We don't advertise our service to people resident outside of New Zealand, but non-New Zealand residents may still be able to invest in financial products, listed with Catalist. You may need a broker. If you already have a New Zealand broker, ask them whether they currently facilitate trading on Catalist. If not, ask them to get in touch and we can easily get them set up to allow you to trade.

If you are an existing investor in a business that is listed on Catalist you can join. Contact us and we can help get you set up with a Catalist account.

You can’t open a Catalist investor account at the moment, unless you have a New Zealand bank account. This is because, as part of our security checks, we need to see your payments are coming from an account in your name – and we can only do that with a New Zealand bank account.

You may still be able to invest in financial products listed on the Catalist Public Market or a Catalist Private Market through a broker or Authorised Representative. If you already have a New Zealand broker, ask them whether they currently facilitate trading on Catalist. If not, ask them to get in touch and we can easily get them set up to allow you to trade.

You can find and update your personal details, such as your password, by clicking on “my account” in the top right corner of the menu bar.

Any information on your portfolio, investment details, transactions or the status of your bids and offers can be found by clicking on “Dashboard” in the menu bar.

For more, see the video below.

No, you don’t need to go through a stockbroker to buy and sell financial products listed on Catalist. You can open your own account on our website, and after you’ve completed our anti-money laundering checks, you will be able to trade.

When a new business lists on Catalist, existing owners are given a code by the business to claim their existing financial products. First, you’ll need to sign up for a Catalist account and complete the identity verification form that appears when you first log in. Insert the code when completing your identity verification form, or at the bottom of your Dashboard page, where it says “claim my financial products”.

If your existing financial products are held in a trust, nominee company, or other holding structure, we may need to ask for additional verification documentation before we can allocate your financial products to your account.

If you don’t have a code to claim your financial products, please contact the business that issued those financial products in the first instance, or contact us.

Your Catalist account will only show investments that are listed on Catalist or where records are maintained on Catalist by an independent group such as an ‘angel investor’ group. Your account will not show investments that do not use the Catalist platform.

A certified document is a copy of an original document that has been signed by an authorised person to confirm it is a true copy. We only need you to have copies of your identity documents certified if we are not able to electronically verify your identity through your passport or New Zealand driver licence number. You can get your documents certified by the following people:

• Justice of the Peace
• Registered Medical Doctor
• Member of the Police
• Registered Teacher
• Lawyer/Solicitor
• Notary Public
• Minister of Religion
• Member of Parliament
• Chartered Accountant
• Kaumatua

If you are not in New Zealand, documents must be certified by a person authorised by law in your country to take statutory declarations, or the equivalent.

The certifier must not be related to you, or be a spouse or partner, or live at your address. Certification must be written on the document and include the name, position or qualification and signature of the certifier, as well as the date of certification. The certifier must see the original document and provide a signed statement that the copy provided is a true copy and represents your identity. This certification must have been carried out within the last three months.

Here is an example of a certification statement:

Financial products are the different types of investment you can trade on Catalist. These include equity (for example shares), and debt securities (for example bonds, notes or loans). They also include ‘managed investment products’ which are interests in a fund that invests in other underlying assets. Your KiwiSaver is a managed investment product, for example.

All the products available to buy and sell are listed in the marketplace section of our website. The types of investments that can be listed on the Catalist platform are equity (for example shares), debt (for example bonds, notes or loans) and managed investment products (for example interests in funds).

Catalist doesn’t require any minimum investment amount. However, some financial products may specify a minimum amount you can purchase.

The information page for the relevant financial products will tell you whether there is any minimum purchase amount, in the marketplace section of our website.

A diversified portfolio means you have lots of different investments, preferably of different types (for example shares, bonds and property) as well as different sectors of the economy (for example technology, healthcare and agriculture).

This helps spread the risk of your investments and increases your chance of benefiting from growth, if some products or sectors outperform the rest of the market.

If you already have investments in a range of larger businesses, such as in KiwiSaver or a managed fund, you can diversify your portfolio by investing in some additional smaller and medium-sized businesses, listed on the Catalist Public Market.

Impact investments have the intention of having a positive social or environmental impact, as well as generating a positive financial return. This is called a ‘blended return’.

