Scheme of Arrangement

We have sent all participating Whole of Life and Endowment policyholders (Policyholders) letters providing an update on the proposed policy restructure (Scheme) Foundation Life (NZ) Limited (Foundation Life) is proposing in respect of its participating Whole of Life and Endowment policies. We have completed the Inland Revenue Department’s formal review process to address the unexpected tax classification issue with the proposed replacement life insurance product. The tax issue has now been resolved. The tax classification issue has no impact on your existing Whole of Life or Endowment policies, or the Foundation Life business.

A comprehensive information pack will be presented to Policyholders before they are asked to vote on the proposed Scheme. This will occur once the Appointed Actuary, Independent Actuary and Reserve Bank of New Zealand have completed their reviews, all approvals have been achieved and the first High Court hearing has been held. We expect the information pack to be posted, and Scheme meeting held, in mid-2024.

The proposed policy restructure would be an arrangement between Foundation Life and its Policyholders under Part 15 of the Companies Act 1993. Foundation Life will need to obtain initial orders from the High Court that the arrangements to send out the relevant information in relation to the Scheme, and to hold the Scheme meeting, are appropriate before the Scheme proposal can be presented to Policyholders for consideration and voting. Foundation Life has appointed, and the Reserve Bank of New Zealand has approved, an independent actuary to assess the Scheme before it is presented to Policyholders. The Scheme will need to be approved by Policyholders and the process will need to be approved by the High Court before it binds Foundation Life and Policyholders. Once approved, the Scheme will be binding on all Policyholders, including those who voted against the Scheme or did not vote at all.