What subclause (3) talks about: "The Reserve Bank may withhold its consent only if the Reserve Bank is satisfied" that the financial institution should not have the consent "for maintaining a sound and efficient financial system:", which means, basically, it's going broke or trading inappropriately, or "(b) in a case where [a non-deposit taker or a licenced insurer] that withholding the consent is necessary for maintaining [for the insurance sector] a sound and efficient insurance sector." That all makes sense, but the next clause says, "If the FMA has asked for the Reserve Bank's consent but the Reserve Bank refuses to give its consent, the FMA must accept the application"—must accept the application—"even if it does not consider that 1 or more of the requirements referred to in section 396 or 400 are satisfied."