Catalist will classify investments on our markets as ‘impact investments’ if, in our opinion, the business or project has clear social or environmental goals, that are funded by the investment, and the business has committed to transparent data-driven reporting of the impact they are having. Further information about the nature of impact investments can be found on our blog

This is an auction where the business is selling additional financial products to raise additional money (capital). For example when a business first lists on the market, they may sell newly issued shares in a 'mini-IPO'. These shares would usually be sold at a fixed price and existing investors would not usually be able to sell shares at the capital raising auction – existing investors may have to wait until the first scheduled secondary market auction before they can sell their shares.

The business selling the financial products chooses the price they are prepared to sell them for. Look at the financial information provided by the business to see their justification for that price.

If a business specifies a minimum target for a capital raise, then your investment order will not be binding unless the business raises at least their minimum target amount. If you have already paid for your order then your money is held on a trust account until the end of the auction and you will be entitled to have your investment amount promptly returned to you if the minimum target is not reached. The business may enter into further negotiations with potential investors.

You can only submit an order when a capital raising auction is open. Navigate to the relevant business page in our marketplace and, after reading the information released by the business, click on the Invest button and follow the instructions.

You can see the status of all your current orders in the “My orders” tab in your dashboard. You can also see your live orders, relating to a particular auction, on the relevant business’s product page. Just go to the “My holdings/orders” tab, located in the “Auction information” section at the top of the page.

You can withdraw an order during the open period of an auction. To do this, go to your dashboard and click on the “My orders” tab. Tick the box next to the orders(s) you want to withdraw and click on the ‘Withdraw order” button. Click “Confirm” to confirm the withdrawal. You can also amend an order in a similar way.

Remember you won’t be able to withdraw or amend an order after the capital raising auction has closed, so make sure you have completed the full process well before the auction ends if you wish to do so.

Some investors may perceive periodic trading as a limitation, because when the market is open, they are not able to transact whenever they choose. However, for financial products that do not trade regularly, such as shares in small and medium-sized businesses, periodic auctions tend to produce a fairer price for all investors and therefore may actually encourage more liquidity, according to research by academics, Economides and Schwartz

In a continuously traded market, the economic costs for investors are very high, if the financial products rarely trade. Investors’ economic costs include large bid-ask spreads, high commission, significant market impact of individual orders, and the susceptibility of orders to ‘front-running’. Front running is where other investors take advantage of the temporary price movement a large order may cause, to the detriment of the investor who made that order. This can discourage investors from trading, making liquidity even worse.

Periodic auctions reduce trading costs for investors by consolidating all order flow, over a period of time, and executing all successful orders at a single price. Consequently, this eliminates bid/offer spreads and the possibility of front-running. The increased ‘fairness’ in pricing can maximise whatever liquidity there is, in any given period. For more information, read our blog on  why periodic auctions are better suited to smaller businesses.

Unless the product information page says the financial products have a fixed price, the price is set by the auction itself, by assessing all the current valid bids and offers. Essentially this is like looking for the price at which the supply (people willing to sell) and demand (people willing to buy) intersects.

The auction calculates the price in real time by looking for the price at which the largest volume of financial products would successfully trade.

There is further detailed information on how the auction sets the price for financial products, in differing circumstances, which you can read about here.

The order book for a secondary market auction shows the number of financial products being bid or offered on, at a range of price points. You can click on the top line or the bottom line to see any bids and offers outside this range (if there are any). The order book tells you how far you might have to move your bid or offer price from the current indicative closing price, in order to successfully trade the number of financial products you want to trade, i.e. 'market depth'.

Auto bids and auto offers are only shown in the order book when they have orders they could trade with. Although the order book shows the prices bids and offers have been submitted at all bids and offers are anonymous. For more information, have a read of our page on marketplace mechanics.

This short video explains how to understand the order book.

Catalist maintains a record of who owns the financial products on our platform. Investors are unable to submit offers to sell financial products, unless our platform records them as the legal owner, or entitled to act on behalf of the legal owner.

This means you can be confident that, if you submit a successful bid to buy financial products, you will receive ownership of the financial products, in accordance with our settlement rules.

You can only submit bids and offers when an auction is open. You can update existing bids and offers when an auction is in pre-closing. This video will walk you through the process of submitting a bid or offer – and checking the status of it in your dashboard.

First you should read all the information provided about the business and the financial product you wish to buy or sell. This can be found on the business’s product page and should help you understand the value the business believes their financial products should have.

