

9C Lender responsibility principles (1) Every lender must comply with the lender responsibility principles. (2) The lender responsibility principles are that every lender must, at all times,- (a) exercise the care, diligence, and skill of a responsible lender- (i) in any advertisement for providing credit or finance under an agreement or for providing credit-related insurance under a relevant insurance contract; and (ii) before entering into an agreement to provide credit or finance or a relevant insurance contract and before taking a relevant guarantee; and (iii) in all subsequent dealings with a borrower in relation to an agreement or a relevant insurance contract or a guarantor in relation to a relevant guarantee; and (b) comply with all the lender responsibilities specified in subsections (3), (4), and (5). (3) The lender responsibilities are that a lender must, in relation to an agreement with a borrower,- (a) make reasonable inquiries, before entering into the agreement, and before making a material change referred to in subsection (8), so as to be satisfied that it is likely that- (i) the credit or finance provided under the agreement will meet the borrower's requirements and objectives; and (ii) the borrower will make the payments under the agreement without suffering substantial hardship; and (b) assist the borrower to reach an informed decision as to whether or not to enter into the agreement and to be reasonably aware of the full implications of entering into the agreement, including by ensuring that- (i) any advertising- (A) complies with the advertising standards set out in the regulations; and (B) is not, or is not likely to be, misleading, deceptive, or confusing to borrowers; and (ii) the terms of the agreement are expressed in plain language in a clear, concise, and intelligible manner; and (iii) any information provided by the lender to the borrower is not presented in a manner that is, or is likely to be, misleading, deceptive, or confusing; and (iv) reasonable steps are taken to offer to the borrower information about the agreement in another language (language A) if- (A) advertising that is wholly or significantly in language A is being, or within the preceding 6 months has been, distributed to the public or a section of the public; and (B) the steps are necessary to ensure that the borrower can reach an informed decision (for example, if the borrower may not have a good understanding of the language in which the lender is otherwise providing information to the borrower under this Act); and (c) assist the borrower to reach informed decisions in all subsequent dealings in relation to the agreement, including by ensuring that- (i) any variation to the agreement is expressed in plain language in a clear, concise, and intelligible manner; and (ii) any information provided by the lender to the borrower after the agreement has been entered into is not presented in a manner that is, or is likely to be, misleading, deceptive, or confusing; and (d) treat the borrower and their property (or property in their possession) reasonably and in an ethical manner, including- (i) when breaches of the agreement have occurred or may occur or when other problems arise: (ii) when a debtor under a consumer credit contract suffers unforeseen hardship (see section 55): (iii) during a repossession process (including by taking all reasonable steps to ensure that goods and property are not damaged during the process, that repossessed goods are adequately stored and protected, and that the right to enter premises is not exercised in an unreasonable manner); and (e) ensure, in the case of an agreement to which Part 5 applies, that- (i) the agreement is not oppressive: (ii) the lender does not exercise a right or power conferred by the agreement in an oppressive manner: (iii) the lender does not induce the borrower to enter into the agreement by oppressive means; and (f) meet all the lender's legal obligations to the borrower, including under this Act, the Fair Trading Act 1986, the Consumer Guarantees Act 1993, the Financial Service Providers (Registration and Dispute Resolution) Act 2008, and subpart 5A of Part 6 of the Financial Markets Conduct Act 2013, which include- (i) obligations in relation to disclosure, credit fees, unforeseen hardship applications, and credit repossession under this Act; and (ii) prohibitions on false or misleading representations and unfair contract terms under the Fair Trading Act 1986; ; and (iii) the guarantee that the service of providing credit and any other services will be carried out with reasonable care and skill under the Consumer Guarantees Act 1993. (4) The lender responsibilities are also that a lender must, in relation to a relevant guarantee that is taken by the lender,- (a) make reasonable inquiries, before the guarantee is given, so as to be satisfied that it is likely that the guarantor will be able to comply with the guarantee without suffering substantial hardship; and (b) assist the guarantor to reach an informed decision as to whether or not to give the guarantee and to be reasonably aware of the full implications of giving the guarantee, including by ensuring that- (i) the terms of the guarantee are expressed in plain language in a clear, concise, and intelligible manner; and (ii) any information provided by the lender to the guarantor is not presented in a manner that is or is likely to be misleading, deceptive, or confusing; and (iii) reasonable steps are taken to offer to the guarantor information about the guarantee in another language (language A) if- (A) advertising about the agreement that is wholly or significantly in language A is being, or within the preceding 6 months has been, distributed to the public or a section of the public; and (B) the steps are necessary to ensure that the guarantor can reach an informed decision (for example, if the guarantor may not have a good understanding of the language in which the lender is otherwise providing information to the guarantor under this Act); and (c) treat the guarantor reasonably and in an ethical manner, including when breaches of a credit contract to which the guarantee applies have occurred or may occur or when other problems arise; and (d) ensure, in the case of a guarantee that is to be treated as forming part of a credit contract for the purposes of Part 5 under section 119, that- (i) the guarantee is not oppressive: (ii) the lender does not exercise a right or power conferred by the guarantee in an oppressive manner: (iii) the lender does not induce the guarantor to give the guarantee by oppressive means; and (e) meet all the lender's legal obligations to the guarantor, including under the Acts specified in subsection (3)(f). (5) The lender responsibilities are also that a lender must, in relation to a relevant insurance contract,- (a) make reasonable inquiries, before the contract is entered into, so as to be satisfied that it is likely that- (i) the insurance provided under the contract will meet the borrower's requirements and objectives; and (ii) the borrower will make the payments under the contract without suffering substantial hardship; and (b) assist the borrower to reach an informed decision as to whether or not to enter into the contract and to be reasonably aware of the full implications of entering into the contract, including by ensuring that- (i) any advertising is not, or is not likely to be, misleading, deceptive, or confusing to borrowers; and (ii) any information provided by the lender to the borrower is not presented in a manner that is, or is likely to be, misleading, deceptive, or confusing. (5A) In subsections (3)(a), (4)(a), and (5)(a), the requirement to make reasonable inquiries so as to be satisfied of a matter includes a requirement to comply with regulations made under section 138(1)(abd). (6) Subsections (3)(b)(iii) and (c)(ii), (4)(b)(ii), and (5)(b)(ii) do not apply to information that is subject to section 32(1). (7) (8) The material changes for the purposes of subsection (3)(a) are- (a) the parties to the agreement agree to change the agreement by increasing a credit limit under the agreement: (b) the lender exercises a power under the agreement to increase a credit limit under the agreement: (c) the lender makes an additional advance that the lender did not take into account when previously satisfying itself as to the matters in subsection (3)(a).

(9) However, neither of the following involves a material change for the purposes of subsection (3)(a): a lender paying unpaid rates under section 62 of the Local Government (Rating) Act 2002 (and the treatment of an amount paid under section 62(3) of that Act): a lender paying or advancing an amount as referred to in section 87 of the Property Law Act 2007 (and interest accruing as referred to in section 87(2) of that Act).

9CA Records about inquiries made (1) The lender must keep records about the inquiries made by the lender under section 9C (including the results of those inquiries). (2) Those records must demonstrate how the lender has satisfied itself as to the matters in section 9C(3)(a), (4)(a), and (5)(a). (3) The lender must make those records available to the Commission, on request by the Commission. (4) The lender must make available to a person responsible for an approved dispute resolution scheme, on request by that person, the records that relate to an agreement or a relevant insurance contract that is the subject of a dispute under that scheme. (5) The lender must make available to a borrower, on request by that borrower and free of charge, the records about the inquiries made by the lender under section 9C(3)(a) and (5)(a) that relate to an agreement or a relevant insurance contract to which the borrower is a party. (6) The lender must make available to a guarantor, on request by that guarantor and free of charge, the records about the inquiries made by the lender under section 9C(4)(a) that relate to a relevant guarantee to which the guarantor is a party. (7) The lender must provide the records within 20 working days of the date on which the request is received by the lender or, in the case of records being provided to the Commission, within any longer period of time specified by the Commission. (8) The Commission does not need to use its powers under section 98 of the Commerce Act 1986 to make a request under subsection (3). (9) The lender must keep the records for a period of at least 7 years after the date on which the inquiry was made. (10) To avoid doubt, the lender is not required to keep records about inquiries when an application is declined or withdrawn.

11 Meaning of consumer credit contract (1) A credit contract is a consumer credit contract if— (a) the debtor is a natural person; and (b) the credit is to be used, or is intended to be used, wholly or predominantly for personal, domestic, or household purposes; and (c) 1 or more of the following applies: (i) interest charges are or may be payable under the contract: (ii) credit fees are or may be payable under the contract: (iii) a security interest is or may be taken under the contract; and (d) when the contract is entered into, 1 or more of the following applies: (i) the creditor, or one of the creditors, carries on a business of providing credit (whether or not the business is the creditor’s only business or the creditor’s principal business): (ii) the creditor, or one of the creditors, makes a practice of providing credit in the course of a business carried on by the creditor: (iii) the creditor, or one of the creditors, makes a practice of entering into credit contracts in the creditor’s own name as creditor on behalf of, or as trustee or nominee for, any other person: (iv) the contract results from an introduction of one party to another party by a paid adviser or broker. (1A) For the purposes of subsection (1)(b), the predominant purpose for which the credit is to be used is— (a) the purpose for which more than 50% of the credit is intended to be used; or (b) if the credit is intended to be used to obtain goods or services for use for different purposes, the purpose for which the goods or services are intended to be most used. (1B) The reference to intention in subsections (1)(b) and (1A) is a reference to the debtor’s intention. (1C) An arrangement or a facility is also a consumer credit contract if regulations declare it to be is of a consumer credit contract. (2) This class declared by the FMA under section is subject to sections 14 and 15. Compare: Consumer Credit Code (Appendix to Consumer Credit (Queensland) Act 1994) s 6(1) (Qld) 138A(1)(b).

15 Certain contracts not consumer credit contracts (1) The following contracts are not consumer credit contracts: (a) a contract for the sale of property, or the provision of services, to a person if the total amount payable under the contract by the person (other than any amount payable solely as a result of a default in payment by the person) is the agreed price of the property or services and is to be paid within 2 months from the day the contract is entered into: (b) a contract that is a credit contract merely because a person's account with a creditor is debited and- (i) the effect of the debit is to put the account into overdraft; and (ii) the creation of the overdraft has not been agreed between the creditor and the person before the debit of the account: (c) a credit contract under which the debtor is a trustee acting in his or her capacity as a trustee of a family an express trust: (ca) a loan contract (as defined in section 4(1) of the Student Loan Scheme Act 2011): (d) a contract of any class prescribed by regulations to be a class of contract that is exempted from being a consumer credit contract if the person who relies on the exemption complies with the terms and conditions (if any) that apply to the exemption. (2) Subsection (1)(b) applies whether or not- (a) the creditor knows at the time the account is debited that the debit would have the effect of putting the account into overdraft; or (b) the creditor makes a charge (whether by way of an interest charge or otherwise) relating to the creation of the overdraft.

(1A) The requirement in subsection (1)(b)(i) must be treated as satisfied to the extent that it relates to the information set out in section 19(1)(b) if, in connection with a consumer credit contract, the creditor maintains (at all reasonable times) a website that does either or both of the following: the website allows the debtor to access information about the unpaid balance after each transaction is credited or debited to the debtor’s account: the website allows the debtor to access information about the unpaid balance as at the end of each day in which a transaction is credited or debited to the debtor’s account. (1B) In subsection (1A), transaction means any advance, interest charge, amount paid or credited, fee, or charge referred to in section 19(1)(c), (d), (e), or (f).

reduces the amount of each payment due under the contract for a period not exceeding 3 months, where— the creditor considers on reasonable grounds that any consequential increase to the total amount of interest charges payable, and to the total number of payments, under the contract is immaterial; and the reduction is not made following an application under section 55; or

26AB Disclosure not required for guarantor who is trustee or partner Sections 24 to 26A do not require disclosure to be made to a guarantor who is— a trustee acting in their capacity as a trustee of an express trust; or a person acting in their capacity as a partner of a partnership under the Partnership Law Act 2019.

(3) If a consumer credit contract involves a repayment waiver or an extended warranty, the waiver or warranty is to be treated as forming part of the contract for the purposes of this section and sections 28 to 31 (with the effect that a cancellation of the contract also operates as a cancellation of the waiver or warranty). (4) See also section 27A, which enables a debtor to cancel a repayment waiver or an extended warranty separately from the consumer credit contract.

27A Right to cancel repayment waiver or extended warranty separately from consumer credit contract (1) This section— applies if a consumer credit contract involves a repayment waiver or an extended warranty (or both); but does not apply if— the creditor requires the debtor to obtain the repayment waiver or extended warranty (as the case may be); and that requirement is not unreasonable under section 69. (2) The debtor under the contract may cancel the repayment waiver or extended warranty (or both) by giving written notice of the cancellation to the creditor under the contract within 5 working days of the day that disclosure is made under section 17 (or at any time if that disclosure has not been made). (3) This section does not limit section 27(3), which provides for a cancellation of a consumer credit contract under that section to also operate as a cancellation of a repayment waiver or an extended warranty.

28 Notice of cancellation, return of property, and payment of cash price (1) Written notice of cancellation may be expressed in any way that shows the intention of the debtor to cancel or withdraw from the consumer credit contract. (2) Written notice of cancellation may be given, property may be returned, and a cash price paid, to a creditor— (a) by giving it to the creditor or any agent or employee of the creditor; or (b) by posting it to the last known place of residence or business of the creditor or any agent of the creditor. (3) Written notice of cancellation may be given in electronic form, whether by means of an electronic communication or otherwise, if the creditor consents to notices or other communications from the debtor being given in electronic form and by means of an electronic communication, if applicable. (4) For the purposes of this section, a creditor may consent to notices or other communications from the debtor being given in electronic form subject to conditions regarding the form of the notice or communication or the means by which the notice or communication is produced, sent, received, processed, stored, contract, repayment waiver, or displayed. (5) Written notice of cancellation may be given, property may be returned, and a cash price paid by an agent acting on behalf of a debtor. Compare: 1981 No 27 s 22(3) extended warranty.

(4) If a repayment waiver or an extended warranty is cancelled under section 27 or 27A, the following rules apply: the rights and obligations of the parties under the waiver or warranty cease; and no debtor is liable to pay any amount for the waiver or warranty other than any reasonable expenses necessarily incurred by the creditor in connection with the waiver or warranty and its cancellation; and if the debtor has already paid any amount for the waiver or warranty that the debtor is not liable to pay under paragraph (b), the amount paid is due to the debtor under subsection (1)(c)(ii) or must otherwise be repaid to the debtor.

41A Records and reviews about how fees calculated (1) The creditor under a consumer credit contract must keep records about how the creditor calculated each credit fee and default fee for the purposes of section 41. (2) Those calculations must demonstrate that each credit fee and default fee is not unreasonable at the time at which the fee was calculated or reviewed. (3) A creditor must— (a) review a credit fee or a default fee if the creditor knows, or ought reasonably to know, that there has been a change that is likely to materially affect the reasonableness of the fee (for example, a change in the creditor’s business or costs); and (b) reduce the fee if the result of the review is that the fee is now unreasonable. (4) The creditor must make the records required by this section available to the Commission, on request by the Commission. (5) The creditor must make available to a dispute resolution scheme, on request by that scheme, the records that relate to a contract that is the subject of a dispute under that scheme. (6) The creditor must provide the records within 20 working days of the date on which the request is received by the creditor or, in the case of records being provided to the Commission, within any longer period of time specified by the Commission. (7) The Commission does not need to use its powers under section 98 of the Commerce Act 1986 to make a request under subsection (4). (8) The creditor must keep the records for a period of at least 7 years after the date on which the fee is calculated or reviewed.

related consumer credit contract, in respect of a high-cost consumer credit contract (contract A), means all other consumer credit contracts where- (a) a debtor is the same person as a debtor under contract A; and (b) a creditor is the same person as, or an associated person of, a creditor under contract A; and (c) the consumer credit contracts (including contract A) are entered into during a period- (i) that begins with a high-cost consumer credit contract being entered into; and (ii) that ends with the expiry of 15 continuous days during which there was no unpaid balance on any of the consumer credit contracts entered into since the start of the period,- and includes a contract declared by regulations to be a type of contract that is a related consumer credit contract. class declared by the FMA under section 138A(1)(d).

(7) For the purposes of subsection (1)(b), this subsection refers to a guarantor who is— a trustee acting in their capacity as a trustee of an express trust; or a person acting in their capacity as a partner of a partnership under the Partnership Law Act 2019.

appeals under section 92K:

88 Creditors, creditors’ agents, lessors, transferees, and buy-back promoters liable for statutory damages (1) The debtor under a consumer credit contract is entitled to recover from the creditor under the contract the amount of the statutory damages set out in section 89 if the creditor breaches, in connection with the contract, any of the following provisions: (a) section 9C(1) with respect to the lender responsibilities in section 9C(3)(a) to (e) or (5): (b) sections 17 to 24, 32 to 40, and 70: (c) subpart 6A of Part 2 (provisions relating to debtors under high-cost consumer credit contracts): (d) section 131B (when person needs to be certified): (e) section 132A (disclosure about debt collection). (1AA) In the case of a breach of section 131B (when person needs to be certified), references in this Part to— (a) the creditor include references to a mobile trader: (b) the debtor under a consumer credit contract include references to a person to whom a mobile trader service is provided. (1A) The debtor under a credit contract is entitled to recover from— (a) the creditor under the contract the amount of the statutory damages set out in section 89 if the creditor or the creditor’s agent breaches, in connection with the contract, any of the provisions of Part 3A; and (b) the creditor’s agent the amount of the statutory damages set out in section 89 if the creditor’s agent breaches, in connection with the contract, any of the provisions of Part 3A. (1B) However, if a creditor’s agent breaches, in connection with a contract, any of the provisions of Part 3A, the debtor is not entitled, under subsection (1A), to recover the amount of statutory damages from— (a) the creditor’s agent if the debtor has already recovered that amount from the creditor: (b) the creditor if the debtor has already recovered that amount from the creditor’s agent. (2) The guarantor under a guarantee is entitled to recover from the creditor under a consumer credit contract to which the guarantee applies the amount of the statutory damages set out in section 89 if the creditor breaches, in connection with the guarantee, any of the provisions of sections 9C(4)(a) to (d), 24 to 26, and 32 to 35. (3) The lessee under a consumer lease is entitled to recover from the lessor under the lease the amount of the statutory damages set out in section 89 if the lessor breaches, in connection with the lease, any of the provisions of sections 32 to 35, 64 to 67, and 70. (4) The occupier under a buy-back transaction is entitled to recover from the transferee under the transaction the amount of the statutory damages set out in section 89 if the transferee breaches, in connection with the transaction, any of the provisions of sections 32 to 35, 72, and 77 to 79. (5) If section 74 applies, the occupier under a buy-back transaction is entitled to recover from the buy-back promoter the amount of the statutory damages set out in section 89 if the buy-back promoter breaches, in connection with the transaction, any of the provisions of sections 32 to 35, and 72. (6) The statutory damages that are to be paid in relation to a consumer credit contract, other credit contract, guarantee, consumer lease, or buy-back transaction must be divided equally between all of the debtors under the contract, the guarantors under the guarantee, the lessees under the lease, or the occupiers under the buy-back transaction, as the case may be.

92A Interpretation in this subpart In this subpart,— disclosure statement means— a disclosure statement under Part 2 or 3; or a disclosure statement under section 132A; or a repossession warning notice or a post-repossession notice; or a notice under section 83L(2)(b) distribute has the meaning set out in section 9B(1) provider means a provider of a relevant CCCFA service relevant CCCFA service means any of the following: acting as a creditor under a consumer credit contract or other credit contract: acting as a creditor’s agent: acting as a lessor under a consumer lease: acting as a transferee or buy-back promoter: acting as a paid adviser or broker: acting as a transferee under a buy-back transaction or as a buy-back promoter: acting as a debt collector (as defined in section 132A(4)): acting as a mobile trader restricted communication— means a form of communication— that— directly or indirectly refers to the supply, or possible supply, of a relevant CCCFA service; or is reasonably likely to induce persons to request the supply of a relevant CCCFA service; and that is authorised or instigated by, or on behalf of, the provider, or an associated person of the provider, or that is prepared with the co-operation of, or by arrangement with, any of those persons; and that is to be, or has been, distributed to a person; and includes any advertising within the meaning of section 9B(1). 92B When FMA may make stop orders (1) The FMA may make a stop order if it is satisfied that— any of the provisions of section 9C, 9CA, 9J, or 9K or of Part 2, 3, or 3A have been, or are likely to be, breached in relation to a relevant CCCFA service; or a restricted communication relating to the supply, or possible supply, of a relevant CCCFA service,— is false or misleading, or is likely to mislead or confuse, in a material particular; or is materially inconsistent with any disclosure statement referred to in it; or contains any material misdescription, material error, or material matter that is not clearly legible; or does not comply with this Act or the regulations; or a disclosure statement given by a provider of a relevant CCCFA service— is false or misleading, or is likely to mislead or confuse, in a material particular; or contains any material misdescription, material error, or material matter that is not clearly legible; or does not comply with this Act or the regulations. (2) If the FMA is satisfied that a provision is likely to be breached by a person (A) in the future, the FMA may make a stop order— whether or not A has previously breached the provision; and whether or not there is an imminent danger of substantial damage to any person if the provision is breached. 92C Terms of stop order A stop order may, in relation to the relevant CCCFA service referred to in section 92B(1), do 1 or more of the following: prohibit the supply of relevant CCCFA services specified in the order from being made while the order is in force: prohibit the distribution of 1 or more of the following while the order is in force: a disclosure statement: a restricted communication referred to in section 92B(1)(b): any restricted communication that relates to the supply of relevant CCCFA services specified in the order. 92D FMA may make interim stop order pending exercise of powers (1) The FMA may make an interim order (an interim stop order) of the kind referred to in section 92C that is in force for the period referred to in subsection (2) if— the FMA is considering, at any time, whether it may exercise a power under section 92B; and the FMA considers that making an interim stop order is desirable in the public interest. (2) An interim stop order is in force from the time at which it is made until the close of— the date that is 15 working days after the day on which it is made; or a later date specified by the FMA by notice to the provider to which the order relates. (3) For the purposes of subsection (2)(b),— the FMA may specify a later date if the FMA is of the opinion that it is not reasonably practicable for it to complete its consideration as referred to in subsection (1)(a) within the 15-working-day period referred to in subsection (2)(a); and the later date must be a date that is no more than 30 working days after the day on which the interim stop order is made. (4) The FMA— may act under subsection (1) or (2)(b) without giving the provider to which the order relates an opportunity to make submissions to, or be heard before, the FMA in respect of the matter (and, accordingly, section 475 of the Financial Markets Conduct Act 2013 (as applied by section 92I) does not apply); but must, after acting under subsection (1) or (2)(b), give that provider or that person’s representative an opportunity to make written submissions and to be heard on the matter. 92E Persons to whom stop orders and interim stop orders may apply (1) A stop order or an interim stop order of the kind referred to in— section 92C(a) may apply to any person specified in the order: section 92C(b) may apply to 1 or more providers or any associated persons of a provider. (2) If a stop order or an interim stop order of the kind referred to in section 92C(b) extends to associated persons of the provider, the order may require— all, or any specified class or classes, of the associated persons to comply with the order (including associated persons that may be incorporated or formed after the date of the order); and the provider to provide a copy of the order to all or any of those associated persons. (3) For the purposes of subsection (2), the order is not required to refer to the associated persons by name. 92F Extended application of subpart (1) The FMA may make a stop order or an interim stop order in respect of a restricted communication that is distributed or to be distributed to a person outside New Zealand by a person resident, incorporated, registered, or carrying on business in New Zealand. (2) In this section, registered means registered under the Financial Service Providers (Registration and Dispute Resolution) Act 2008. 92G When FMA may make direction orders (1) The FMA may make a direction order if it is satisfied that, by engaging in any conduct, a person (the relevant person) has breached, or is likely to breach,— any of the provisions of section 9C, 9CA, 9J, or 9K or of Part 2, 3, or 3A; or a term or condition of an exemption or a declaration prescribed, granted, or made under Part 6. (2) If the FMA is satisfied that, by engaging in any conduct, the relevant person is likely to breach a provision referred to in subsection (1) in the future, the FMA may make a direction order— whether or not the relevant person has previously breached the provision; and whether or not there is an imminent danger of substantial damage to any person if the provision is breached. 92H Terms of direction orders A direction order may— direct the relevant person to comply with the relevant provision referred to in section 92G (the provision): set out any reasonable steps that the relevant person must take in order to comply with the provision or to avoid or mitigate any actual or potential adverse effects of a breach, including (without limitation)— disclosing, in accordance with the order, information for the purpose of securing compliance with the provision: publishing, at the relevant person’s own expense and in the manner and at the times specified in the order, corrective statements that are specified in, or are to be determined in accordance with, the order: complying in accordance with the order with a prohibition or restriction on the making of any statement or the distribution of any document by, or on behalf of, the relevant person for the purpose of preventing a breach or further breach of the provision: in the case of section 92G(1)(b), prohibit the relevant person from relying on an exemption: require the relevant person to report to the FMA within the time specified in the order stating how and when the order has been or will be implemented. 92I Process for FMA’s orders Sections 475 to 478 of the Financial Markets Conduct Act 2013 apply with all necessary modifications to an order under this subpart. 92I Process for FMA’s orders Sections 475 to 478 of the Financial Markets Conduct Act 2013 apply with all necessary modifications to an order under this subpart, including treating a reference to a stop order under section 463(c) as a reference to a stop order under section 92C(b) of this Act. 92J Consequences of failing to comply with FMA’s orders (1) If an order made by the FMA under this subpart applies to a person, the person must comply with the order (see sections 93 and 107A, which provide for the court to make an order in relation to a breach of this provision). (2) A person who refuses or fails, without reasonable excuse, to comply with an order made by the FMA under this subpart commits an offence and is liable on conviction to a fine not exceeding $300,000. 92K Appeals against other decisions of FMA on questions of law only An aggrieved person that considers that a decision of the FMA under this subpart is wrong in law may appeal to the High Court against the decision on a question of law only.

