A near decade long dispute over a takeover has ended with a $1.5 million penalty for breaches of the Takeovers Code.
Photo: RNZ / Dan Cook
The High Court has confirmed a deal reached between former listed marketing company New Image Group and the Takeovers Panel.
The company admitted to non-deliberate breaches of the code in respect of a takeover offer to take it private in 2013.
The panel's acting chairperson, Carl Blanchard, said it was the first financial penalty imposed for breaching the code.
"The court agreed with the panel that the non-compliance was serious and that a pecuniary penalty was appropriate."
The panel received a complaint about the takeover in 2019 and investigated claims the offer did not treat all shareholders equally and that some disclosures were not made.
"The panel takes code compliance seriously and will take enforcement action where parties have failed to meet their obligations. The panel encourages market participants to engage with the panel in order to best understand how to comply with the code," Blanchard said.
However, New Image said the breaches were not material, that it had taken legal advice through the transaction, and that it had found examples of similar sorts of takeovers that were not regarded as breaching the code.
"The breaches of the code did not have any material impact on the takeover and no shareholder was disadvantaged in the process. New Image says all shareholders were paid the same price at the same time," it said in a statement.
The penalty will go to paying the Takeover Panel's costs.
