No. 48 1267

SUPPLEMENT
TO THE
NEW ZEALAND GAZETTE
OF
WEDNESDAY, 23 APRIL 1980

Published by Authority

WELLINGTON: MONDAY, 28 APRIL 1980

In the Matter of the Commerce Act 1975, Section 81H, and
in the Matter of a Proposed Takeover by Fletcher Holdings
Limited (Fletcher) of Carter Holt Holdings Limited (Carter
Holt)

WHEREAS Carter Holt Holdings Limited, the Oji Paper Com-
pany Limited, Odlins Limited, N.Z. Forest Products Limited,
and Lyn Robert Young (hereinafter together called the
applicants) have made application to the Commerce Com-
mission pursuant to section 81H of the Commerce Act 1975.

And whereas such application was dated the 22nd day
of April 1980 and filed on the 23rd day of April 1980.

And whereas it appears to the Commission that Fletcher
has a beneficial interest in 25 percent or more of the shares
in Carter Holt carrying the right to exercise or control the
exercise of the voting power at any general meeting of Carter
Holt.

And whereas it accordingly appears to the Commission
that such action taken by Fletcher would constitute an
offence against the provisions of section 81F (2) (b).

Now therefore the Commission hereby makes the following
orders pursuant to section 81H of the Act:

(a) That Fletcher, its servants or agents, be restrained
from serving or causing to be served on Carter Holt
any further notice of a takeover offer for the
acquisition of shares in Carter Holt, and further-
more that such persons (whether acting jointly or
in concert) be restrained from issuing or dispatch-
ing (whether orally or in writing) to any share-
holders in Carter Holt any offer to acquire shares
in such company;

(b) That Fletcher, its servants or agents, be restrained
from entering into completing or perfecting any
agreement (conditional or otherwise) to purchase any
shares in the capital of Carter Holt or from other-
wise acquiring a beneficial interest in shares of such
company;

(c) That Fletcher, its servants or agents, be restrained
from communicating directly or indirectly with the
shareholders in Carter Holt;

(d) That Fletcher, its servants or agents or nominees, be
restrained from submitting to Carter Holt for regis-
tration any transfer of shares to Fletcher, its
servants, agents or nominees, or persons acting
jointly or in concert therewith;

(e) That any shareholder in Carter Holt (including New
Zealand United Corporation Limited and Custom-
house Holdings Limited) who has agreed to sell their
shares to Fletcher, its agents, servants or nominees,
or any person acting jointly or in concert therewith
be restrained from executing or otherwise procuring
the execution of any transfer of shares in Carter
Holt to Fletcher;

(f) That Fletcher be restrained from engaging in any course
of conduct, or doing any act or thing that consti-
tutes or would constitute an offence under section
81F of the Act, or an offence of attempting to
commit or aid or abet counsel or procure any
person to commit an offence under section 81F of
the Act.

Dated at Wellington this 24th day of April 1980.

The Seal of the Commerce Commission was attached hereto
in the presence of:

K. B. O’BRIEN, Chairman.

Price 20c

BY AUTHORITY: P. D. HASSELBERG, GOVERNMENT PRINTER, WELLINGTON, NEW ZEALAND—1980