But the FMA urged Silver Fern, and other companies with highly variable seasonal debt levels, to consider how they could provide useful and meaningful information to their investors in their annual report.
"We note there was disclosure about SFF's peak debt in their 2013 annual report, but not in their 2014 or 2105 annual reports. It may also be useful for companies with highly seasonal debt to report to investors on their average annual debt levels.''
If that information had been provided to SFF's shareholders, it would have provided investors with a more transparent picture of SFF's debt situation that would have been consistent with the descriptions in the information pack, the FMA said in a statement.
The complaint against SFF was lodged by New Zealand First leader Winston Peters, who also called on the Overseas Investment Office to suspend its deliberation of Shanghai Maling's application for SFF, until the complaints had been resolved.
Shanghai Maling offered to acquire a controlling 50% stake in return for $261million of cash, a special dividend, and funds to bankroll the co-operative for seven years. After the deal was announced last year, Silver Fern warned it was at the mercy of its bankers and risked receivership if the Chinese offer was rejected.
Mr Peters was not happy yesterday with the decision by the FMA, saying it was not worth the paper it was written on.
"The FMA did not even call us once to discuss our complaint. We understand their 'engagement' with SFF consisted of a preliminary meeting and being sent self-serving documents from SFF.''
The investigation did not include an accurate chronological record of accounting timelines critical to any investigation, he said. It was not so much as an investigation as a fireside chat.
The FMA failed to send anyone into SFF's head office to carry out a detailed investigation into its documents. That meant it did not seek or read internal financials, board reports or board minutes.
That was the least of what could be expected if the FMA was doing its job properly, Mr Peters said.
SFF chairman Rob Hewett is in Mongolia and could not be reached for comment yesterday.
The FMA said it received a small number of complaints in April relating to SFF and documents released to its shareholders in September 2015.
A complaint was also made about the resolution approving the transaction with Shanghai Maling. Complainants alleged the SFF information pack misrepresented the financial position of SFF by showing a more negative position than was the case.
It was alleged the purpose of the negative misrepresentations was to encourage shareholders to vote in favour of the transaction.
"We were satisfied we have been provided with sufficient evidence to substantiate the relevant information. We do not have any reason to believe the information pack was misleading or deceptive,'' the FMA said.
It noted the information pack was finalised on September 23, 2015, and contained forecast financial information for the financial year ended September 30. The forecasts included a forecast debt of between $140million and $160million.
The actual year-end results, released on November 9 last year, showed debt on September 30 was $121million. The actual profit and revenue figures were also better than in the information pack, the FMA said.
Although the debt position at balance date was lower than forecast, SFF's debt was "highly variable'' and could change significantly day to day.
Given the variability of SFF's debt and the position taken by SFF's banking syndicate, the FMA accepted the SFF board view the differences between the forecasts in the information pack and the actual results in the annual report were not material to the shareholders' resolution on the transaction.
The second complaint was concern regarding the type of shareholder resolution to approve the transaction. The complaint alleged the resolution should have been a special resolution rather than an ordinary resolution.
The FMA did not express any views on the complaint and believed it was most appropriately dealt with between the shareholders and SFF.