If there are enough investors that have already submitted bids and offers, our platform will tell you, in real time, what the price of the financial products would be, if the auction were to close at that moment. This is just an indicative price – it can change as other investors submit or withdraw their bids and offers. However, you will be able to see if your bid or offer is likely to be successful. You can also view the live order book tab, which shows the number of financial products being bid or offered on, by other investors, at a range of price points.

Consider the highest price you’d pay, if you are buying, or the lowest price you’d accept, if you are selling. This is your most ‘competitive’ price, which is the price you are most likely to be successful at, if you submit it in the auction. However, at the end of the auction, all investors get the same price, based on everyone’s most competitive bids and offers. This means you can even get a price that is better than your bid or offer price.

Remember that your bids and offers will be binding and cannot be cancelled after the ‘open’ period has ended. Further information about submitting bids and offers and their priority is available here.

Yes, you can submit more than one bid in the same auction – but make sure you are prepared to pay for the full quantity of financial products from all your bids, if they are all successful.

Yes, you can submit more than one offer in the same auction – but make sure you are prepared to sell the full quantity of financial products from all your offers, if they are all successful.

Yes, you can submit bids and offers in the same auction, as long as your bid price(s) is lower than your offer price(s). This is to ensure you don’t end up trading with yourself.

You can see the status of all your current bids and offers in the “My orders” tab in your dashboard. You can also see your live bids and offers, relating to a particular auction, on the relevant business’s product page. Just go to the “My holdings/orders” tab, located in the “Auction information” section at the top of the page.

You can only withdraw a bid or offer during the open period of an auction. To do this, go to your dashboard and click on the “My orders” tab. Tick the box next to the bid(s) or offer(s) you want to withdraw and click on the relevant ‘Withdraw bid” or “Withdraw offer” button. Click “Confirm” to confirm the withdrawal.

Remember the end of the open period can change by +/- 2 minutes from the estimated time to avoid price-manipulation caused by last minute orders. You will need to have completed the full process before the open period of the auction ends.

You can maximise your chances of buying the full number of shares you want by submitting your best bid, meaning the highest price you are prepared to pay, per share or per other financial product, as early as possible in the auction.

Bids at a higher price have priority and are therefore more likely to be successful than bids at a lower price.

If two or more investors submit bids at the same price, then the time at which the bid was submitted becomes a factor. Bids submitted earlier in the auction process have priority and are therefore more likely to be successful than bids submitted later. Auto bids are prioritised based on the timing of the limit orders submitted into the order book pursuant to the auto bid.

You will never pay more than your bid price, but you may pay less, per share or per other financial product, than your bid price, if the final auction price is lower. For more information on the prioritisation of bids and how a ‘fair’ price is calculated, have a read of our page on marketplace mechanics.

You can maximise your chances of selling all your shares by submitting your best offer, meaning the lowest price you are prepared to sell for, per share or per other financial product, as early as possible in the auction.

Offers at a lower price have priority and are therefore more likely to be successful than offers at a higher price. The lowest offer you can submit is $0.01 per share or per other financial product.

If two or more investors submit offers at the same price, then the time at which the offer was submitted becomes a factor. Offers submitted earlier in the auction process have priority and are therefore more likely to be successful than offers submitted later. Auto offers are prioritised based on the timing of the limit orders submitted into the order book pursuant to the auto offer.

You will never receive a price, per share or per other financial product, less than your offer price, but you may receive more, per share or per other financial product, than your offer price, if the final auction price is higher. For more information on the prioritisation of offers and how a ‘fair’ price is calculated, have a read of our page on marketplace mechanics.

Limit orders are a request to buy or sell up to a certain quantity of financial products, at a specified price or better. We have a full explanation on our marketplace mechanics page.

Auto bids and offers are used to submit standard limit orders at a price that is automatically improved if it is outbid, up to your specified best price. We have a full explanation on our marketplace mechanics page.

Auto orders allow you to ‘set and forget’. There’s no need to log in to the auction when it’s closing to try to outbid other investors. However, if you submit an auto order, a later limit order at the same best price may take priority over your order, if your auto order has not reached your best price, before that limit order was submitted.

