November 1994 decisions

With 54 decisions, October is the busiest month since September 1993 (57 decisions) which was in turn the busiest since we started recording these decisions in December 1989, when 56 decisions were made. There are some very significant approvals amongst them, including the privatisation of Government Computing Services (GCS), UtiliCorp’s shareholding in Power New Zealand Ltd, sales of units in farms owned by New Zealand Rural Properties, more land sales (including Crown land under lease) to Ernslaw One, the takeover of one major overseas owned commercial property investor by another, and the change in ownership of the Pan Pacific Hotel, Auckland.

Government Computing Services sold to EDS, General Motors subsidiary

Government Computing Services, via GCS Ltd, is being sold to EDS (New Zealand) Holdings Ltd, a subsidiary of General Motors Corporation of the U.S.A. for $47,000,000. In May 1994 we reported that Electronic Data Systems Corporation (EDS) had taken over Databank Systems Ltd, the computer bureau that is the clearing house for its owners, Westpac (40%), ANZ (20%), National Bank (20%) and BNZ (20%). GCS is a particularly sensitive part of government in that it handles such sensitive information as that held by Inland Revenue, Social Welfare, the Police and their Wanganui Computer Centre (which GCS manages but doesn’t own). GCS was originally corporatised out of computer services run for themselves by various government departments, in order to rationalise their investment and their need for skills. Having separated off these services, which corporate entities (government or otherwise) frequently run for themselves, political correctness dictated that they be privatised. Inevitably, that means overseas ownership. Other bidders were reported to be local branches of U.S. computer companies IBM and Unisys, and Telecom (Press, "GCS and Databank woo buyers", 26/4/94, p31).

There is considerable debate as to whether the price was a bargain for the government or for EDS. Apparently EDS considered it got the bargain. The government had put $125 million into GCS over the last five years, though at the obsolescence rate of computer equipment, that is not worth as much to a buyer as it sounds. However, the length of the sale process – it was decided to sell in 1987 but was held up waiting for privacy legislation – undermined both staff morale and confidence in the company’s future. (Ref: Listener, "Politics", by Gordon Campbell, 3/12/94, pages 14-15.)

Should we feel safe with our data in EDS’s hands? The privacy legislation gives some protection, but that is insufficient without confidence in the operator. Privatisation provides too many temptations to make money out of the information GCS manages. As the value of the information increases, so will the pressure to allow it to be sold more easily, and so will the pressure for improper use of it. One could also be forgiven for being sceptical about a company founded by wealthy, extreme right-wing, independent U.S. Presidential candidate in 1992, Ross Perot. The price of his independence was shown when he sold EDS to GM in 1984.

Utilicorp of U.S.A. may take up to 37.5% of Power New Zealand

UtiliCorp United Inc, the Missouri, U.S.A. electricity company which is busy trying to buy up former power authorities, has approval to acquire up to 20% of Power New Zealand Ltd for an undisclosed sum, and "in certain circumstances up to 37.5% of the share capital". The price paid was released only on appeal to the OIC, in April 1995: $40,905,060 for "approximately 9.09%".

This is a blatant example of how the OIC allows any proposal to proceed without consultation with interested parties or further investigation. At present Power New Zealand has a 20% cap on any single company’s shareholding in it. This was put into the company’s articles of association at the behest of the local community to preserve local control of the company. It is under intense pressure from an aggressive bidder, neighbouring Auckland power company Mercury Energy, to raise the cap (Press, "Major buyers of Power NZ shares near limit", 16/1/95, p.24). Under these conditions, its chair, Don Stanley, in January 1995 reaffirmed its rules, saying "the cap was a fundamental feature of the company’s articles of association which was integral to its government-approved establishment plan… the board does not believe this [rescinding or raising the cap] would be in the best interests of the company and its shareholders." (Press, "Power NZ keeps cap", 1/2/95, p.25.) Despite the clear local preferences against it, the OIC has approved up to 37.5% overseas shareholding in Power New Zealand.

While UtiliCorp professes not to want the 20% restriction lifted (Press, 16/1/95, op.cit.), its application to the OIC betrays other desires. It already owns 33.3% of WEL Energy Group, the Waikato electricity supply company. The latest play was that WEL would try to buy up to 15% of Power New Zealand shares, effectively giving UtiliCorp 35% control, or a majority 52.5% control if the 20% cap is lifted. (Press, "WEL makes bid for Power NZ", 28/1/95, p.28). UtiliCorp is Power New Zealand’s "preferred cornerstone shareholder" but that is not the same as allowing it to have a controlling interest.

