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Warning Disclosure Order under section 49 of the Financial Markets Authority Act 2011

Page last updated: 8 Jul 2011


Share Buyers Limited (Share Buyers) Suite 3775, 24 Moorefield Road
Johnsonville, Wellington

And to:   

associated persons of Share Buyers, including any associated person that may be incorporated or formed after the date of this order (Share Buyers Associates)

The Financial Markets Authority (FMA) makes the following order under section 49(1) of the Financial Markets Authority Act 2011* against Share Buyers and Share Buyers Associates:

1.    Any offer document containing an unsolicited offer by Share Buyers or any Share Buyers Associate must contain, at the beginning of that offer document, a warning statement in the form attached as Annexure A to this order (Warning Statement).

2.    The Warning Statement is required to be printed:

a.    on one A4 page;
b.    on white paper;
c.    in black font no smaller than the font contained in Annexure A to this order; and
d.    in the same layout as the layout used in Annexure A to this order.

3.    Share Buyers must provide a copy of this order to each Share Buyers Associate.

4.    In this order, unless the context otherwise requires:

      associated persons has the meaning set out in section 49(7)(b) of the Financial Markets Authority Act 2011; and 

      unsolicited offer means an offer to which all of the following apply:

(a)    the offer is to acquire a security, to acquire a power to dispose of a security, or to acquire another interest in or right attaching to a security, made by a person (A) to another person (B) (whether the acquisition is by A or an associated person of A); and

(b)    it is unsolicited by B; and

(c)    it is not made on a registered market; and

(d)    it is not a takeover offer for securities under the Takeovers Code or an acquisition or a redemption by a company of its shares under the Companies Act 1993; and

(a)    offer document means a document that contains or refers to an offer to acquire or dispose of securities, and includes any advertisement that refers to an interest in acquiring securities.

These orders are made subject to any further orders of FMA.

Dated at Wellington this 15th day of August 2011.

*Note that a person who contravenes an order made by FMA under section 49 of the Financial Markets Authority Act 2011 commits an offence and is liable on summary conviction to a fine not exceeding $300,000.