Takeovers Code (Vending Technologies Limited) Exemption Notice 2003

  • revoked
  • Takeovers Code (Vending Technologies Limited) Exemption Notice 2003: revoked, on 6 November 2008, by clause 3 of the Regulations Revocation Order 2008 (SR 2008/367).

Reprint
as at 6 November 2008

Takeovers Code (Vending Technologies Limited) Exemption Notice 2003

(SR 2003/361)

  • Takeovers Code (Vending Technologies Limited) Exemption Notice 2003: revoked, on 6 November 2008, by clause 3 of the Regulations Revocation Order 2008 (SR 2008/367).


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 by the Takeovers Panel.


Pursuant to section 45 of the Takeovers Act 1993, the Takeovers Panel gives the following notice (to which is appended a statement of reasons of the Takeovers Panel).

1 Title
  • This notice is the Takeovers Code (Vending Technologies Limited) Exemption Notice 2003.

2 Application
  • This notice applies to acts or omissions occurring on or after 13 October 2003.

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

    Act means the Takeovers Act 1993

    Boston Trust means the Boston Trust established by deed of trust dated 17 December 1997

    Code means the Takeovers Code approved by the Takeovers Code Approval Order 2000 (SR 2000/210)

    control percentage means the percentage of voting rights in VTL that a person holds or controls

    McConnochie Trust means the McConnochie Trust established by deed of trust dated 1 November 1997

    VTL means Vending Technologies Limited.

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

4 Exemptions from rule 6(1) of Code
  • (1) Joanne Storme Doolan is exempted from rule 6(1) of the Code in respect of any increase in her control percentage that arose from the transfer to her by John Lawrence Hotchin as trustee of the Boston Trust of 8 450 000 ordinary shares in VTL on 14 October 2003.

    (2) Sally Maitland Hotchin is exempted from rule 6(l) of the Code in respect of any increase in her control percentage that arose from the transfer to her by Mervyn Ian Doolan as trustee of the McConnochie Trust of 8 250 000 ordinary shares in VTL on 14 October 2003.

Dated at Wellington this 1st day of December 2003.

The Common Seal of the Takeovers Panel was affixed in the presence of:

JC King,

Chairperson.

[LS]


Statement of reasons

This notice applies to acts or omissions occurring on or after 13 October 2003.

The Takeovers Panel (the Panel) has granted an exemption in respect of rule 6(1) of the Takeovers Code (the Code) to—

  • Mrs Joanne Storme Doolan (Mrs Doolan), trustee of the Boston Trust (the Boston Trust); and

  • Mrs Sally Maitland Hotchin (Mrs Hotchin), trustee of the McConnochie Trust (the McConnochie Trust).

The Boston Trust is a discretionary family trust established under a deed of trust dated 17 December 1997 for the benefit of the family of Roy William Doolan.

The McConnochie Trust is a discretionary family trust established under a deed of trust dated 1 November 1997 for the benefit of Mrs Hotchin, John Lawrence Hotchin, and their family.

On 14 October 2003, as part of the rearrangement of the affairs of each of the Boston and McConnochie Trusts,—

  • the sole trustee of the Boston Trust retired and Mrs Doolan was appointed trustee. As a consequence, legal ownership of the 8 450 000 shares in Vending Technologies Limited (VTL) held by the retiring trustee of the Boston Trust was transferred to Mrs Doolan:

  • the sole trustee of the McConnochie Trust retired and Mrs Hotchin was appointed trustee. Accordingly, legal ownership of the 8 250 000 shares in VTL held by the retiring trustee of the McConnochie Trust was transferred to Mrs Hotchin.

In each case, compliance with the Code was overlooked. The Panel is satisfied that these breaches of the Code were inadvertent.

The Panel considers that the exemption for Mrs Doolan and Mrs Hotchin is appropriate because,—

  • although the reorganisation undertaken by the Boston Trust and the McConnochie Trust to appoint new trustees resulted in a change in the form of control of VTL, there was no effective change in the voting rights in VTL; and

  • shareholders of VTL were not disadvantaged by not having the opportunity to vote on the reorganisation at a meeting of shareholders, as the reorganisation had no real effect on those shareholders; and

  • the non-compliance with the Code by Mrs Hotchin and Mrs Doolan was inadvertent.

The Panel considers that the exemptions are consistent with the objectives of the Code because—

  • the reorganisation did not result in an effective change in control of VTL;

  • and the reorganisation did not disadvantage shareholders of VTL.


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

Date of notification in Gazette: 11 December 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 Takeovers Code (Vending Technologies Limited) Exemption Notice 2003. It incorporates all the amendments to the notice as at 6 November 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)
  • Regulations Revocation Order 2008 (SR 2008/367): clause 3