Power New Zealand Ltd listed on the stock exchange in December in one of the biggest share floats (151 million shares) seen in recent times. It was formed from a merger of Waitemata Electricity (based in Takapuna) and Valley Power (Thames Valley). It is part of the extraordinary spectacle of local bodies effectively issuing money by way of shares to those who happen at the moment of issue to be consumers of a particular authority’s electricity. In the case of Power New Zealand, consumer shareholders could have immediately cashed them in for $3.45 each – the listing price on their first day of trading (5/12/94). If Social Credit advocates had suggested such a scheme, monetarists would have shouted them down as heretics who would cause rampant inflation. In fact few consumers can resist the temptation of such a cargo-cult windfall. Mercury’s chief executive, Wayne Gilbert (though scarcely a disinterested party), asserted that between 40% and 60% of consumers in such give-aways sell their shares in the first three weeks of getting them (Press, "Mercury creeps closer to 20% of Power NZ", 11/1/95, p.25). More than twenty per cent of Power New Zealand’s shareholding consumers have sold their shares to Mercury Energy for $3.40 (later raised to $3.60) each, and UtiliCorp, having been issued a 9% shareholding of 13.5 million shares at $3.03 each, has bought out over 11% to bring its shareholding up to 20% as well. Even at 7 January, over a third of consumers had sold their shares (for $120 million); by 18 January, Gilbert was estimating 50% had sold (Press, "Power NZ buying tops $120 million", 7/1/95, p.22; "Share cap should go – Mercury", 18/1/95, p.33). Standing out is the Waitemata Electricity Shareholders Society, which is trustee for a block of 16.2 million shares whose income is to be used for energy-related projects. With proxies it can control 20% of the voting shares at a meeting. But the effect of such share issues is to put the company into corporate – and most frequently overseas owned corporate – hands through open market share sales. This truth was confirmed in a report to local councils on the ownership of Rangiora-based MainPower. Hurunui, Waimakariri, and Kaikoura District Councils commissioned a report from law firm, Buddle Finlay, on MainPower’s proposal to give away 50% of its shares to customers. The remainder would be split between a charitable trust (20%) and a special-purpose trust (30%). Buddle Finlay said the proposal "does not guarantee long-term community ownership". Referring to the Power NZ and Energy Direct squabbles, it concluded that such control mechanisms as share caps "may be illusory in the long term."

UtiliCorp told the OIC that it "has substantial expertise and experience in all levels of the electricity industry through its activities in the United States, Canada, the United Kingdom and New Zealand." The president of UtiliCorp United, the parent company of UtiliCorp NZ Inc, (which is part owned by the Todd Corporation) said at the end of 1994 that "the company’s goal was to be the first truly national energy utility in the U.S." It "would continue to grow through mergers and acquisitions… Commencing in 1995 and expanding as we move deeper into the ‘90s, UtiliCorp will be offering energy services or products in all 50 states, either directly or in concert with business partners." UtiliCorp United has operations in 17 U.S. states. (Press, "UtiliCorp aims high in US", 16/12/94, p.21.)

Power New Zealand shareholders in December voted in favour of a merger it had proposed with Hutt Valley power company, EnergyDirect. This was effectively rejected in a heated meeting of EnergyDirect shareholders. In a stunning piece of hypocrisy, the other major overseas entrant into the electricity company bonanza helped persuade shareholders to vote against the merger because "Wellington customers should stay distinct from those of Auckland". TransAlta Utilities Corporation of Canada now has a 20% shareholding in EnergyDirect, and 49% in Capital Power (which cost it $120 million, bidding against EnergyDirect). It opposed the merger for reasons of its own, and "is considering other investments in the New Zealand electricity industry" (Press, "Utilicorp leads race for Power NZ stake", 10/12/94, p.27). This month, the OIC gave TransAlta approval to set up two subsidiaries, TransNewZealand Energy Ltd, and TEC Utilities, both of which will have "establishment costs" exceeding $10 million.

Tasman Properties makes share issue to SEA group (Hong Kong)

Robert Jones’ shipwreck, now renamed to Tasman Properties Ltd, is rapidly progressing on its way to become an overseas company. Already its major shareholders are Grantham Mayo Van Otterloo and Company (GMO) (28.57%) and Franklin Resources Ltd (5.6%), both of the U.S.A. To get it out of the major financial strife it has been in from about the time when Jones deserted it, it is now making a major share issue to the SEA group of companies: SEA Holdings Ltd or subsidiaries or associated companies. The issue "will result in up to 49% of the issued share capital being held by the SEA ‘group’". "The Commission is further advised that Tasman has sought SEA as an investor primarily to enable a recapitalisation which will resolve the financial difficulties which have been experienced by Tasman." SEA is 70% owner (the other 30% being owned by Brierleys) of the SEABIL group, which is already the largest commercial property owner in Aotearoa. GMO could end up with up to 37% of the shares if its underwriting of the issue turns sour.

