Veritas Investments Limited


Transaction Type: Company meeting (Share buyback)

Acquirer: Michael Morton and associates

Independent Adviser(s): KPMG (Rule 18)

Date of meeting: 19/11/2015

Exemption: Class Exemptions


Veritas Investments Limited (Veritas) sought to undertake a non-pro rata buyback of 1,000,000 Veritas shares at $1.00 consideration per share. The buyback was due to certain purchase price adjustments resulting from an acquisition of a company by Veritas.

The proposed buyback could have potentially resulted in Michael Morton and his associates increasing their collective holding in Veritas to 35.53%, triggering rule 6 of the Code. Accordingly, Veritas sought approval under the buyback class exemption contained in clause 4 of the Takeovers Code (Class Exemptions) Notice (No 2) 2001.

At Veritas’ special meeting of shareholders, held on 19 November 2015, Veritas’ shareholders approved the resolution in respect of the share buyback.