Submission on NZX dual-class share consultation

Supporting capital innovation while preserving member ownership.

Cooperative Business New Zealand has submitted feedback to NZX on its consultation regarding the introduction of Dual Class Share (DCS) structures.

Our submission supports efforts to broaden New Zealand's capital markets and recognises that access to appropriate capital is an important challenge for many cooperative and mutual businesses. While DCS structures have typically been discussed in relation to founder-led companies, we encourage recognition that they may also have relevance for member-owned enterprises seeking to access new sources of capital while preserving cooperative ownership and democratic member control.

Submission at a glance

• Submitted by: Cooperative Business NZ 

• Date: JULY 2026 

• Submitted to: NZX

• Policy area: CAPital and shares

• Format: written submission (PDF) 

CBNZ position

Cooperative Business NZ supports regulatory settings that provide businesses with a broader range of capital options, provided they maintain appropriate governance, transparency and investor protections.

For cooperatives and mutuals, the objective is not to preserve the influence of an individual founder, but to maintain long-term ownership and stewardship by the members the business exists to serve. We believe future capital frameworks should recognise these different ownership models and accommodate their distinct governance characteristics.

Key issues addressed

Our submission highlights several considerations for NZX as it develops its approach to Dual Class Shares:

• Recognise cooperatives and mutuals as distinct ownership models within future guidance on Dual Class Share structures.

• View Dual Class Shares as one option within a broader cooperative capital toolkit, alongside other mechanisms used internationally to balance investment needs with member ownership.

• Acknowledge that any adoption of Dual Class Shares by existing cooperatives would require careful consideration of constitutions, governance arrangements, member rights and regulatory obligations.

• Ensure safeguards such as sunset provisions or conversion mechanisms are appropriate for cooperative ownership, where ongoing member control is an intentional and enduring feature rather than a temporary arrangement.

• Continue exploring a wider range of capital solutions that support business diversity while enabling cooperatives and mutuals to invest, innovate and remain competitive.

Read more submissions