Tasman has been in deep trouble: its shares fell to two cents in 1994 – down from several dollars in the barmy (or balmy) days of the 1980’s. This followed Jones leaving the sinking vessel, and subsequent legal action, settled out of court for an undisclosed sum. He had left another legal minefield in a dispute over a building built by McConnell Dowell, now the Auckland Coopers and Lybrand tower, which Jones refused to take delivery of. Tasman settled with a payment of $30 million. Meanwhile many of Tasman’s properties failed to demonstrate the Jones magic touch and plummeted in price during the recession here and in Australia. The company relies on capital gains for its profits. Described as "financially fragile", the company at 31 March had shareholders funds of $110 million, outstanding legal claims of $110 million, and $517 million of debt (mostly short-term). It made a loss of $21.16 million for the six months to 30 September 1994, and a loss of $54 million in the same period in 1993. No wonder desperate shareholders applauded when the SEA deal was announced at the AGM in September. The deal, there reported to give SEA only 35% of the company, would raise shareholders funds to between $230 million and $240 million, and reduce debt to about $430 million. SEA would pay 10 to 11 cents a share. GMO’s shareholding would fall to 21%. In 1994, $258.5 million of Tasman’s assets were in Aotearoa, with net rental of $12.7 million, and $354.4 million were in Australia, with net rental of $14.7 million. (Press, "$110m rebuilding plan for Tas Prop", 10/9/94, p.21; "McDow liability keeps Tasman Props in red", 3/11/94, p.41; "Sale of McDow unit settles Tas Prop row", 26/1/95, p.28.)

Despite its losses, Tasman paid $512,000 in payments to "retiring directors" in the half year to 30 September. In fact that all went to chief executive, John McCarthy, who resigned in September. He reportedly had an annual salary package of about $500,000 including cash, bonuses, car and superannuation. But over the remaining three and a half years of his five year contract, it would have cost $2.23 million to keep him, or $636,000 per year. (Press, "Package ‘mainly cash’", 11/1/95, p.25.)

GMO is underwriting the share issue – and is making sure it doesn’t lose on the deal. An independent report by sharebrokers Cavill White for minority shareholders showed that GMO was getting half of a $1.63 million underwriting fee which Cavill White described as "high". SEA gets the other half. Although the plan "conflicts with statements in SEABIL’s prospectus" on its investment philosophy, according to Australian consultant Grant Samuel and Associates, SEA is not too proud to grab a bargain when it sees it: "the investment in Tasman is priced at a significant discount to the underlying value of Tasman’s independently-valued property portfolio, involving a discount of 20% to 29%". (Press, "Tasman Props plan fair but fee ‘high’", 11/11/94, p.37; "Consultant backs Seabil plan for Tasman Props", 26/1/95, p.28.)

Pan Pacific Hotel, Auckland, sold to Carlton Hotels of Hong Kong

The Pan Pacific Hotel, Auckland, is being sold for $71,000,000 by its Japanese owners to a Hong Kong company, Carlton Hotels Ltd, which is owned by Dr Li Dak Sum and his family interests. The hotel was formerly owned by Pan Pacific Properties Ltd, owned by the Tokyu Group of companies. "The Li family have hotel interests in Singapore and Australia and view the acquisition as an opportunity to extend their interests to New Zealand. The applicants state that the acquisition will result in further exposure of New Zealand as a tourist destination through the linking of the Pan Pacific Hotel with an already established Australasian hotel chain." Carlton "plans to open hotels in Wellington, Queenstown and Christchurch" but "wanted to see the Auckland hotel running well first" (Press, "Carlton Group into NZ", 28/1/95, p.30).

The sum for which it changed hands has until now not been publicly disclosed.

