Reprint as at 1 December 2014

Takeovers Act 1993

Public Act1993 No 107
Date of assent28 September 1993
Commencementsee section 1

Note

Changes authorised by subpart 2 of Part 2 of the Legislation Act 2012 have been made in this official reprint.

Note 4 at the end of this reprint provides a list of the amendments incorporated.

This Act is administered by the Ministry of Business, Innovation, and Employment.


Contents

Title [Repealed]

1 Short Title and commencement

2 Interpretation

2A Meaning of code company

3 Act to bind the Crown

4 Object of this Act

Part 1
Takeovers Panel

5 Establishment of Takeovers Panel

6 Membership of Panel

7 Associate members [Repealed]

7A Panel may act by divisions

7B Membership and chairperson of division

7C Powers of division

8 Functions of Panel

9 Powers of Panel to take evidence [Repealed]

10 Provisions relating to certain proceedings before Panel [Repealed]

11 Protection from liability for Panel and members, officers, and employees

12 Meetings [Repealed]

13 Power to prohibit disclosure of information, documents, and evidence [Repealed]

14 Delegation

15 Powers [Repealed]

15A Sharing of information and documents with FMA

15B Sharing of information and documents with Commerce Commission

15C Sharing of information and documents with licensed market operators

16 Annual reports [Repealed]

17 Annual fee in respect of funding of Panel

17A Panel deemed to be public authority [Repealed]

18 Further provisions applying to Panel

Part 2
Takeovers code

19 Power to make takeovers code

20 Objectives of takeovers code

21 Matters to be considered by Minister in making recommendations concerning takeovers code

22 Specific provisions applying to takeovers code

23 Takeovers code not to apply in certain cases

23A Takeovers code does not apply where court order under section 236 of Companies Act 1993

24 Co-ordination with Australia

25 Minister to consult Panel

26 Panel to consult with Minister [Repealed]

27 Action taken by Takeover Panel Advisory Committee [Repealed]

28 Approval of takeovers code [Repealed]

29 Order in Council deemed to be regulation [Repealed]

30 Minister may request formulation of further takeovers code [Repealed]

31 Revocation of takeovers code [Repealed]

Part 3
Investigation and enforcement

Subpart 1Investigation and enforcement by Panel

Panel's powers of inspection

31A Power to inspect documents

31B Power to request or approve Registrar or authorised person to inspect documents

31BA Limits on exercise of power to inspect documents

31BB Requirements for persons authorised to inspect documents

31C Disclosure of information from inspection

31D Powers not limited

31E Non-disclosure of information from inspection

31EA No privilege against self-incrimination

31EB Protections from liability for persons exercising powers of inspection

Offences

[Repealed]

31F Offences

Appeals

[Repealed]

31G Rights of appeal

31H Time for appeal

31I Situation while appeal pending

31J Determination of appeal

31K Requirements where appeal allowed

Panel's powers for receiving evidence

31L Who may receive evidence

31M Admissibility of evidence

31MA How evidence may be given

31N Power to summon witnesses

31O Witnesses' expenses

Exercise of inspection and evidence powers for overseas regulators

31P Power of Panel to act on requests of overseas regulators

31Q Panel's consideration of requests

31R Conditions that may be imposed on providing information to overseas regulators

31S Undertakings to be obtained before providing certain information to overseas regulators

Panel's power to accept undertakings

31T Panel may accept undertakings

31U Enforcement of undertakings

Proceedings before Panel

31V Right to be heard and represented at proceedings before Panel

31W Panel to hear proceedings in private

31X Power to make confidentiality orders

Enforcement of takeovers code by Panel

32 Panel's powers in respect of compliance with takeovers code

33 Temporary restraining orders

33AA Permanent compliance orders

Miscellaneous provisions for investigation and enforcement by Panel

33A Witnesses and counsel to have privileges of witnesses and counsel in court

33B No privilege against self-incrimination

33C Restrictions on use of self-incriminating statements obtained by summons

33D Limitation on disclosure of information obtained in Panel's operations

Subpart 2Enforcement by court

Overview of enforcement powers and civil remedies

33E Overview of enforcement powers and civil remedies

Injunctions

33F What court may injunct

33G When court may grant injunctions and interim injunctions

33H Undertaking as to damages not required by Panel

Various civil remedy orders

33I When court may make various civil remedy orders

33J Terms of various civil remedy orders

Compensatory orders

33K When court may make compensatory orders

33L Terms of compensatory orders

Pecuniary penalty orders and declarations of contravention

33M When court may make pecuniary penalty orders and declarations of contravention

33N Purpose and effect of declarations of contravention

33O What declarations of contravention must state

33P Maximum amount of pecuniary penalty

33Q Considerations for court in determining pecuniary penalty

33R Court must order that recovery from pecuniary penalty be applied to Panel's actual costs

General

34 Court may make orders [Repealed]

35 Persons who may apply

36 Orders [Repealed]

37 Interim orders [Repealed]

38 Court may have regard to determinations and recommendations by Panel

39 Orders directing disposal of securities [Repealed]

40 Revocation, variation, and suspension of orders [Repealed]

41 Court may excuse contravention

42 Court may require person to give evidence or produce documents relating to interests in financial products

43 More than 1 civil remedy order may be made for same conduct

43A Only 1 pecuniary penalty order may be made for same conduct

43B Standard of proof for civil remedies

43C Time limit for applying for civil remedies

Subpart 3Offences

General offences

44 General offences

44A Conviction of offence under section 44 excluded in certain cases

False or misleading statement or information

44B False or misleading statement or information

44C Criminal liability for false or misleading statement or information

44D Exception for disclosure by investment advisers or brokers [Repealed]

44E Fair Trading Act 1986 excluded

Subpart 4Other court orders

Management bans

44F When court may make management banning orders

44G Terms of management banning orders

44H Offence of contravening management banning order

44I Only 1 management banning order may be made for same conduct

44J Persons automatically banned from management

44K General provisions for bans and banning orders

Orders to preserve assets to satisfy claims

44L When court may prohibit payment or transfer of money, financial products, or other property

44M What orders may be made

44N Interim orders

44O Relationship with other law

44P Offence

Subpart 5General

44PA Time limit for commencing proceedings for offence under section 44H, 44J, or 44P

44Q Jurisdiction of courts in New Zealand

44R Court may order payment of Panel's costs

44S Orders to secure compliance

44T Giving notice of applications for court orders

44U General provisions as to court's orders

44V Persons entitled to appear before court

44W Knowledge of matters presumed if employee or agent knows matters

44X No pecuniary penalty and fine for same conduct

Part 4
Miscellaneous

45 Panel may grant exemptions

45A Deferral of obligations, and variation or revocation of exemptions

46 Regulations

47 Amendment to Official Information Act 1982 [Repealed]

48 Amendment to Public Finance Act 1989 [Repealed]

49 Repeal of Companies Amendment Act 1963

50 Amendment to Public Finance Act 1989 [Repealed]

Schedule
Provisions applying to Takeovers Panel

Takeovers Amendment Act 2002

Takeovers Amendment Act 2006

Reprint notes


Title  [Repealed]

  • Title: repealed, on 1 December 2002, by section 3 of the Takeovers Amendment Act 2002 (2002 No 45).