Video | Agriculture | Confidence | Economy | Energy | Employment | Finance | Media | Property | RBNZ | Science | SOEs | Tax | Technology | Telecoms | Tourism | Transport | Search


Control of voting rights in Designer Textiles (N.Z

Gould Holdings Limited, the Rutherford family and Designer Textiles (N.Z.) Limited

The Takeovers Panel met on 3 March 2003 to consider two issues relating to the control of voting rights in Designer Textiles (N.Z.) Limited (DTL).

Late in 2002 several members of the Rutherford family of Canterbury subscribed for shares in Gould Holdings Limited (GHL). GHL owns 24.69% of DTL. Members of the Rutherford family already held shares in their own name in DTL at the time of the subscription. More shares of DTL were bought by members of the Rutherford family after the subscription, resulting in those family members holding some 8.8% of the voting rights of DTL.

The first issue considered by the Panel was whether the Rutherford family members, by subscribing for shares in GHL, had joined Christchurch businessman Mr George Gould in the control of the 24.69% shares of DTL held by GHL. The Panel found that this was not the case and that no breach of the Code had occurred. On the second issue the Panel found that Mr Gould and GHL and those members of the Rutherford family who had subscribed for shares in GHL are associated for the purposes of the holding or controlling of shares in DTL. The Panel found that this association had crystallised on 11 September 2002 when the family members agreed to take shares in GHL.

The consequence of this finding is that the purchases of DTL shares by Rutherford family members which took place after 11 September 2002 (being some 753,000 shares in all, or 2.1% of the total voting rights in DTL) were made in breach of the Code. This is because the holdings of DTL shares by the Rutherford family and by GHL have to be aggregated for the purposes of rule 6(1) of the Code.

Given that the meeting involved determination of aspects of the Code that the Panel had not formally addressed before, the Panel considers that the most appropriate remedy for these breaches of the Code is for the relevant shares to be sold within an appropriate period, and that the voting rights attached to the shares not be exercised in the meantime.

The Rutherford family is being asked to provide undertakings to the Panel to this effect.

A copy of the Panel’s determination is available on the Panel’s website at

© Scoop Media

Business Headlines | Sci-Tech Headlines


Mycoplasma Bovis: More Properties Positive

One of the latest infected properties is in the Hastings district, the other three are within a farming enterprise in Winton. The suspect property is near Ashburton. More>>


Manawatū Gorge Alternative: More Work Needed To Choose Route

“We are currently working closely and in partnership with local councils and other stakeholders to make the right long-term decision. It’s vital we have strong support on the new route as it will represent a very significant long-term investment and it will need to serve the region and the country for decades to come.” More>>


RBNZ: Super Fund Chief To Be New Reserve Bank Governor

Adrian Orr has been appointed as Reserve Bank Governor effective from 27 March 2018, Finance Minister Grant Robertson says. More>>


ScoopPro: Helping PR Professionals Get More Out Of Scoop has been a fixture of New Zealand’s news and Public Relations infrastructure for over 18 years. However, without the financial assistance of those using Scoop in a professional context in key sectors such as Public Relations and media, Scoop will not be able to continue this service... More>>

Insurance: 2017 Worst Year On Record For Weather-Related Losses

The Insurance Council of New Zealand (ICNZ) announced today that 2017 has been the most expensive year on record for weather-related losses, with a total insured-losses value of more than $242 million. More>>