93 Court's general power to make orders The court may make all or any of the orders referred to in section 94 if the court finds that a person (whether or not that person is a party to any proceedings) has suffered loss or damage by conduct of any creditor, creditor's agent, lessor, transferee, buy-back promoter, paid adviser, broker, or broker mobile trader that constitutes, or would constitute,- (aa) a breach of any of the provisions of section 9C (lender responsibility principles) or of sections 9J and 9K: (a) a breach of any of the provisions of Part 2, 3, 3A, or 5A: (b) aiding, abetting, counselling, or procuring any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (c) inducing, or attempting to induce, any other person, whether by threats, promises or otherwise, to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (d) being in any way, directly or indirectly, knowingly concerned in, or party to, the breach by any other person of any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (e) conspiring with any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A. Compare: 1986 No 121 s 43(1)

93 Court's general power to make orders The court may make all or any of the orders referred to in section 94 if the court finds that a person (whether or not that person is a party to any proceedings) has suffered loss or damage by conduct of any creditor, creditor's agent, lessor, transferee, buy-back promoter, paid adviser, or broker that constitutes, or would constitute,- (aa) a breach of any of the provisions of section 9C (lender responsibility principles) or of sections 9J and 9K: (a) a breach of any of the provisions of Part 2, 3, 3A, or 5A: 3A or of section 92J: (b) aiding, abetting, counselling, or procuring any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (c) inducing, or attempting to induce, any other person, whether by threats, promises or otherwise, to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (d) being in any way, directly or indirectly, knowingly concerned in, or party to, the breach by any other person of any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (e) conspiring with any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A. Compare: 1986 No 121 s 43(1)

in the case of a breach of a provision referred to in section 94AA(1), an order of the kind referred to in section 94AA(3):

94AA Court orders in relation to costs of borrowing, costs of lease, and costs of buy-back transaction (1) This section applies if the court finds, in a proceeding under section 93, that— a creditor has breached section 17 or 22; or a lessor has breached section 64 or 65; or a transferee has breached section 72 or 77. (2) The court may, in a proceeding under section 93, make an order referred to in subsection (3) if the court is satisfied, after having regard to the matters set out in section 94AC, that it is just and equitable to make the order. (3) The kinds of orders that the court may make against the person who engaged in the conduct referred to in subsection (1) are as follows: in the case of subsection (1)(a), an order that the debtor and any other person are not liable for any or all of the costs of borrowing in relation to the consumer credit contract and the period that— starts on the date of the breach of section 17 or 22; and ends at the close of the day (if any) on which the disclosure under section 17 or 22 is made: in the case of subsection (1)(b), an order that the lessee and any other person are not liable for any or all of the costs of the lease in relation to the consumer lease and the period that— starts on the date of the breach of section 64 or 65; and ends at the close of the day (if any) on which the disclosure under section 64 or 65 is made: in the case of subsection (1)(c), an order that the occupier and any other person are not liable for any or all of the costs of the buy-back transaction in relation to the buy-back transaction and the period that— starts on the date of the breach of section 72 or 77; and ends at the close of the day (if any) on which the disclosure under section 72 or 77 is made: any other order that the court thinks fit for the purpose of giving effect to an order under paragraph (a), (b), or (c). 94AB Costs of borrowing, lease, or buy-back transaction do not include fees or charges that are passed on (1) In section 94AA(3)(a), the costs of borrowing do not include fees or charges payable to another person, body, or agency as referred to in section 45 unless the other person, body, or agency is an associated person of the creditor. (2) In section 94AA(3)(b), the costs of the lease do not include fees or charges payable by a lessee for an amount payable, or to reimburse an amount paid, by the lessor to another person, body, or agency unless the person, body, or agency is an associated person of the lessor. (3) In section 94AA(3)(c), the costs of the buy-back transaction do not include fees or charges payable to another person, body, or agency as referred to in section 81 unless that person, body, or agency is an associated person of the transferee. 94AC Court must have regard to certain matters under section 94AA The matters the court must have regard to under section 94AA(2) are as follows: the role that section 94AA has in providing incentives for compliance with this Act: whether the person referred to in section 94AA(1) had an appropriate compliance programme: the extent to which any person has been prejudiced by the breach or breaches: any other matters as the court thinks fit.

(1AA) This section and section 95B apply for the purposes of section 48 and for the purposes of sections 99(1A), 101(2), and 102(2) as in force before their repeal by the Credit Contracts and Consumer Finance Amendment Act 2025 (and a reference to those provisions is a reference to those provisions as in force before their repeal). See clauses 14 and 15 of Schedule 1AA. Those transitional provisions provide for— sections 99(1A), 101(2), and 102(2), as in force before their repeal, to continue to apply to existing agreements; and sections 95A and 95B to retrospectively apply to most certain agreements entered into on or after 6 June 2015.

96 Injunctions (1) The court may, on the application of the Commission or any other person, grant an injunction restraining a person from engaging in conduct that constitutes, or would constitute, any of the following: (aa) a breach of any of the provisions of section 9C (lender responsibility principles) or of sections 9J and 9K: (a) a breach of any of the provisions of Parts 2, 3, 3A, and 5A: 3A or of section 92J: (b) any attempt to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, 3A, or 5A: (c) aiding, abetting, counselling, or procuring any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (d) inducing, or attempting to induce, any other person, whether by threats, promises or otherwise, to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (e) being in any way, directly or indirectly, knowingly concerned in, or party to, the breach by any other person of any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (f) conspiring with any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A. (2) The court may rescind or vary an injunction granted under this section. (3) An application made by the Commission for the grant of an injunction may be made on behalf of a person or a class of persons. Compare: 1986 No 121 s 41(1), (2)

96 Injunctions (1) The court may, on the application of the Commission or any other person, grant an injunction restraining a person from engaging in conduct that constitutes, or would constitute, any of the following: (aa) a breach of any of the provisions of section 9C (lender responsibility principles) or of sections 9J and 9K: (a) a breach of any of the provisions of Parts 2, 3, 3A, and 5A: (b) any attempt to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, 3A, or 5A: 3A: (c) aiding, abetting, counselling, or procuring any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (d) inducing, or attempting to induce, any other person, whether by threats, promises or otherwise, to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (e) being in any way, directly or indirectly, knowingly concerned in, or party to, the breach by any other person of any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A: (f) conspiring with any other person to breach any of the provisions of section 9C, 9J, or 9K or of Part 2, 3, or 3A. (2) The court may rescind or vary an injunction granted under this section. (3) An application made by the Commission for the grant of an injunction may be made on behalf of a person or a class of persons. Compare: 1986 No 121 s 41(1), (2)

98 Interim injunction (1) This section applies if an application is made to the court for the grant of an interim injunction under section 96 restraining a person from engaging in conduct of a particular kind. (2) The court may grant an interim injunction if the court is satisfied that it is desirable to do so,- (a) whether or not the person has previously engaged in conduct of that kind; and (b) whether or not there is an imminent danger of substantial damage to any person if that person engages in conduct of that kind. (3) If the Commission applies to the court for the grant of an interim injunction, the court must not, as a condition of granting an interim injunction, require the Commission to give an undertaking as to damages. (4) However, in determining the Commission's FMA's application for the grant of an interim injunction, the court must not take into account that the Commission is not required to give an undertaking as to damages. Compare: 1986 No 121 s 41(3), (4); 1986 No 5 s 88A

98A Compliance orders (1) The court may, on the application of the Commission, make an order to do 1 or more of the things in subsection (2) if, in the opinion of the court, a person has engaged in conduct, or is likely to engage in conduct, that constitutes, or would constitute, any of the things referred to in section 96 (a breach). (2) An order may— (a) direct a person to comply with a provision referred to in section 96: (b) require a person to remedy or mitigate any adverse effect arising from the breach: (c) require a person to do something that, in the opinion of the court, is necessary or desirable in order to comply with that provision or to avoid, remedy, or mitigate any actual or likely adverse effect arising from the breach. (3) A compliance order may be made on any terms and conditions as the court thinks fit. Compare: 2003 No 114 s 110A; 2013 No 69 s 469

99 Enforcement of consumer credit contract prohibited (1) If disclosure is required under section 17 or section 22, no person (other than a debtor under the consumer credit contract) may, before that disclosure is made,— (a) enforce the contract; or (b) enforce any right to recover property to which the contract relates; or (ba) enforce any right in relation to the costs of borrowing; or (bb) require the debtor or any other person to make a full prepayment or a part prepayment on the basis of a failure by the debtor or other person to pay the costs of borrowing; or (c) enforce any security interest taken in connection with the contract. (1A) Neither the debtor nor any other person is liable for the costs of borrowing in relation to any period during which the creditor has failed to comply with section 17 or 22. (1B) The period referred to in subsection (1A)— (a) starts on the date of the failure; and (b) ends only at the close of the day on which the disclosure under section 17 or 22 is made. (1C) However, subsection (1A) does not apply in relation to fees or charges payable as referred to in section 45 unless the other person, body, or agency referred to in that section is an associated person of the creditor. (2) This section does not limit any rights that a person has in connection with a bill of exchange. Compare: 1981 No 27 s 24

101 Enforcement of consumer lease prohibited (1) If disclosure is required under section 64 or section 65, no person (other than a lessee under the consumer lease) may, before that disclosure is made,— (a) enforce the lease; or (b) enforce any right to recover property to which the lease relates; or (ba) enforce any right in relation to the costs of the lease; or (bb) require the lessee or any other person to make a payment of an amount before that amount is payable under the lease on the basis of a failure by the lessee or other person to pay the costs of the lease; or (c) enforce any security interest taken in connection with the lease. (2) Neither the lessee nor any other person is liable for the costs of the lease in relation to any period during which the lessor has failed to comply with section 64 or 65. (3) The period referred to in subsection (2)— (a) starts on the date of the failure; and (b) ends only at the close of the day on which the disclosure under section 64 or 65 is made. (4) However, subsection (2) does not apply in relation to fees or charges payable by a lessee for an amount payable, or to reimburse an amount paid, by the lessor to another person, body, or agency unless the person, body, or agency is an associated person of the lessor.

102 Enforcement of buy-back transaction prohibited (1) If disclosure is required under section 72 or section 77, no person (other than an occupier under the buy-back transaction) may, before that disclosure is made,— (a) enforce the buy-back transaction; or (b) enforce any right to recover property to which the buy-back transaction relates; or (ba) enforce any right in relation to the costs of the buy-back transaction; or (bb) require the occupier or any other person to make a payment of an amount before that amount is payable under the buy-back transaction on the basis of a failure by the occupier or other person to pay the costs of the buy-back transaction; or (c) enforce any security interest taken in connection with the buy-back transaction. (2) Neither the occupier nor any other person is liable for the costs of the buy-back transaction in relation to any period during which the transferee has failed to comply with section 72 or 77. (3) The period referred to in subsection (2)— (a) starts on the date of the failure; and (b) ends only at the close of the day on which the disclosure under section 72 or 77 is made. (4) However, subsection (2) does not apply in relation to fees or charges payable to another person, body, or agency as referred to in section 81 unless that person, body, or agency is an associated person of the transferee.

102A Infringement offences (1) Every creditor, lessor, or transferee who is subject to a disclosure section commits an offence if— (a) both of the following apply: (i) a paragraph in Schedule 1, 2, or 3 or section 19(1) requires, or regulations prescribing information that must be disclosed under section 132A require, information to be contained in the disclosure statement that is to be given or sent for the purposes of the disclosure section; and (ii) the creditor, lessor, or transferee breaches the disclosure section by failing to include any information in the disclosure statement for the purposes of that paragraph; or (b) the creditor, lessor, or transferee breaches the disclosure section by failing to give or send to the debtor, guarantor, lessee, or occupier a copy of the relevant terms within the time for giving or sending the copy of those terms that is specified in that section. (2) Subsection (1) does not apply to a complete failure to give or send a disclosure statement to a debtor, guarantor, lessee, or occupier in accordance with a disclosure section (but such a breach is an offence under section 103). (3) Every creditor, lessor, or transferee who is subject to section 24, 67, or 79 commits an offence if the creditor, lessor, or transferee breaches that section. (4) Every lender who is subject to section 9J commits an offence if the lender breaches section 9J(4). (4A) Every creditor who is subject to section 9K commits an offence if the creditor breaches section 9K(4). (4B) Every creditor who is subject to section 9K commits an offence if both of the following apply: (a) a paragraph in regulations prescribed under this Act requires particular information to be contained in the information made publicly available: (b) the creditor breaches section 9K(6)(a) by failing to make any information publicly available for the purposes of that paragraph. (4C) Every person commits an offence if the person is subject to a disclosure requirement under section 26B and the person breaches the requirement. (5) Every creditor who is subject to Part 3A commits an offence if both of the following apply: (a) a paragraph in Schedule 3A requires information to be contained in the repossession warning notice that is to be served for the purposes of section 83G; and (b) the creditor breaches section 83G by failing to include any information in the repossession warning notice for the purposes of that paragraph. (6) Every creditor or creditor’s agent who is subject to Part 3A commits an offence if the creditor or creditor’s agent breaches section 83O(1) by failing to produce a document or information referred to in a paragraph of that subsection. (7) Subsections (5) and (6) do not apply to a complete failure to serve a repossession warning notice on a debtor in accordance with section 83G or a complete failure to comply with section 83O(1) (but such a breach is an offence under section 103). (7A) Every person commits an offence if the person is subject to section 116AAA (requirement for annual return) and the person breaches the requirement. (8) A person who commits an offence under this section is liable on conviction,— (a) in the case of an individual, to a fine not exceeding $10,000; and (b) in the case of a body corporate, to a fine not exceeding $30,000. (9) In this Act, infringement offence means an offence under this section. (10) See sections 105A to 105F (which relate to infringement offences). (11) In this section,— disclosure section means any of sections 17, 18, 25, 64, 70, 72, and 132A relevant terms means, in relation to— (a) section 17, the terms of the contract referred to in section 17(2): (b) section 25, the terms of the guarantee referred to in section 25(1)(a): (c) section 64, the terms of the lease referred to in section 64(2): (d) section 70, the terms of the credit-related insurance, repayment waiver, or extended warranty referred to in section 70(1) or (2) (as the case may be): (e) section 72, the terms of the buy-back transaction referred to in section 72(2).

103 Other offences (1) Every creditor, lender, creditor's agent, lessor, transferee, or buy-back promoter who breaches any of the provisions of sections 9J, 9K, 17 to 74 (except sections 41 and 41A, 41Aand subpart 6A of Part 2, and section 59B), 2), 76 to 82, 83E, 83F, 83G, 83O, 83P, 83S, 83T, 83ZN, and 132A commits an offence and is liable on conviction,- (a) in the case of an individual, to a fine not exceeding $200,000; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (2) However, a breach of section 83E(1)(c) is not an offence under subsection (1). (3) Every transferee who breaches section 75 commits an offence and is liable on conviction,- (a) in the case of an individual, to imprisonment for a term not exceeding 1 year or to a fine not exceeding $200,000, or both; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (4) Every person who acts in breach of an order made under section 108 commits an offence and is liable on conviction,- (a) in the case of an individual, to imprisonment for a term not exceeding 3 months or to a fine not exceeding $200,000, or both; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (5) Conduct that constitutes an offence under section 102A does not constitute an offence under this section. (6) Every person commits an offence if, with respect to a document required by or for the purposes of section 116AAA or Part 5A, the person makes, or authorises the making of, a statement in the document that is false or misleading in a material particular if the person knows it to be false or misleading, and is liable on conviction,- (a) in the case of an individual, to a fine not exceeding $200,000; and (b) in the case of a body corporate, to a fine not exceeding $600,000.

103 Other offences (1) Every creditor, lender, creditor's agent, lessor, transferee, or buy-back promoter who breaches any of the provisions of sections 9J, 9K, 17 to 74 (except sections 41 and 41A, subpart 6A of Part 2, and section 59B), 76 to 82, 83E, 83F, 83G, 83O, 83P, 83S, 83T, 83ZN, and 132A commits an offence and is liable on conviction,- (a) in the case of an individual, to a fine not exceeding $200,000; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (2) However, a breach of section 83E(1)(c) is not an offence under subsection (1). (3) Every transferee who breaches section 75 commits an offence and is liable on conviction,- (a) in the case of an individual, to imprisonment for a term not exceeding 1 year or to a fine not exceeding $200,000, or both; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (4) Every person who acts in breach of an order made under section 108 commits an offence and is liable on conviction,- (a) in the case of an individual, to imprisonment for a term not exceeding 3 months or to a fine not exceeding $200,000, or both; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (5) Conduct that constitutes an offence under section 102A does not constitute an offence under this section. (6) Every person commits an offence if, with respect to a document required by or for the purposes of section 116AAA or Part 5A, the person makes, or authorises the making of, a statement in the document that is false or misleading in a material particular if the person knows it to be false or misleading, and is liable on conviction,- (a) in the case of an individual, to a fine not exceeding $200,000; and (b) in the case of a body corporate, to a fine not exceeding $600,000.

103 Other offences (1) Every creditor, lender, creditor’s agent, lessor, transferee, or buy-back promoter who breaches any of the provisions of sections 9J, 9K, 17 to 74 (except sections 41 and 41A, subpart 6A of Part 2, and section 59B), 76 to 82, 83E, 83F, 83G, 83O, 83P, 83S, 83T, 83ZN, and 132A commits an offence and is liable on conviction,— (a) in the case of an individual, to a fine not exceeding $200,000; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (2) However, a breach of section 83E(1)(c) is not an offence under subsection (1). (3) Every transferee who breaches section 75 commits an offence and is liable on conviction,— (a) in the case of an individual, to imprisonment for a term not exceeding 1 year or to a fine not exceeding $200,000, or both; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (4) Every person who acts in breach of an order made under section 108 commits an offence and is liable on conviction,— (a) in the case of an individual, to imprisonment for a term not exceeding 3 months or to a fine not exceeding $200,000, or both; and (b) in the case of a body corporate, to a fine not exceeding $600,000. (5) Conduct that constitutes an offence under section 102A does not constitute an offence under this section. (6) Every person commits an offence if, with respect to a document required by or for the purposes of section 116AAA or Part 5A, the person makes, or authorises the making of, a statement in the document that is false or misleading in a material particular if the person knows it to be false or misleading, and is liable on conviction,— (a) in the case of an individual, to a fine not exceeding $200,000; and (b) in the case of a body corporate, to a fine not exceeding $600,000.

107A Pecuniary penalties (1) The court may, on the application of the Commission, order a person to pay to the Crown the pecuniary penalty that the court determines to be appropriate if the court is satisfied that the person— (a) has contravened any of the following provisions: (i) section 9C(1) (lender responsibility principles), except to the extent that that provision relates to section 9C(3)(f): (ii) section 9CA (failure to keep records about reasonable inquiries and provide records on request): (iii) section 41 (unreasonable credit fee or default fee): (iv) section 41A (duties in respect of records and reviews about how fees calculated): (v) subpart 6A of Part 2 (provisions relating to debtors under high-cost consumer credit contracts): (vi) section 59B(1) (duty of directors and senior managers of creditors): (vii) section 131B (when person needs to be certified): (viii) section 131D (prohibitions on holding out that person is certified): (ix) section 131R 92J (duty to notify changes): (x) an order made under section 98A (compliance orders) or section 98B (order to disclose information or publish advertisement); or (b) has attempted to contravene such a provision; or (c) has aided, abetted, counselled, or procured any other person to contravene such a provision; or (d) has induced, or attempted to induce, any other person, whether by threats or promises or otherwise, to contravene such a provision; or (e) has been in any way, directly or indirectly, knowingly concerned in, or party to, the contravention by any other person of such a provision; or (f) has conspired comply with any other person to contravene such a provision. (2) In determining an appropriate penalty under this section, the court must have regard to all relevant matters, in particular,— (a) any exemplary damages awarded under section 94(1)(c); and (b) the nature and extent of the contravention; and (c) the nature and extent of any loss or damage suffered by any person because of the contravention; and (d) any gains made or losses avoided by the person in contravention; and (e) the circumstances in which the contravention took place (including whether the contravention was intentional, inadvertent, or caused by negligence). (3) The amount of any pecuniary penalty must not, in respect of each act or omission, exceed,— (a) in the case of an individual, $200,000; or (b) in any other case, $600,000. (4) Proceedings under this section may be commenced within 3 years after the matter giving rise to the contravention was discovered or ought reasonably to have been discovered. (5) Where conduct by any person constitutes a contravention of 2 stop order or more provisions referred to in subsection (1)(a), proceedings may be instituted under this Act against that person in relation to the contravention of any 1 direction order); or more of the provisions; but no person is liable to more than 1 pecuniary penalty under this section in respect of the same conduct. Compare: 1986 No 5 s 80

107A Pecuniary penalties (1) The court may, on the application of the Commission, order a person to pay to the Crown the pecuniary penalty that the court determines to be appropriate if the court is satisfied that the person— (a) has contravened any of the following provisions: (i) section 9C(1) (lender responsibility principles), except to the extent that that provision relates to section 9C(3)(f): (ii) section 9CA (failure to keep records about reasonable inquiries and provide records on request): (iii) section 41 (unreasonable credit fee or default fee): (iv) section 41A (duties in respect of records and reviews about how fees calculated): (v) subpart 6A of Part 2 (provisions relating to debtors under high-cost consumer credit contracts): (vi) section 59B(1) (duty of directors and senior managers of creditors): (vii) section 131B (when person needs to be certified): (viii) section 131D (prohibitions on holding out that person is certified): (ix) section 131R (duty to notify changes): (x) an order made under section 98A (compliance orders) or section 98B (order to disclose information or publish advertisement); or (b) has attempted to contravene such a provision; or (c) has aided, abetted, counselled, or procured any other person to contravene such a provision; or (d) has induced, or attempted to induce, any other person, whether by threats or promises or otherwise, to contravene such a provision; or (e) has been in any way, directly or indirectly, knowingly concerned in, or party to, the contravention by any other person of such a provision; or (f) has conspired with any other person to contravene such a provision. (2) In determining an appropriate pecuniary penalty that a person (A) must pay under this section, the court must have regard to all relevant matters, in particular,— (a) the purposes set out in section 3 and any other purpose set out in this Act that applies to the provision to which the proceeding relates; and any exemplary damages awarded under section 94(1)(c); and (b) the nature and extent of the contravention; A’s conduct; and (c) the nature and extent of any loss or damage suffered by any person because of the contravention; A’s conduct; and (d) any gains made or losses avoided by the person in contravention; A; and (e) the circumstances in which the contravention A’s conduct took place (including whether the any contravention was intentional, inadvertent, or caused by negligence). (3) The amount of any pecuniary penalty must not, in respect of each act or omission, exceed,— negligence); and (a) in whether A has previously been found by the case of an individual, $200,000; or (b) court in any other case, $600,000. (4) Proceedings proceedings under this section may be commenced within 3 years after the matter giving rise to the contravention was discovered Act, or ought reasonably any other legislation, to have been discovered. (5) Where conduct by engaged in any person constitutes a contravention similar conduct; and the relationship of 2 or more provisions referred the parties to in subsection (1)(a), proceedings may be instituted under the transaction constituting the contravention. (2A) In this Act against that person in relation to section, A’s conduct means the contravention of any 1 or more conduct of the provisions; but no person A for which A is liable to more than 1 pecuniary penalty under this section in respect of the same conduct. Compare: 1986 No 5 s 80 pecuniary penalty.

(6) If the court orders that a person pay a pecuniary penalty, the court must also order that the penalty must be applied first to pay the FMA’s actual costs in bringing the proceedings.

107F When court may make declarations of breach (1) The court may, on the application of the FMA or any other person, make a declaration of breach if it is satisfied that a person— has breached any of the provisions referred to in section 107A(1)(a); or has attempted to breach such a provision; or has aided, abetted, counselled, or procured any other person to breach such a provision; or has induced, or attempted to induce, any other person, whether by threats or promises or otherwise, to breach such a provision; or has been in any way, directly or indirectly, knowingly concerned in, or party to, the breach by any other person of such a provision; or has conspired with any other person to breach such a provision. (2) In this subpart, a person has an involvement in the breach if the person has acted as referred to in subsection (1)(b) to (f). 107G Purpose and effect of declarations (1) The purpose of a declaration of breach is to enable an applicant for an order under subpart 3 to rely on the declaration in the proceedings for that order, and not be required to prove the breach or involvement in the breach. (2) Accordingly, a declaration of breach is conclusive evidence of the matters that must be stated in it under section 107H. 107H What declarations must state A declaration of breach must state the following: the provision to which the breach or involvement in the breach relates; and the person who engaged in the breach or involvement in the breach; and the conduct that constituted the breach or the involvement in the breach and, if a transaction constituted the breach, the transaction.

the Financial Markets Conduct Act 2013; or

116AAA Requirement for annual return (1) Every creditor under a consumer credit contract must provide an annual return to the Commission in the prescribed manner. (2) The prescribed manner may include a requirement to provide statistical information in relation to the creditor’s business (including its loan book). (3) The annual return must be provided before the prescribed date and relate to the prescribed 12-month period. (4) Nothing in this section requires the creditor to provide— (a) information about an identifiable individual; or (b) information that is neither in the possession or control of the creditor nor reasonably ascertainable from information that is in the possession or control of the creditor.

132A Disclosure about debt collection Application (1) This section applies to any credit contract under which— (a) the debtor is a natural person; and (b) when the contract was entered into, the credit was to be used, or was intended to be used, wholly or predominantly for personal, domestic, or household purposes; and (c) debt collection is, or is to be, carried out in the course of a business. Duty to make disclosure (2) Before debt collection starts, the debt collector must ensure that disclosure of all the information set out in the regulations that applies to the contract is made to every debtor under the contract. (3) A person who becomes a debt collector after debt collection has started must also make the disclosure required by subsection (2) within 10 working days of the day on which the person becomes a debt collector. (4) In this section, unless the context otherwise requires,— debt collection collection— means an act to recover (or attempt to recover) any money that is owing by a debtor under a credit contract as a result of the debtor’s breach of the contract contract; but does not include— making an application, or doing any other act, under the Insolvency Act 2006; or any other act of a kind prescribed by the regulations debt collector, in respect of a contract, contract,— means a creditor or any other person engaging in debt collection in respect of the contract. Exceptions contract; but (5) However, this section does not apply— (a) if the act to recover (or attempt to recover) money is either include any of the following: (i) a payment reminder provided by the creditor who made the advance under the credit contract: guarantor: (ii) a payment reminder provided by a person to whom the rights of who provides a creditor have been transferred by assignment budgeting or operation of law (the assignee), if the assignment did not occur for the purpose of the assignee undertaking debt collection: (b) if the creditor has complied with section 119 of the Property Law Act 2007 (notice must be given financial advice service to current mortgagor of mortgaged land of exercise of powers, etc): (c) if the creditor has served a repossession warning notice in accordance with section 83G: (d) if the action is in respect of a repossession of goods that are at risk (see section 83E(2)). (6) In this section, unless the context otherwise requires,— payment reminder— (a) means a communication that— (i) is made within 6 months of a default in payment; and (ii) only requests a payment that is overdue; but (b) excludes— debtor: (i) a notice demanding payment of any amount in addition to the overdue payments (for example, a notice demanding that the unpaid balance be repaid in full): (ii) in-person visits to the debtor, the debtor’s residence, or the debtor’s place of work: (iii) communications with any person other than the debtor (other than incidental communications in the course acting on behalf of attempting to contact the debtor): debtor: (iv) requesting the debtor to consent to deductions from wages (under section 5 of the Wages Protection Act 1983), from a benefit (as defined in Schedule 2 person of the Social Security Act 2018), or from a student allowance established kind prescribed by regulations made under section 303 of the Education Act 1989: (v) filing enforcement proceedings or lodging a claim with the Disputes Tribunal payment that is overdue— (a) includes default fees and default interest charges in respect of an overdue amount: (b) does not include an amount payable under an acceleration clause (being an express or implied term in a credit contract which provides that, if there is a default, any amounts become payable (or may be called up as becoming payable) earlier than would be the case if there had not been a default). How it works (7) Subpart 4 of Part 2 applies with necessary modifications. (8) The rules in sections 11(1A) and (1B), 12 to 14, 15(1)(ca), and 16 apply with necessary modifications for the purposes of subsection (1). regulations.

