Dated at Auckland this 3rd day of December 2009.
The Common Seal of the Takeovers Panel was affixed in the presence of:
D O Jones,
Statement of reasons
Note: the following statement of reasons should be read in conjunction with the statement(s) of reasons appended to the:
This notice applies to acts or omissions occurring on or after 21 January 2009 and expires on 31 March 2010.
The Takeovers Panel has granted an exemption to Dennis Row, Joan Row, and SW Trust Services Limited (the Avalon trustees) as trustees of the Avalon Trust in respect of an allotment to them of 100 000 ordinary shares in Biovittoria Limited on 21 January 2009.
The Avalon trustees may have been associates of other shareholders in Biovittoria Limited at the time of the allotment. The allotment meant that the voting rights of the Avalon trustees, when taken with the voting rights of those other shareholders, exceeded 20% of the voting rights in Biovittoria Limited. No mechanism under rule 7 of the Takeovers Code (the Code) was used to effect the allotment. Accordingly, the allotment may have breached rule 6 of the Code (the fundamental rule).
The Takeovers Panel considers that it is appropriate and consistent with the objectives of the Code to grant the exemption because—
Note: the preceding statement of reasons should be read in conjunction with the statement(s) of reasons appended to the: