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OVERSIGHT REVIEW OF NZX 2005


26 September 2006

CONTENTS

GLOSSARY OF KEY TERMS AND ABBREVIATIONS
EXECUTIVE SUMMARY
INTRODUCTION
CONFLICT MANAGEMENT
NZX's position as a registered exchange and public issuer
MARKET SUPERVISION FUNCTION
Arrangements for Market Supervision
Resources for Market Supervision Group
Interaction between Market Supervision and the other NZX groups
Responsibility for Market Supervision
Separation of the Market Supervision Group
Personnel
Recommendation
ARRANGEMENTS FOR SUPERVISION OF MARKET PARTICIPANTS
Role of Participant Compliance
Conduct of market surveillance regarding trading activity
Complaints handling regarding Market Participants
Onsite inspections and periodic reporting
Accreditation of Market Participants
Escalation of issues
Recommendation
ARRANGEMENTS FOR SUPERVISION OF LISTED ISSUERS
NZXR's focus
Approval of listings and delistings
Other approvals under the Listing Rules
Waiver and ruling applications
Timing requirements for approvals
Surveillance: trading halts and price enquiries
Inspections and investigations
Disciplinary actions
Records: practices and procedures
Complaints handling
Education initiatives regarding the Listing Rules
Supervisory structure within the NZXR team
Decision-making structure: divisions
Escalation
Staff management
Recommendations
ARRANGEMENTS FOR RELEASE OF MARKET INFORMATION - LISTED COMPANY RELATIONS
Recommendation
MARKET OPERATIONS AND INFRASTRUCTURE
Introduction
Structure and focus of the Market Operations Group
Core systems
Back-ups for core systems - continuity and disaster planning
Market outages and disruptions in 2005
Incident management and communication with the market
Capacity of core systems
Monitoring and supervision of systems
Market infrastructure strategy and planning
Recommendation
DISCIPLINARY ARRANGEMENTS - NZX DISCIPLINE
Role and functions
Matters considered
Process and decisions
Resources
Reporting
Appeal Panel
Recommendations
SPECIAL DIVISION - SUPERVISION OF NZX AS A LISTED ISSUER
Conflict management
Jurisdiction and powers
Resources
Communication
Appointed solicitor
Process
Reporting
Recommendations
GOVERNANCE
Monitoring and oversight of regulatory functions
Board composition
Identical delegations for regulatory responsibilities to the Head of Regulation and the CEO
Regulatory crisis response and risk management
Market Operations policy setting
Board interaction with the Special Division
Placement of the Market Supervision function within the NZX organisational structure
Recommendation
CONCLUSION
APPENDIX
Scope of review
Background to review
Process
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