As well as helping you to receive better pricing, auto orders can help to avoid unfair price fluctuations that could result from very aggressive orders being submitted. If you wish to submit a bid to buy financial products at a price much higher than the expected price, or you want to offer to sell financial products at a price much lower than the expected price, we may require this to be done by an auto bid or auto offer, rather than by a limit order. This means your order will automatically improve if it needs to, for you to successfully trade, but it won’t unfairly influence the closing price.

In this instance, you do not have to worry about other investors’ limit orders taking priority because we require all investors to use auto orders based on the same conditions. As price takes priority in the order book, an aggressive best price means your order will automatically improve and won’t be outbid by a limit order with a less aggressive price than yours. Other investors’ orders of equal or higher aggression will also have to be submitted as auto orders.

No, we do not charge to open a Catalist investor account. You will only pay a fee if you successfully buy or sell financial products through our platform. The fees are set out here.

The investor fees are set out here.

No. In most circumstances you are registered directly on the legal register of the listed business. This means you are the legal owner of any financial products you buy through Catalist and we don’t hold them on your behalf. Some businesses may require you to hold your investment through a nominee company, in which case further information will be provided on their market page.

If you would like your existing broker or adviser to hold your investments on your behalf, ask them whether they can facilitate investment on the Catalist Public Market – we have a simple secure integration process to allow brokers to trade on your behalf.

You do not need to pre-pay before submitting a bid to buy financial products.

When you submit a bid to buy financial products, unless a different timeframe is notified to you, you will need to pre-pay for that bid before the end of the Open period of the auction.

Seeing as the price paid for financial products is determined by the total of all bids to buy and offers to sell, it is important that anyone bidding to buy is able to complete that transaction.

For this reason, we require you to pay for your bids by the time the 'open’ period of the auction closes. You will receive information about how to pay when you submit your bid.

If you prepay for a bid that is successful, but the financial product sells at a lower price than your bid price, we will transfer your excess funds back to you. You pay the same price for the financial product as every other buyer in the auction, alongside the fees that are displayed at the time you submit your bid. You should see any overpaid funds back in your bank account within 24 hours of the payment being made by us. Payments are only completed on days when the major banks are open for business in New Zealand.

If you prepay for a bid that is not successful, we will transfer that money back to you. We complete the transfers after the auction has closed and the closing price has been finalised. You should see the funds back in your bank account within 24 hours of the payment being made by us. Payments are only completed on days when the major banks are open for business in New Zealand.

Yes. All client money is held in a Client Trust Account with ASB Bank until the transactions are completed.

You can see whether you are currently registered as a wholesale investor by logging in to your account, click on “My Account” (in the top right if the screen) and your ‘Investor type’ will either be displayed as ‘Retail investor’ or ‘Wholesale investor’.

To complete our online wholesale investor certificate, log in to your account, go to “My Account” (in the top right if the screen) and then click on the link under “Wholesale investor verification”.

Businesses listed on Catalist are required to provide an information update each time they hold an auction of their financial products. For example, a business that holds quarterly auctions will provide an information update quarterly before each auction. In the Catalist Public Market, this information update is required to include all information that would reasonably be expected to have a material impact on the price of those financial products. This will usually include an updated Information Memorandum and the latest financial information.

Please complete our Change of Contact Details Form and upload the form to your Catalist account. We may need to contact you to request further verification information.

For financial products listed on a Catalist market, you can record an off-market transfer by completing our Off-Market Transfer Form and the Seller uploading the form to their Catalist account.

Businesses may remain listed on the Catalist Public Market for up to a further two years, during which time we will assist the business to transition onto a more traditional stock exchange, such as the NZX or ASX, if the business wishes to do so. Businesses may remain on our wholesale markets after exceeding a market capitalisation of $100 million.

There is no minimum size of business that can list on the Catalist Public Market, but it is generally best suited to businesses that would be valued at over $6 million. If your business is currently valued at below $6 million contact us to discuss what options might be appropriate for your business.

We also offer Catalist Private Markets and Wholesale Markets, which are great solutions for liquidity and can facilitate wholesale capital raising. MarketThese markets can be the perfect solution for small businesses and businesses that do not want to access retail investors in the short term. It is simple to graduate from a Catalist Private Market or Wholesale Market to the Catalist Public Market when your business reaches the appropriate stage.

No, you do not need to get an external valuation of your business.

A valuation is not needed to determine whether you exceed our threshold maximum value. Nor is it required to be provided to investors. However, it can be useful to indicate a valuation or valuation range that the directors believe the company should fall within and ensure sufficient information is provided to investors to justify that valuation or valuation range.

