The Financial Markets Authority (FMA) has completed its consideration of complaints made to it regarding aspects of Silver Fern Farms’ transaction with Shanghai Maling Aquarius Limited and the Notice of Meeting and Shareholder Information Pack provided to Silver Fern Farms shareholders ahead of the special meeting held on 16 October 2015.
A copy of the FMA’s announcement is available on the Unlisted market trading platform at www.unlisted.co.nz. The FMA is an independent Crown entity, responsible for ensuring public confidence in New Zealand’s financial markets and supporting the growth of New Zealand’s capital base through effective regulation.
A press release from SFF notes that, in its announcement, the FMA made the following statement:
“The FMA engaged with the directors and senior management of SFF to verify whether relevant information in the [Notice of Meeting and Shareholder] Information Pack could be substantiated. We are satisfied that we have been provided with sufficient evidence to substantiate the relevant information. We do not have any reason to believe the [Notice of Meeting and Shareholder] Information Pack was misleading or deceptive.” (emphasis added)
The SFF Board is pleased that its position on these matters has been vindicated.
The Board considers that the conclusions from the FMA directly address a number of the allegations made by requisitioners in seeking support for the requisition – in particular in respect of the information (including the financial information) provided to shareholders by the Board ahead of the October 2015 special meeting. The Board has never accepted that allegation, and it regards it as now put to rest.
The Board is again calling on the requisitioning shareholders to withdraw their call for a special meeting and the Board reiterates its support for the Shanghai Maling transaction as being in the best interests of the company and its shareholders.
Silver Fern Farms has received a proposed statement representing two of the 80 requisitioners and expects to finalise that shortly in a form that Silver Fern Farms is willing to include in its Notice of Meeting. Whilst the statement provided is substantially longer than the maximum length prescribed under the Companies Act, the Company has agreed to include it, unabridged, in its materials to shareholders. Once finalised, SFF will confirm the date for the Special Meeting, the release states.