In November 1990, the remaining 10.4% of the hotel owned by local interests (the Development Finance Corporation) was sold to the Tokyu Corporation due to the DFC’s collapse. Tokyu then owned 69.4% of the hotel, the other 30.6% being owned by the Shimizu Construction Company of Japan. In December 1991, Pan Pacific Properties Ltd issued 24,000,000 ordinary $1 shares to Tokyu Corporation, and S. C. Properties (NZ) Ltd (a Shimizu subsidiary) "to inject more long-term capital into the financial structure of the Pan Pacific Hotel project". In December 1993, the ownership of the hotel went fully into Tokyu hands. By then it was 54.9 per cent owned by Tokyu Corporation and 9.3 per cent by Tokyu Tourist Corporation, and 35.8 per cent by S. C. Properties (NZ) Ltd. S. C. Properties sold out to Tokyu for an undisclosed sum. In 1990 when Tokyu bought out the DFC, it told the OIC that "this acquisition continues Tokyu’s ongoing commitment to the hotel and the New Zealand tourist industry." The Commission is now told that "the Tokyu group are selling the hotel as part of their strategic plan to focus on their business activities in other markets." Ongoing commitments ongo for only so long.

Next best thing to commitment is a PR campaign. Without a hint of irony, full page ads placed by Pan Pacific in the major newspapers (e.g. Press 31/1/95, p.25) read:

"HAERE RA NEW ZEALAND. You can’t find a more hospitable country than New Zealand and we’re proud to have been a part of that for the past five years. But now our stay is over. So thanks to everyone we’ve met here, our clients, staff and suppliers. To the ‘Pride of the Pacific’, Air New Zealand, a special thank you for your support, friendship and partnership. We’ll miss you all. But you can still enjoy the unique Pan Pacific style at all our other hotels and resorts at superb locations around the world. So perhaps this isn’t farewell, just a brief interlude until we can welcome you again. PAN PACIFIC Hotels and Resorts. For reservations contact…"

It then listed its hotels in Singapore, Kuala Lumpur, Pangkor, Johor Bahru, Glenmarie Resort, Jakarta, Sonargaon, Wuxi, Bangkok, Narita (Hotel Narita Tokyu), The Royal Garden Hotel, Gold Coast, Palau, Vancouver, San Francisco, Anaheim, San Diego, Mauna Lani Bay (Hotel and Bungalows). The only clue given as to the owner of Pan Pacific was the name of the Narita hotel.

Rotorua Lakeside Resort sold to Challenge Company of Thailand

In a decision released on appeal in April 1995, Rotorua Lakeside Resort, which owns a one hectare lakeside property in central Rotorua is being sold to a Thai company, Challenge Company Ltd. The price remained suppressed, but was released in October 1996: $7,000,000. RLR has approval to develop the property as a hotel convention centre, but the existing owners don’t have the money to complete the project. "Challenge who already have investments in various hotels and resorts see the proposal as an opportunity to expand its hotel interests to New Zealand."

Holiday Inn, Queenstown, to Kumars of Singapore and financial consortium

The Holiday Inn Hotel, Queenstown, is changing hands. It is being purchased from Alpine Properties Ltd of New Zealand for $21,075,000 by Singaporeans and a consortium of two Australian financial institutions and a U.K. company. The Singaporeans are R. and A. Kumar, the owners of a chain of hotels including the Novatel, Auckland. They have set up a company, Raffles South Island Ltd which will own 60% of Raffles Queenstown Ltd, the new holding company for the hotel. BLE Capital Ltd, 44.44% owned by Westpac, 44.44% by AMP, and 11.12% by 3I International Holdings Ltd of the U.K. will own the other 40%. The Kumars acquired the Novatel in Auckland from the DB Group (also Singaporean controlled) for $23 million, in October 1993. It was then called the ParkRoyal. Their company, Raffles New Zealand Ltd, is 34% owned by Ashok Kumar, 33% by Raj Kumar, and 33% by V. Ramayah, all of Singapore. The hotel was to be managed by French company, Accor Asia Pacific Ltd under the Novatel brand. At that time, Accor managed 2,098 hotels worldwide.

CDL (Singapore) may buy all of Kupe

CDL Hotels New Zealand Ltd, already 56% owner of Kupe Group Ltd (see October 1994 decisions), has approval to buy the other 44% for $12,450,462 (based on the November 1994 market price) should the opportunity arise. CDL Hotels, the biggest owner of Aotearoa’s hotels, is 69% owned by CDL holdings Ltd, which is in turn 52.8% owned by City Developments Ltd of Singapore, 37.8% by "Offshore Institutional Investors", and 9.4% by the Hong Leong Parties of Singapore.

Singapore Government to take 20% of BellSouth New Zealand

A Singapore Government owned group has approval to acquire 20% of the U.S.A. owned BellSouth New Zealand Partnership, and interests in BellSouth New Zealand Ltd. It is particularly interested in the mobile telephone industry. The Singapore government-owned companies are S T Telecommunications Pte Ltd, Singapore Technologies Cellular (NZ) Pte Ltd, and their parent, Singapore Technologies Ventures Pte Ltd. The price has been suppressed. According to NZPA, quoting a BellSouth/Singapore Technologies press release, "BellSouth New Zealand has spent more than $400 million building and operating its New Zealand digital cellular mobile phone network since 1992. … BellSouth and STV earlier this year formed a company, ST Mobile Data, to build and operate a mobile network in Singapore." (Press, "Singapore firm in BellSouth", 24/11/94, p.37.)

Kiwi Income (Canada), NZ Land and Pacific Group (Singapore) property deals

Commercial property investors Kiwi Income Property Trust (KIPT, 30% owned by overseas, mainly Canadian, interests), New Zealand Land Ltd (NZLL), and its 70% owner, Pacific Group Ltd, are involved in various share and property transfusions. Pacific Group is ultimately owned by Messrs Stanley and Freddie Tan of Singapore and George Horsburgh of Aotearoa.

KIPT has approval to merge with NZLL by exchanging five of its units for every six ordinary shares in NZLL, and one unit in the Trust for every eight options in NZLL. At the same time, KIPT has approval to issue up to 27 million units to "institutions and other professional investors who may be overseas persons" at $1.10 a unit. Meanwhile, the Pacific Group is acquiring three properties from NZLL that KIPT doesn’t like, for $33,800,000. They are owned by NZI Investments (Christchurch) Ltd, Centreplace Commercial (Hamilton) Ltd, Centreplace Land (Hamilton) Ltd, and NZL Investments (Wyndam) Ltd (sic: we assume this is a typographical error for Wyndham). In May 1994, NZLL acquired the CML Building in Auckland, on the corner of Queen and Wyndham Streets, for $11,600,000 through subsidiary Manja Enterprises Ltd. This may not be the property involved in this transaction however.

"The Commission is advised that the three properties … do not meet Kiwi Incomes’ investment criteria and accordingly New Zealand Land’s major shareholder has agreed to purchase them to allow the offer by Kiwi Income to proceed."

That is not quite the full story however. In late October, KIPT announced that it had "placed 40 million shares at $1.10 each with local and foreign institutional and other professional investors". In doing so, it is helping Pacific to buy the three properties: "To assist Pacific to finance the property purchases, 18.6m of the units allotted to Pacific, as a result of the proposed takeover of NZL, will form part of the 40m-unit placement." (Press, "Kiwi Trust places 40m shares", 29/10/94, p.28.) It is not clear how this reconciles with what they told the OIC.

As recently as December 1993, KIPT was 63% Canadian owned. FCMI Financial Services, of Canada, owned 7.39% of KIPT at the end of August (Press, "Kiwi Income changes tax policy on dividends", 22/10/94, p.28). As we reported in February 1994, KIPT is managed by Kiwi Income Properties (KIP), whose directors are Robert Narev, an Auckland lawyer, Ross Green, executive director, James Macaulay, chairman of Mercury Power, and Murray Valentine, chairman of The Helicopter Line. KIP is equally controlled by interests associated with Green and KIPT’s managing director, Richard Didsbury, and FCMI Corporation of Canada. FCMI’s controlling shareholder is Albert Friedberg (Press, 25/2/94, "Kiwi Trust confirms Majestic Centre buy"). Earlier in 1994, NZLL and the Habitat Group (also controlled by the Pacific Group) discussed a merger but rejected it.

Wolters Kluwer (Netherlands) buys Canterbury Educational

Wolters Kluwer (UK) PLC, a wholly owned subsidiary of Wolters Kluwer NV, a Netherlands public listed company, is buying Canterbury (Educational) Ltd for "approximately $10,000,000". "The Commission is advised that CEL (a New Zealand registered company) has no trading activities in New Zealand and operates solely in the UK selling technical books (mainly mathematical) to United Kingdom schools. … a subsidiary of Wolters Kluwer (UK) Plc is a major publisher of school books in England and the series of maths books published by CEL is a logical extension to that business." Just what are the benefits to Aotearoa of this takeover?

RII Marlborough (U.S.A.) buys 429 ha. in Hunterville and 786 ha. in Northland

RII Marlborough Ltd, owned by "pension funds and non-profitable, charitable and educational institutions" from the U.S.A. is for the first time buying land outside the Nelson/Marlborough region. It is acquiring 429 hectares in Turakina Valley Road, Hunterville for $485,000 and 786 hectares on Waimatenui Road, Northland for $2,150,000. RII sees itself as introducing "the providers of risk capital to the benefits of forest ownership in New Zealand".

Wenita takes options over Otago land for timber processing plant

Two further consents released in April 1995 on appeal, relate to two pieces of land in Otago over which Wenita Forest Products Ltd had obtained an option. They were 205 hectares belonging to Owhiro Farm Ltd and 75 hectares belonging to a couple who, judging from the wording of the decisions, appear to be the ultimate owners of Owhiro Farm Ltd as well. In both cases, the price was still suppressed and was released only in October 1996: $1,300,000 and $300,000 respectively. "Wenita has identified the land as a preferred site to construct an integrated wood processing complex which would extend from log processing through to industrial processing into a range of market end uses." In March 1995, Wenita "applied to the Dunedin City Council for planning permission to build a $320 million timber processing plant near Mosgiel, on about 68 hectares of land off State Highway One" (Rural News, "Timber plant planned", 20/3/95). Wenita is owned 45% by China National Foreign Trade Transportation Corporation of China, 45% by Togen Enterprises Ltd of Hong Kong, and 10% by Chen Wen Dong of Hong Kong.

New Zealand Rural Properties sells eight farms to Rural Investment Trust

One of the largest corporate farmers, New Zealand Rural Properties, is involved in eight farm transactions this month. Formerly New Zealand Farmlands, in 1990 it was 94.9% overseas owned by financial institutions. By March 1992, although Prudential Corp Plc (U.K.) had over the 24.9% of shares that make it legally an overseas company, the OIC was claiming:

"Prudential owns shares in New Zealand Farmlands via three companies. Because these shareholdings exceed 24.9% the exemption notice does not apply. However, Prudential is not represented on New Zealand Farmland's board and no one shareholder in New Zealand Farmlands may exercise more than 25% voting power. In addition Prudential intends to dilute its shareholding to below 25%. The company is, in effect New Zealand owned and managed."

It is not clear what NZRP’s ownership status is currently.

NZRP is selling off its farms to a creation of its own, Rural Investment Trust. It wishes to sell units in the Trust to overseas companies or individuals. Up to 40 million $1 units are planned to be issued. RIT is acquiring the following farms. Seven (all but the first) are being bought from subsidiaries of NZRP. The prices paid for the seven are not itemised, but the total price paid for the seven was $20,377,000.

  • a 576 hectare farm at Culverdon, North Canterbury, the Pahau Dairy Farm, for $3,415,000 from the AMP Society;
  • the 1,125 hectare Ben Nevis sheep, cattle and deer farm, near Dannevirke, from Hetherall Investments Ltd;
  • the 222 hectare Te Maunga Dairy farm, near Dannevirke, from Stanislaus Enterprises Ltd;
  • the 270 hectare Avondale sheep, cattle and deer farm, near Invercargill, from Penwarra Enterprises Ltd;
  • the 168 hectare Taramoa sheep and beef cattle farm, near Invercargill, from Glenawyn Investments Ltd;
  • the 1,672 hectare Wilanda Downs sheep and beef farm, near Invercargill, from Carrow Enterprises Ltd;
  • the 397 hectare Waikite dairy farm, near Rotorua, from Tarnbrook Investments Ltd;
  • the 3,176 hectare Mararoa sheep, deer and beef farm, near Te Anau, from Pendle Investments Ltd.

NZRP owns and manages farms. Seven of the farms it has until now owned itself (the ones being sold to RIT this month). A further 39 farms (42 on 31/12/93) and the Ngaruawahia Forest in the Waikato are owned by Rural Property Trust, an unlisted trust with about 5,000 unit holders. It considered that there could be "a little bit of a conflict of interest between owning and managing" the farms according to its new chairman, Selwyn Cushing. NZRP could make its profits more directly by buying a farm itself, rather than managing one purchased by a Trust. It will manage the new RIT trust, which will focus on buying large properties carrying around 20,000 stock. It also owns 15% of stock and station agent, Williams and Kettle. (Press, "NZ Rural Props floats trust to resolve conflict of interest", 12/1/95, p.22; "Rising values fuel Rural Trust", 6/6/94, p.36.)

While some prominent farmers are involved with NZRP (Sir Peter Elworthy was chairman until the end of 1994 and is still a director) it is not clear that farming is the primary motivation of the increasingly complex maze of companies and trusts. Incoming chairman, 43% owner of NZRP and former Brierleys executive director, Selwyn Cushing, told the company’s annual meeting in November 1994 that "corporate farming was an unusual business. It did not have a good cash flow, but the potential for capital gains was good." (Press, "Rural Props expects gains from change", 22/11/94, p.39.) The New Zealand Rural Property Trust was Aotearoa’s "leading unit trust performer over the past seven years" due to rising farm land values according to independent research house FPG Research (Press, "Rising values fuel Rural Trust", 6/6/94, p.36).