132A Disclosure about debt collection Application (1) This section applies to any credit contract under which- (a) the debtor is a natural person; and (b) when the contract was entered into, the credit was to be used, or was intended to be used, wholly or predominantly for personal, domestic, or household purposes; and (c) debt collection is, or is to be, carried out in the course of a business. Duty to make disclosure (2) Before debt collection starts, the debt collector must ensure that disclosure of all the information set out in the regulations that applies to the contract is made to every debtor under the contract. (3) A person who becomes a debt collector after debt collection has started must also make the disclosure required by subsection (2) within 10 working days of the day on which the person becomes a debt collector. (4) In this section, unless the context otherwise requires,- debt collection means an act to recover (or attempt to recover) any money that is owing by a debtor under a credit contract as a result of the debtor's breach of the contract debt collector, in respect of a contract, means a creditor or any other person engaging in debt collection in respect of the contract. Exceptions (5) However, this section does not apply- (a) if the act to recover (or attempt to recover) money is either 1 or more of the following: (i) a payment reminder provided by the creditor who made the advance under the credit contract: (ii) a payment reminder provided by a person to whom the rights of a creditor have been transferred by assignment or operation of law (the assignee), if the assignment did not occur for the purpose of the assignee undertaking debt collection: (b) if the creditor has complied with section 119 of the Property Law Act 2007 (notice must be given to current mortgagor of mortgaged land of exercise of powers, etc): (c) if the creditor has served a repossession warning notice in accordance with section 83G: (d) if the action is in respect of a repossession of goods that are at risk (see section 83E(2)). (6) In this section, unless the context otherwise requires,- payment reminder- (a) means a communication that- (i) is made within 6 months of a default in payment; and (ii) only requests a payment that is overdue; but (b) excludes- (i) a notice demanding payment of any amount in addition to the overdue payments (for example, a notice demanding that the unpaid balance be repaid in full): (ii) in-person visits to the debtor, the debtor's residence, or the debtor's place of work: (iii) communications with any person other than the debtor (other than incidental communications in the course of attempting to contact the debtor): (iv) requesting the debtor to consent to deductions from wages (under section 5 of the Wages Protection Act 1983), from a benefit (as defined in Schedule 2 of the Social Security Act 2018), or from a student allowance established by regulations made under section 303 of the Education Act 1989: (v) filing enforcement proceedings or lodging a claim with the Disputes Tribunal payment that is overdue- (a) includes default fees and default interest charges in respect of an overdue amount: (b) does not include an amount payable under an acceleration clause (being an express or implied term in a credit contract which provides that, if there is a default, any amounts become payable (or may be called up as becoming payable) earlier than would be the case if there had not been a default). How it works (7) Subpart 4 of Part 2 applies with necessary modifications. (8) The rules in sections 11(1A) and (1B), 12 to 14, 15(1)(ca), and 16 apply with necessary modifications for the purposes of subsection (1).

132A Disclosure about debt collection Application (1) This section applies to any credit contract under which- (a) the debtor is a natural person; and (b) when the contract was entered into, the credit was to be used, or was intended to be used, wholly or predominantly for personal, domestic, or household purposes; and (c) debt collection is, or is to be, carried out in the course of a business. Duty to make disclosure (2) Before debt collection starts, the debt collector must ensure that disclosure of all the information set out in the regulations that applies to the contract is made to every debtor under the contract. (3) A person who becomes a debt collector after debt collection has started must also make the disclosure required by subsection (2) within 10 working days of the day on which the person becomes a debt collector. (4) In this section, unless the context otherwise requires,- debt collection means an act to recover (or attempt to recover) any money that is owing by a debtor under a credit contract as a result of the debtor's breach of the contract debt collector, in respect of a contract, means a creditor or any other person engaging in debt collection in respect of the contract. Exceptions (5) However, this section does not apply- (a) if the act to recover (or attempt to recover) money is either of the following: (i) a payment reminder provided by the creditor who made the advance under the credit contract: (ii) a payment reminder provided by a person to whom the rights of a creditor have been transferred by assignment or operation of law (the assignee), if the assignment did not occur for the purpose of the assignee undertaking debt collection: (b) if the creditor has complied with section 119 of the Property Law Act 2007 (notice must be given to current mortgagor of mortgaged land of exercise of powers, etc): (c) if the creditor has served a repossession warning notice in accordance with section 83G: (d) if the action is in respect of a repossession of goods that are at risk (see section 83E(2)). (6) In this section, unless the context otherwise requires,- payment reminder- (a) means a communication that- (i) is made within 6 months of a default in payment; and (ii) only requests a payment that is overdue; but (b) excludes- (i) a notice demanding payment of any amount in addition to the overdue payments (for example, a notice demanding that the unpaid balance be repaid in full): (ii) in-person visits to the debtor, the debtor's residence, or the debtor's place of work: (iii) communications with any person other than the debtor (other than incidental communications in the course of attempting to contact the debtor): (iv) requesting the debtor to consent to deductions from wages (under section 5 of the Wages Protection Act 1983), from a benefit (as defined in Schedule 2 of the Social Security Act 2018), or from a student allowance established by regulations made under section 303 of the Education Act 1989: (v) filing enforcement proceedings or lodging a claim with the Disputes Tribunal payment that is overdue- (a) includes default fees and default interest charges in respect of an overdue amount: (b) does not include an amount payable under an acceleration clause (being an express or implied term in a credit contract which provides that, if there is a default, any amounts become payable (or may be called up as becoming payable) earlier than would be the case if there had not been a default). How it works (7) Subpart 4 of Part 2 applies with necessary modifications. (8) The rules in sections 11(1A) and (1B), 12 to 14, 15(1)(ca), and 16 apply with necessary modifications for the purposes of subsection (1). credit limit notice- means a communication that- is made within 6 months of a debtor causing a credit limit under the contract to be exceeded; and does only either or both of the following (subject to subsection (6A)): notifies the debtor that the credit limit has been exceeded: requests a payment so that the credit limit is no longer exceeded; but excludes in-person visits to the debtor, the debtor's residence, or the debtor's place of work

(6A) A payment reminder and a credit limit notice may be included in the same communication (in which case the communication may include any information that is permitted in either of those notices).

137A Class declarations about credit contracts and consumer credit contracts (1) The Governor-General may, by Order in Council, make regulations for all or any of the following purposes: (a) declaring that any class of arrangements or facilities are not credit contracts: (b) declaring any class of arrangements or facilities that has, or is intended to have, the effect of a person receiving a loan, or goods or services with deferred payment, to be consumer credit contracts: (c) declaring any class of consumer credit contracts to be high-cost consumer credit contracts or related consumer credit contracts for the purposes of subpart 6A of Part 2 (provisions relating to debtors under high-cost consumer credit contracts). (2) A power in this section to make regulations may be used only on the recommendation of the Minister, and the Minister may make a recommendation only if the Minister— (a) is satisfied, in the case of subsection (1)(a), that the declaration— (i) is necessary or desirable to promote certainty about whether this Act applies; and (ii) is not inconsistent with the purposes of this Act set out in section 3; and (iii) would not cause significant detriment to consumers; and (b) is satisfied, in the case of subsection (1)(b), that the regulations are necessary or desirable in order to promote the purposes of the Act set out in section 3; and (c) is satisfied, in the case of subsection (1)(c), that the regulations are necessary or desirable in order to promote the purpose of subpart 6A of Part 2; and (d) has had regard to the economic substance of the relevant arrangement or facility; and (e) has consulted the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (3) If the Minister makes a recommendation, the Minister’s reasons for making the recommendation (including why the declaration is appropriate) must be published together with the regulations. (4) If a declaration is made under subsection (1)(b) or (c), this Act applies with any modifications specified in the regulations and with all other necessary modifications. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

138 Regulations (1) The Governor-General may, by Order in Council, on the recommendation of the Minister, make regulations for all or any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of consumer credit contracts for the purpose of this Act or applying any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include- (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,- (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of any fee or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,- (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies with its duties under this Act): (iii) prescribing modifications to other provisions that relate to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing- (i) 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),- (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor's loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including- (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, including prescribing- (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made under subsection (1)(a) to (aba) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she- (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of- (i) subsection (1)(a) or (aba), that compliance with the provisions of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: (ii) subsection (1)(ab), that compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in regulations made under subsection (1)(a) to (aba), the Minister's reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) or (abd) (inquiries) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made under subsection (1)(da) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may- (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to- (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and (d) when any interest charge, fee, or other charge will be paid or become payable; and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions in relation to different- (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

138 Regulations (1) The Governor-General may, by Order in Council, make regulations for all or exempting any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of contract, consumer credit contracts for the purpose of this Act lease, buy-back transaction, or applying any provision other agreement; or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of contracts, consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include— (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,— (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning leases, buy-back transactions, or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: agreements: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of exempting any fee person or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,— (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies persons from compliance with its duties under this Act): (iii) prescribing modifications to other provisions that relate to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing— (i) 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),— (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes provisions of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms Act, and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor’s loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including— (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, including prescribing— (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made under subsection (1)(a) to (aba) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she— (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of— (i) subsection (1)(a) or (aba), that compliance with the provisions of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: (ii) subsection (1)(ab), that compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in regulations made under subsection (1)(a) to (aba), the Minister’s reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) or (abd) (inquiries) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made under subsection (1)(da) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may— (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to— (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and (d) when any interest charge, fee, or other charge will be paid or become payable; and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions in relation to different— (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act. exemption:

138 Regulations (1) The Governor-General may, by Order in Council, make regulations for all or any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of consumer credit contracts for the purpose of this Act or applying any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include— (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,— (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of any fee or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,— (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies with its duties under this Act): (iii) prescribing modifications to other provisions that relate to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing— (i) 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),— (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor’s loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including— (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, including prescribing— (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made under subsection (1)(a) to (aba) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she— (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of— (i) subsection (1)(a) or (aba), that compliance with the provisions of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: (ii) subsection (1)(ab), that compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in regulations made under subsection (1)(a) to (aba), the Minister’s reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) or (abd) (inquiries) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made under subsection (1)(da) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may— (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to— (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and (d) when any interest charge, fee, or other charge will be paid or become payable; and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions in relation to different— (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

(1AA) The Minister must consult the FMA before making a recommendation under this section.

138 Regulations (1) The Governor-General may, by Order in Council, make regulations for all or any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of consumer credit contracts for the purpose of this Act or applying any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include- (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,- (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of any fee or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,- (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies with its duties under this Act): (iii) prescribing modifications to other provisions that relate to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing- (i) 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),- (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor's loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including- (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, including prescribing- (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made The Minister must not recommend regulations under subsection (1)(a) to (aba) only on the recommendation of the Minister, and unless the Minister may make a recommendation only if he or she- Minister- (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of- (i) subsection (1)(a) or (aba), that compliance with the provisions of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: (ii) subsection (1)(ab), that compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in regulations made under subsection (1)(a) to (aba), the Minister's reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) or (abd) (inquiries) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made under subsection (1)(da) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may- (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to- (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and (d) when any interest charge, fee, or other charge will be paid or become payable; and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions in relation to different- (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

138 Regulations (1) The Governor-General may, by Order in Council, make regulations for all or any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of consumer credit contracts for the purpose of this Act or applying any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include— (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,— (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of any fee or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,— (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all exemption is necessary or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies with its duties under this Act): (iii) prescribing modifications to other provisions that relate desirable to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing— (i) promote 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),— (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor’s loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including— (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, Act, including prescribing— (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made under subsection (1)(a) to (aba) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she— (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of— (i) subsection (1)(a) either or (aba), that compliance with the provisions both of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: following: (ii) subsection (1)(ab), that avoiding unnecessary compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in regulations made under subsection (1)(a) to (aba), the Minister’s reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) or (abd) (inquiries) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made under subsection (1)(da) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may— (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to— (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and costs: (d) when any interest charge, fee, or other charge will be paid or become payable; promoting innovation and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions flexibility in relation to different— (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements markets for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act. credit.

138 Regulations (1) The Governor-General may, by Order in Council, make regulations for all or any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of consumer credit contracts for the purpose of this Act or applying any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include- (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,- (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of any fee or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,- (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies with its duties under this Act): (iii) prescribing modifications to other provisions that relate to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing- (i) 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),- (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor's loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including- (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, including prescribing- (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made under subsection (1)(a) to (aba) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she- (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of- (i) subsection (1)(a) or (aba), that compliance with the provisions of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: (ii) subsection (1)(ab), that compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in regulations made under subsection (1)(a) to (aba), the Minister's reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) or (abd) (inquiries) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made under subsection (1)(da) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may- (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to- (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and (d) when any interest charge, fee, or other charge will be paid or become payable; and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions in relation to different- (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

(1BAA) The breach of a term or condition of an exemption under subsection (1)(ab) and (aba) is a breach of the provision to which the exemption relates (unless the terms of the exemption otherwise provide).

138 Regulations (1) (1BA) The Governor-General may, by Order in Council, make regulations for all or any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of consumer credit contracts for the purpose of this Act or applying any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include— (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,— (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of any fee or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,— (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies with its duties under this Act): (iii) prescribing modifications to other provisions that relate to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing— (i) 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),— (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor’s loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including— (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, including prescribing— (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made under subsection (1)(a) to (aba) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she— (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would must not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of— (i) subsection (1)(a) or (aba), that compliance with the provisions of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: (ii) subsection (1)(ab), that compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in recommend regulations made under subsection (1)(a) to (aba), the Minister’s reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) (1)(abb), (abc), or (abd) (inquiries) only on the recommendation of the Minister, and unless the Minister may make a recommendation only after consulting has consulted the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made under subsection (1)(da) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may— (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to— (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and (d) when any interest charge, fee, or other charge will be paid or become payable; and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions in relation to different— (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

138 Regulations (1) The Governor-General may, by Order in Council, make regulations for all or any of the following purposes: (a) prescribing any class of credit contract that is exempted from being a consumer credit contract and the terms and conditions (if any) applying to the exemption: (ab) exempting any credit contract or other agreement or class of credit contract or other agreement from the application of any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (aba) exempting any person or class of persons from being a creditor under a consumer credit contract or class of consumer credit contracts for the purpose of this Act or applying any provision or provisions of this Act, and prescribing the terms and conditions (if any) of the exemption: (abb) declaring any person or class of persons to be creditors under a consumer credit contract or class of consumer credit contracts: (abc) setting advertising standards for the purposes of section 9C(3)(b)(i) (lender responsibility principles), which may include- (i) what advertisements must or must not contain: (ii) the manner in which advertising must or may be done: (iii) circumstances in which advertising must not be distributed to a person (including prohibitions on advertising): (abd) prescribing, for the purposes of section 9C,- (i) inquiries that must be made before entering into, or making a material change to, an agreement, a guarantee, or an insurance contract: (ii) processes, practices, and procedures that a lender should follow when making reasonable inquiries: (iii) the way in which the results of the inquiries must be taken into account: (iv) circumstances that would prevent a lender from being satisfied as to a matter: (ac) prescribing matters for the purposes of section 19(1)(i), including what warning and other information must be contained, how the warning and information must be presented, how amounts or other matters are calculated or determined, and the circumstances (if any) in which the warning or information is not required: (b) prescribing any other information that must be disclosed under section 22 or section 23 or section 26: (c) prescribing, for the purposes of section 23 or section 26, any alternative publication requirements in relation to disclosing a change to the amount of an interest rate or a change to the amount of any fee or charge payable: (d) prescribing any class of change to a matter to which section 23(5) applies: (da) in the case of circumstances that relate to securitisation or covered bond arrangements or similar arrangements,- (i) prescribing circumstances for the purposes of section 26A(3) and how Part 3A applies in those circumstances (which may include treating a contract manager as if they were a creditor for all or any purposes of Part 3A): (ii) prescribing circumstances for the purposes of section 59B(4) and how section 59B applies in those circumstances (which may include requiring the directors and senior managers of a contract manager to exercise due diligence to ensure that a creditor complies with its duties under this Act): (iii) prescribing modifications to other provisions that relate to the application, effect, or enforcement of those provisions: (db) prescribing matters for the purposes of section 32(1)(ba), including prescribing- (i) 1 or more forms: (ii) when a form must be used: (iii) information or warnings that must be included in the form that are in addition to the key information set out in Schedule 1 or other information required by this Act: (dba) prescribing for the purposes of section 26B (disclosure about dispute resolution scheme and financial mentoring services),- (i) when information needs to be provided: (ii) what information needs to be provided: (iii) the manner in which that information needs to be provided: (dc) prescribing the particular matters required to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (dd) prescribing the form of statements that must be used to meet all or any of the requirements under this Act for publication, disclosure, notice, or other provision of information: (de) prescribing how the information to be disclosed must be presented, including, but not limited to, requirements as to the precise manner of disclosure: (e) prescribing model disclosure statements for the purposes of section 34 that comply with section 32, and the terms and conditions on which the model disclosure statements may be used: (f) prescribing, for the purposes of section 33, the assumptions that may be made when disclosing information that is required to be disclosed under this Act and the terms and conditions (if any) that apply to those assumptions: (fa) providing for the calculation of matters in paragraph (b) or (c) of the definition of high-cost consumer credit contract: (fb) prescribing a procedure or procedures for calculating the maximum rate of charge for the purposes of section 45H (rate cap): (fc) prescribing, for the purposes of section 45H, the assumptions that may be made when calculating the maximum rate of charge and the terms and conditions (if any) that apply to those assumptions: (g) prescribing a procedure or procedures for calculating a reasonable estimate of a creditor's loss arising from full prepayment: (h) prescribing, for the purposes of section 52, the procedure for calculating a proportionate rebate of any premium paid for any consumer credit insurance product financed under a consumer credit contract: (ha) prescribing, for the purposes of section 52A or 52B, the procedure for calculating a proportionate rebate of any additional consideration paid for a repayment waiver or extended warranty: (hb) prescribing matters relating to Part 5A (certification and fit and proper person requirements), including- (i) persons who, or services that, are exempt for the purposes of section 131C: (ii) matters that the Commission must have regard to for the purposes of section 131H(2): (iii) conditions that certifications are subject to, the kinds of conditions that the Commission may impose on those certifications, or matters to which conditions imposed by the Commission may relate, for the purposes of sections 131K and 131L: (iv) persons for the purposes of section 131I (notice of decisions): (v) information for the purposes of section 131J(2)(c) (Commission must send certification details to Registrar): (vi) changes in circumstances for the purposes of section 131R(1): (vii) requiring the payment to the Commission of fees and charges in connection with applications and notices under Part 5A and the amounts of those fees and charges or the manner in which those fees and charges are to be calculated: (viii) authorising the Commission to require payment of any costs incurred by the Commission in connection with an application or a notice referred to in subparagraph (vii): (ix) authorising the Commission, in its discretion or on any grounds that are prescribed, to refund or waive all or any part of a prescribed fee, charge, or cost payable in connection with an application or a notice referred to in subparagraph (vii): (i) prescribing the procedure for determining the maximum amount payable by a lessee on the termination of a consumer lease before the end of its term: (j) prescribing the form of the certificate that must be given under section 73: (ja) prescribing consumer goods or documents for the purposes of section 83ZN(1)(c): (jb) prescribing requirements in relation to annual returns for the purposes of section 116AAA, including the date by which the return must be provided and the 12-month period to which it must relate (by reference to annual dates): (jc) prescribing information that must be disclosed under section 132A (disclosure about debt collection): (jd) prescribing, for the purposes of any provision of this Act that requires a thing to be done in a prescribed manner (or for the purposes of any other regulations empowered to prescribe the manner in which something must be done), the manner in which the thing must be done, including prescribing- (i) by whom, when, where, and how the thing must be done: (ii) the form that must be used in connection with doing the thing: (iii) what information or other evidence or documents must be provided in connection with the thing: (iv) requirements with which information, evidence, or documents that are provided in connection with the thing must comply: (v) that fees or charges must be paid in connection with doing the thing: (vi) that the Commission may determine or prescribe any of the matters under subparagraphs (i) to (iv): (k) prescribing, for the purposes of Schedule 1, any other information or warnings as key information concerning a consumer credit contract: (l) prescribing, for the purposes of Schedule 2, any other information or warnings as information concerning a consumer lease: (m) prescribing, for the purposes of Schedule 3, any other information or warnings as information concerning a buy-back transaction: (n) providing for any other matters contemplated by this Act, necessary for its administration, or necessary for giving it full effect. (1A) Regulations may be made under subsection (1)(a) to (aba) only on the recommendation of the Minister, and the Minister may make a recommendation only if he or she- (a) has had regard to the purposes of this Act set out in section 3; and (b) is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and (c) is satisfied, in the case of- (i) subsection (1)(a) or (aba), that compliance with the provisions of this Act relating to consumer credit contracts would, in the circumstances, require a creditor or a class of creditors to comply with requirements that are unduly onerous or burdensome: (ii) subsection (1)(ab), that compliance with the relevant provision or provisions would, in the circumstances, require a creditor, lessor, or transferee or a class of creditors, lessors, or transferees to comply with requirements that are unduly onerous or burdensome. (1B) If the Minister makes a recommendation under subsection (1A) relating to an exemption in regulations made under subsection (1)(a) to (aba), the Minister's reasons for making the recommendation (including why the exemption is appropriate) must be published together with the regulations. (1BA) Regulations may be made under subsection (1)(abb) (declaring any person or class of persons to be creditors) or (abc) (advertising) or (abd) (inquiries) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the persons or representatives of the persons who the Minister considers will be substantially affected by the regulations. (1BB) Regulations may be made under subsection (1)(jb) only on the recommendation of the Minister, and the Minister may make a recommendation only after consulting the Commission and representatives of the creditors that would be affected. (1BC) A failure to consult as required by this section does not affect the validity of any regulation. (1C) Regulations may be made The Minister must not recommend regulations under subsection (1)(da) only on the recommendation of the Minister, and unless the Minister may make a recommendation only if he or she is satisfied that the circumstances that are prescribed relate to a securitisation or covered bond arrangement or any similar arrangement. (1D) For the purposes of subsection (1)(db) to (de), regulations may prescribe different requirements for different types or classes of disclosure, persons who are required to make disclosure, contracts, leases, transactions, or other circumstances. (2) For the purposes of subsection (1)(e), regulations may- (a) prescribe model disclosure statements in any language; and (b) authorise the translation of a prescribed model disclosure statement into 1 or more languages and the terms and conditions that apply to the translation. (3) Without limiting subsection (1)(f), regulations may prescribe assumptions for the purposes of section 33 that relate to- (a) the amount of any advance, interest rate, fee, charge, or payment; and (b) whether or not at any time there will be a change to the amount of any advance, interest rate, fee, charge, or payment; and (c) when any advance or payment will be made or will become payable; and (d) when any interest charge, fee, or other charge will be paid or become payable; and (e) the actions or behaviour of any person. (4) Regulations may also contain different provisions in relation to different- (a) classes of lenders or creditors: (b) classes of borrowers or debtors: (c) classes of guarantors: (d) classes of agreements or contracts. (5) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

138A FMA’s declaration power (1) The FMA may— declare that the following are not credit contracts: a particular arrangement or facility: a class of arrangements or facilities: declare any class of arrangements or facilities to be consumer credit contracts: if a declaration is made under paragraph (b), declare that any person or class of persons is, or is to become, the creditor under the relevant consumer credit contracts: declare any class of consumer credit contracts to be high-cost consumer credit contracts for the purposes of subpart 6A of Part 2 (provisions relating to debtors under high-cost consumer credit contracts): declare any class of consumer credit contracts to be related consumer credit contracts for the purposes of subpart 6A of Part 2 (provisions relating to debtors under high-cost consumer credit contracts). (2) The FMA’s reasons for making a declaration (including why the declaration is appropriate) must be published together with the declaration. (3) If a declaration is made under subsection (1)(b), (c), or (d) this section, this Act applies with any modifications specified in the declaration and with all other necessary modifications. (4) A declaration made under this section is secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). 138B Procedural requirements for declarations (1) The FMA must not make a declaration under section 138A unless the FMA— is satisfied, in the case of section 138A(1)(a), that the declaration— is necessary or desirable to promote certainty about whether this Act applies; and is not inconsistent with the purposes of this Act set out in section 3; and is satisfied, in the case of section 138A(1)(b) or (ba), that— the declaration is necessary or desirable in order to promote any of the purposes of this Act set out in section 3; and an arrangement or a facility of the class to which the declaration relates has, or is intended to have, the effect of a person receiving a loan or goods or services with deferred payment; and is satisfied, in the case of section 138A(1)(c) or (d), that the declaration— is necessary or desirable to promote certainty about whether subpart 6A of Part 2 applies; and is not inconsistent with the purposes of that subpart; and has had regard to the economic substance of the arrangements or facilities to which the declaration relates; and has consulted the persons or representatives of the persons who the FMA considers will be substantially affected by the declaration. (2) A failure to comply with subsection (1)(e) does not affect the validity of the declaration. 138C General provisions about declarations (1) A declaration made under section 138A may be made subject to terms and conditions, including (without limitation) terms and conditions relating to— the circumstances in which the declaration applies, whether by reference to any persons, arrangements, or facilities, or any other circumstances: transitional matters. (2) Nothing in section 138A, 138B, or this section prevents the granting of an exemption under section 138 or 138D that applies to a matter that is the subject of a declaration. (3) A declaration made under section 138A that something is a consumer credit contract prevails over a statement to the contrary in section 15. 138CA FMA may make interim orders pending exercise of powers (1) The FMA may make an interim order that no goods or services specified in the order may be supplied, while the interim order is in force, if— the supply of the goods or services involves an arrangement or a facility; and the FMA is considering, at any time, whether it may exercise a power under section 138A in respect of the arrangement or facility; and the FMA considers that making an interim order is desirable in the public interest; and the FMA considers that the extent of the interim order is not broader than is reasonably necessary to address the matters that gave rise to the order. (2) An interim order— must specify the supplier or suppliers of the goods or services to which the order applies; and may require— all, or any specified class or classes, of the associated persons of the supplier or suppliers to comply with the order (including associated persons that may be incorporated or formed after the date of the order); and a supplier to provide a copy of the order to all or any of those associated persons. (3) For the purposes of subsection (2), the order is not required to refer to the associated persons by name. (4) The FMA— may act under subsection (1) or section 138CB(1)(b) without giving the supplier to which the order relates an opportunity to make submissions to, or be heard before, the FMA in respect of the matter; but must, after acting under subsection (1) or section 138CB(1)(b), give that supplier or that person’s representative an opportunity to make written submissions and be heard on the matter. (5) The FMA must, immediately after making the order, notify each supplier to which the order relates that the order has been made and the reasons for the order. (6) Section 478 of the Financial Markets Conduct Act 2013 applies with all necessary modifications to an order under this section. (7) A person who refuses or fails, without reasonable excuse, to comply with an order made by the FMA under this section commits an offence and is liable on conviction to a fine not exceeding $300,000. 138CB Period in which interim order is in force (1) An interim order under section 138CA is in force from the time at which it is made until the close of— the date that is 15 working days after the day on which it is made; or a later date specified by the FMA by notice to the supplier to which the order relates. (2) For the purposes of subsection (1)(b),— the FMA may specify a later date if the FMA is of the opinion that it is not reasonably practicable for it to complete its consideration as referred to in section 138CA(1)(b) within the 15-working-day period referred to in subsection (1)(a): the later date must be a date that is no more than 30 working days after the day on which the interim order is made. 138D FMA’s exemption power (1) The FMA may, on the terms and conditions (if any) that it thinks fit,— exempt from the application of any provision or provisions of this Act— any credit contract, consumer lease, buy-back transaction, or other agreement; or any class of credit contracts, consumer leases, buy-back transactions, or other agreements: exempt any person or class of persons from compliance with any provision or provisions of this Act. (2) The FMA’s reasons for granting an exemption (including why the exemption is appropriate) must be published together with the exemption. (3) An exemption granted under this section is secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). 138E Procedural requirements for exemptions The FMA must not grant an exemption under section 138D unless the FMA— has had regard to the purposes of this Act set out in section 3; and is satisfied that the exemption would not cause significant detriment to debtors under credit contracts, lessees under consumer leases, or occupiers under buy-back transactions; and is satisfied that the exemption is necessary or desirable to promote 1 or more of the purposes of this Act, including by doing either or both of the following: avoiding unnecessary compliance costs: promoting innovation and flexibility in the markets for credit; and is satisfied that the extent of the exemption is not broader than is reasonably necessary to address the matters that gave rise to the exemption; and has had regard to whether the matter to which the exemption relates would be more appropriately dealt with by way of regulations made under section 138(1)(a) to (aba). 138F General provisions about exemptions (1) An exemption granted under section 138D may continue in force for not more than 5 years (and at the close of the date that is 5 years after the exemption first comes into force, the exemption must be treated as having been revoked unless it is sooner revoked or expires). (2) The breach of a term or condition of an exemption granted under section 138D is a breach of the provision to which the exemption relates (unless the terms of the exemption otherwise provide).

