Dated at Wellington this 12th day of April 2006.
The Common Seal of the Securities Commission was affixed in the presence of:
Statement of reasons
This notice, which comes into force on the day after the date of its notification in the Gazette and expires on 31 March 2011, applies to securities offered to persons by Standard Life Assurance Company and associated companies (Standard Life) in New Zealand in connection with a scheme under Part VII of the Financial Services and Markets Act 2000 (UK). That Act permits reconstruction of insurance companies based in the United Kingdom.
Standard Life is exempted, subject to conditions, from sections 33(2), 37, 37A, 38A, and 51 to 54B of the Securities Act 1978 and the Securities Regulations 1983 (except regulation 8).
The Commission considers it appropriate to grant the exemption for the following reasons:
because Standard Life is complying with a statutory disclosure regime under United Kingdom law, insistence on additional disclosure under New Zealand law is likely to result in duplication, and may result in New Zealand policyholders being denied the opportunity to participate in the decision about demutualisation and transfer of its business:
the conditions of exemption require the offer of securities to comply with the laws of the United Kingdom and warn investors that the document for the offer may not be subject to New Zealand law, and contracts for the securities offered may not be enforceable in New Zealand courts, and that the document is not a prospectus under New Zealand law and may not contain all the information that a New Zealand registered prospectus is required to contain.