Danne Mora and Fulton Hogan (U.K.) buy Airlie Lodge in Howick/East Tamaki

A joint venture between Danne Mora Holdings Ltd of Aotearoa and Fulton Holdings Ltd, which is 37.5% owned by Shell New Zealand Holding Company Ltd of the U.K., has been given approval to buy Airlie Lodge Ltd for $17,270,000. Airlie owns 63.7279 hectares of land at Howick/East Tamaki, Auckland which will be used for development into a residential subdivision.

Other rural land

  • In another case of vertical integration, a Japanese/U.K. controlled company is buying a ten hectare vineyard in Mills and Ford Road, Blenheim for $400,000. The company is Highfield Estates (1991) Ltd which "has been producing wine sourced from grapes grown by independent growers on contract to the company. Due to the greatly fluctuating grape prices over the last few years the Company has found that on a number of occasions it has been unable to source sufficient grapes at an economic price to meet its full production. The purchasing of its own vineyard will ensure that it will have a regular and steady supply of grapes required for full production with resultant benefits." Benefits to whom? It appears to be aimed at cutting prices paid to grape suppliers. Highfield is owned 37% by S. Yokoi of Japan, 10% by Yokoi Manufacturing of Japan, 32% by T.C. Tenuwera of the U.K. and 21% by N.S.Buchanan of Aotearoa.
  • A U.S.A. resident, P.K. Kelly, who in September was given approval to buy Knox Farms Ltd which owns 122 hectares of land in Waikawau Bay, Colville, is buying an adjoining farm. The new acquisition is 28 hectares owned by Stuart Farms Ltd which is being purchased by Knox Farms for $135,000. It "will enable the proposed tourist development to be expanded to allow for an 18 hole golf course (instead of a 9 hole) and the construction of a larger tourist lodge."
  • Ototoa Station Ltd, owned by two Koreans, is buying a further five hectares of land at South Head, Kaipara Harbour for the astonishing sum of $190,000. The land is owned by Ototoa Farms Ltd, which company is being purchased from Porter Holdings Ltd of Aotearoa. Ototoa Station Ltd is 20% owned by Mr Tae Jun Gim, and 80% by Mr Hun Shik Gim, who last month gained approval for transferring his shares to his family trust, GLK Trust. Mr Gim purchased Ototoa Station from Porter Holdings Ltd in October 1992 in two blocks, one of 237 hectares (for $1,550,100, through Ototoa Station Ltd), the other of 31 hectares (for $616,330 through Bridge City Estates Ltd). The first block cost $6,540 per hectare, the second $19,882 per hectare (this last block cost $33,844 per hectare), and are owned through the companies Ototoa Station Ltd and Bridge City Estates Ltd respectively. According to the OIC, when the Koreans originally purchased Ototoa Station Ltd, that company "entered into an option to acquire adjoining land of approximately 43.6575 hectares. The parties have now agreed that only 5.6140 hectares of land which was the subject of the option will be acquired."
  • Malaysian timber company, Ernslaw One Ltd, owned by the Tiong Family, is buying three more blocks of farm land near Dannevirke saying it "aims to establish a Pinus Radiata forest in the Horowhenua/Manawatu and Southern Hawkes Bay/Dannevirke regions." The blocks are of 201 hectares (for $265,000), "approximately 500 hectares" ($500,000) and 512 hectares ($720,000). All are described in identical terms: that "the land is considered marginal farm land due to its contour and poor soil quality and that the property would be better utilised for forestry than pastoral farming."
  • Ernslaw One Ltd, through subsidiary Manuka Holdings Ltd, is also forcing the Crown to sell it, for an absurdly cheap price, 314 hectares of land in the Manawatu which it had been leasing. It will pay $25,020 or $80 per hectare. In April 1994, the OIC gave Ernslaw One approval to buy 1,665 hectares of land in the Manawatu, of which 465 hectares was leased from the Crown under long term renewable leases. The cost of this purchase (including the leased Crown land) was $11.2 million, or over $6,700 per hectare. "The Commission is advised that Manuka now wishes to acquire the freehold interest in approximately 314 hectares of the leasehold land pursuant to the Land Act 1948 which provides for the tenant under the leasehold estate to purchase the freehold interest." One can be sure that the drafters of the 1948 Act did not have this in mind.
  • A resident of the U.S.A., David Robert Spencer is buying a further 67 hectares of rural land at Forest Hill, Southland for $366,000 for forestry. It adjoins 54 hectares he was given approval to buy in July 1994 on McPherson Road, Hokanui.
  • Two Hong Kong residents are buying Emerald Properties Ltd, which owns a 20 hectare orchard at Kerikeri for $500,000.