Schedule 1AA Application, savings, and transitional provisions relating to amendments made to this Act after 1 January 2014 ss 8B, 141A 1 Interpretation In this schedule,- 2014 Act means the Credit Contracts and Consumer Finance Amendment Act 2014 principal Act means the Credit Contracts and Consumer Finance Act 2003 Regulatory Systems Act 2019 means the Regulatory Systems (Economic Development) Amendment Act 2019. Credit Contracts and Consumer Finance Amendment Act 2014 2 Minister may prepare Responsible Lending Code before commencement of Part 1A (1) The Minister may exercise or perform a power or duty under sections 9G to 9I (as inserted by the 2014 Act) before section 9 of the 2014 Act comes into force. (2) Any consultation undertaken before section 9 of the 2014 Act comes into force that is of the kind referred to in section 9G(2)(b) or (e) must be treated as the consultation required for the purposes of that section (even if the consultation occurs before the enactment of the 2014 Act). (3) The Minister must ensure that the Responsible Lending Code first comes into force no later than 12 months after the date on which the 2014 Act receives the Royal assent. 3 Application of amendments to existing agreements (1) Except as provided for in subclauses (2) and (3) and in clause 4,- (a) the amendments to the principal Act in the 2014 Act do not apply to existing agreements; and (b) the principal Act and the Credit (Repossession) Act 1997, as in force immediately before the commencement of this clause, continue to apply for the purposes of those agreements. (2) The amendments referred to in subclause (1) apply in relation to existing agreements as follows: (a) the amendments made by section 20 of the 2014 Act (request disclosure) apply only in relation to requests made on or after the commencement of that section: (b) the amendments made by sections 18, 19, 44, and 47 of the 2014 Act (variation disclosure) apply only to variations that take effect on or after the commencement of those sections: (c) the amendments made by section 16 of the 2014 Act (continuing disclosure statements) apply only to continuing disclosure statements that are, or required to be, given or sent on or after the commencement of that section: (d) the amendments made by section 22 of the 2014 Act (disclosure of transfers) apply only to transfers that take effect on or after the commencement of that section: (e) the amendments made by sections 37 to 41 of the 2014 Act (hardship applications) apply only to applications made on or after the commencement of those sections: (f) the lender responsibility principles (see section 9C(2) of the principal Act, as inserted by section 9 of the 2014 Act) apply only to the following: (i) a variation of a contract where the variation takes effect on or after the commencement of section 9 of the 2014 Act: (ii) an application under section 55 of the principal Act made on or after the commencement of section 9 of the 2014 Act. (3) If a provision of the principal Act as amended or inserted by the 2014 Act applies in relation to an existing agreement under subclause (2), sections 93 and 96 of the principal Act (as amended by sections 59 and 63 of the 2014 Act) apply to a breach of that provision in relation to the existing agreement if the breach occurs on or after the commencement of this clause. (4) In this clause and in clause 4, existing agreement means any credit contract, security agreement, lease, buy-back transaction, or other contract or arrangement- (a) to which the principal Act or the Credit (Repossession) Act 1997 (as in force before this clause came into force) applies; and (b) that was entered into before this clause came into force. Regulatory Systems (Economic Development) Amendment Act 2019 4 Creditor may, by notice to debtors, apply Part 3A to existing agreements (1) Part 3A applies to the existing agreements described in this clause. (2) The existing agreements are those agreements- (a) to which Part 3A (as in force immediately before the commencement of the Regulatory Systems Act 2019) would have applied if the agreements had been entered into on or after the date on which Part 3A came into force; and (b) in respect of which neither a creditor nor a debtor has taken any action (such as issuing a pre-possession notice) under the principal Act or the Credit (Repossession) Act 1997, as in force immediately before the commencement of Part 3A; and (c) in respect of which any creditor under the agreement has given notice to every debtor under the agreement- (i) stating that Part 3A will apply to the agreement; and (ii) specifying the date on which Part 3A begins to apply to the agreement (which must be at least 5 working days after the last notice is given); and (iii) summarising the rights and obligations of the creditors and the debtors under Part 3A. (3) Part 3A applies to an existing agreement on and from the date referred to in subclause (2)(c)(ii) as if that agreement were a consumer credit contract. (4) On and from the date on which Part 3A begins to apply to an existing agreement, the Credit (Repossession) Act 1997 (as in force immediately before the commencement of Part 3A) ceases to apply for the purposes of the agreement. (5) Section 83ZQ applies to the giving and receiving of a notice under subclause (2). 5 Application of Part 3A and related provisions to existing credit contracts (1) This clause applies to a credit contract if,- (a) immediately before the Regulatory Systems Act 2019 came into force, Part 3A applied to the contract; but (b) the contract is not a consumer credit contract. (2) The following provisions continue to apply to the contract as if that contract were a consumer credit contract: (a) section 5, definition of costs of borrowing: (b) section 9B, definitions of agreement, lender, and relevant guarantee: (c) section 9K: (d) Part 3A. Credit Contracts Legislation Amendment Act 2019 6 Interpretation In clauses 7 to 11, unless the context otherwise requires,- 2019 Act means the Credit Contracts Legislation Amendment Act 2019 agreement means any credit contract, security agreement, lease, buy-back transaction, or other contract or arrangement to which the principal Act applies commencement, in relation to any provision of the 2019 Act, or any provision inserted into this Act by the 2019 Act, means the commencement of the relevant provision, as the case may be existing agreement means an agreement entered into before the commencement of the relevant provision new agreement means an agreement entered into after the commencement of the relevant provision principal Act means the Credit Contracts and Consumer Finance Act 2003 as it read before the relevant provision of the 2019 Act commenced. Application to existing agreements 7 General rule: existing agreements Except as provided for in clauses 8 to 10,- 10 and 15,- (a) an amendment to the principal Act in the 2019 Act does not apply to existing agreements: (b) the principal Act continues to apply for the purpose of existing agreements, and for the completion of a matter or thing or the bringing or completion of proceedings that relate to existing agreements, as if the relevant provision of the 2019 Act had not commenced. 8 Application to existing agreements: Royal assent commencement Disclosure (1) The amendment made by section 16(1) (decreases) of the 2019 Act applies to variation disclosure that is required to be made after commencement. (2) The amendments made by sections 17(1), 18(1), and 19 (disclosure if creditor cannot locate) of the 2019 Act apply to disclosure that is required to be made after commencement. (3) The amendments made by the following sections of the 2019 Act apply to existing agreements in respect of disclosure that is required to be made after commencement: (a) section 22 (amendment to section 32(4)): (b) section 23 (amendments to section 35). Statutory damages and other remedies and enforcement (4) The amendments made by section 28 (amendments to section 83J) of the 2019 Act apply in respect of enforcement action that occurs after commencement. (5) The amendments made by sections 30, 31, 32, and 34(2) of the 2019 Act apply in respect of existing agreements for breaches that occur after commencement. (6) The amendments made by section 35 of the 2019 Act apply to existing agreements on or after commencement to the extent that section 95A (court may reduce effect of failure to make disclosure) applies to the costs of borrowing, costs of the lease, or costs of the buy-back transaction (as the case may be) in relation to any period after commencement. Example A creditor (C) and Ms S entered into a consumer credit agreement on 1 July 2019. C failed to make initial disclosure. C can rely after commencement on section 95A in respect of that failure, but only in respect of costs of borrowing in relation to the period after commencement. (7) The amendments made by section 43 (pecuniary penalties) of the 2019 Act apply in respect of existing agreements for breaches or possible breaches that occur after commencement. (8) The amendments made by section 46 (enforceable undertakings) of the 2019 Act apply to breaches in respect of existing agreements, whether those breaches occurred or occur before, on, or after commencement. 9 Application to existing high-cost consumer credit contracts (1) The amendments made by section 25 (new subpart 6A of Part 2) of the 2019 Act apply to an existing agreement as set out in this clause. Costs cap (2) Section 45E (costs of borrowing must not exceed loan advance) applies to an existing agreement as follows: (a) section 45E restricts maximum costs of borrowing under an existing agreement only if the parties to the agreement agree to change the agreement with effect after commencement; and (b) the rules in that section for calculating the first advance and whether a contract is a related consumer credit contract apply equally to all agreements (including those entered into before commencement). Example Before commencement, Ms D borrows $100 from a creditor (C) under a consumer credit contract that has an annual interest rate of 500% pa and a term of 6 weeks. Section 45E does not limit the amount that can be recovered under that contract. As at commencement, Ms D has repaid $92, consisting of $32 in interest and fees and $60 of the principal. Her unpaid balance is $40. After commencement, Ms D refinances by entering into a further high-cost consumer credit contract with C to repay the remaining $40, and will receive a further advance of $50, ie, $90 in total. The first advance of $100 in the pre-commencement contract caps the maximum costs of borrowing under the new contract. The maximum costs of borrowing that Ms D will have to pay under the new contract is $100 - $32 = $68 (ie, the amount in interest and fees charged on the first contract ($32) is subtracted from the first advance of $100 to give a remaining cap of $68). Sections 45F and 45G (3) In section 45F (certain high-cost consumer credit contracts with other creditors prohibited), an existing agreement counts in the same way as a new agreement for the purpose of determining whether a person has had an unpaid balance on any high-cost consumer credit contract at any time within the preceding 15 days. (4) In section 45G (high-cost consumer credit contracts with certain repeat debtors prohibited), an existing agreement counts in the same way as a new agreement for the purpose of determining whether a person has entered into a high-cost consumer credit contract at any time within the preceding 90 days. 10 Other application to existing agreements (1) The amendments to the principal Act made by section 10(1) and (8) of the 2019 Act apply to existing agreements in respect of material changes after commencement. Example A creditor (C) increases the credit limit under an existing consumer credit agreement after commencement. C must make reasonable inquiries about suitability and affordability before making the change. If C fails to comply, the debtor may seek statutory damages and C may be liable for civil pecuniary penalties as provided in Part 5A. (2) The amendments made by section 20 of the 2019 Act (disclosure about dispute resolution schemes and financial mentoring services) apply to existing agreements in the same way as they apply to new agreements (for example, disclosure is required if a complaint is made after commencement regardless of whether the agreement is an existing or a new agreement). (3) The amendments made by section 27 of the 2019 Act (duty of directors and senior managers of creditors) apply to duties and obligations of the creditor in respect of existing agreements that arise for performance after commencement or that continue to require performance after commencement. (4) The amendment made by section 33 of the 2019 Act applies in respect of existing agreements for breaches that occur after commencement. (5) The amendments made by sections 36 to 42 of the 2019 Act apply in respect of existing agreements for breaches that occur after commencement. (6) The amendments made by section 48 of the 2019 Act (directors and senior managers may also be liable for statutory damages or compensation) apply, in respect of existing agreements, for breaches that occur after commencement of duties or obligations of the creditor that arise for performance after commencement or that continue to require performance after commencement. (7) Section 131B (when person needs to be certified) of the principal Act (as inserted by section 50 of the 2019 Act) applies in respect of creditors or mobile traders who enter into a new credit contract, or agree a variation to an existing credit contract, after commencement. (8) The amendments made by section 51 of the 2019 Act (disclosure about debt collection) apply to all existing agreements to the extent that debt collection starts after commencement or a new person becomes a debt collector after commencement. Example A creditor (C) and Ms S enter into a consumer credit agreement on 1 July 2019. C starts debt collection on or after commencement. Section 132A will apply to the debt collector. Application to new agreements 11 New agreements (1) The amendments to the principal Act in the 2019 Act apply to new agreements. (2) Section 41A(3) of the principal Act (as inserted by section 24 of the 2019 Act) applies to new agreements regardless of whether the change occurred before, on, or after commencement. Other application 12 Creditors registered as financial service providers before commencement and mobile traders (1) Subclause (2) applies to every creditor that is registered under the Financial Service Providers (Registration and Dispute Resolution) Act 2008 as at the close of the day before commencement of section 131B and that is required to be certified under Part 5A of this Act. (2) Section 131B does not apply until the first due date on or after commencement of section 131B on which the person must supply to the Registrar its annual confirmation of details under section 28 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008. (3) Subclause (5) applies to every creditor- (a) that has made an application to the Commerce Commission in accordance with section 131F no less than 2 months before the first due date referred to in subclause (2); and (b) that is registered under the Financial Service Providers (Registration and Dispute Resolution) Act 2008 as at the close of the day before commencement of section 131B. (4) Subclause (5) also applies to every mobile trader that has made an application to the Commerce Commission in accordance with section 131F before 2 months before commencement of section 131B. (5) Section 131B does not apply to that person before the earlier of the following: (a) the close of the 20th working day after the person has failed to provide to the Commission any information that the Commission has required under section 131F(3) to assist it in determining the application: (b) the date on which the Commission gives a written notice of decision to the person under section 131I.

Schedule 1 Key information concerning consumer credit contract s 17 The following information is the key information concerning a consumer credit contract as is applicable: Full name and address of creditor (a) the full name and full address of the creditor: (aa) the trading name of the creditor (if different from its full name specified under paragraph (a)): Initial unpaid balance (b) the unpaid balance as at the date that is specified in the disclosure statement as the effective date of the statement, accounting for every payment made by the debtor on or before that date: (c) the amount and a description of each advance, charge, or payment accounted for in the unpaid balance disclosed under paragraph (b): Subsequent advance (d) the amount, a description, and timing of each advance to be made after the effective date of the disclosure statement, if ascertainable: Total advances (e) the total of all advances made or to be made in connection with the contract, if ascertainable: Credit limit (f) the credit limit: Annual interest rate (g) the annual interest rate or rates under the contract (with the rate or rates being expressed in terms of a percentage): (h) if there is more than 1 rate, how each rate applies: (i) if an annual interest rate is fixed for the term or any part of the term of the contract, the period during which the annual interest rate is fixed: (j) if an annual interest rate is determined by referring to a base rate, particulars that describe how the annual interest rate is determined, including- (i) the name of the base rate or a description of it; and (ii) the margin or margins (if any) above or below the base rate to be applied to determine the annual interest rate; and (iii) where and when the base rate is published or, if it is not published, how the debtor may ascertain the rate; and (iv) the current annual interest rate or rates: Method of charging interest (k) the method of calculating interest charges payable under the contract and the frequency with which interest charges are debited under the contract: Total interest charges (l) the total amount of interest charges payable under the contract, if ascertainable (but only if the contract would, on the assumptions prescribed by regulations, be paid out within 7 years of the date on which credit is first provided under the contract): Interest free period (m) if the contract involves an interest free period, the following particulars: (i) the length of the interest free period: (ii) when interest will begin to accrue: Credit fees and charges (n) a description of the credit fees and charges (other than interest charges) that are, or may become, payable under the contract (unless the fee or charge is disclosed under paragraph (c)), including- (i) when each fee or charge is payable, if ascertainable; and (ii) the amount of each fee or charge if ascertainable, but, if not, the method of calculation of the fee or charge: (na) if the contract is a high-cost consumer credit contract, a statement to that effect: (nb) if the contract is a high-cost consumer credit contract or a related consumer credit contract, a statement of the effect of section 45E, which must include the maximum costs of borrowing, how the costs are calculated, and the total amount that is recoverable: Example On 1 February 2023, Ms D borrows $100 from a creditor (C). By 1 March 2023, Ms D has paid $32 in interest and fees and $60 of the principal. Ms D refinances by entering into a further high-cost consumer credit contract with C to repay the remaining $40, and will receive a further advance of $160, ie, $200 in total. C includes the following in the initial disclosure statement: "The maximum costs of borrowing that you can be charged under this contract is $68. No other costs of borrowing may be charged or debited to your account. "The maximum amount is calculated as follows: your first advance under this contract or a related contract − previous interest and fees charged on related contracts "Your first advance was $100 under the contract dated 1 February 2023. "Your previous interest and fees were $32, paid under that contract. "The total amount that you can be required to pay under this contract is $268. This is the $200 advanced to you plus the $68 maximum amount." (nc) if the contract is a high-cost consumer credit contract, a statement of the rate of charge under the contract, as required to be calculated in accordance with section 45H and the regulations: Payments required (o) if more than 1 payment is to be made- (i) the amount of the payments or the method of calculating the amount; and (ii) if ascertainable, the number of the payments; and (iii) if ascertainable, the total amount of the payments (but only if the contract would, on the assumptions prescribed by regulations, be paid out within 7 years of the date on which credit is first provided under the contract); and (iv) when the first payment is due, if ascertainable, and the frequency of payments: Full prepayment (p) how the reasonable estimate of the creditor's loss on full prepayment is calculated and whether a statutory procedure prescribed in regulations is used: Security interest (q) a description of any security interest that is or may be taken in connection with the contract, including a clear explanation of- (i) the nature of the security interest; and (ii) the property that is, or is proposed to be, subject to the security interest; and (iii) the extent to which the debtor's obligations to the creditor are secured by the security interest, including whether, if the creditor's rights under the security were to be exercised, the debtor would, or may, remain indebted to the creditor (if there is a shortfall in the proceeds of the sale of the property that is subject to the security interest); and (iv) what the consequences would be if the debtor were to give a security interest over the property referred to in subparagraph (ii) to a person other than the creditor and, as a result, the debtor were to be in breach of the contract, including whether the property that would be subject to the security interest would be liable to repossession: Disabling devices (qa) whether a disabling device is to be attached to consumer goods that are subject to a security interest referred to in paragraph (q) and, if so, a clear description of- (i) how the device functions; and (ii) when the device might be activated; and (iii) how, if the consumer goods are required in an emergency situation, the debtor may obtain the use of the goods: Default interest charges and default fees (r) particulars that describe any default interest charges and default fees that may be payable under the contract including how and when default interest charges and default fees would become payable: Debtor's right to cancel (s) a statement of the debtor's cancellation rights under section 27: sections 27 and 27A: (saa) if the consumer credit contract is also a layby sale agreement,- (i) a statement of the debtor's cancellation rights under section 36F(1) of the Fair Trading Act 1986; and (ii) whether or not a cancellation charge under section 36F(3) of that Act will be imposed; and (iii) if a cancellation charge will be imposed, the amount of the charge (if a fixed charge will be imposed) or a clear description of how the charge will be calculated: Debtor's right to apply for relief on grounds of unforeseen hardship (sa) a statement of the debtor's right under section 55, and advice as to how an application under that section may be made: Continuing disclosure statements (t) the frequency with which continuing disclosure statements will be provided (assuming that section 21 does not apply): Consent to electronic communications (u) if the creditor consents to receive notices or other communications from the debtor in electronic form, whether by means of an electronic communication or otherwise, a statement to that effect: Dispute resolution (ua) the name and contact details of the dispute resolution scheme of which the creditor is a member (unless the Financial Service Providers (Registration and Dispute Resolution) Act 2008 does not require the creditor to be a member of such a scheme): (uaa) a statement that the scheme will not charge a fee to any complainant to investigate or resolve a complaint, if the consumer credit contract is a high-cost consumer credit contract or a related consumer credit contract: Registration under Financial Service Providers (Registration and Dispute Resolution) Act 2008 (ub) the creditor's registration number under the register of financial service providers: (uc) the name under which the creditor is registered on that register: Other items (v) any other information or warnings prescribed by the regulations to be information that is key information concerning a credit contract.

client, in relation to to- a financial advice service or client money or property service, has the meaning set out in clause 2 of Schedule 5 5: a service of acting as a creditor under a consumer credit contract, means a debtor under a consumer credit contract

consumer credit contract contract- has the same meaning as in section 11 of the Credit Contracts and Consumer Finance Act 2003 (and for that purpose sections 12 to 15 and 16 and 16A of that Act apply); but in subpart 6A of Part 6, has the meaning set out in section 446P

