The deadline for all incorporated societies to re-register under the Incorporated Societies Act 2022 is now less than 6 months away.  Every incorporated society must re-register under the 2022 Act before 5 April 2026.  If that is not done, the society will cease to exist.  After re-registration, the society will continue operating as the same […]

The Law Commission has announced its review of directors’ duties and liabilities. This is the second limb of the package of measures announced by the previous Commerce Minister with the aim of modernising the Companies Act 1993 and related corporate governance laws. Terms of reference The terms of reference published by the Law Commission has

Prior to the publication by the FMA on Monday of a report, I hadn’t heard the term ‘shadow insider trading’: Insider trading typically involves trading or tipping in the [quoted] securities of a listed issuer directly associated with the non-public, price sensitive information.   According to the FMA ‘shadow insider trading’ means: Using material information

I was intrigued to read media reports at the end of July, that the High Court had dismissed an application by the FMA for issue of a new or enlarged (depending on which report I read) search warrants in conjunction with its investigations into Du Val.  Having heard quite a bit from my litigation colleagues

There has been plenty of media coverage about the mystery of the identity of the businessman found guilty of insider trading over the sale of Pushpay Holdings shares and the basis of the conviction.  The purpose of this note is to make a few observations about the treatment of the legal test for ‘material information’.

Last week the High Court struck out a representative claim against the FMA brought by a minority shareholder in Du Val Property Group.  The claim was based on negligence as well as an implied statutory duty – and alleged that the FMA breached of a duty of care by the regulator in relation to the

Following on from the liability finding in February, at the end of last month delivered the penalty decision in the case brought by the FMA against the former CFO or NZX Listed insurer – CBL. In headline terms, the former CFO has been ordered to pay a pecuniary penalty of $641k for breaches of the

Last week, the UK Supreme Court gave an important decision about fiduciary duties – in Rukhadze v Recovery Partners GP Ltd.  The decision has implications for company directors and others with fiduciary duties – because it makes it clear that, if they profit from their position as a result of breaching their duties, they may

As a bookend to the previous article about accessory liability, in August 2024, the High Court ordered Peter Harris, the former MD of CBL, to pay a penalty of $1.4 million for continuous disclosure and misleading conduct breaches. In a case brought by the FMA after the collapse of CBL for failing to disclose material

As noted in the media, at the end of February the High Court delivered an important decision, as part of the aftermath of the collapse of the former NZX-listed insurer CBL Corporation. The decision, finding CBL’s former CFO liable for breaches of the ‘continuous disclosure’ provisions under the FMC Act, is the first time a