Public Notice of Proposed Amalgamation
SNOWBERRY NEW ZEALAND LIMITED ("SNZL") and COSELLE LIMITED ("COSELLE") propose to amalgamate in accordance with sections 220 and 221 of the Companies Act 1993.
SNZL will continue as the amalgamated company and the name of the amalgamated company will be SNOWBERRY NEW ZEALAND LIMITED.
The registered office of the amalgamated company will be the registered office of SNZL being 10A Earl Richardson Avenue, Wiri, Auckland 2104.
The directors of the amalgamated company will be:
Gregory Charles Billington, 20A School Road, Kingsland, Auckland 1021.
Mark Ashton Henderson, 8/50 Stonedon Drive, East Tamaki Auckland 2013.
The address for service of the amalgamated company will be the registered office of SNZL being 10A Earl Richardson Avenue, Wiri, Manukau 2104.
The share structure of the amalgamated company will be:
(a) the amalgamated company will have 100,000 ordinary shares on issue;
(b) the rights, privileges, limitations, and conditions attached to each ordinary share will be those set out in section 36 of the Companies Act 1993;
(c) the shares of SNZL held by COSELLE will be cancelled without payment or other consideration and the shares issued by COSELLE will be converted into 95,000 ordinary shares in the amalgamated company to create the following shareholding structure:
Name of Shareholder Number of ordinary shares held
Gregory Charles Billington 5,000
Mark Ashton Henderson 85,500
Soraya Henderson 9,500
No payment is to be made to a shareholder or director of an amalgamating company, other than a payment of the kind described in paragraph 6(c).
The management and operation of the amalgamated company will be the same as currently employed by SNZL.
The date on which the amalgamation is intended to become effective is the date being 21 working days after public notification of the amalgamation proposal.
Dated this 27th day of May 2014.
Authorised by:
THE BOARDS OF DIRECTORS OF THE AMALGAMATING COMPANIES.