6 Interpretation (1) In this Act, unless the context otherwise requires,- accounting period has the same meaning as in section 5(1) of the Financial Reporting Act 2013 acquire- (a) includes obtain by buying, subscribing, or taking an assignment or transfer of; and (b) includes, in Part 5, agreeing to acquire; and (c) in relation to a derivative, a contract of insurance, a consumer credit contract, or a DIMS facility, includes entering into the legal relationship that constitutes the derivative, contract, or facility; and (d) in relation to a renewal or variation of the terms or conditions of an existing financial advice product, includes entering into the legal relationship that provides for the renewal or variation administration manager, in relation to a managed investment scheme, means a person to whom a manager of the scheme has contracted some or all of the administration of the scheme administrator of a financial benchmark means a person that controls the generation and operation of a financial benchmark, including administering and applying the rules or procedures by which a financial benchmark is generated advertisement,- (a) in relation to an offer, or intended offer, of financial products, means any form of communication made to the public or a section of the public for the purpose of promoting the offer or intended offer: (b) in relation to the supply of financial services, means any form of communication made to the public or a section of the public for the purpose of promoting the supply of the services agreement includes any contract, arrangement, or understanding alternative disclosure obligation means any provision of regulations made under section 351 that is stated by those regulations to be an alternative disclosure obligation applicable auditing and assurance standard has the same meaning as in section 5(1) of the Financial Reporting Act 2013 applicable financial reporting standard has the same meaning as in section 5(1) of the Financial Reporting Act 2013 applicable climate standard has the same meaning as in section 5(1) of the Financial Reporting Act 2013 application, in relation to financial products, includes an offer to acquire the financial products whether in writing or otherwise associated person or associated has the meaning set out in section 12(1) assurance practitioner, in Part 7A, means a person who is appointed to carry out an assurance engagement under that Part audio or visual service means an audio or visual service provided to users of the service by means of telecommunications authorised body, in relation to a market services licence, means an entity that is authorised under section 400 to provide a market service under the licence authoritative notice has the same meaning as in section 5(1) of the Financial Reporting Act 2013 balance date has the same meaning as in section 41 of the Financial Reporting Act 2013 broadcaster has the same meaning as in section 2(1) of the Broadcasting Act 1989 broadcasting has the same meaning as in section 2(1) of the Broadcasting Act 1989 building society has the same meaning as in section 2(1) of the Building Societies Act 1965 business includes any profession, trade, or undertaking, whether or not carried on with the intention of making a pecuniary profit business rules means the rules for a financial product market that deal with the matters set out in section 328(4)(a) to (d) civil liability order has the meaning set out in section 484 civil liability provision has the meaning set out in section 485 class, in relation to financial products, has the meaning set out in subsection (3) client, in relation to a financial advice service or client money or property service, has the meaning set out in clause 2 of Schedule 5 client money or property service has the meaning set out in section 431W(1) climate-related disclosure framework has the same meaning as in section 9AA of the Financial Reporting Act 2013 climate reporting entity has the meaning set out in section 461O climate statements has the same meaning as in section 5(1) of the Financial Reporting Act 2013 code of conduct or code means the code of professional conduct in force under clause 39 of Schedule 5 company- (a) means a company, or an overseas company, within the meaning of section 2(1) of the Companies Act 1993; but (b) does not include an overseas limited partnership (within the meaning of section 4 of the Limited Partnerships Act 2008) complying superannuation fund means a superannuation scheme or workplace savings scheme that is identified as a complying superannuation fund on the register of managed investment schemes (or, if the scheme is identified as a complying superannuation fund in respect of only a section of the scheme, means the scheme in respect of that section) conduct in relation to a takeover offer- (a) means conduct following the public announcement by a person of an intention to make an offer (being an offer that is regulated by the Takeovers Code), whether or not the offer has already begun and whether or not the offer proceeds; and (b) includes conduct incidental or preliminary to a takeover that is regulated by the Takeovers Code constitution means,- (a) in the case of a company within the meaning of section 2(1) of the Companies Act 1993, the constitution of the company; and (b) in the case of any other entity, the documents or instruments constituting or defining the constitution of the entity consumer credit contract has the same meaning as in section 11 of the Credit Contracts and Consumer Finance Act 2003 consumer insurance contract has the meaning set out in section 446P(1) continuous disclosure exemption means an exemption or a waiver of a continuous disclosure provision or provisions of the listing rules of the licensed market continuous disclosure obligation means an obligation under section 270 and any listing rules with which that section requires compliance continuous disclosure provisions has the meaning set out in section 271 continuous issue PDS means a PDS that- (a) relates to financial products that the issuer, in the ordinary course of its business, continuously offers; and (b) is not the first PDS to be lodged with the Registrar in respect of that class of financial products continuous issuer means an issuer that in the ordinary course of its business continuously offers financial products contract of insurance- (a) has the same meaning as in section 7 of the Insurance (Prudential Supervision) Act 2010; but (b) in subparts 6A and 6B of Part 6, does not include a contract of reinsurance within the meaning of that Act contributor, in relation to a financial benchmark, has the meaning set out in section 448C(4) controlling owner, in relation to any person, has the meaning set out in section 4 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 (applied to that person as if it were a financial service provider even if it is not) convertible note has the same meaning as in section YA 1 of the Income Tax Act 2007 co-operative company means a company registered as a co-operative company under the Co-operative Companies Act 1996 court means, in relation to any matter, the court before which the matter is to be determined (see section 538, which confers exclusive jurisdiction on the High Court in proceedings other than proceedings for offences) CRD records means the records that a climate reporting entity is required to keep by subpart 2 of Part 7A credit union has the same meaning as in section 2 of the Friendly Societies and Credit Unions Act 1982 custodial service has the meaning set out in section 431W(2) custodian means,- (a) in relation to a managed investment scheme, each person who is designated or appointed to perform, or to whom is contracted, the function of holding some or all of the scheme property under the scheme: (b) in relation to a discretionary investment management service, each person holding investor money or investor property under that service (whether or not appointed by that investor) dealing, in relation to financial products,- (a) means any of the following: (i) acquiring or disposing of financial products; or (ii) offering financial products for issue or sale and issuing and transferring financial products; or (iii) underwriting financial products; or (iv) promoting by any means the acquisition or disposal of financial products; or (v) in relation to a derivative, discharging obligations under the derivative; or (vi) anything that is preparatory to, or related to, any dealing in financial products (for example, giving financial advice), unless an exception applies to the dealing under this Act; but (b) does not include a dealing excluded by the regulations debt security has the meaning set out in section 8(1) defined benefit scheme means a scheme that operates on the principle of unallocated funding, and includes a scheme under which contributions are not allocated on a defined basis to individual members derivative has the meaning set out in section 8(4) derivatives issuer means a person that is in the business of entering into derivatives DIMS facility means an agreement for the provision of a discretionary investment management service DIMS licensee has the meaning set out in section 432A(3) direction order means an order under section 468 director means,- (a) in relation to a company, any person occupying the position of a director of the company by whatever name called: (b) in relation to a partnership (other than a limited partnership), any partner: (c) in relation to a limited partnership, any general partner: (d) in relation to a body corporate or unincorporate, other than a company, partnership, or limited partnership, any person occupying a position in the body that is comparable with that of a director of a company: (e) in relation to any other person, that person disciplinary committee means the disciplinary committee established under clause 49 of Schedule 5 disclosure document means any of the following: (a) a PDS: (b) a limited disclosure document under clause 26 of Schedule 1: (c) information made available under subpart 4 of Part 3: (d) a disclosure statement or other information made available under subpart 4, 5A, or 5B of Part 6 discretionary investment management service or DIMS has the meaning set out in section 432A(1) dispose of- (a) includes dispose of by issuing, selling, assigning, or transferring; and (b) includes withdrawing from, terminating, or closing out the legal relationship that constitutes the financial product or other financial advice product; and (ba) in relation to a renewal or variation of the terms or conditions of an existing financial advice product, includes withdrawing from or terminating the product or refusing to agree to the renewal or variation; and (c) includes agreeing to dispose of distribute includes- (a) make available, publish, and circulate; and (b) communicate by letter, newspaper, an Internet site, broadcasting, an audio or visual service, sound recording, television, film, video, or any form of electronic or other means of communication document has the same meaning as in section 4(1) of the Evidence Act 2006 employee share purchase scheme means a scheme established by an entity under which employees or directors of the entity or of any of its subsidiaries (or other eligible persons referred to in clause 8 of Schedule 1) may acquire specified financial products (as defined in that clause) that are issued by the entity encourage, in subpart 2 of Part 5, includes incite, counsel, or procure engaged, in relation to a person who gives financial advice, has the meaning set out in section 431E engaging in conduct means doing or refusing to do an act, and includes- (a) omitting to do an act; or (b) making it known that an act will or will not be done entity means any of the following: (a) a company or other body corporate: (b) a corporation sole: (c) in the case of a trust that has- (i) only 1 trustee, the trustee acting in his, her, or its capacity as trustee: (ii) more than 1 trustee, the trustees acting jointly in their capacity as trustees: (d) an unincorporated body (including a partnership) equity security has the meaning set out in section 8(2) exhibiting films to the public means to exhibit to the public films within the meaning of section 2 of the Films, Videos, and Publications Classification Act 1993 fair conduct principle has the meaning set out in section 446C fair conduct programme means a fair conduct programme under subpart 6A of Part 6 financial advice has the meaning set out in section 431C(1) financial advice product means- (a) a financial product (as defined in section 7); or (b) a DIMS facility; or (c) a contract of insurance; or (d) a consumer credit contract; or (e) any other product declared by the regulations to be a financial advice product; or (f) a renewal or variation of the terms or conditions of an existing financial advice product financial advice provider means a person that provides a financial advice service (see section 431D) financial advice service means the service of giving regulated financial advice as referred to in section 431D financial adviser- (a) means an individual who is registered under the Financial Service Providers (Registration and Dispute Resolution) Act 2008 in relation to a financial advice service; but (b) does not include a financial advice provider financial benchmark has the meaning set out subsections (6) and (7) financial institution has the meaning set out in section 446E financial markets- (a) means the financial markets in New Zealand; and (b) includes- (i) markets in New Zealand for the provision of financial services; and (ii) the capital markets in New Zealand financial markets legislation means the Acts listed in Schedule 1 of the Financial Markets Authority Act 2011 and the enactments made under those Acts financial markets participant has the same meaning as in section 4 of the Financial Markets Authority Act 2011 financial product has the meaning set out in section 7 (but in Part 2 has the meaning set out in section 18) financial product market has the meaning set out in section 309 financial product market licence means a licence issued under subpart 7 of Part 5 financial service- (a) has the same meaning as in section 5 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008; and (b) includes a market service; but (c) does not include, for the purposes of any provision of this Act, any class or classes of services declared by the regulations not to be financial services for the purposes of that provision financial statements has the same meaning as in section 6 of the Financial Reporting Act 2013 FMA means the Financial Markets Authority established by Part 2 of the Financial Markets Authority Act 2011 FMC reporting entity has the meaning set out in section 451 generally accepted accounting practice has the same meaning as in section 8 of the Financial Reporting Act 2013 generally available to the market has the meaning set out in section 232 give, in relation to information or any other matter, includes give by electronic or other means that enable the recipient to readily store the matter in a permanent and legible form governing document- (a) means (in the case of a debt security) a trust deed: (b) means (in the case of a managed investment scheme constituted as a trust) the 1 or more trust deeds that constitutes the scheme or (in the case of any other managed investment scheme) the 1 or more deeds, agreements, or instruments that constitute or govern the scheme (for example, a partnership agreement): (c) includes (in each case) any amendments to a document referred to in paragraph (a) or (b) group,- (a) in Part 7 and subpart 1 of Part 7A, means a group comprising an FMC reporting entity and its subsidiaries: (b) in Part 7A (other than subpart 1), means a group comprising a climate reporting entity and its subsidiaries group climate statements has the same meaning as in section 5(1) of the Financial Reporting Act 2013 group financial statements has the same meaning as in section 7 of the Financial Reporting Act 2013 health insurance means insurance against a liability to pay fees or charges relating to the provision of a health service (within the meaning of section 5(1) of the Health Practitioners Competence Assurance Act 2003) in the business of, in relation to any service or other activity, means carrying on a business of that type (whether or not the business is the person's only business or the person's principal business) indemnify includes relieve, exempt, or excuse from liability, whether before or after the liability arises independent trustee, in relation to a restricted scheme, means the trustee, or director of a sole corporate trustee, who is the licensed independent trustee for the purposes of the restricted scheme industrial and provident society means a society registered under the Industrial and Provident Societies Act 1908 information includes documents information insider has the meaning set out in section 234 infringement fee, in relation to an infringement offence, means the amount prescribed by the regulations as the infringement fee for the offence infringement notice means a notice issued under section 514 infringement offence means an offence identified in this Act as being an infringement offence Inland Revenue Acts means the Acts listed in the Schedule of the Tax Administration Act 1994 inside information has the meaning set out in section 234 insolvency event has the meaning set out in subsection (4) insolvent means that,- (a) in relation to an issuer of a debt security or a managed investment product,- (i) the issuer is unable to pay the issuer's debts as they become due in the normal course of business; or (ii) the value of the issuer's assets is less than the value of the issuer's liabilities, including contingent liabilities (and for this purpose section 4(4) of the Companies Act 1993 applies in respect of the issuer as if it were a company even if it is not): (b) in relation to a registered scheme that is a defined benefit scheme, the value of the assets in the scheme is less than the value of the vested benefits that may in due course flow from, or are attributable to, membership of the scheme: (c) in relation to any other registered scheme,- (i) the funds in the scheme are not sufficient to enable debts in respect of the scheme to be paid as they become due in the normal course of business; or (ii) the value of the assets in the scheme is less than the value of the liabilities in respect of the scheme, including contingent liabilities (and for this purpose section 4(4) of the Companies Act 1993 applies in respect of the scheme as if it were a company) inspection period means the period commencing on the third working day after the day on which notice of intention to inspect is served on the issuer by the person concerned and ending with the eighth working day after the day of service interim stop order has the meaning set out in section 465 intermediary, in subpart 6A of Part 6, has the meaning set out in section 446Q investment authority has the meaning set out in section 432A(3) investment manager means, in relation to a managed investment scheme, a person to whom a manager of the scheme has contracted the investment of some or all of the scheme property investor includes- (a) a person to whom an offer of financial products is made; and (b) a person who acquires, or may acquire, a financial product; and (c) a person who receives, or may receive, a financial service investor money has the meaning set out in section 444 investor property has the meaning set out in section 444 involved in a contravention has the meaning set out in section 533 issued and issuer have the meanings set out in section 11 issuer obligation means an obligation imposed on the issuer of a financial product by or under any of the following: (a) a governing document that relates to the financial product: (b) the terms of any regulated offer of the financial product: (c) a court order relating to the financial product: (d) this Act (including, in relation to a managed investment product, all obligations as manager): (e) the KiwiSaver Act 2006: (f) the Non-bank Deposit Takers Act 2013 KiwiSaver scheme means a scheme that is registered on the register of managed investment schemes as a KiwiSaver scheme lawyer has the same meaning as in section 6 of the Lawyers and Conveyancers Act 2006 licence means a licence under this Act or, in relation to a supervisor, the Financial Markets Supervisors Act 2011, and licensed means having a licence, or being authorised under a licence, under this Act or, in relation to a supervisor, having a licence under the Financial Markets Supervisors Act 2011 licensed insurer- (a) has the same meaning as in section 6 of the Insurance (Prudential Supervision) Act 2010; but (b) in Part 7, does not include a Lloyd's underwriter (within the meaning of that Act) or an insurer that is included in a class of insurers that is the subject of an exemption under section 238(1)(b)(i)(A) or (ii) of that Act; and (c) in Part 7A, does not include a Lloyd's underwriter (within the meaning of that Act) or an insurer that is included in a class of insurers that is the subject of an exemption under section 238(1)(b) of that Act licensed market means a financial product market that is licensed under Part 5 (subject to any regulations made under section 351(1)(d)) licensed market operator means a person that is authorised to operate a licensed market under a financial product market licence licensed market services means those market services- (a) that are required to be licensed under Part 6; or (b) for which a person holds a licence under Part 6 (whether or not required to do so) licensed NBDT has the same meaning as in section 4(1) of the Non-bank Deposit Takers Act 2013 life insurance- (a) means insurance of the kind described in section 84(1)(a) to (f) of the Insurance (Prudential Supervision) Act 2010; but (b) does not include insurance under a contract referred to in section 84(3) or (4) of that Act limited disclosure document or LDD, in relation to an offer referred to in clause 26(1) of Schedule 1, means a limited disclosure document for the offer required by regulations made for the purposes of that clause listed issuer means- (a) a person that is a party to a listing agreement with a licensed market operator in relation to a licensed market (and includes a licensed market operator that has financial products quoted on its own licensed market): (b) a person to which paragraph (a) previously applied, in respect of any action or event or circumstance to which this Act applied at that time listing rules means the rules for a financial product market that deal with the matters set out in section 328(3)(a) to (e) Lloyd's means the society of that name incorporated by the Imperial Act known as the Lloyd's Act 1871 Lloyd's managing agent means a person who has the permission of Lloyd's to manage 1 or more syndicates and carry on underwriting and other functions on behalf of 1 or more Lloyd's underwriters Lloyd's underwriter means an underwriting member of Lloyd's that is treated as being a licensed insurer under section 204 of the Insurance (Prudential Supervision) Act 2010 local authority has the meaning set out in section 5(1) of the Local Government Act 2002 (and see also section 8 of the Local Government Borrowing Act 2011) managed investment product has the meaning set out in section 8(3) managed investment scheme has the meaning set out in section 9 manager means,- (a) in relation to a registered scheme (other than a restricted scheme), the person designated or appointed as the manager of the scheme: (b) in relation to a restricted scheme, the persons designated or appointed as trustees of the scheme or, if only 1 person is designated or appointed as a trustee of the scheme, that person: (c) in relation to a managed investment scheme if there is no person to whom paragraph (a) or (b) applies or if it is not a registered scheme, a person occupying the position of, and carrying out any of the functions of, the manager set out in section 142 market operator obligation means an obligation imposed on a licensed market operator in respect of a licensed market by or under any of the following: (a) a condition of the licence: (b) section 314 (general obligations in respect of licensed markets): (c) section 333 (power to request changes to market rules): (d) sections 337, 340, 341, and 342 (monitoring obligations) market rules means- (a) the rules for a financial product market that deal with the matters required for that market by section 328; or (b) in the case of a financial product market licensed, or applying to be licensed, under section 317, the rules for the market specified by the FMA under section 334 market service means any of the following: (a) acting as a manager of a registered scheme: (b) acting as an independent trustee of a restricted scheme: (c) acting as a provider of a discretionary investment management service: (ca) acting as a financial institution: (d) acting as a derivatives issuer: (e) acting as a custodian in respect of a registered scheme or a discretionary investment management service: (ea) acting as a provider of a financial advice service: (eb) providing a client money or property service: (f) acting as a provider of prescribed intermediary services: (g) acting as an administrator of a financial benchmark market services licence means a licence issued under Part 6 market services licensee obligation means an obligation imposed on a licensee or an authorised body by or under any of the following: (a) a condition of the licence: (b) this Act: (c) the terms of the offer of a financial product or the provision of a market service: (d) a court order made in connection with the offer of a financial product or the provision of a market service: (e) in the case of a manager or an independent trustee of a registered scheme,- (i) a governing document: (ii) the KiwiSaver Act 2006 material information,- (a) in Part 3, has the meaning set out in section 59: (b) in Part 5, has the meaning set out in section 231 Minister means the Minister of the Crown who, under the authority of any warrant or with the authority of the Prime Minister, is for the time being responsible for the administration of this Act money includes money's worth (except in the definitions of debt security, investor money, and investor property) NBDT has the same meaning as in section 5 of the Non-bank Deposit Takers Act 2013 New Zealand resident for tax purposes means a person that is a New Zealand resident, as determined under sections YD 1 and YD 2 of the Income Tax Act 2007 nominated representative means an individual who is nominated by a financial advice provider under section 431T non-quoted financial products means financial products that are not quoted offer includes- (a) inviting applications for the issue of financial products: (b) inviting applications to purchase financial products offeror means,- (a) in relation to an offer of financial products for issue, the issuer; or (b) in any other case of an offer of financial products, the person who has the capacity, or who agrees, to transfer the financial products if the offer is accepted overseas climate reporting entity, in Part 7A, means a body corporate that- (a) is incorporated outside New Zealand; and (b) is a climate reporting entity under section 461O(1)(b) to (e) (see section 461Q(3) and (4)) Part 2 fair dealing provision means any of the provisions specified in section 38(1) Part 3 offer provision means any of the provisions specified in section 101(3) or (4) Part 4 governance provision means any of the provisions specified in section 228(3) or (4) Part 5 market provision means any of the provisions specified in section 385(3) or (4) Part 6 services provision means any of the provisions specified in section 449(3) or (4) Part 7 financial reporting provision means any of the provisions specified in section 461M(3) or (4) Part 7A climate-related disclosure provision means any of the provisions specified in section 461ZK(3) or (4) participant means, in relation to a licensed market, a person authorised by the licensed market operator to participate in that market person includes any entity prescribed intermediary services means services of a kind that are prescribed for the purposes of this definition and involve a person acting as an intermediary in relation to a financial product or financial service product disclosure statement or PDS, in relation to a regulated offer, means a product disclosure statement for the offer product holder, in relation to a financial product, means,- (a) in the case of a financial product to which section 215(1) does not apply, the holder of the financial product (subject to paragraph (c)); or (b) in the case of any other financial product, the person who is registered as the holder of the product in a register kept under subpart 4 of Part 4 (subject to paragraph (c)); or (c) in the case of a derivative, any party to the derivative that did not make a regulated offer of the derivative product provider, in relation to a financial advice product, means,- (a) for a financial product, the issuer: (b) for a DIMS facility, the person to whom the investment authority is granted: (c) for a contract of insurance, the insurer: (d) for a consumer credit contract, the creditor: (e) for any other financial advice product, the person specified in the regulations protected disclosure has the meaning set out in section 214(4) provider of a discretionary investment management service has the meaning set out in section 432A(3) qualified FMC auditor has the meaning set out in section 461E qualified statutory accountant has the same meaning as in section 5(1) of the Financial Reporting Act 2013 quoted, in relation to- (a) financial products of a listed issuer, means financial products of the issuer that are approved for trading on a licensed market (and, to avoid doubt, financial products do not cease to be quoted merely because trading in those products is suspended): (b) derivatives, means derivatives that are approved for trading on a licensed market (and, to avoid doubt, derivatives do not cease to be quoted merely because trading in those products is suspended) redeemable has the meaning set out in subsection (5) register entry,- (a) in relation to a regulated offer, means the entry for the offer in the register of offers of financial products: (b) in relation to an offer referred to in clause 26(1) of Schedule 1, means the entry for the offer in the register of offers of financial products that is required by regulations made for the purposes of that clause register of managed investment schemes means the register of managed investment schemes kept under Schedule 2 register of offers of financial products means the register of offers of financial products kept under Schedule 2 registered bank has the same meaning as in section 2(1) of the Banking (Prudential Supervision) Act 1989 registered scheme means a managed investment scheme that is registered on the register of managed investment schemes Registrar means the Registrar of Financial Service Providers appointed under section 35 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 regulated client money or property service has the meaning set out in section 431W(4) regulated financial advice has the meaning set out in section 431C(3) regulated offer has the meaning set out in section 41 regulated product has the meaning set out in section 41 regulations means regulations made under this Act related, in relation to a body corporate, has the meaning set out in section 12(2) related party,- (a) in relation to a registered scheme, has the meaning set out in section 172: (b) in relation to a DIMS licensee, has the meaning set out in section 439 related party benefit,- (a) in relation to a registered scheme, has the meaning set out in section 172: (b) in relation to a DIMS licensee, has the meaning set out in section 439 relative has the meaning set out in clause 5(2) of Schedule 1 relevant event means an event that results in a person having to disclose matters under sections 276 to 279 relevant interest has the meaning set out in sections 235 to 238 relevant money, in relation to financial products, means the money paid- (a) to acquire the financial products or an increased interest in the financial products; or (b) as a further contribution or investment or a further deposit as referred to in section 11(2)(c) reporting period has the meaning set out in section 337 representation, in sections 23 to 27, has the meaning set out in section 23(4) Reserve Bank means the Reserve Bank of New Zealand restricted communication has the meaning set out in section 464 restricted scheme means a scheme that is registered on the register of managed investment schemes as a KiwiSaver scheme, a superannuation scheme, or a workplace savings scheme and that is identified as a restricted scheme on that register retail client,- (a) in relation to a financial advice service or a client money or property service, has the meaning set out in clause 3 of Schedule 5: (b) in subpart 6A of Part 6, has the meaning set out in section 446P retail investor has the meaning set out in clause 35 of Schedule 1 retail service has the meaning set out in clause 35 of Schedule 1 retirement scheme means any of the following schemes for the purposes of any enactment: (a) a registered scheme that is a KiwiSaver scheme or a superannuation scheme: (b) a workplace savings scheme (subject to the enactment and the regulations): (c) a Schedule 3 scheme (subject to the enactment and the regulations) Schedule 3 scheme means a scheme that, under Schedule 3, is approved as a Schedule 3 scheme scheme participant, in relation to a managed investment scheme, means a product holder of a managed investment product in the scheme scheme property or property of the scheme, in relation to a managed investment scheme, means the property to which the scheme relates, including- (a) contributions of money to the scheme; and (b) money borrowed or raised for the purposes of the scheme; and (c) financial products or other property acquired, directly or indirectly, with, or with the proceeds of, contributions or money referred to in paragraph (a), (b), or (d); and (d) income and property derived, directly or indirectly, from contributions, money, or property referred to in paragraphs (a) to (c) or this paragraph security- (a) means an arrangement or a facility that has, or is intended to have, the effect of a person making an investment or managing a financial risk; and (b) includes- (i) a financial product; and (ii) any interest or right to participate in any capital, assets, earnings, royalties, or other property of any person; and (iii) any interest in, or right to be paid, money that is, or is to be, deposited with, lent to, or otherwise owing by, any person (whether or not the interest or right is secured by a charge over any property); and (iv) any renewal or variation of the terms or conditions of any existing security; but (c) does not include any interest or right that is declared by regulations not to be a security for the purposes of this Act senior manager, in relation to a person (A), means a person who is not a director but occupies a position that allows that person to exercise significant influence over the management or administration of A (for example, a chief executive or a chief financial officer) separate fund, in Parts 7 and 7A, has the meaning set out in section 461A(2) service provider or provider, in relation to a financial service, means a person who supplies a financial service special resolution, in relation to- (a) holders of a financial product issued by a credit union, means a resolution approved by no less than 75% of the number of members of the credit union who are entitled to vote and who vote on the question: (b) holders of managed investment products in a superannuation scheme, a KiwiSaver scheme, a workplace savings scheme, or any other prescribed scheme, means a resolution approved by no less than 75% of the number of scheme participants who are entitled to vote and who vote on the question: (c) holders of debt securities in any other case, means a resolution approved by product holders holding debt securities with a combined nominal value of no less than 75% of the nominal value of the debt securities held by those persons who are entitled to vote and who vote on the question: (d) holders of managed investment products in any other case, means a resolution approved by product holders holding managed investment products with a combined value of no less than 75% of the value of the managed investment products held by those persons who are entitled to vote and who vote on the question stop order means an order under section 462 subsidiary- (a) has the meaning set out in section 5 of the Companies Act 1993; and (b) in Parts 7 and 7A, includes any entity that is classified as a subsidiary in any applicable financial reporting standard substantial holding has the meaning set out in section 274 substantial product holder has the meaning set out in section 274(1) superannuation scheme means a scheme that is registered on the register of managed investment schemes as a superannuation scheme (or, if the scheme is registered as a superannuation scheme in respect of only a section of the scheme, means the scheme in respect of that section) supervisor means a person designated or appointed as a supervisor in relation to a debt security or managed investment scheme for the purposes of any financial markets legislation supply, in relation to a service, includes provide, grant, or confer Takeovers Code means the Takeovers Code in force under the Takeovers Act 1993 trade, in Part 2, has the meaning set out in section 18 trading day means, in relation to a licensed market, a day on which the market is open for the trading of financial products transacting shareholder, in relation to a co-operative company,- (a) has the same meaning as in section 4 of the Co-operative Companies Act 1996; and (b) includes a supplying shareholder within the meaning of section 34 of that Act underlying, in relation to a derivative, means the underlying asset, rate, index, commodity, or other thing referred to in section 8(4)(a)(iii) unsolicited offer has the meaning set out in section 381(1) unsolicited offer order means an order under section 472 unsolicited offer provision means any provision of any regulations made under section 382 that is stated by those regulations to be an unsolicited offer provision unsubstantiated, in sections 23 to 27, has the meaning set out in section 23(2) voting product, in relation to an entity,- (a) means a financial product of the entity that confers a right to vote at meetings of members or shareholders (whether or not there is any restriction or limitation on the number of votes that may be cast by or on behalf of the holder of the product); and (b) includes a financial product that is convertible into a financial product of the kind referred to in paragraph (a); but (c) does not include a financial product that confers only a right to vote that, under the conditions attached to the product, is exercisable only in 1 or more of the following circumstances: (i) during a period in which a dividend (or part of a dividend) in respect of the product is in arrears: (ii) on a proposal to reduce the capital of the entity: (iii) on a proposal that affects rights attached to the product: (iv) on a proposal to put the entity into liquidation: (v) on a proposal for the disposal of the whole or a material part of the property, business, and undertaking of the entity: (vi) during the liquidation of the entity wholesale client, in relation to a financial advice service or a client money or property service, has the meaning set out in clause 4 of Schedule 5 wholesale investor- (a) has the meaning set out in clause 3(2) and (3) of Schedule 1, in relation to an offer of financial products; and (b) has the meaning set out in clause 36(b) of Schedule 1, in relation to the supply of a discretionary investment management service or any other relevant transaction (as defined in clause 49 of that schedule) workplace savings scheme means a scheme that is registered on the register of managed investment schemes as a workplace savings scheme (or, if the scheme is registered as a workplace savings scheme in respect of only a section of the scheme, means the scheme in respect of that section). (2) Terms defined in other provisions of this Act have the meanings given unless the context otherwise requires. (3) In this Act, financial products are of the same class if those financial products have attached to them identical rights, privileges, limitations, and conditions (but, in the case of debt securities, the securities may, except in the prescribed circumstances, have a different redemption date or interest rate or both). (4) In this Act, an insolvency event is any of the following events, and a person becomes subject to an insolvency event on the date on which, and (if specified) the time at which, that event occurs: (a) a liquidator is appointed in respect of a liquidation under Part 16 of the Companies Act 1993 or under any other Act; or (b) an administrator is appointed in respect of a voluntary administration under Part 15A of the Companies Act 1993; or (c) a receiver is appointed in relation to the whole, or substantially the whole, of the assets and undertaking of the person; or (d) a liquidator is appointed in respect of a liquidation of an overseas company under section 342 of the Companies Act 1993; or (e) a statutory manager is appointed in respect of a statutory management under Part 3 of the Corporations (Investigation and Management) Act 1989 or any other enactment; or (f) a person is appointed in respect of, or another event occurs that indicates the start of, a process in New Zealand or in any other country in which the company or other body corporate was incorporated, created, or established that is similar to any of those set out in paragraphs (a) to (e). (5) In this Act, a share in an entity or a managed investment product in a scheme is redeemable if- (a) the constitution of the entity, the governing documents of the scheme, or the terms of issue of the share or product make provision for the redemption of the share or product by the entity or the manager of the scheme in 1 or more of the following circumstances: (i) at the option of the entity or manager: (ii) at the option of the holder of the share or product: (iii) on a date specified in those documents or in those terms; and (b) that redemption is for a consideration that is 1 or more of the following: (i) specified: (ii) to be calculated by reference to a formula: (iii) required to be fixed by a suitably qualified person who is not associated with or interested in the entity or manager of the scheme. (6) In this Act, a financial benchmark is a price, estimate, rate, index, or value that is- (a) referenced or otherwise used for purposes that include 1 or more of the following: (i) calculating the interest, or other amounts, payable under financial products or other securities: (ii) calculating the price at which a financial product or other security may be traded, redeemed, or dealt in: (iii) calculating the value of a financial product or other security: (iv) measuring the performance of a financial product or other security; and (b) made available to users (whether or not for a fee); and (c) generated periodically from 1 or more- (i) transactions, instruments, currencies, prices, estimates, rates (including an interest rate or exchange rate), indices, values, financial products or other securities; or (ii) other interests or property (whether tangible or intangible). (7) A financial benchmark does not include any price, estimate, rate, index, or value that is excluded (whether by class or in a particular case) by the regulations. 