Securities Act (Stage Three/Four Limited) Exemption Notice 2003

  • expired
  • Securities Act (Stage Three/Four Limited) Exemption Notice 2003: expired, on 1 September 2008, by clause 3.

Reprint
as at 1 September 2008

Securities Act (Stage Three/Four Limited) Exemption Notice 2003

(SR 2003/191)

  • Securities Act (Stage Three/Four Limited) Exemption Notice 2003: expired, on 1 September 2008, by clause 3.


Note

Changes authorised by section 17C of the Acts and Regulations Publication Act 1989 have been made in this eprint.

A general outline of these changes is set out in the notes at the end of this eprint, together with other explanatory material about this eprint.

This notice is administered in the Securities Commission.


Pursuant to the Securities Act 1978, the Securities Commission gives the following notice.

1 Title
  • This notice is the Securities Act (Stage Three/Four Limited) Exemption Notice 2003.

2 Commencement
  • This notice comes into force on the day after the date of its notification in the Gazette.

3 Expiry
  • This notice expires on the close of 31 August 2008.

4 Interpretation
  • (1) In this notice, unless the context otherwise requires,—

    Act means the Securities Act 1978

    communal facilities means—

    • (a) any land or any right over, or interest in, land within the development that is designated by the developer for use in connection with the supply of water to the residential property; and

    • (b) includes chattels, fixtures, and fittings used, or intended, adopted, or designed for use, in connection with the use of the water supply system for the residential property

    company means Stage Three/Four Limited

    constitution means the constitution of the company

    deed of encumbrance means the deed made between the company and each purchaser of residential property that relates to specified securities

    developer means Pinnacle Hill Farms Limited

    development means—

    • (a) the subdivision of the land known as Brunswick Park Stage 3 located at State Highway 30 near Rotorua, being Lots 1-31 on Deposited Plan 84317, comprised in certificate of titles 66D/788-66D/818, South Auckland registry, into residential properties; and

    • (b) the subdivision of the land known as Brunswick Park Stages 4 and 6 located at State Highway 30 near Rotorua, being a subdivision of Lot 2 on Deposited Plan 73355, Lot 32 on Deposited Plan 84317, comprised in certificate of title 66D/819, and Lot 3 on Deposited Plan 73355, comprised in certificate of title 59A/604, South Auckland registry, into residential properties

    Regulations means the Securities Regulations 1983

    residential property means a residential property in the development for which a certificate of title has been or will be issued, or for which a computer register has been or will be created, for an estate in fee simple under the Land Transfer Act 1952

    sale agreement means an agreement for the sale of a residential property entered into with the developer as vendor

    specified securities means shares in the company.

    (2) Any term or expression that is defined in the Act or the Regulations and used, but not defined, in this notice has the same meaning as in the Act or the Regulations.

5 Exemption
  • The company, the developer, and every person acting on behalf of either or both of them are exempted, in respect of any specified securities, from sections 33, 37, 37A, 38A, and 54B(3) of the Act.

6 Conditions
  • The exemption in clause 5 is subject to the following conditions:

    • (a) the developer has supplied to each subscriber for specified securities, before subscription, copies of the following documents:

      • (i) the constitution; and

      • (ii) the deed of encumbrance for execution by the subscriber; and

      • (iii) the sale and purchase agreement dated 22 August 2001 providing for the transfer of communal facilities from the developer to the company; and

      • (iv) the proposed sale agreement relating to that subscriber; and

    • (b) the specified securities are subscribed for by entering into a sale agreement with the developer; and

    • (c) deposit money paid by a subscriber for specified securities is held in any of the following trust accounts until the sale agreement becomes unconditional:

    • (d) no settlement of a sale agreement is completed unless—

      • (i) the communal facilities are owned legally and beneficially by the company; and

      • (ii) if any right or interest in land is included in the communal facilities, the company's interest in that land is registered on the certificate of title, or computer register, for that land under the Land Transfer Act 1952; and

    • (e) all money paid to the company by its shareholders under the constitution is applied solely for the purposes of—

      • (i) owning, administering, and maintaining the communal facilities; or

      • (ii) administering and enforcing a scheme for the regulation and control of matters relating to the provision of water services to residential properties; and

    • (f) the constitution provides that—

      • (i) the shareholders of the company have the right to use and enjoy the communal facilities in accordance with the constitution and deed of encumbrance; and

      • (ii) the shareholders of the company have the right to vote at meetings of shareholders of the company; and

      • (iii) levies, fees, or subscriptions payable to the company by its shareholders are determined by the shareholders at a shareholders' meeting of the company; and

      • (iv) the company does not have as objects the carrying on of trading activities or the carrying on of a business for profit; and

      • (v) the company cannot carry on activities other than those required by, or associated with, the provision of the water supply system for the residential properties and the regulation of the restrictive covenants provided for in Schedule C of the company's constitution; and

    • (g) it is a term of the contract for the specified securities that specified securities can be obtained only on the purchase of residential property and on resale must be sold with that residential property; and

    • (h) it is a term of the offer of the specified securities that the developer provides to a prospective purchaser of residential property, within 5 business days after receiving a request, a copy of the most recent audited financial statements of the company; and

    • (i) it is a term of the offer of the specified securities that the financial statements of the company are audited annually and distributed to shareholders as soon as reasonably practicable after each audit is completed, and in any event no later than 5 months after the end of each accounting period of the company.

7 Transitional provision
  • (1) Clause 6(b) does not apply to specified securities that are subscribed for by a person who entered into a sale agreement with the developer before the date on which this notice comes into force.

    (2) Clause 6(g) does not apply, to the extent that it requires it to be a term of the contract for the specified securities that specified securities can be obtained only on the purchase of residential property, to a contract for specified securities entered into by a person who purchased a residential property before the date on which this notice comes into force.

    Clause 7 was inserted, as from 22 August 2003, by clause 3 Securities Act (Stage Three/Four Limited) Exemption Amendment Notice 2003 (SR 2003/203).

Dated at Wellington this 5th day of August 2003.

The Common Seal of the Securities Commission was affixed in the presence of:

[LS] J Diplock,

Chairperson.


Explanatory note

This note is not part of the notice, but is intended to indicate its general effect.

This notice comes into force on the day after the date of its notification in the Gazette and expires on 31 August 2008.

The notice exempts Stage Three/Four Limited and Pinnacle Hill Farms Limited, subject to conditions, from certain provisions of the Securities Act 1978 in respect of offers of securities relating to a residential development known as Brunswick Park Stage 3 and Brunswick Park Stages 4 and 6 situated at State Highway 30 near Rotorua.


Issued under the authority of the Acts and Regulations Publication Act 1989.

Date of notification in Gazette: 7 August 2003.


Contents

  • 1General

  • 2About this eprint

  • 3List of amendments incorporated in this eprint (most recent first)


Notes
1 General
  • This is an eprint of the Securities Act (Stage Three/Four Limited) Exemption Notice 2003. It incorporates all the amendments to the Securities Act (Stage Three/Four Limited) Exemption Notice 2003 as at 1 September 2008. The list of amendments at the end of these notes specifies all the amendments incorporated into this eprint since 3 September 2007. Relevant provisions of any amending enactments that contain transitional, savings, or application provisions are also included, after the Principal enactment, in chronological order.

2 About this eprint
  • This eprint has not been officialised. For more information about officialisation, please see Making online legislation official under Status of legislation on this site in the About section of this website.

3 List of amendments incorporated in this eprint (most recent first)