Dated at Auckland this 18th day of March 2013.
The Common Seal of the Takeovers Panel was affixed in the presence of:
D O Jones,
Statement of reasons
This notice applies to acts or omissions occurring on or after 30 April 2013 and is revoked on 30 April 2017.
The Takeovers Panel (the Panel) has granted an exemption from rule 6(1) of the Takeovers Code (the Code) to a person who is appointed as a trustee of the Eastern Bay Energy Trust (Eastern Bay) if the appointment will result in the person being deemed to hold or control (by the operation of rule 6(2)(b) of the Code) an increased percentage of voting rights in Horizon Energy Distribution Limited (Horizon). Eastern Bay is a shareholder of Horizon.
This notice is on substantially the same terms as the Takeovers Code (Eastern Bay Energy Trust) Exemption Notice 2007, which expired on 30 September 2012.
The Panel considers that the exemption is appropriate and consistent with the objectives of the Code because—
the trustees of Eastern Bay exercise control over that trust’s voting rights in Horizon in their capacity as trustees of Eastern Bay and subject to their duties and obligations under the trust deed and at law:
the cost of obtaining the approval of the non-associated shareholders of Horizon to the appointment of a trustee of Eastern Bay is not justified when that appointment will not in substance represent any change in the control of Eastern Bay’s voting rights in Horizon:
the shareholders of Horizon will not be disadvantaged in not having the opportunity to vote on the appointment of the new trustees at a meeting of shareholders, as it would have no real effect on those shareholders.