6 Interpretation (1) In this Act, unless the context otherwise requires,- accounting period has the same meaning as in section 5(1) of the Financial Reporting Act 2013 acquire- (a) includes obtain by buying, subscribing, or taking an assignment or transfer of; and (b) includes, in Part 5, agreeing to acquire; and (c) in relation to a derivative, a contract of insurance, a consumer credit contract, or a DIMS facility, includes entering into the legal relationship that constitutes the derivative, contract, or facility; and (d) in relation to a renewal or variation of the terms or conditions of an existing financial advice product, includes entering into the legal relationship that provides for the renewal or variation administration manager, in relation to a managed investment scheme, means a person to whom a manager of the scheme has contracted some or all of the administration of the scheme administrator of a financial benchmark means a person that controls the generation and operation of a financial benchmark, including administering and applying the rules or procedures by which a financial benchmark is generated advertisement,- (a) in relation to an offer, or intended offer, of financial products, means any form of communication made to the public or a section of the public for the purpose of promoting the offer or intended offer: (b) in relation to the supply of financial services, means any form of communication made to the public or a section of the public for the purpose of promoting the supply of the services agreement includes any contract, arrangement, or understanding alternative disclosure obligation means any provision of regulations made under section 351 that is stated by those regulations to be an alternative disclosure obligation applicable auditing and assurance standard has the same meaning as in section 5(1) of the Financial Reporting Act 2013 applicable financial reporting standard has the same meaning as in section 5(1) of the Financial Reporting Act 2013 applicable climate standard has the same meaning as in section 5(1) of the Financial Reporting Act 2013 application, in relation to financial products, includes an offer to acquire the financial products whether in writing or otherwise associated person or associated has the meaning set out in section 12(1) assurance practitioner, in Part 7A, means a person who is appointed to carry out an assurance engagement under that Part audio or visual service means an audio or visual service provided to users of the service by means of telecommunications authorised body, in relation to a market services licence, means an entity that is authorised under section 400 to provide a market service under the licence authoritative notice has the same meaning as in section 5(1) of the Financial Reporting Act 2013 balance date has the same meaning as in section 41 of the Financial Reporting Act 2013 broadcaster has the same meaning as in section 2(1) of the Broadcasting Act 1989 broadcasting has the same meaning as in section 2(1) of the Broadcasting Act 1989 building society has the same meaning as in section 2(1) of the Building Societies Act 1965 business includes any profession, trade, or undertaking, whether or not carried on with the intention of making a pecuniary profit business rules means the rules for a financial product market that deal with the matters set out in section 328(4)(a) to (d) civil liability order has the meaning set out in section 484 civil liability provision has the meaning set out in section 485 class, in relation to financial products, has the meaning set out in subsection (3) client, in relation to a financial advice service or client money or property service, has the meaning set out in clause 2 of Schedule 5 client money or property service has the meaning set out in section 431W(1) climate-related disclosure framework has the same meaning as in section 9AA of the Financial Reporting Act 2013 climate reporting entity has the meaning set out in section 461O climate statements has the same meaning as in section 5(1) of the Financial Reporting Act 2013 code of conduct or code means the code of professional conduct in force under clause 39 of Schedule 5 company- (a) means a company, or an overseas company, within the meaning of section 2(1) of the Companies Act 1993; but (b) does not include an overseas limited partnership (within the meaning of section 4 of the Limited Partnerships Act 2008) complying superannuation fund means a superannuation scheme or workplace savings scheme that is identified as a complying superannuation fund on the register of managed investment schemes (or, if the scheme is identified as a complying superannuation fund in respect of only a section of the scheme, means the scheme in respect of that section) conduct in relation to a takeover offer- (a) means conduct following the public announcement by a person of an intention to make an offer (being an offer that is regulated by the Takeovers Code), whether or not the offer has already begun and whether or not the offer proceeds; and (b) includes conduct incidental or preliminary to a takeover that is regulated by the Takeovers Code constitution means,- (a) in the case of a company within the meaning of section 2(1) of the Companies Act 1993, the constitution of the company; and (b) in the case of any other entity, the documents or instruments constituting or defining the constitution of the entity consumer credit contract has the same meaning as in section 11 of the Credit Contracts and Consumer Finance Act 2003 consumer insurance contract has the meaning set out in section 446P(1) continuous disclosure exemption means an exemption or a waiver of a continuous disclosure provision or provisions of the listing rules of the licensed market continuous disclosure obligation means an obligation under section 270 and any listing rules with which that section requires compliance continuous disclosure provisions has the meaning set out in section 271 continuous issue PDS means a PDS that- (a) relates to financial products that the issuer, in the ordinary course of its business, continuously offers; and (b) is not the first PDS to be lodged with the Registrar in respect of that class of financial products continuous issuer means an issuer that in the ordinary course of its business continuously offers financial products contract of insurance- (a) has the same meaning as in section 7 of the Insurance (Prudential Supervision) Act 2010; but (b) in subparts 6A and 6B of Part 6, does not include a contract of reinsurance within the meaning of that Act contributor, in relation to a financial benchmark, has the meaning set out in section 448C(4) controlling owner, in relation to any person, has the meaning set out in section 4 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 (applied to that person as if it were a financial service provider even if it is not) convertible note has the same meaning as in section YA 1 of the Income Tax Act 2007 co-operative company means a company registered as a co-operative company under the Co-operative Companies Act 1996 court means, in relation to any matter, the court before which the matter is to be determined (see section 538, which confers exclusive jurisdiction on the High Court in proceedings other than proceedings for offences) CRD records means the records that a climate reporting entity is required to keep by subpart 2 of Part 7A credit union has the same meaning as in section 2 of the Friendly Societies and Credit Unions Act 1982 custodial service has the meaning set out in section 431W(2) custodian means,- (a) in relation to a managed investment scheme, each person who is designated or appointed to perform, or to whom is contracted, the function of holding some or all of the scheme property under the scheme: (b) in relation to a discretionary investment management service, each person holding investor money or investor property under that service (whether or not appointed by that investor) dealing, in relation to financial products,- (a) means any of the following: (i) acquiring or disposing of financial products; or (ii) offering financial products for issue or sale and issuing and transferring financial products; or (iii) underwriting financial products; or (iv) promoting by any means the acquisition or disposal of financial products; or (v) in relation to a derivative, discharging obligations under the derivative; or (vi) anything that is preparatory to, or related to, any dealing in financial products (for example, giving financial advice), unless an exception applies to the dealing under this Act; but (b) does not include a dealing excluded by the regulations debt security has the meaning set out in section 8(1) defined benefit scheme means a scheme that operates on the principle of unallocated funding, and includes a scheme under which contributions are not allocated on a defined basis to individual members derivative has the meaning set out in section 8(4) derivatives issuer means a person that is in the business of entering into derivatives DIMS facility means an agreement for the provision of a discretionary investment management service DIMS licensee has the meaning set out in section 432A(3) direction order means an order under section 468 director means,- (a) in relation to a company, any person occupying the position of a director of the company by whatever name called: (b) in relation to a partnership (other than a limited partnership), any partner: (c) in relation to a limited partnership, any general partner: (d) in relation to a body corporate or unincorporate, other than a company, partnership, or limited partnership, any person occupying a position in the body that is comparable with that of a director of a company: (e) in relation to any other person, that person disciplinary committee means the disciplinary committee established under clause 49 of Schedule 5 disclosure document means any of the following: (a) a PDS: (b) a limited disclosure document under clause 26 of Schedule 1: (c) information made available under subpart 4 of Part 3: (d) a disclosure statement or other information made available under subpart 4, 5A, or 5B of Part 6 discretionary investment management service or DIMS has the meaning set out in section 432A(1) dispose of- (a) includes dispose of by issuing, selling, assigning, or transferring; and (b) includes withdrawing from, terminating, or closing out the legal relationship that constitutes the financial product or other financial advice product; and (ba) in relation to a renewal or variation of the terms or conditions of an existing financial advice product, includes withdrawing from or terminating the product or refusing to agree to the renewal or variation; and (c) includes agreeing to dispose of distribute includes- (a) make available, publish, and circulate; and (b) communicate by letter, newspaper, an Internet site, broadcasting, an audio or visual service, sound recording, television, film, video, or any form of electronic or other means of communication document has the same meaning as in section 4(1) of the Evidence Act 2006 employee share purchase scheme means a scheme established by an entity under which employees or directors of the entity or of any of its subsidiaries (or other eligible persons referred to in clause 8 of Schedule 1) may acquire specified financial products (as defined in that clause) that are issued by the entity encourage, in subpart 2 of Part 5, includes incite, counsel, or procure engaged, in relation to a person who gives financial advice, has the meaning set out in section 431E engaging in conduct means doing or refusing to do an act, and includes- (a) omitting to do an act; or (b) making it known that an act will or will not be done entity means any of the following: (a) a company or other body corporate: (b) a corporation sole: (c) in the case of a trust that has- (i) only 1 trustee, the trustee acting in his, her, or its capacity as trustee: (ii) more than 1 trustee, the trustees acting jointly in their capacity as trustees: (d) an unincorporated body (including a partnership) equity security has the meaning set out in section 8(2) exhibiting films to the public means to exhibit to the public films within the meaning of section 2 of the Films, Videos, and Publications Classification Act 1993 fair conduct principle has the meaning set out in section 446C fair conduct programme means a fair conduct programme under subpart 6A of Part 6 financial advice has the meaning set out in section 431C(1) financial advice product means- (a) a financial product (as defined in section 7); or (b) a DIMS facility; or (c) a contract of insurance; or (d) a consumer credit contract; or (e) any other product declared by the regulations to be a financial advice product; or (f) a renewal or variation of the terms or conditions of an existing financial advice product financial advice provider means a person that provides a financial advice service (see section 431D) financial advice service means the service of giving regulated financial advice as referred to in section 431D financial adviser- (a) means an individual who is registered under the Financial Service Providers (Registration and Dispute Resolution) Act 2008 in relation to a financial advice service; but (b) does not include a financial advice provider financial benchmark has the meaning set out subsections (6) and (7) financial institution has the meaning set out in section 446E financial markets- (a) means the financial markets in New Zealand; and (b) includes- (i) markets in New Zealand for the provision of financial services; and (ii) the capital markets in New Zealand financial markets legislation means the Acts listed in Schedule 1 of the Financial Markets Authority Act 2011 and the enactments made under those Acts financial markets participant has the same meaning as in section 4 of the Financial Markets Authority Act 2011 financial product has the meaning set out in section 7 (but in Part 2 has the meaning set out in section 18) financial product market has the meaning set out in section 309 financial product market licence means a licence issued under subpart 7 of Part 5 financial service- (a) has the same meaning as in section 5 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008; and (b) includes a market service; but (c) does not include, for the purposes of any provision of this Act, any class or classes of services declared by the regulations not to be financial services for the purposes of that provision financial statements has the same meaning as in section 6 of the Financial Reporting Act 2013 FMA means the Financial Markets Authority established by Part 2 of the Financial Markets Authority Act 2011 FMC reporting entity has the meaning set out in section 451 generally accepted accounting practice has the same meaning as in section 8 of the Financial Reporting Act 2013 generally available to the market has the meaning set out in section 232 give, in relation to information or any other matter, includes give by electronic or other means that enable the recipient to readily store the matter in a permanent and legible form governing document- (a) means (in the case of a debt security) a trust deed: (b) means (in the case of a managed investment scheme constituted as a trust) the 1 or more trust deeds that constitutes the scheme or (in the case of any other managed investment scheme) the 1 or more deeds, agreements, or instruments that constitute or govern the scheme (for example, a partnership agreement): (c) includes (in each case) any amendments to a document referred to in paragraph (a) or (b) group,- (a) in Part 7 and subpart 1 of Part 7A, means a group comprising an FMC reporting entity and its subsidiaries: (b) in Part 7A (other than subpart 1), means a group comprising a climate reporting entity and its subsidiaries group climate statements has the same meaning as in section 5(1) of the Financial Reporting Act 2013 group financial statements has the same meaning as in section 7 of the Financial Reporting Act 2013 health insurance means insurance against a liability to pay fees or charges relating to the provision of a health service (within the meaning of section 5(1) of the Health Practitioners Competence Assurance Act 2003) in the business of, in relation to any service or other activity, means carrying on a business of that type (whether or not the business is the person's only business or the person's principal business) indemnify includes relieve, exempt, or excuse from liability, whether before or after the liability arises independent trustee, in relation to a restricted scheme, means the trustee, or director of a sole corporate trustee, who is the licensed independent trustee for the purposes of the restricted scheme industrial and provident society means a society registered under the Industrial and Provident Societies Act 1908 information includes documents information insider has the meaning set out in section 234 infringement fee, in relation to an infringement offence, means the amount prescribed by the regulations as the infringement fee for the offence infringement notice means a notice issued under section 514 infringement offence means an offence identified in this Act as being an infringement offence Inland Revenue Acts means the Acts listed in the Schedule of the Tax Administration Act 1994 inside information has the meaning set out in section 234 insolvency event has the meaning set out in subsection (4) insolvent means that,- (a) in relation to an issuer of a debt security or a managed investment product,- (i) the issuer is unable to pay the issuer's debts as they become due in the normal course of business; or (ii) the value of the issuer's assets is less than the value of the issuer's liabilities, including contingent liabilities (and for this purpose section 4(4) of the Companies Act 1993 applies in respect of the issuer as if it were a company even if it is not): (b) in relation to a registered scheme that is a defined benefit scheme, the value of the assets in the scheme is less than the value of the vested benefits that may in due course flow from, or are attributable to, membership of the scheme: (c) in relation to any other registered scheme,- (i) the funds in the scheme are not sufficient to enable debts in respect of the scheme to be paid as they become due in the normal course of business; or (ii) the value of the assets in the scheme is less than the value of the liabilities in respect of the scheme, including contingent liabilities (and for this purpose section 4(4) of the Companies Act 1993 applies in respect of the scheme as if it were a company) inspection period means the period commencing on the third working day after the day on which notice of intention to inspect is served on the issuer by the person concerned and ending with the eighth working day after the day of service interim stop order has the meaning set out in section 465 intermediary, in subpart 6A of Part 6, has the meaning set out in section 446Q investment authority has the meaning set out in section 432A(3) investment manager means, in relation to a managed investment scheme, a person to whom a manager of the scheme has contracted the investment of some or all of the scheme property investor includes- (a) a person to whom an offer of financial products is made; and (b) a person who acquires, or may acquire, a financial product; and (c) a person who receives, or may receive, a financial service investor money has the meaning set out in section 444 investor property has the meaning set out in section 444 involved in a contravention has the meaning set out in section 533 issued and issuer have the meanings set out in section 11 issuer obligation means an obligation imposed on the issuer of a financial product by or under any of the following: (a) a governing document that relates to the financial product: (b) the terms of any regulated offer of the financial product: (c) a court order relating to the financial product: (d) this Act (including, in relation to a managed investment product, all obligations as manager): (e) the KiwiSaver Act 2006: (f) the Non-bank Deposit Takers Act 2013 KiwiSaver scheme means a scheme that is registered on the register of managed investment schemes as a KiwiSaver scheme lawyer has the same meaning as in section 6 of the Lawyers and Conveyancers Act 2006 licence means a licence under this Act or, in relation to a supervisor, the Financial Markets Supervisors Act 2011, and licensed means having a licence, or being authorised under a licence, under this Act or, in relation to a supervisor, having a licence under the Financial Markets Supervisors Act 2011 licensed insurer- (a) has the same meaning as in section 6 of the Insurance (Prudential Supervision) Act 2010; but (b) in Part 7, does not include a Lloyd's underwriter (within the meaning of that Act) or an insurer that is included in a class of insurers that is the subject of an exemption under section 238(1)(b)(i)(A) or (ii) of that Act; and (c) in Part 7A, does not include a Lloyd's underwriter (within the meaning of that Act) or an insurer that is included in a class of insurers that is the subject of an exemption under section 238(1)(b) of that Act licensed market means a financial product market that is licensed under Part 5 (subject to any regulations made under section 351(1)(d)) licensed market operator means a person that is authorised to operate a licensed market under a financial product market licence licensed market services means those market services- (a) that are required to be licensed under Part 6; or (b) for which a person holds a licence under Part 6 (whether or not required to do so) licensed NBDT has the same meaning as in section 4(1) of the Non-bank Deposit Takers Act 2013 life insurance- (a) means insurance of the kind described in section 84(1)(a) to (f) of the Insurance (Prudential Supervision) Act 2010; but (b) does not include insurance under a contract referred to in section 84(3) or (4) of that Act limited disclosure document or LDD, in relation to an offer referred to in clause 26(1) of Schedule 1, means a limited disclosure document for the offer required by regulations made for the purposes of that clause listed issuer means- (a) a person that is a party to a listing agreement with a licensed market operator in relation to a licensed market (and includes a licensed market operator that has financial products quoted on its own licensed market): (b) a person to which paragraph (a) previously applied, in respect of any action or event or circumstance to which this Act applied at that time listing rules means the rules for a financial product market that deal with the matters set out in section 328(3)(a) to (e) Lloyd's means the society of that name incorporated by the Imperial Act known as the Lloyd's Act 1871 Lloyd's managing agent means a person who has the permission of Lloyd's to manage 1 or more syndicates and carry on underwriting and other functions on behalf of 1 or more Lloyd's underwriters Lloyd's underwriter means an underwriting member of Lloyd's that is treated as being a licensed insurer under section 204 of the Insurance (Prudential Supervision) Act 2010 local authority has the meaning set out in section 5(1) of the Local Government Act 2002 (and see also section 8 of the Local Government Borrowing Act 2011) managed investment product has the meaning set out in section 8(3) managed investment scheme has the meaning set out in section 9 manager means,- (a) in relation to a registered scheme (other than a restricted scheme), the person designated or appointed as the manager of the scheme: (b) in relation to a restricted scheme, the persons designated or appointed as trustees of the scheme or, if only 1 person is designated or appointed as a trustee of the scheme, that person: (c) in relation to a managed investment scheme if there is no person to whom paragraph (a) or (b) applies or if it is not a registered scheme, a person occupying the position of, and carrying out any of the functions of, the manager set out in section 142 market operator obligation means an obligation imposed on a licensed market operator in respect of a licensed market by or under any of the following: (a) a condition of the licence: (b) section 314 (general obligations in respect of licensed markets): (c) section 333 (power to request changes to market rules): (d) sections 337, 340, 341, and 342 (monitoring obligations) market rules means- (a) the rules for a financial product market that deal with the matters required for that market by section 328; or (b) in the case of a financial product market licensed, or applying to be licensed, under section 317, the rules for the market specified by the FMA under section 334 market service means any of the following: (a) acting as a manager of a registered scheme: (b) acting as an independent trustee of a restricted scheme: (c) acting as a provider of a discretionary investment management service: (ca) acting as a financial institution: (d) acting as a derivatives issuer: (e) acting as a custodian in respect of a registered scheme or a discretionary investment management service: (ea) acting as a provider of a financial advice service: (eb) providing a client money or property service: (f) acting as a provider of prescribed intermediary services: (g) acting as an administrator of a financial benchmark market services licence means a licence issued under Part 6 market services licensee obligation means an obligation imposed on a licensee or an authorised body by or under any of the following: (a) a condition of the licence: (b) this Act: (c) the terms of the offer of a financial product or the provision of a market service: (d) a court order made in connection with the offer of a financial product or the provision of a market service: (e) in the case of a manager or an independent trustee of a registered scheme,- (i) a governing document: (ii) the KiwiSaver Act 2006 material information,- (a) in Part 3, has the meaning set out in section 59: (b) in Part 5, has the meaning set out in section 231 Minister means the Minister of the Crown who, under the authority of any warrant or with the authority of the Prime Minister, is for the time being responsible for the administration of this Act money includes money's worth (except in the definitions of debt security, investor money, and investor property) NBDT has the same meaning as in section 5 of the Non-bank Deposit Takers Act 2013 New Zealand resident for tax purposes means a person that is a New Zealand resident, as determined under sections YD 1 and YD 2 of the Income Tax Act 2007 nominated representative means an individual who is nominated by a financial advice provider under section 431T non-quoted financial products means financial products that are not quoted offer includes- (a) inviting applications for the issue of financial products: (b) inviting applications to purchase financial products offeror means,- (a) in relation to an offer of financial products for issue, the issuer; or (b) in any other case of an offer of financial products, the person who has the capacity, or who agrees, to transfer the financial products if the offer is accepted overseas climate reporting entity, in Part 7A, means a body corporate that- (a) is incorporated outside New Zealand; and (b) is a climate reporting entity under section 461O(1)(b) to (e) (see section 461Q(3) and (4)) Part 2 fair dealing provision means any of the provisions specified in section 38(1) Part 3 offer provision means any of the provisions specified in section 101(3) or (4) Part 4 governance provision means any of the provisions specified in section 228(3) or (4) Part 5 market provision means any of the provisions specified in section 385(3) or (4) Part 6 services provision means any of the provisions specified in section 449(3) or (4) Part 7 financial reporting provision means any of the provisions specified in section 461M(3) or (4) Part 7A climate-related disclosure provision means any of the provisions specified in section 461ZK(3) or (4) participant means, in relation to a licensed market, a person authorised by the licensed market operator to participate in that market person includes any entity prescribed intermediary services means services of a kind that are prescribed for the purposes of this definition and involve a person acting as an intermediary in relation to a financial product or financial service product disclosure statement or PDS, in relation to a regulated offer, means a product disclosure statement for the offer product holder, in relation to a financial product, means,- (a) in the case of a financial product to which section 215(1) does not apply, the holder of the financial product (subject to paragraph (c)); or (b) in the case of any other financial product, the person who is registered as the holder of the product in a register kept under subpart 4 of Part 4 (subject to paragraph (c)); or (c) in the case of a derivative, any party to the derivative that did not make a regulated offer of the derivative product provider, in relation to a financial advice product, means,- (a) for a financial product, the issuer: (b) for a DIMS facility, the person to whom the investment authority is granted: (c) for a contract of insurance, the insurer: (d) for a consumer credit contract, the creditor: (e) for any other financial advice product, the person specified in the regulations protected disclosure has the meaning set out in section 214(4) provider of a discretionary investment management service has the meaning set out in section 432A(3) qualified FMC auditor has the meaning set out in section 461E qualified statutory accountant has the same meaning as in section 5(1) of the Financial Reporting Act 2013 quoted, in relation to- (a) financial products of a listed issuer, means financial products of the issuer that are approved for trading on a licensed market (and, to avoid doubt, financial products do not cease to be quoted merely because trading in those products is suspended): (b) derivatives, means derivatives that are approved for trading on a licensed market (and, to avoid doubt, derivatives do not cease to be quoted merely because trading in those products is suspended) redeemable has the meaning set out in subsection (5) register entry,- (a) in relation to a regulated offer, means the entry for the offer in the register of offers of financial products: (b) in relation to an offer referred to in clause 26(1) of Schedule 1, means the entry for the offer in the register of offers of financial products that is required by regulations made for the purposes of that clause register of managed investment schemes means the register of managed investment schemes kept under Schedule 2 register of offers of financial products means the register of offers of financial products kept under Schedule 2 registered bank has the same meaning as in section 2(1) of the Banking (Prudential Supervision) Act 1989 registered scheme means a managed investment scheme that is registered on the register of managed investment schemes Registrar means the Registrar of Financial Service Providers appointed under section 35 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 regulated client money or property service has the meaning set out in section 431W(4) regulated financial advice has the meaning set out in section 431C(3) regulated offer has the meaning set out in section 41 regulated product has the meaning set out in section 41 regulations means regulations made under this Act related, in relation to a body corporate, has the meaning set out in section 12(2) related party,- (a) in relation to a registered scheme, has the meaning set out in section 172: (b) in relation to a DIMS licensee, has the meaning set out in section 439 related party benefit,- (a) in relation to a registered scheme, has the meaning set out in section 172: (b) in relation to a DIMS licensee, has the meaning set out in section 439 relative has the meaning set out in clause 5(2) of Schedule 1 relevant event means an event that results in a person having to disclose matters under sections 276 to 279 relevant interest has the meaning set out in sections 235 to 238 relevant money, in relation to financial products, means the money paid- (a) to acquire the financial products or an increased interest in the financial products; or (b) as a further contribution or investment or a further deposit as referred to in section 11(2)(c) reporting period has the meaning set out in section 337 representation, in sections 23 to 27, has the meaning set out in section 23(4) Reserve Bank means the Reserve Bank of New Zealand restricted communication has the meaning set out in section 464 restricted scheme means a scheme that is registered on the register of managed investment schemes as a KiwiSaver scheme, a superannuation scheme, or a workplace savings scheme and that is identified as a restricted scheme on that register retail client,- (a) in relation to a financial advice service or a client money or property service, has the meaning set out in clause 3 of Schedule 5: (b) in subpart 6A of Part 6, has the meaning set out in section 446P retail investor has the meaning set out in clause 35 of Schedule 1 retail service has the meaning set out in clause 35 of Schedule 1 retirement scheme means any of the following schemes for the purposes of any enactment: (a) a registered scheme that is a KiwiSaver scheme or a superannuation scheme: (b) a workplace savings scheme (subject to the enactment and the regulations): (c) a Schedule 3 scheme (subject to the enactment and the regulations) Schedule 3 scheme means a scheme that, under Schedule 3, is approved as a Schedule 3 scheme scheme participant, in relation to a managed investment scheme, means a product holder of a managed investment product in the scheme scheme property or property of the scheme, in relation to a managed investment scheme, means the property to which the scheme relates, including- (a) contributions of money to the scheme; and (b) money borrowed or raised for the purposes of the scheme; and (c) financial products or other property acquired, directly or indirectly, with, or with the proceeds of, contributions or money referred to in paragraph (a), (b), or (d); and (d) income and property derived, directly or indirectly, from contributions, money, or property referred to in paragraphs (a) to (c) or this paragraph security- (a) means an arrangement or a facility that has, or is intended to have, the effect of a person making an investment or managing a financial risk; and (b) includes- (i) a financial product; and (ii) any interest or right to participate in any capital, assets, earnings, royalties, or other property of any person; and (iii) any interest in, or right to be paid, money that is, or is to be, deposited with, lent to, or otherwise owing by, any person (whether or not the interest or right is secured by a charge over any property); and (iv) any renewal or variation of the terms or conditions of any existing security; but (c) does not include any interest or right that is declared by regulations not to be a security for the purposes of this Act senior manager, in relation to a person (A), means a person who is not a director but occupies a position that allows that person to exercise significant influence over the management or administration of A (for example, a chief executive or a chief financial officer) separate fund, in Parts 7 and 7A, has the meaning set out in section 461A(2) service provider or provider, in relation to a financial service, means a person who supplies a financial service special resolution, in relation to- (a) holders of a financial product issued by a credit union, means a resolution approved by no less than 75% of the number of members of the credit union who are entitled to vote and who vote on the question: (b) holders of managed investment products in a superannuation scheme, a KiwiSaver scheme, a workplace savings scheme, or any other prescribed scheme, means a resolution approved by no less than 75% of the number of scheme participants who are entitled to vote and who vote on the question: (c) holders of debt securities in any other case, means a resolution approved by product holders holding debt securities with a combined nominal value of no less than 75% of the nominal value of the debt securities held by those persons who are entitled to vote and who vote on the question: (d) holders of managed investment products in any other case, means a resolution approved by product holders holding managed investment products with a combined value of no less than 75% of the value of the managed investment products held by those persons who are entitled to vote and who vote on the question stop order means an order under section 462 subsidiary- (a) has the meaning set out in section 5 of the Companies Act 1993; and (b) in Parts 7 and 7A, includes any entity that is classified as a subsidiary in any applicable financial reporting standard substantial holding has the meaning set out in section 274 substantial product holder has the meaning set out in section 274(1) superannuation scheme means a scheme that is registered on the register of managed investment schemes as a superannuation scheme (or, if the scheme is registered as a superannuation scheme in respect of only a section of the scheme, means the scheme in respect of that section) supervisor means a person designated or appointed as a supervisor in relation to a debt security or managed investment scheme for the purposes of any financial markets legislation supply, in relation to a service, includes provide, grant, or confer Takeovers Code means the Takeovers Code in force under the Takeovers Act 1993 trade, in Part 2, has the meaning set out in section 18 trading day means, in relation to a licensed market, a day on which the market is open for the trading of financial products transacting shareholder, in relation to a co-operative company,- (a) has the same meaning as in section 4 of the Co-operative Companies Act 1996; and (b) includes a supplying shareholder within the meaning of section 34 of that Act underlying, in relation to a derivative, means the underlying asset, rate, index, commodity, or other thing referred to in section 8(4)(a)(iii) unsolicited offer has the meaning set out in section 381(1) unsolicited offer order means an order under section 472 unsolicited offer provision means any provision of any regulations made under section 382 that is stated by those regulations to be an unsolicited offer provision unsubstantiated, in sections 23 to 27, has the meaning set out in section 23(2) voting product, in relation to an entity,- (a) means a financial product of the entity that confers a right to vote at meetings of members or shareholders (whether or not there is any restriction or limitation on the number of votes that may be cast by or on behalf of the holder of the product); and (b) includes a financial product that is convertible into a financial product of the kind referred to in paragraph (a); but (c) does not include a financial product that confers only a right to vote that, under the conditions attached to the product, is exercisable only in 1 or more of the following circumstances: (i) during a period in which a dividend (or part of a dividend) in respect of the product is in arrears: (ii) on a proposal to reduce the capital of the entity: (iii) on a proposal that affects rights attached to the product: (iv) on a proposal to put the entity into liquidation: (v) on a proposal for the disposal of the whole or a material part of the property, business, and undertaking of the entity: (vi) during the liquidation of the entity wholesale client, in relation to a financial advice service or a client money or property service, has the meaning set out in clause 4 of Schedule 5 wholesale investor- (a) has the meaning set out in clause 3(2) and (3) of Schedule 1, in relation to an offer of financial products; and (b) has the meaning set out in clause 36(b) of Schedule 1, in relation to the supply of a discretionary investment management service or any other relevant transaction (as defined in clause 49 of that schedule) workplace savings scheme means a scheme that is registered on the register of managed investment schemes as a workplace savings scheme (or, if the scheme is registered as a workplace savings scheme in respect of only a section of the scheme, means the scheme in respect of that section). (2) Terms defined in other provisions of this Act have the meanings given unless the context otherwise requires. (3) In this Act, financial products are of the same class if those financial products have attached to them identical rights, privileges, limitations, and conditions (but, in the case of debt securities, the securities may, except in the prescribed circumstances, have a different redemption date or interest rate or both). (4) In this Act, an insolvency event is any of the following events, and a person becomes subject to an insolvency event on the date on which, and (if specified) the time at which, that event occurs: (a) a liquidator is appointed in respect of a liquidation under Part 16 of the Companies Act 1993 or under any other Act; or (b) an administrator is appointed in respect of a voluntary administration under Part 15A of the Companies Act 1993; or (c) a receiver is appointed in relation to the whole, or substantially the whole, of the assets and undertaking of the person; or (d) a liquidator is appointed in respect of a liquidation of an overseas company under section 342 of the Companies Act 1993; or (e) a statutory manager is appointed in respect of a statutory management under Part 3 of the Corporations (Investigation and Management) Act 1989 or any other enactment; or (f) a person is appointed in respect of, or another event occurs that indicates the start of, a process in New Zealand or in any other country in which the company or other body corporate was incorporated, created, or established that is similar to any of those set out in paragraphs (a) to (e). (5) In this Act, a share in an entity or a managed investment product in a scheme is redeemable if- (a) the constitution of the entity, the governing documents of the scheme, or the terms of issue of the share or product make provision for the redemption of the share or product by the entity or the manager of the scheme in 1 or more of the following circumstances: (i) at the option of the entity or manager: (ii) at the option of the holder of the share or product: (iii) on a date specified in those documents or in those terms; and (b) that redemption is for a consideration that is 1 or more of the following: (i) specified: (ii) to be calculated by reference to a formula: (iii) required to be fixed by a suitably qualified person who is not associated with or interested in the entity or manager of the scheme. (6) In this Act, a financial benchmark is a price, estimate, rate, index, or value that is- (a) referenced or otherwise used for purposes that include 1 or more of the following: (i) calculating the interest, or other amounts, payable under financial products or other securities: (ii) calculating the price at which a financial product or other security may be traded, redeemed, or dealt in: (iii) calculating the value of a financial product or other security: (iv) measuring the performance of a financial product or other security; and (b) made available to users (whether or not for a fee); and (c) generated periodically from 1 or more- (i) transactions, instruments, currencies, prices, estimates, rates (including an interest rate or exchange rate), indices, values, financial products or other securities; or (ii) other interests or property (whether tangible or intangible). (7) A financial benchmark does not include any price, estimate, rate, index, or value that is excluded (whether by class or in a particular case) by the regulations. creditor has the same meaning as in section 5 of the Credit Contracts and Consumer Finance Act 2003 (and for that purpose sections 16 and 16A of that Act apply)

