Financial Services & Markets

Cygnus Law advises fund managers, derivatives issuers, equity crowdfunding and P2P lending service providers on licensing, on compliance obligations under the Financial Markets Conduct Act, on investor disclosure, and on investment and service agreements. That includes:

• Assisting with licence applications and support to implement practical & effective compliance policies, procedures & controls.
• Advising on regulatory obligations including (where relevant) obligations in relation to product disclosure statements (PDS), service disclosure statements, investment memorandums, client money custody obligations, and AML/CFT matters.
• Advising on relevant investor and client exemptions.
• For funds and other businesses raising capital, advising on structuring options and associated regulatory obligations, including advising on unit trust, limited partnership, contributory mortgage and company structures and their regulation.
• Preparing and updating relevant agreements and documents including trust documents, investor agreements, statements of investment policy and objectives (SIPOs), limited partnership agreements, client agreements, disclosure documents and application forms.
• Advising on custodian responsibilities with respect to client money and client property.
• Advising on on-going reporting obligations including in relation to financial reporting.
• Assisting with the provision of regulator updates and with regulator engagement.
• Advising on complaint processes, and assisting to prepare responses to complainants and dispute resolution schemes.

Cygnus Law advises financial advice providers (FAPs), financial advisers, brokers and aggregators on regulatory obligations, commercial agreements and transactions. That includes:

• Preparing, and advising on, agency, dealer group, aggregator and FAP agreements.
• Preparing and updating client terms & conditions, contractor agreements and privacy policies.
• Advising on regulatory obligations including on financial adviser duties, disclosure (and assisting to update disclosure materials) and incentives (including on prohibited incentives).
• Advising on FAP licence requirements including in relation to permitted business structures, digital advice services and governance & management, and assisting with licence applications.
• Assisting with the sale and purchase of portfolios and businesses.
• Assisting with provision of regulator updates and with regulator engagement.
• Advising on the nature and scope of the financial advice regulatory regime including on the meaning of the term “financial advice” and on wholesale client exemptions.
• Advising on complaint processes, and assisting to prepare responses to complainants and dispute resolution schemes.

We assist investment platforms and discretionary investment management service (DIMS) providers to comply with their regulatory obligations and to contract. That includes:

• Preparing and updating client terms & conditions, contractor agreements and privacy policies.
• Advising on disclosure requirements and assisting to update disclosure materials.
• Advising on custodian obligations including obligations in relation to client money & property, reconciliations, client reporting and assurance engagements.
• Reviewing and updating agreements with other commercial parties including agreements with custodians and platforms.
• Advising on the regulation of DIMS including on the distinction between financial adviser requirements and DIMS requirements.
• Advising on DIMS provider licence requirements and assisting with licence applications.
• Advising on complaint processes, and assisting to prepare responses to complainants and dispute resolution schemes.
• Assisting with provision of regulator updates and with regulator engagement

Cygnus Law advises lenders in relation to both consumer and business lending.  That includes:

• Preparing & updating loan and security agreements.
• Advising on the Personal Property Securities Act and the operation of the Personal Property Securities Register (PPSR), and advising on the Property Law Act.
• Advising on licensing requirements and assisting lenders to meet licensing requirements.
• Advising on consumer lending obligations under the Credit Contracts and Consumer Finance Act (CCCFA) including on advertising requirements and restrictions, lender responsibilities, disclosure obligations, obligations with respect to borrower financial hardship, debt collection and repossession.
• Advising on consumer loan term requirements under the CCCFA including on requirements in relation to cancellation, credit fees, interest charges, and loan agreement variation and assignment.
• Advising on requirements and restrictions in relation to credit related insurance, extended warranties and repayment waivers.
• Advising on complaint processes, and assisting to prepare responses to complainants and dispute resolution schemes.

Cygnus Law advises businesses that provide virtual asset, payment & FX services including exchanges and markets. That includes:

• Advising on the scope and nature of New Zealand’s relevant regulatory regimes and their application to the relevant product(s) or service(s) including on relevant licensing regimes and custodian regimes, and on available exemptions.
• Advising on the scope and application of New Zealand’s AML/CFT law with respect to virtual asset service providers, and on obligations under that law.
• Advising on the application of New Zealand law to virtual asset services provided from outside New Zealand including exchanges and markets.
• Advising on whether some types of cryptocurrencies and cryptoassets (including stable coins) are securities (and which category of securities they fall into) and on related obligations (if there is a security).
• Advising businesses that issue or manage means of payment on regulatory obligations and customer terms & conditions.
• Advising on when registration on the Financial Service Providers Register (FSPR) is required, assisting with registration and advising on dispute resolution scheme requirements.
• Preparing terms & conditions and privacy policies, merchant agreements, partnering agreements and other commercial agreements.
• Advising on New Zealand’s open banking law and on the application of the Retail Payment System Act.
• Advising on relevant consumer law including under the Consumer Guarantees Act and Fair Trading Act, and on the territorial scope of that law.

Cygnus Law advises businesses on implementing and complying with anti-money laundering and countering financing of terrorism (AML/CFT) obligations. That includes:

• Identifying whether a financial service business, or an issuer of financial products or virtual assets, is a “reporting entity” subject to AML/CFT obligations including whether any exemptions may apply, and advising on those obligations.
• Assisting to review, prepare and update risk assessments & AML/CFT compliance programmes.
• Advising on requirements in relation to customer due diligence (CDD) including on electronic identity verification.
• Advising on annual reporting and audit requirements,
• Supporting clients with AML/CFT supervisor engagement.
• Advising on supervisor reviews and actions.
• Advising on formation and operation of a designated business group (DBG).
• Advising on transaction reporting and suspicious activity reporting requirements.