. It isn’t compulsory to have three years’ worth of audited financial accounts before you can list on the Catalist Public Market. However, if you have audited accounts for the last three years, it will help investors understand your business and will likely make any capital raising easier.

We recognise it may not be possible to fully audit historic financial information if it was not audited at the time. In any event, you will need to appoint an auditor going forwards and, as a minimum, your auditor will need to review your most recent financial information to set a baseline for their future audits. Publishing historic financial information that has been reviewed by your auditor can still give investors greater confidence in your business.

If you do not have financial information for at least the last three years, you will need to provide any key financial information, that is reliable, and explain why other information is not available. For example, information may not be available if your business is less than three years old.

No, you don’t have to provide prospective financial information, but we encourage you to consider providing projections for the next three years or for a period of time that is relevant to your business. Projections may show ranges rather than fixed targets, if this reflects your business planning.

Remember, if you are listing on our Public Market, you have a fundamental obligation to provide investors with all material information that might affect the value of the financial products going forwards, so if you manage your business by focusing on key financial targets, this will need to be explained in your Information Memorandum (IM). We provide IM guidance to businesses prior to their listing and this guidance has further information on recommended financial disclosures.

If you have described specific financial targets in your Information Memorandum or updates provided to the market, we would expect you to provide some commentary at each auction to disclose how you are doing, in relation to those targets.

Under our Issuer Rules, if you are listed on our Public Market, you have a fundamental obligation to provide ‘all material information’, so an overview of how your business is doing, compared to its targets, will likely be required, even if it is just affirming that you’re still on track.

The detail required will depend on the nature of your business and what might reasonably be expected to affect the price of the financial products, or investors’ decisions to buy or sell the financial products.

An independent director is someone who is not an employee of your listed business and who does not have any business or other relationship with your business, or your directors or senior managers, or other circumstance, that may reasonably be interpreted to materially interfere with the exercise of that director’s independent judgment.

Independent directors may hold a small shareholding in your business, provided it is not a material amount. Normally, someone who owns a substantial shareholding (over 5%) is not considered to be independent.

People who have previously been professional advisers of your business, such as accountants or legal advisers, can often make good directors, but care needs to be taken to ensure they are sufficiently independent from your business, if you wish them to count as an independent director.

We do not specify a ‘stand-down period’ for professional advisers. Your business will need to decide whether an ex-professional adviser is sufficiently independent, based on the nature of your business and the relationship with that adviser. You’ll also need to explain your reasoning to investors. However, an adviser who has been heavily involved in key day-to-day aspects of your business normally would not be considered independent for at least 6 months, after having ceased to provide such services.

Directors and senior managers need to disclose their relevant interests in their businesses that are listed on the Catalist Public Market. This involves, for example, disclosing information about how many shares in the business they own, or any interest in the shares they have through a derivative contract, such as a share option.

Directors and senior managers will also need to inform your business, prior to each auction, if they intend to buy or sell any financial products at that auction. This will allow your business to disclose that information in its information update, as required under the Issuer Rules.

If you’d like more information on this, we have produced guidance on the relevant interest disclosures obligations.

The Catalist Public Market Issuer Rules require your business to disclose if your directors or senior managers will buy or sell financial products at a particular auction. The FMC Act also requires directors and senior managers to disclose their relevant interests in your business. This is because many investors see this information as a signal of business health and the transparency helps to give investors confidence that the trading is fair and there is no insider trading.

As businesses are normally required to disclose ‘all material information’ prior to each auction, directors and senior managers shouldn’t have access to any relevant information that investors don’t also have access to. However, if your business is relying on the exemption in Issuer Rule 6.2 (Exceptions to the fundamental rule), the individuals who are aware of the undisclosed information may not buy or sell shares at that auction.

We offer fewer options for businesses valued at over $100 million, but get in contact with us so we can understand your requirements and talk you through the options available.

No, where your business is raising new capital by selling new securities, you can either choose to sell these at a specified price, or set a minimum price and use the auction algorithm to set the price, based on demand.

For secondary market trading, where investors sell amongst themselves, the supply and demand from investors usually sets the price. However, your business is encouraged to include information in your information disclosures about the price or range of prices you would expect the securities to trade at, and your reasoning.