pc
nid 93337
Jun 18, 2026
kgurnani@vixio.com
New Zealand
New Zealand Gazette
financial services
197% of draft length
draft in Generated
Generated
1328 charsNew Zealand Takeovers Panel Issues Exemption Notice for Catalist Public Market Issuers
On June 16, 2026, the New Zealand Gazette published notice of secondary legislation made by the Takeovers Panel (TP). The Takeovers Code (Catalist Public Market Issuers) Exemption Notice 2026 was made on May 29, 2026, under Section 45 of the Takeovers Act 1993.
The exemption notice provides relief from takeover code requirements for issuers listed on the Catalist public market. Catalist is Singapore Exchange's growth platform for emerging companies, and this exemption recognises the specific regulatory framework and characteristics of companies operating on that market. By exempting Catalist-listed issuers from certain takeover code provisions, the TP aims to reduce regulatory duplication and facilitate cross-border investment while maintaining appropriate investor protections within the New Zealand regulatory framework.
The exemption applies to New Zealand entities with securities listed on Catalist, streamlining their compliance obligations and reducing the administrative burden of adhering to multiple overlapping regulatory regimes. This development reflects the TP's approach to accommodating international market structures and supporting New Zealand companies accessing offshore capital markets.
The secondary legislation is accessible via the New Zealand legislation website at www.legislation.govt.nz.
Agent draft
Not run yet.
Published
2613 charsNew Zealand Takeovers Panel Issues Exemption Notice for Catalist Public Market Issuers
On June 18, 2026, the New Zealand Financial Markets Authority issued the Financial Markets Conduct (Catalist Public Market) Exemption Notice 2026 under the Financial Markets Conduct Act 2013.
The notice gives targeted exemptions for offers made through the Catalist Public Market, a licensed market operated by Catalist Markets Limited. Catalist is designed as a growth-market platform, so the exemptions are intended to make it easier and cheaper for smaller or growth-stage companies to raise capital.
The notice comes into force on 21 June 2026 and is revoked at the close of 20 June 2031.
The notice exempts certain issuers and holders of financial products from parts of the Financial Markets Conduct Act 2013, mainly the usual disclosure and governance requirements that would otherwise apply to regulated offers.
It covers two main types of offers:
Same-class offers: Offers of equity securities, debt securities, or managed investment products that are of the same class as products already quoted on the Catalist Public Market.
Small offers through Catalist: Offers of equity or debt securities made through the Catalist Public Market, up to NZ$2 million in any 12-month period.
The notice also says that offers made in reliance on it are not regulated offers under the Act. This means the usual regulated-offer requirements, such as preparing a full product disclosure statement, generally do not apply.
For same-class offers, the notice includes a NZ$20 million fundraising limit in any 12-month period. The relevant financial products must also have been quoted on the Catalist Public Market for at least three months, and at least three public auctions must have been held.
Issuers must also comply with Catalist’s alternative disclosure obligations and financial reporting obligations. Where required, they must give notice to Catalist Markets Limited confirming compliance and disclosing relevant material information.
For offers of NZ$2 million or less, investors must receive a prescribed warning statement explaining that the investment carries risks, that the usual offer disclosure rules do not apply, and that investors may have fewer legal protections than under a standard regulated offer.
The FMA says the exemptions are intended to reduce unnecessary compliance costs, support innovation and flexibility in New Zealand’s financial markets, help growth companies raise capital more easily, give investors access to a wider range of investment opportunities, and maintain investor protection through alternative disclosure, warnings, auction rules, and Catalist market oversight.