financial advice product means- (a) a financial product (as defined in section 7); or (b) a DIMS facility; or (c) a contract of insurance; or (d) a consumer credit contract; or (e) any other product declared by the regulations to be a financial advice product; or (f) a renewal or variation of the terms or conditions of an existing financial advice product a buy-back transaction or consumer lease (within the meaning of section 5 of the Credit Contracts and Consumer Finance Act 2003); or

market service means any of the following: (a) acting as a manager of a registered scheme: (b) acting as an independent trustee of a restricted scheme: (c) acting as a provider of a discretionary investment management service: (ca) acting as a financial institution: (d) acting as a derivatives issuer: (e) acting as a custodian in respect of a registered scheme or a discretionary investment management service: (ea) acting as a provider of a financial advice service: (eb) providing a client money or property service: (f) acting as a provider of prescribed intermediary services: (g) acting as an administrator of a financial benchmark acting as a creditor under a consumer credit contract:

market services licensee obligation means an obligation imposed on a licensee or an authorised body by or under any of the following: (a) a condition of the licence: (b) this Act: (c) the terms of the offer of a financial product or the provision of a market service: (d) a court order made in connection with the offer of a financial product or the provision of a market service: (e) in the case of a manager or an independent trustee of a registered scheme,- (i) a governing document: (ii) the KiwiSaver Act 2006 in the case of a creditor under a consumer credit contract, the Credit Contracts and Consumer Finance Act 2003

(1B) For the service of acting as a creditor under a consumer credit contract, this Part applies if the Credit Contracts and Consumer Finance Act 2003 applies to the contract under section 137 of that Act.

acting as a creditor under a consumer credit contract.

Exemptions for creditor under consumer credit contract (4A) A person is exempt from the licensing requirement under section 388(e) in respect of a service (unless a declaration applies under subpart 3 of Part 9) to the extent that the service is a prescribed exempt service.

389 Exemptions from need for market services licence General exemptions (1) A person is exempt from the licensing requirement under section 388 to the extent that the person- (a) carries out activities that are covered by a financial product market licence: (b) acts as an operator of a designated FMI: (c) carries out activities as a participant in a licensed market, or in another prescribed overseas market, in the prescribed circumstances. (1A) In subsection (1)(b), designated FMI and operator have the meanings given in section 5 of the Financial Market Infrastructures Act 2021. Exemptions for financial advice service (2) A person is exempt from the licensing requirement under section 388(ba) in respect of a service (unless a declaration applies under subpart 3 of Part 9) to the extent that- (a) the service is not provided to any retail clients; or Example A service provider may provide a financial advice service to a number of clients. As long as the service provider has no retail clients for that service, the provider need not be licensed as a financial advice provider. (b) the service is a prescribed exempt service. Exemptions for DIMS (3) A person is exempt from the licensing requirement under section 388(c) in respect of a service (unless a declaration applies under subpart 3 of Part 9) to the extent that- (a) the service is not a retail service (see clause 35 of Schedule 1); or Example A service provider may provide a discretionary investment management service to a number of investors using a model portfolio. As long as no retail investor is within the relevant class of investors, the provider need not be a DIMS licensee. (b) the service is a prescribed exempt service. Exemptions for service of acting as financial institution (4) A person is exempt from the licensing requirement under section 388(ca) in respect of a service to the extent that- (a) the person acts as a Lloyd's underwriter; or (b) the service is a prescribed exempt service. Regulations may prescribe terms and conditions of exemption (5) The exemptions in subsections (2)(b), (3)(b), and (4)(a) and (b) (b), and (4A) are subject to the prescribed terms and conditions (if any). (6) See section 449A, which relates to prescribed terms and conditions in connection with the exemption for Lloyd's underwriters under subsection (4)(a).

446N FMA must obtain consent of Commerce Commission before commencing certain proceedings (1) The FMA must, before commencing a proceeding under subpart 3 of Part 8 for a contravention of this subpart, obtain the consent of the Commerce Commission if the FMA considers that the conduct in question is likely to contravene any provision of— (a) the Credit Contracts and Consumer Finance Act 2003; or (b) the Fair Trading Act 1986. (2) However, a failure to obtain consent does not affect any proceedings commenced by the FMA.

446P Other definitions used in subpart (1) In this subpart and section 546,- ,- arrange, in relation to a contract for a service or for the acquisition of a product, includes to negotiate, solicit, or procure the contract associated product has the meaning set out in section 446F(2) consumer, in relation to- (a) the relevant service of acting as an insurer or an associated product, means any of the following: (i) a policyholder under a consumer insurance contract or a contract of insurance that provides for life insurance or health insurance (or both): (ii) any other person who is specified or referred to in a contract of a kind referred to in subparagraph (i), whether by name or otherwise, as a person to whom the benefit of the insurance cover provided by the contract extends: (iii) a person who is offered insurance under a contract of a kind referred to in subparagraph (i): (b) the relevant service of acting as a creditor under a consumer credit contract or an associated product, means either of the following: (i) a debtor under a consumer credit contract: (ii) a person who is offered credit under a consumer credit contract: (c) a relevant service referred to in section 446F(1)(a)(iii) or an associated product, means either of the following: (i) a person who receives the service as a retail client: (ii) a person who is offered the service and who would be a retail client if they received the service: (d) a relevant service of acting as an intermediary for a service referred to in paragraph (a), (b), or (c), means a person who is a consumer under that paragraph consumer credit contract- (a) has the same meaning as in section 11 of the Credit Contracts and Consumer Finance Act 2003 (and for that purpose sections 12 to 14 and 15(1)(a), (c), and (ca) of that Act apply and section 15(1)(b) of that Act must be disregarded); but (b) does not include- (i) a contract referred to in section 15(1)(d) of that Act unless the contract is of a class prescribed by regulations made under this Act to be a class of consumer credit contract for the purposes of this definition; or (ii) a lease referred to in section 16 of that Act consumer insurance contract- (a) means a contract of insurance ordinarily entered into by a New Zealand policyholder wholly or predominantly for personal, domestic, or household purposes; and (b) also includes a contract referred to in subsection (2); but (c) does not include- (i) a contract to the extent that it provides for life insurance or health insurance; or (ii) a contract that is subject to a certificate under section 446T(1) creditor has the same meaning as in section 5 of the Credit Contracts and Consumer Finance Act 2003 incentive has the meaning set out in section 446M insurer means a person who- (a) carries on insurance business in New Zealand (within the meaning of section 8 of the Insurance (Prudential Supervision) Act 2010); and (b) enters into any 1 or more of the following with 1 or more New Zealand policyholders: (i) a consumer insurance contract: (ii) a contract of insurance that provides for life insurance or health insurance (or both) involved has the meaning set out in section 446Q(3) and (4) New Zealand policyholder has the same meaning as in section 6 of the Insurance (Prudential Supervision) Act 2010 relevant service has the meaning set out in section 446F retail client- (a) has the same meaning as in section 49 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008; but (b) does not include a person who has given a certificate for the service under section 446T(3). (2) For the purposes of paragraph (b) of the definition of consumer insurance contract in subsection (1), a contract of the kind referred to in this subsection is a contract of insurance to the extent that- (a) it is entered into by the policyholder in order to provide insurance cover for 1 or more other persons, or it is varied or extended in order to provide cover for 1 or more other persons; and (b) those other persons are not parties to the contract; and (c) those other persons would ordinarily have the benefit of that insurance cover wholly or predominantly for personal, domestic, or household purposes. Example A bank enters into a contract of insurance with an insurer. The bank then offers credit cards to its customers that provide them the benefit of travel insurance cover under that contract. The bank enters into the contract of insurance for commercial purposes. However, the contract is a consumer insurance contract to the extent that its customers have the benefit of the travel insurance cover for their personal purposes. (3) Subsection (2) does not apply to a contract if the insurance cover referred to in that subsection is only a minor or an incidental part of the insurance cover provided by the contract as a whole.

creditor has the same meaning as in section 5 of the Credit Contracts and Consumer Finance Act 2003

451 Meaning of FMC reporting entity (1) In this Act, FMC reporting entity means— (a) every person who is an issuer the licence only covers 1 or more of a regulated product (but see section 452): the following: (b) every person who holds acting as a licence under Part 6 (other than an independent trustee provider of a restricted scheme or a person referred to in subsection (2)): (c) every licensed supervisor: (d) every listed issuer (but see section 351(1)(ab)): financial advice service: (e) every operator of a licensed market (other than acting as a market licensed creditor under section 317 (overseas-regulated markets)): (f) every recipient of money from a conduit issuer (see section 453): (g) every registered bank: (h) every licensed insurer: (i) every consumer credit union: (j) every building society: (k) every person that is an FMC reporting entity under clause 27A of Schedule 1. (2) Despite subsection (1)(b), a person who holds a licence under Part 6 is not an FMC reporting entity if— contract: (a) the licence only covers acting as an administrator of a financial benchmark or a financial advice service (or both); benchmark; and (b) the person is not a person referred to in subsection (1)(a) or (c) to (k).

506 Only 1 pecuniary penalty may be imposed for same conduct (1) This section applies if conduct by a person constitutes a contravention, or the involvement in the contravention, of— (a) 2 or more civil liability provisions; or (b) 1 or more civil liability provisions and 1 or more other pecuniary penalty provisions. (2) Proceedings may be brought against that person for the contravention, or involvement in the contravention, of any 1 or more of the provisions, but no person is liable to more than 1 pecuniary penalty for the same conduct. (3) In this section, a pecuniary penalty provision is a provision of another Act the contravention of which may give rise to civil liability to a pecuniary penalty. (4) Subsection (2) is subject to section 446N.

546 Regulations for purposes of Part 6 (market services) (1) The Governor-General may, by Order in Council, on the recommendation of the Minister in accordance with section 549, make regulations for all or any of the following purposes: Issue of licences (a) prescribing matters relating to the issue of market services licences, including— (i) eligibility criteria for licences and for the purposes of section 400 (including requirements relating to competence, qualifications, and experience, prudential requirements, and requirements relating to the business, operation, or management of an applicant and, for the purposes of section 400, a related body corporate or an entity referred to in section 400(1A)): (ii) requirements that the applicant’s directors, senior managers, and proposed directors and senior managers must satisfy: (iii) matters that the FMA must have regard to: (iv) persons or classes of persons whom the FMA must consult: (v) information for the purposes of section 401(2)(e): (vi) eligibility criteria to be met by a DIMS licensee before a custodian of investor money or investor property is, subject to conditions imposed, under paragraph (d)(iii), permitted to be an associated person of the DIMS licensee: (b) prescribing overseas markets and circumstances for the purposes of section 389(1)(c): (c) exempting (on terms and conditions, if any) services from the licensing requirement for providers of financial advice services for the purposes of section 389(2)(b): (ca) exempting (on terms and conditions, if any) services from the licensing requirement for providers of discretionary investment management services for the purposes of section 389(3)(b): (cb) prescribing terms and conditions of the exemption for Lloyd’s underwriters under section 389(4)(a), including any term or condition that imposes requirements on Lloyd’s, Lloyd’s underwriters, or Lloyd’s managing agents (see section 449A): (cc) exempting (on terms and conditions, if any) services from the licensing requirement for providers of the service of acting as a financial institution for the purposes of section 389(4)(b): Conditions of licences (d) prescribing conditions that market services licences are subject to, the kinds of conditions that the FMA may impose on those licences, or matters to which conditions imposed by the FMA may relate, including (without limitation) providing for— (i) conditions that regulate the manner in which licensed market services must be carried out under the licence: (ii) conditions that impose prudential requirements on licensees or authorised bodies or otherwise regulate the business, operation, or management of licensees or authorised bodies (for example, requirements to have a credit rating or to maintain a minimum amount of capital, requirements relating to margins, or requirements relating to the receipt of money and property from clients): (iii) in the case of a DIMS licensee, the conditions subject to which a custodian of investor money or investor property is permitted to be an associated person of the DIMS licensee: (iv) in the case of a licence relating to a financial advice service, conditions of a kind described in section 403(4): (v) in the case of a licence to act as an administrator of a financial benchmark, conditions of a kind described in section 403(5): (vi) in relation to a licence relating to acting as a financial institution, conditions that prohibit or regulate incentives, or the offer or giving of incentives to any person, in connection with a relevant service or an associated product: (e) stating whether a condition imposed on a market services licence by the regulations is a Part 6 services provision that gives rise to civil liability under section 449(4): Reporting (f) prescribing matters relating to reports or other disclosure under subpart 3 of Part 6, including the times and events referred to in that subpart and the information that must be contained in the reports (including prescribing the manner in which the information is to be presented, calculated, or prepared): Disclosure obligations (g) prescribing the information that must, or must not, be contained in disclosure statements for the purposes of subpart 4 of Part 6 (including prescribing the manner in which the information is to be presented, calculated, or prepared): (h) prohibiting or restricting the use in those disclosure statements of prescribed words, information, sounds, images, graphics, or other matters: (i) prescribing requirements as to the form, layout, or method of presentation of those disclosure statements (including the length of the whole or any part of the statement, the size of type used, and when information may be incorporated by reference): (j) determining when disclosure is required, and when minimum disclosure may be given, under that subpart (including by requiring disclosure only on request) and what minimum disclosure must be given: (k) prohibiting or restricting the combining of disclosure statements: (ka) prescribing the information that must be made available under section 426A, the times or events referred to in that section, the persons who may make a request, the persons to whom information must be made available, and the manner of making the information available (including prescribing the manner in which the information is to be presented, calculated, or prepared): (kb) prescribing circumstances for the purposes of section 427(3)(a): (kc) prescribing conditions for the purposes of section 427(3)(b) (for example, requiring a corrective statement or a warning notice to be provided to an investor or requiring some other specified action to be taken to avoid or mitigate any actual or potential adverse effects of making the defective disclosure as referred to in section 427(1)): Client agreements (l) prescribing the matters that must be contained in a client agreement required for the purposes of subpart 5 of Part 6: (m) prescribing provisions to be implied in a client agreement (see subsection (3)): Financial advice services and client money or property services (ma) prescribing kinds of financial planning for the purposes of section 431C(1)(d): (mb) prescribing eligibility criteria for the purposes of section 431I: (mc) prescribing the information that must be made available under section 431O, and when and the manner in which it must be made available: (md) prescribing the information that must be disclosed under section 431X and the manner in which it must be disclosed (including prescribing the manner in which the information is to be presented, calculated, or prepared): (me) prescribing documents or information the giving of which does not constitute the giving of financial advice under clause 7(f) of Schedule 5: (mf) prescribing activities for the purposes of clause 7(g) of Schedule 5 (activities that are not giving financial advice): (mg) prescribing occupations for the purposes of clause 8(2) or 19(1) of Schedule 5: (mh) prescribing circumstances in which financial advice is not regulated financial advice for the purposes of clause 17 of Schedule 5: (mi) prescribing circumstances in which a client money or property service is not a regulated client money or property service for the purposes of clause 22 of Schedule 5: (mj) providing for any or all of sections 431ZC to 431ZH to apply to wholesale clients and the extent to which and the circumstances in which they so apply: (mk) prescribing the duties and obligations of providers of client money or property services in relation to client money and client property: (ml) prescribing entities for the purposes of section 431ZC: (mm) specifying who may be a related body corporate for the purposes of section 431ZC: (mn) prescribing circumstances for the purposes of section 431ZC(3)(a): (mo) providing for the matters referred to in section 431ZC(3)(b): (mp) regulating the establishment and operation of a trust account under subpart 5B of Part 6 and the receipt, handling, and application of client money and client property by a provider of client money or property services (including prescribing requirements relating to the investment of money that is held in trust and providing for how interest or other income from that investment is to be paid, retained, or otherwise dealt with): (mq) regulating the keeping, retention, reconciliation, inspection, and audit or review of trust account records and other records and procedures of providers of client money or property services: (mr) prescribing any other requirements necessary or desirable to ensure that trust accounts are duly kept and that persons on whose behalf client money and client property are held by providers are informed of the client money and client property held and of the transactions made in connection with it (including prescribing what confirmation information must be made available and any other matters for the purposes of section 431ZF): (ms) prescribing matters to regulate the delivery of client money or client property to the person on whose behalf they are held, and other steps to be taken or provisions to apply, in connection with the termination of any client money or property service: Discretionary investment management services (n) prescribing matters relating to the reporting of limit breaks: (o) prescribing circumstances for the purposes of section 445: Regulating conduct of financial institutions (oa) prescribing requirements for fair conduct programmes, including (without limitation) additional, or more detailed, requirements relating to the matters set out in section 446J(1)(a) to (l) or requirements relating to 1 or more of the following in connection with a relevant service or an associated product: (i) governance and management of conduct and risks associated with that conduct: (ii) monitoring outcomes for consumers, including whether consumers’ interests are being had regard to: (iii) how the services or products are designed and managed: (iv) dealing with consumer complaints: (v) dealing with insurance claims: (vi) communicating with consumers, including particular disclosure requirements and requirements for warnings: (vii) procedures or processes that intermediaries or agents must follow to support the financial institution’s compliance with the fair conduct principle: (viii) the design and management of incentives: (ob) prescribing classes of service for the purposes of section 446F(1)(b): (oc) prescribing matters for the purposes of section 446H: (od) prescribing factors for the purposes of section 446J(2)(g): (oe) prescribing requirements for the purposes of section 446J(4)(a) or (b): (of) prescribing matters for the purposes of section 446Q(4)(b) and (c): (og) prohibiting or regulating any incentive, or any practice, activity, or other conduct in connection with offering or giving any incentive to any person, in connection with a relevant service or an associated product, including prescribing the manner in which an incentive may be offered or given: (oh) prescribing classes of contract for the purposes of paragraph (b)(i) of the definition of consumer credit contract in section 446P: (oi) prescribing matters for the purposes of section 446V(3)(b): Miscellaneous (oj) prescribing the procedure of the code committee: (ok) prescribing the procedure of the disciplinary committee: (p) prescribing persons or classes of persons to whom notices under Part 6 must be given: (q) prescribing the circumstances referred to in section 424(3) or 426(1): (r) prescribing overseas schemes, benefits, interests, or transactions for the purposes of section 441(b) and (d): (s) prescribing the form or contents of any certificate or other document referred to in Part 6, and the manner in which it may be made or given. (2) Subsection (1)(b), (c), (ca), (cc), (me), (mf), (mg), (mh), (mi), (mn), (o), (ob), (oe), and (of) is subject to section 550 (which provides for certain procedural requirements relating to regulations made under that paragraph). (3) A provision prescribed for the purposes of subsection (1)(m) may, without limitation, specify the duties of the licensee or authorised body under the client agreement (including to supplement, or to add to, any duties prescribed by this Act). (4) The Minister may make a recommendation for regulations under subsection (1)(og) (which relates to prohibiting or regulating incentives) only if the Minister— (a) has had regard to the purposes of this Act and the fair conduct principle; and (b) has had regard to whether the regulations are likely to— (i) appropriately reduce or manage conflicts or potential conflicts between the interests of consumers and the interests of persons who would otherwise be entitled to receive incentives; or (ii) otherwise mitigate or avoid the actual or potential adverse effects of incentives on the interests of consumers; and (c) has had regard to the likely effect of the regulations— (i) on the availability of financial advice and the availability of financial services and financial advice products; and (ii) on the financial services industry generally; 389(2)(b), (3)(b), (4)(b), (4A), and (d) is satisfied that the matters to which the regulations relate are not more appropriately dealt with in an Act. (5) The breach of a term or condition prescribed under subsection (1)(c), (ca), (cb), or (cc) is a breach of section 388 (unless the regulations otherwise provide). (7) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website (4B) and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act. (4A):