"The Commission is advised the property … is at present in a very poor condition and needs substantial upgrading and extensive replanting. The applicants state that they intend to plant feijoas, macadamias, persimmons, avocadoes and dweetes over a five year planting programme. The Commission is further advised that it is intended to appoint a locally based manager to oversee the orchard and that local labour will be employed in all facets of the orchard operation. The Commission is also advised that the property has been on the market for thirteen months and is being sold due to financial circumstances."

  • Wilbow Peck Corporation (NZ) Ltd (or is it Wilbrow? – the OIC spells it differently each time) is buying further rural land at Albany, Auckland, speculating that it will be rezoned residential later this year by the North Shore City Council. The land is a little over three hectares, of which 8,828 m2 "will be subdivided out and transferred back to the vendors" who are selling for $500,000. Wilbow Peck Corporation (NZ) Ltd is owned by Wilbow Peck Management (Pty) Ltd as trustee of Wilbow Investment Unit Trust, a "private Australian trustee company and Australian Trust [sic]". The last such purchase by the company was of 13.2 hectares, for $1,705,000, reported in May 1994.
  • A New Caledonian, Mr E. Dubosq, is buying a 123 hectare property on Lyons Road, Mangatawhiri, Franklin for $1,500,000 via holding company, Mallington Enterprises Ltd.

"The Commission is advised that wine production and beef production are possible uses of the property and that any wine produced will be exported back to New Caledonia. It is also proposed that native trees will be planted to enhance the property. Mr Dubosq states that he plans to encourage tourism as a hotel is on the next property and the farm property could be used for horse riding, bush walks and other tourist operations."

  • Seven citizens of the U.S.A. and a company, E.B. Timberlands LLC, are buying 228 hectares of rural land 15 km north of Wairoa for $237,000. The land has "serious erosion risk" and will be converted from pastoral farming to forestry. "The Commission is advised that the applicants have management skills that could be of benefit to developing New Zealand forestry."
  • Two U.K. citizens who have been granted permanent residency are buying an eight hectare "lifestyle block" at North Loburn, Canterbury for $115,000. "The applicants will enter into an economic farming activity appropriate for a block of land of this size."
  • Telecom Mobile Communications Ltd, subsidiary of Telecom Corporation of New Zealand Ltd, of the U.S.A. is buying three more small pieces of land for its cellphone network. They are 600 square metres at Tokoroa, 12 square metres at Tourere, and 2,025 square metres at Waimata. In each case the price was initially suppressed, but in April 1996 the price of the Tokoroa block was released as $23,000.

Australian Gas Light moves 33.3% shareholding in Natural Gas Corporation

In internal restructuring, the Australian Gas Light Company of Australia is shifting its 33.3% shareholding in Natural Gas Corporation Holdings Ltd to subsidiaries. AGL NZ Ltd is acquiring 33.3% of Natural Gas Corporation’s convertible capital notes, for $140 million. AGL NZ Investments Ltd is acquiring 33.3% of the ordinary share capital, for A$9,402,703.

AMP sells properties to subsidiaries

The AMP Society is selling a number of its properties to subsidiary companies owned by AMP Perpetual Trustee Company Ltd for a total of $112,465,000. The companies (whose names presumably identify the buildings involved) are: Trafalgar Street Ltd, Russell Street Ltd, 155 The Terrace Ltd, No 1 Grey Street Ltd, 226 Lambton Quay Ltd, 109 Featherston Street Ltd, One Queen Street Ltd, 86 Quay Street Ltd, and Lower Albert Street Ltd.

Hong Kong company reorganises ownership of Lakeland Hotel, Queenstown

The Veloso Group Ltd, a trust company for Tropical Resorts Ltd of Hong Kong is buying Tropical Resorts’ subsidiary, Lakeland Tropical Resort Ltd for $1,500,000. In October 1993 we reported:

A Singaporean controlled company, Tropical Resorts Ltd, has approval to buy the Lakeland Hotel in Queenstown for approximately $14,787,916 … The owners of Tropical Resorts are Wah-Chang Group of Singapore (40%), Chang-Fung Company Ltd of Hong Kong (12%), Natsteel Resorts International Ltd of Singapore (19%), Japan-Asia Investment Company Ltd of Japan (19%), and Asian Strategic Capital Ltd of Hong Kong (10%).

 

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