Application in Relation to Colonial First State Property Fund [30/08/2002] The Takeovers Panel

30 August 2002

APPLICATION IN RELATION TO COLONIAL FIRST STATE PROPERTY FUND

The Panel advises that it has today received an application from Mirvac Funds Limited. The application seeks a declaration of unacceptable circumstances and interim and final orders in relation to the proposal by Commonwealth Property Office Fund and Gandel Retail Trust, and their respective responsible entities, for a merger with the four Colonial First State Property funds.

The concerns raised by Mirvac relate to:

  • Whether a resolution under item 7 of section 611 is an appropriate mechanism to effect a merger of the funds, or whether such mergers should only proceed under a takeover bid, or a mechanism approved by the Panel, especially where some unitholders might have their units compulsorily acquired; and
  • Whether Colonial unitholders should have a copy of Mirvac's bidder's statement, and Colonial's target's statement in response, before being required to vote on the Commonwealth and Gandel merger proposal if the Panel decides that the proposed mechanism is appropriate for approval of a merger.

CFS Managed Property Ltd., the responsible entity for the Colonial funds, has provided an initial response that it disagrees with Mirvac's analysis and asserts that this mechanism has been used previously to effect trust mergers. CFS also considers that it has taken steps to ensure that, in its opinion, unitholders are properly informed.

CFS also advises that it has adjourned the Colonial unitholder meeting for one week to allow unitholders to consider the implications of Mirvac's, and other recent announcements.

The Panel notes that it has not yet considered the issues raised and makes no comment on those issues.

The President of the Panel is currently assembling a sitting Panel to consider the application.

Nigel Morris
Director, Takeovers Panel
Level 47 Nauru House
80 Collins Street
Melbourne VIC 3000
Ph: +61 3 9655 3501
nigel.morris@takeovers.gov.au