The Financial Markets Conduct Act 2013 (FMCA 2013)  prescribes how offers of financial products must be made to investors, subject to certain exclusions. One exclusion is for wholesale investors who self-certify an eligible investor certificate and have it confirmed by: 

• a Qualified Statutory Accountant (QSA) 
• a licensed financial adviser, or 
• a lawyer. 

If you do not hold one of these qualifications, you must not sign these certificates. 

In addition, you must not sign a certificate if you: 

• are associated with the offeror¹, provider or other relevant person 
• have within the two years immediately before the relevant time provided professional services to the offeror, provider or other relevant person, or a related body corporate of the offeror, provider or other relevant person, or
• identify any ethical obligations preventing you from confirming a certificate

QSAs must not confirm a certificate unless having considered the investor’s grounds for certification:

• the investor is sufficiently advised of the consequences of that certification and
• has no reason to believe that certification is incorrect or that further information or investigation is required as to whether the certification is correct.

Members signing eligible investor certificates are strongly encouraged to review the FMA’s thematic review on the use of the wholesale investor exclusion and the recent High Court decision on the eligible investor exclusion, which provide further guidance on what constitutes sufficient grounds for certification and the obligations on individuals confirming certificates.      
For more details, read the FMA thematic review, the High Court decision addressing  FMA’s questions on the eligible investor exclusion and Schedule 1 FMCA 2013.  

_{[1] As defined in Section 12 FMCA 2013.}