546 Regulations for purposes of Part 6 (market services) (1) The Governor-General may, by Order in Council, on the recommendation of the Minister in accordance with section 549, make regulations for all or any of the following purposes: Issue of licences (a) prescribing matters relating to the issue of market services licences, including— (i) eligibility criteria for licences and for the purposes of section 400 (including requirements relating to competence, qualifications, and experience, prudential requirements, and requirements relating to the business, operation, or management of an applicant and, for the purposes of section 400, a related body corporate or an entity referred to in section 400(1A)): (ii) requirements that the applicant’s directors, senior managers, and proposed directors and senior managers must satisfy: (iii) matters that the FMA must have regard to: (iv) persons or classes of persons whom the FMA must consult: (v) information for the purposes of section 401(2)(e): (vi) eligibility criteria to be met by a DIMS licensee before a custodian of investor money or investor property is, subject to conditions imposed, under paragraph (d)(iii), permitted to be an associated person of the DIMS licensee: (b) prescribing overseas markets and circumstances for the purposes of section 389(1)(c): (c) exempting (on terms and conditions, if any) services from the licensing requirement for providers of financial advice services for the purposes of section 389(2)(b): (ca) exempting (on terms and conditions, if any) services from the licensing requirement for providers of discretionary investment management services for the purposes of section 389(3)(b): (cb) prescribing terms and conditions of the exemption for Lloyd’s underwriters under section 389(4)(a), including any term or condition that imposes requirements on Lloyd’s, Lloyd’s underwriters, or Lloyd’s managing agents (see section 449A): (cc) exempting (on terms and conditions, if any) services from the licensing requirement for providers of the service of acting as a financial institution for the purposes of section 389(4)(b): Conditions of licences (d) prescribing conditions that market services licences are subject to, the kinds of conditions that the FMA may impose on those licences, or matters to which conditions imposed by the FMA may relate, including (without limitation) providing for— (i) conditions that regulate the manner in which licensed market services must be carried out under the licence: (ii) conditions that impose prudential requirements on licensees or authorised bodies or otherwise regulate the business, operation, or management of licensees or authorised bodies (for example, requirements to have a credit rating or to maintain a minimum amount of capital, requirements relating to margins, or requirements relating to the receipt of money and property from clients): (iii) in the case of a DIMS licensee, the conditions subject to which a custodian of investor money or investor property is permitted to be an associated person of the DIMS licensee: (iv) in the case of a licence relating to a financial advice service, conditions of a kind described in section 403(4): (v) in the case of a licence to act as an administrator of a financial benchmark, conditions of a kind described in section 403(5): (vi) in relation to a licence relating to acting as a financial institution, conditions that prohibit or regulate incentives, or the offer or giving of incentives to any person, in connection with a relevant service or an associated product: (e) stating whether a condition imposed on a market services licence by the regulations is a Part 6 services provision that gives rise to civil liability under section 449(4): Reporting (f) prescribing matters relating to reports or other disclosure under subpart 3 of Part 6, including the times and events referred to in that subpart and the information that must be contained in the reports (including prescribing the manner in which the information is to be presented, calculated, or prepared): Disclosure obligations (g) prescribing the information that must, or must not, be contained in disclosure statements for the purposes of subpart 4 of Part 6 (including prescribing the manner in which the information is to be presented, calculated, or prepared): (h) prohibiting or restricting the use in those disclosure statements of prescribed words, information, sounds, images, graphics, or other matters: (i) prescribing requirements as to the form, layout, or method of presentation of those disclosure statements (including the length of the whole or any part of the statement, the size of type used, and when information may be incorporated by reference): (j) determining when disclosure is required, and when minimum disclosure may be given, under that subpart (including by requiring disclosure only on request) and what minimum disclosure must be given: (k) prohibiting or restricting the combining of disclosure statements: (ka) prescribing the information that must be made available under section 426A, the times or events referred to in that section, the persons who may make a request, the persons to whom information must be made available, and the manner of making the information available (including prescribing the manner in which the information is to be presented, calculated, or prepared): (kb) prescribing circumstances for the purposes of section 427(3)(a): (kc) prescribing conditions for the purposes of section 427(3)(b) (for example, requiring a corrective statement or a warning notice to be provided to an investor or requiring some other specified action to be taken to avoid or mitigate any actual or potential adverse effects of making the defective disclosure as referred to in section 427(1)): Client agreements (l) prescribing the matters that must be contained in a client agreement required for the purposes of subpart 5 of Part 6: (m) prescribing provisions to be implied in a client agreement (see subsection (3)): Financial advice services and client money or property services (ma) prescribing kinds of financial planning for the purposes of section 431C(1)(d): (mb) prescribing eligibility criteria for the purposes of section 431I: (mc) prescribing the information that must be made available under section 431O, and when and the manner in which it must be made available: (md) prescribing the information that must be disclosed under section 431X and the manner in which it must be disclosed (including prescribing the manner in which the information is to be presented, calculated, or prepared): (me) prescribing documents or information the giving of which does not constitute the giving of financial advice under clause 7(f) of Schedule 5: (mf) prescribing activities for the purposes of clause 7(g) of Schedule 5 (activities that are not giving financial advice): (mg) prescribing occupations for the purposes of clause 8(2) or 19(1) of Schedule 5: (mh) prescribing circumstances in which financial advice is not regulated financial advice for the purposes of clause 17 of Schedule 5: (mi) prescribing circumstances in which a client money or property service is not a regulated client money or property service for the purposes of clause 22 of Schedule 5: (mj) providing for any or all of sections 431ZC to 431ZH to apply to wholesale clients and the extent to which and the circumstances in which they so apply: (mk) prescribing the duties and obligations of providers of client money or property services in relation to client money and client property: (ml) prescribing entities for the purposes of section 431ZC: (mm) specifying who may be a related body corporate for the purposes of section 431ZC: (mn) prescribing circumstances for the purposes of section 431ZC(3)(a): (mo) providing for the matters referred to in section 431ZC(3)(b): (mp) regulating the establishment and operation of a trust account under subpart 5B of Part 6 and the receipt, handling, and application of client money and client property by a provider of client money or property services (including prescribing requirements relating to the investment of money that is held in trust and providing for how interest or other income from that investment is to be paid, retained, or otherwise dealt with): (mq) regulating the keeping, retention, reconciliation, inspection, and audit or review of trust account records and other records and procedures of providers of client money or property services: (mr) prescribing any other requirements necessary or desirable to ensure that trust accounts are duly kept and that persons on whose behalf client money and client property are held by providers are informed of the client money and client property held and of the transactions made in connection with it (including prescribing what confirmation information must be made available and any other matters for the purposes of section 431ZF): (ms) prescribing matters to regulate the delivery of client money or client property to the person on whose behalf they are held, and other steps to be taken or provisions to apply, in connection with the termination of any client money or property service: Discretionary investment management services (n) prescribing matters relating to the reporting of limit breaks: (o) prescribing circumstances for the purposes of section 445: Regulating conduct of financial institutions (oa) prescribing requirements for fair conduct programmes, including (without limitation) additional, or more detailed, requirements relating to the matters set out in section 446J(1)(a) to (l) or requirements relating to 1 or more of the following in connection with a relevant service or an associated product: (i) governance and management of conduct and risks associated with that conduct: (ii) monitoring outcomes for consumers, including whether consumers’ interests are being had regard to: (iii) how the services or products are designed and managed: (iv) dealing with consumer complaints: (v) dealing with insurance claims: (vi) communicating with consumers, including particular disclosure requirements and requirements for warnings: (vii) procedures or processes that intermediaries or agents must follow to support the financial institution’s compliance with the fair conduct principle: (viii) the design and management of incentives: (ob) prescribing classes of service for the purposes of section 446F(1)(b): (oc) prescribing matters for the purposes of section 446H: (od) prescribing factors for the purposes of section 446J(2)(g): (oe) prescribing requirements for the purposes of section 446J(4)(a) or (b): (of) prescribing matters for the purposes of section 446Q(4)(b) and (c): (og) prohibiting or regulating any incentive, or any practice, activity, or other conduct in connection with offering or giving any incentive to any person, in connection with a relevant service or an associated product, including prescribing the manner in which an incentive may be offered or given: (oh) prescribing classes of contract for the purposes of paragraph (b)(i) of the definition of consumer credit contract in section 446P: (oi) prescribing matters for the purposes of section 446V(3)(b): Miscellaneous (oj) prescribing the procedure of the code committee: (ok) prescribing the procedure of the disciplinary committee: (p) prescribing persons or classes of persons to whom notices under Part 6 must be given: (q) prescribing the circumstances referred to in section 424(3) or 426(1): (r) prescribing overseas schemes, benefits, interests, or transactions for the purposes of section 441(b) and (d): (s) prescribing the form or contents of any certificate or other document referred to in Part 6, and the manner in which it may be made or given. (2) Subsection (1)(b), (c), (ca), (cc), (me), (mf), (mg), (mh), (mi), (mn), (o), (ob), (oe), and (of) is subject to section 550 (which provides for certain procedural requirements relating to regulations made under that paragraph). (3) A provision prescribed for the purposes of subsection (1)(m) may, without limitation, specify the duties of the licensee or authorised body under the client agreement (including to supplement, or to add to, any duties prescribed by this Act). (4) The Minister may make a recommendation for regulations under subsection (1)(og) (which relates to prohibiting or regulating incentives) only if the Minister— (a) has had regard to the purposes of this Act and the fair conduct principle; and (b) has had regard to whether the regulations are likely to— (i) appropriately reduce or manage conflicts or potential conflicts between the interests of consumers and the interests of persons who would otherwise be entitled to receive incentives; or (ii) otherwise mitigate or avoid the actual or potential adverse effects of incentives on the interests of consumers; and (c) has had regard to the likely effect of the regulations— (i) on the availability of financial advice and the availability of financial services and financial advice products; and (ii) on the financial services industry generally; and (d) is satisfied that the matters to which the regulations relate are not more appropriately dealt with in an Act. (5) The breach of a term or condition prescribed under subsection (1)(c), (ca), (cb), or (cc) is a breach of section 388 (unless the regulations otherwise provide). (7) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

546 Regulations for purposes of Part 6 (market services) (1) The Governor-General may, by Order in Council, on the recommendation of the Minister in accordance with section 549, make regulations for all or any of the following purposes: Issue of licences (a) prescribing matters relating to the issue of market services licences, including- (i) eligibility criteria for licences and for the purposes of section 400 (including requirements relating to competence, qualifications, and experience, prudential requirements, and requirements relating to the business, operation, or management of an applicant and, for the purposes of section 400, a related body corporate or an entity referred to in section 400(1A)): (ii) requirements that the applicant's directors, senior managers, and proposed directors and senior managers must satisfy: (iii) matters that the FMA must have regard to: (iv) persons or classes of persons whom the FMA must consult: (v) information for the purposes of section 401(2)(e): (vi) eligibility criteria to be met by a DIMS licensee before a custodian of investor money or investor property is, subject to conditions imposed, under paragraph (d)(iii), permitted to be an associated person of the DIMS licensee: (b) prescribing overseas markets and circumstances for the purposes of section 389(1)(c): (c) exempting (on terms and conditions, if any) services from the licensing requirement for providers of financial advice services for the purposes of section 389(2)(b): (ca) exempting (on terms and conditions, if any) services from the licensing requirement for providers of discretionary investment management services for the purposes of section 389(3)(b): (cb) prescribing terms and conditions of the exemption for Lloyd's underwriters under section 389(4)(a), including any term or condition that imposes requirements on Lloyd's, Lloyd's underwriters, or Lloyd's managing agents (see section 449A): (cc) exempting (on terms and conditions, if any) services from the licensing requirement for providers of the service of acting as a financial institution for the purposes of section 389(4)(b): Conditions of licences (d) prescribing conditions that market services licences are subject to, the kinds of conditions that the FMA may impose on those licences, or matters to which conditions imposed by the FMA may relate, including (without limitation) providing for- (i) conditions that regulate the manner in which licensed market services must be carried out under the licence: (ii) conditions that impose prudential requirements on licensees or authorised bodies or otherwise regulate the business, operation, or management of licensees or authorised bodies (for example, requirements to have a credit rating or to maintain a minimum amount of capital, requirements relating to margins, or requirements relating to the receipt of money and property from clients): (iii) in the case of a DIMS licensee, the conditions subject to which a custodian of investor money or investor property is permitted to be an associated person of the DIMS licensee: (iv) in the case of a licence relating to a financial advice service, conditions of a kind described in section 403(4): (v) in the case of a licence to act as an administrator of a financial benchmark, conditions of a kind described in section 403(5): (vi) in relation to a licence relating to acting as a financial institution, conditions that prohibit or regulate incentives, or the offer or giving of incentives to any person, in connection with a relevant service or an associated product: (e) stating whether a condition imposed on a market services licence by the regulations is a Part 6 services provision that gives rise to civil liability under section 449(4): Reporting (f) prescribing matters relating to reports or other disclosure under subpart 3 of Part 6, including the times and events referred to in that subpart and the information that must be contained in the reports (including prescribing the manner in which the information is to be presented, calculated, or prepared): Disclosure obligations (g) prescribing the information that must, or must not, be contained in disclosure statements for the purposes of subpart 4 of Part 6 (including prescribing the manner in which the information is to be presented, calculated, or prepared): (h) prohibiting or restricting the use in those disclosure statements of prescribed words, information, sounds, images, graphics, or other matters: (i) prescribing requirements as to the form, layout, or method of presentation of those disclosure statements (including the length of the whole or any part of the statement, the size of type used, and when information may be incorporated by reference): (j) determining when disclosure is required, and when minimum disclosure may be given, under that subpart (including by requiring disclosure only on request) and what minimum disclosure must be given: (k) prohibiting or restricting the combining of disclosure statements: (ka) prescribing the information that must be made available under section 426A, the times or events referred to in that section, the persons who may make a request, the persons to whom information must be made available, and the manner of making the information available (including prescribing the manner in which the information is to be presented, calculated, or prepared): (kb) prescribing circumstances for the purposes of section 427(3)(a): (kc) prescribing conditions for the purposes of section 427(3)(b) (for example, requiring a corrective statement or a warning notice to be provided to an investor or requiring some other specified action to be taken to avoid or mitigate any actual or potential adverse effects of making the defective disclosure as referred to in section 427(1)): Client agreements (l) prescribing the matters that must be contained in a client agreement required for the purposes of subpart 5 of Part 6: (m) prescribing provisions to be implied in a client agreement (see subsection (3)): Financial advice services and client money or property services (ma) prescribing kinds of financial planning for the purposes of section 431C(1)(d): (mb) prescribing eligibility criteria for the purposes of section 431I: (mc) prescribing the information that must be made available under section 431O, and when and the manner in which it must be made available: (md) prescribing the information that must be disclosed under section 431X and the manner in which it must be disclosed (including prescribing the manner in which the information is to be presented, calculated, or prepared): (me) prescribing documents or information the giving of which does not constitute the giving of financial advice under clause 7(f) of Schedule 5: (mf) prescribing activities for the purposes of clause 7(g) of Schedule 5 (activities that are not giving financial advice): (mg) prescribing occupations for the purposes of clause 8(2) or 19(1) of Schedule 5: (mh) prescribing circumstances in which financial advice is not regulated financial advice for the purposes of clause 17 of Schedule 5: (mi) prescribing circumstances in which a client money or property service is not a regulated client money or property service for the purposes of clause 22 of Schedule 5: (mj) providing for any or all of sections 431ZC to 431ZH to apply to wholesale clients and the extent to which and the circumstances in which they so apply: (mk) prescribing the duties and obligations of providers of client money or property services in relation to client money and client property: (ml) prescribing entities for the purposes of section 431ZC: (mm) specifying who may be a related body corporate for the purposes of section 431ZC: (mn) prescribing circumstances for the purposes of section 431ZC(3)(a): (mo) providing for the matters referred to in section 431ZC(3)(b): (mp) regulating the establishment and operation of a trust account under subpart 5B of Part 6 and the receipt, handling, and application of client money and client property by a provider of client money or property services (including prescribing requirements relating to the investment of money that is held in trust and providing for how interest or other income from that investment is to be paid, retained, or otherwise dealt with): (mq) regulating the keeping, retention, reconciliation, inspection, and audit or review of trust account records and other records and procedures of providers of client money or property services: (mr) prescribing any other requirements necessary or desirable to ensure that trust accounts are duly kept and that persons on whose behalf client money and client property are held by providers are informed of the client money and client property held and of the transactions made in connection with it (including prescribing what confirmation information must be made available and any other matters for the purposes of section 431ZF): (ms) prescribing matters to regulate the delivery of client money or client property to the person on whose behalf they are held, and other steps to be taken or provisions to apply, in connection with the termination of any client money or property service: Discretionary investment management services (n) prescribing matters relating to the reporting of limit breaks: (o) prescribing circumstances for the purposes of section 445: Regulating conduct of financial institutions (oa) prescribing requirements for fair conduct programmes, including (without limitation) additional, or more detailed, requirements relating to the matters set out in section 446J(1)(a) to (l) or requirements relating to 1 or more of the following in connection with a relevant service or an associated product: (i) governance and management of conduct and risks associated with that conduct: (ii) monitoring outcomes for consumers, including whether consumers' interests are being had regard to: (iii) how the services or products are designed and managed: (iv) dealing with consumer complaints: (v) dealing with insurance claims: (vi) communicating with consumers, including particular disclosure requirements and requirements for warnings: (vii) procedures or processes that intermediaries or agents must follow to support the financial institution's compliance with the fair conduct principle: (viii) the design and management of incentives: (ob) prescribing classes of service for the purposes of section 446F(1)(b): (oc) prescribing matters for the purposes of section 446H: (od) prescribing factors for the purposes of section 446J(2)(g): (oe) prescribing requirements for the purposes of section 446J(4)(a) or (b): (of) prescribing matters for the purposes of section 446Q(4)(b) and (c): (og) prohibiting or regulating any incentive, or any practice, activity, or other conduct in connection with offering or giving any incentive to any person, in connection with a relevant service or an associated product, including prescribing the manner in which an incentive may be offered or given: (oh) prescribing classes of contract for the purposes of paragraph (b)(i) of the definition of consumer credit contract in section 446P: (oi) prescribing matters for the purposes of section 446V(3)(b): Miscellaneous (oj) prescribing the procedure of the code committee: (ok) prescribing the procedure of the disciplinary committee: (p) prescribing persons or classes of persons to whom notices under Part 6 must be given: (q) prescribing the circumstances referred to in section 424(3) or 426(1): (r) prescribing overseas schemes, benefits, interests, or transactions for the purposes of section 441(b) and (d): (s) prescribing the form or contents of any certificate or other document referred to in Part 6, and the manner in which it may be made or given. (2) Subsection (1)(b), (c), (ca), (cc), (me), (mf), (mg), (mh), (mi), (mn), (o), (ob), (oe), and (of) is subject to section 550 (which provides for certain procedural requirements relating to regulations made under that paragraph). (3) A provision prescribed for the purposes of subsection (1)(m) may, without limitation, specify the duties of the licensee or authorised body under the client agreement (including to supplement, or to add to, any duties prescribed by this Act). (4) The Minister may make a recommendation for regulations under subsection (1)(og) (which relates to prohibiting or regulating incentives) only if the Minister- (a) has had regard to the purposes of this Act and the fair conduct principle; and (b) has had regard to whether the regulations are likely to- (i) appropriately reduce or manage conflicts or potential conflicts between the interests of consumers and the interests of persons who would otherwise be entitled to receive incentives; or (ii) otherwise mitigate or avoid the actual or potential adverse effects of incentives on the interests of consumers; and (c) has had regard to the likely effect of the regulations- (i) on the availability of financial advice and the availability of financial services and financial advice products; and (ii) on the financial services industry generally; and (d) is satisfied that the matters to which the regulations relate are not more appropriately dealt with in an Act. (5) The breach of a term or condition prescribed under subsection (1)(c), (ca), (cb), or (cc) is a breach of section 388 (unless the regulations otherwise provide). (7) Regulations under this section are secondary legislation (see Part 3 of the Legislation Act 2019 for publication requirements). Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)(c) Presentation The Minister must present it to the House of Representatives LA19 s 114, Sch 1 cl 32(1)(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115, 116 This note is not part of the Act.

550 Procedural requirements for regulations relating to exemptions, exclusions, and definitions (1) The Minister must, before making a recommendation in relation to a provision referred to in- (a) subsection (2), have regard to the main and additional purposes of this Act set out in sections 3 and 4; and (b) subsection (2)(a), (b), or (e), be satisfied that the extent to which requirements are disapplied is not broader than is reasonably necessary to address the matters that gave rise to the regulations; and (c) subsection (2)(c), (d), (da), (db), (ea), (eb), and (f), be satisfied that the extent of the exemption or exclusion is not broader than is reasonably necessary to address the matters that gave rise to the regulations; and (d) subsection (2)(g), be satisfied that the extent to which the application of section 534 is reduced is not broader than is reasonably necessary to address the matters that gave rise to the regulations; and (e) subsection (2)(h), have regard to the purpose and principles of the Trusts Act 2019 and be satisfied that the extent to which that Act is disapplied is not broader than is reasonably necessary to address the matters that gave rise to the regulations. (2) The provisions are- (a) sections 543(1)(a)(v) and (x), and (f), and 548(1)(b) (regulations may prescribe circumstances in which requirements do not apply): (b) section 544(1)(k), (o), (r), (s), and (v)(iii), (iv), (via), and (ix) (regulations may prescribe circumstances in which requirements do not apply): (c) section 545(1)(a), (g), (j), and (m) (regulations may provide for exemptions from certain requirements): (d) section 546(1)(b), (c), (ca), and (cc) 546(1)(b)and (c) (regulations may prescribe exemptions relating to requirement to be licensed): (da) section 546(1)(me), (mf), (mg), (mh), and (mi) (regulations may prescribe matters in relation to exclusions from definitions of financial advice, regulated financial advice, and regulated client money or property service): (db) section 546(1)(mn) (regulations may prescribe circumstances in which requirements do not apply): (e) section 546(1)(o) and (oe) (regulations may disapply requirements): (ea) section 546(1)(ob) (regulations may exclude services from being relevant services under subpart 6A of Part 6): (eb) section 546(1)(of) (regulations may exclude occupations and activities from involvement in provision of relevant services or associated products): (f) section 548(1)(d)(i), (ii), (v), and (viii) (regulations relating to definitions): (g) section 548(1)(h) (regulations may prescribe circumstances in which section 534 does not apply): (h) section 548(1)(ha) (regulations may disapply provisions of Trusts Act 2019). (3) The Minister must, before making a recommendation in relation to section 548(1)(d)(iii) (regulations relating to definition of retirement scheme) in relation to any enactment, have regard to the purposes of that enactment and be satisfied that the extent of the exclusion is not broader than is reasonably necessary to address the matters that gave rise to the regulations.

financial markets participant- (a) means a person who is, or is required to be, registered, licensed, appointed, accredited, or authorised under, or for the purposes of, any of the Acts listed in Part 1 of Schedule 1 or any of the enactments made under those Acts (or would be required to be so registered, licensed, appointed, accredited, or authorised but for an exemption granted or provided by or under any of those Acts); and (b) includes any of the following: (i) a person who participates in a regulated offer as an issuer or offeror: (ii) a person who participates in an offer of financial products as an issuer or offeror and who is required to give a disclosure document under clause 26 of Schedule 1 of the Financial Markets Conduct Act 2013: (iii) a person who acts, in respect of regulated products, as a supervisor, a manager, an investment manager, an administration manager, a custodian, or a qualified auditor (within the meaning of those terms in section 6(1) of the Financial Markets Conduct Act 2013): (iiia) a listed issuer (within the meaning of section 6(1) of the Financial Markets Conduct Act 2013): (iiib) an operator of an FMI within the meaning of section 5 of the Financial Market Infrastructures Act 2021 (other than a pure payment system within the meaning of section 10(2) of that Act): (iv) an FMC reporting entity (within the meaning of section 451 of the Financial Markets Conduct Act 2013); and (v) a climate reporting entity (within the meaning of section 461O of the Financial Markets Conduct Act 2013); and (c) also includes any of the following: (i) a body corporate that is related to a person referred to in paragraph (a) or (b) (within the meaning of section 12(2) of the Financial Markets Conduct Act 2013); or (ii) a director or senior manager of a person referred to in paragraph (a) or (b) (within the meaning of those terms in section 4 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 but applied even if the person referred to in those paragraphs is not a financial service provider); or (iii) a person who was previously a person referred to in any of paragraphs (a), (b), or (c)(i) or (ii), in respect of any action, event, or circumstance while the person was such a person; but (d) does not include any class or classes of persons declared by the Governor-General by Order in Council not to be financial markets participants (see subsection (2)) a creditor under a consumer credit contract, a creditor's agent, a paid advisor or broker, a debt collector, a repossession agent, a repossession employee, a lessor under a consumer lease, a transferee under a buy-back transaction, a buy-back promoter, or a mobile trader (within the meaning of those terms in the Credit Contracts and Consumer Finance Act 2003) and any person who is treated as being one of those persons for the purposes of 1 or more provisions of that Act; and

financial service service- has the same meaning as in section 5 of the Financial Service Providers (Registration and Dispute Resolution) Act 2008 2008; and includes a financial service within the meaning of section 6(1) of the Financial Markets Conduct Act 2013

family trust has the same meaning as in section 5 173M(5) of the Credit Contracts and Consumer Finance Tax Administration Act 2003 1994

13 Qualifications for registration as financial service provider (1) A person is qualified to be registered as a financial service provider if— (a) the person is not disqualified under section 14; and (b) (c) if a licensing enactment requires the person to be a licensed provider, the person is, or will be (on and from commencing to be in the relevant business), a licensed provider. (2) However, subsection (3) applies to a person to whom section 131B of the Credit Contracts and Consumer Finance Act 2003 applies (which relates to when a person needs to be certified). (3) The person is not qualified to be registered as a financial service provider for the service of being a creditor under a credit contract or a mobile trader unless the person is certified under Part 5A of that Act.

23 Information-sharing provisions between Registrar and Commission Sections 17(1)(b), 18(2), 19(1), 21(b), and 22(3)(b) apply as if the Commerce Commission were identified in Schedule 2 as a body that is a licensing authority in respect of creditors and mobile traders.

27 Contents of register (1) The register must contain the following information about each registered person (to the extent that the information is relevant): (a) the registered financial service provider’s name and business address: (b) the name and business address of the approved dispute resolution scheme of which the registered financial service provider is a member: (ba) the type or types of financial service for which the registered financial service provider is registered: (c) in relation to a licensed provider,— (i) the relevant licensed service: (ii) the name and business address of the relevant licensing authority: (ca) if the provider (A) is registered under section 22C, a statement as to whether A is engaged by a financial advice provider (B) to give regulated financial advice on B’s behalf and, if so, B’s name and business address: (cb) in relation to a person that is certified under Part 5A of the Credit Contracts and Consumer Finance Act 2003,— (i) whether the person is a creditor or a mobile trader: (ii) the name and business address of the Commerce Commission, as the certifying authority: (d) any other information prescribed in regulations. (2) In addition to the information referred to in subsection (1), the Registrar may, if the Registrar thinks it is appropriate, insert a note of warning in the register in relation to a registered person if— (a) a request for information has been made by the Registrar under this Act in relation to that person; or (b) the Registrar or the FMA is considering any matters relating to the deregistration of that person under this Act. (3) The Registrar must remove a note of warning inserted under subsection (2) if the Registrar is satisfied that the reasons for inserting it no longer apply.

67 Duty to co-operate and communicate information in certain circumstances (1) The person responsible for an approved dispute resolution scheme (A) must— (a) co-operate with other approved dispute resolution schemes if a complaint involves members of those other schemes (for example, by disclosing personal information in accordance with the Privacy Act 1993 and protecting information that is subject to an obligation of confidence); and (b) co-operate with the Registrar, including by communicating information to the Registrar in accordance with sections 17 and 34; and (c) if A has reasonable grounds to believe that a member that is a registered bank, a licensed insurer, or a licensed NBDT has contravened or is likely to contravene any of the following Acts in a material respect, communicate that fact to the Reserve Bank: (i) the Banking (Prudential Supervision) Act 1989: (ii) the Insurance (Prudential Supervision) Act 2010: (iii) the Non-bank Deposit Takers Act 2013; and (d) if A has reasonable grounds to believe that a member that is a financial markets participant has contravened or is likely to contravene any financial markets legislation in a material respect, communicate that fact to the FMA; and (e) if A has reasonable grounds to believe that a member that is a creditor under a consumer credit contract has contravened or is likely to contravene the Credit Contracts and Consumer Finance Act 2003 in a material respect, communicate that fact to the Commerce Commission; and (f) otherwise provide information to a prescribed person in the prescribed manner if required to do so by regulations made under this Act. (2) In this section,— consumer credit contract— (a) has the same meaning as in section 11 of the Credit Contracts and Consumer Finance Act 2003; and (b) includes a credit contract to which Part 3A of that Act applies financial markets participant has the same meaning as in section 4 of the Financial Markets Authority Act 2011.

67A Duty to communicate information about mobile traders (1) The person responsible for an approved dispute resolution scheme (A) must, if A has reasonable grounds to believe that a member that is a mobile trader has contravened or is likely to contravene the Credit Contracts and Consumer Finance Act 2003 in a material respect, communicate that fact to the Commerce Commission. (2) Communication under this section is treated as if it were communicated under section 67.

29 Registrar must amend register in certain circumstances The Registrar must amend the register if— (a) an annual confirmation contains information that is different from the information entered on the register (where the Registrar is satisfied that the situations described in section 18(1) do not apply); or (b) a financial service provider informs the Registrar of information that is different from the information entered on the register (where the Registrar is satisfied that the situations described in section 18(1) do not apply); or (c) a licensing authority informs the Registrar that a registered financial service provider has become a licensed provider in relation to a particular licensed service; or (ca) a financial advice provider notifies the Registrar of a change under section 17(1)(d) or (e); or (d) the Registrar is satisfied at any time that the register contains a typographical error or a mistake, or omits information supplied to the Registrar; or (e) regulations made under this Act require the Registrar to do so in circumstances specified by the regulations.