Governance

Ensuring financial product managers and supervisors have a clear understanding of their respective roles, and holding them to account, is central to building investor trust.

Part 4 of the FMC Act has a governance and accountability framework to achieve this goal. This framework applies to managed investment scheme (MIS) managers, debt issuers, restricted schemes and their respective supervisors or trustees.

What has changed

This accountability framework imposes statutory duties of care on supervisors and on managers of MISs.

Managers of MISs must act in the best interests of investors. These general good conduct duties set the tone for the overall accountability framework and apply in addition to the more specific duties for particular circumstances.

Ensuring that managers and supervisors have a clear understanding of their respective roles, and holding them to account, is central to building investor trust.

Key components include:

• requirements and obligations for licensed supervisors and managers of managed investment schemes, as well as issuers of debt securities and trustees of restricted schemes.
• requirements for schemes to be registered and new custody obligations for registered schemes.
• licence requirements for managers. Read more about the licensing of managers here.
• requirements for restricted schemes to have a Licensed Independent Trustee. Read more about the licensing of independent trustees here.
• powers of intervention for supervisors and the FMA, as well as ongoing register and record-keeping duties for issuers of all regulated products.

If you are intending to launch a new KiwiSaver, superannuation, or workplace savings scheme you will need a certificate from the FMA before applying to register the scheme. See our information sheet on the FMA certification process for registration of new KiwiSaver, superannuation and workplace savings schemes to find out how to get started.

Guidance

See our guidance and information sheets that detail the key accountabilities and responsibilities under the FMC Act:

• Governance under Part 4 of the FMC Act
• MIS managers and their licensed supervisors
• Debt issuers and their licensed supervisors
• Restricted schemes and their trustees
• Custodians of managed investment schemes
• Related party transactions
• Reporting SIPO limit breaks
• Reporting duties under Part 4 of the FMC Act

Corporate governance

Good corporate governance and board behaviour supports the principles underpinning the FMC Act.

Information about our expectations for good corporate governance can be found in these publications:

• Corporate Governance – Principles and Guidelines
• The essentials of being a director
• Going Public - A director's guide