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


Takeovers Panel moves to protect shareholders

19 June 2006


Takeovers Panel moves to protect shareholders

The Takeovers Panel is seeking public comment on the use of schemes of arrangement and amalgamations to merge or acquire code companies. A code company is a listed company or a company with 50 or more shareholders and assets of $20m or more.

“The media and the market have expressed concerns on the use of schemes and amalgamations under the Companies Act to merge or acquire a code company,” Chairman John King said. “The Panel shares those concerns.”

The current relationship between the Code and the Act can result in a change of control of a code company under a scheme or amalgamation without shareholders having the rights and protections they have under the Code.

“This is undesirable,” John King said. “Companies should be able to choose which process they use to merge with or gain control of a code company. But the rights and protections of code company shareholders should follow consistent principles under all processes.”

The Panel has published a discussion paper seeking the views of market participants.
It will then recommend changes to the law on the use of schemes and amalgamations.

The paper considers amending the Code and the Companies Act so that:
- schemes and amalgamations are taken out of the Code; and
- the principles of the Code are included in the provisions of the Companies Act that deal with schemes and amalgamations.

To achieve this; the Panel suggests that:
- the Companies Act relating to schemes be amended to require:
o the Courts to consider the code principles when approving a scheme, including the level of shareholder approval needed and the information to be given to shareholders; and
o the Courts to take into account recommendations from the Panel on the Court’s requirements for approval of a scheme.
- the Companies Act relating to amalgamations be amended to require:
o parties to a proposed amalgamation to obtain Panel approval of the amalgamation provisions; and
o the Panel to take into account the principles of the Code in determining its requirements for approval.

The discussion paper is on the Panel’s website Submissions close on 30 June 2006.

“The paper raises important policy issues and I urge interested parties to make submissions,” John King said.


© Scoop Media

Business Headlines | Sci-Tech Headlines


Onetai Station: Overseas Investment Office Puts Ceol & Muir On Notice

The Overseas Investment Office (OIO) has issued a formal warning to Ceol & Muir and its owners, Argentinian brothers Rafael and Federico Grozovsky, for failing to provide complete and accurate information when they applied to buy Onetai Station in 2013. More>>


Tomorrow, The UN: Feds President Takes Reins At World Farming Body

Federated Farmers president Dr William Rolleston has been appointed acting president of the World Farmers’ Organisation (WFO) at a meeting in Geneva overnight. More>>


I Sing The Highway Electric: Charge Net NZ To Connect New Zealand

BMW is turning Middle Earth electric after today announcing a substantial contribution to the charging network Charge Net NZ. This landmark partnership will enable Kiwis to drive their electric vehicles (EVs) right across New Zealand through the installation of a fast charging highway stretching from Kaitaia to Invercargill. More>>


Watch This Space: Mahia Rocket Lab Launch Site Officially Opened

Economic Development Minster Steven Joyce today opened New Zealand’s first orbital launch site, Rocket Lab Launch Complex 1, on the Mahia Peninsula on the North Island’s east coast. More>>


Marketing Rocks!
Ig Nobel Award Winners Assess The Personality Of Rocks

A Massey University marketing lecturer has received the 2016 Ig Nobel Prize for economics for a research project that asked university students to describe the “brand personalities” of three rocks. More>>


Nurofen Promotion: Reckitt Benckiser To Plead Guilty To Misleading Ads

Reckitt Benckiser (New Zealand) intends to plead guilty to charges of misleading consumers over the way it promoted a range of Nurofen products, the Commerce Commission says. More>>


Get More From Scoop

Search Scoop  
Powered by Vodafone
NZ independent news