Applicant
The Royal Bank of Scotland Group plc
Case number(s)
201020029
Decision date
Type
Decision
DecisionConsent Granted
Section 13(1)(a) Overseas Investment Act 2005
Decision date19 August 2010
InvestmentAn overseas investment in significant business assets, being the Applicant's acquisition of rights or interests in 100.0% of the shares of RFS Holdings BV, the value of the assets of RFS Holdings BV and its 25% or more subsidiaries being greater than $100m.
Asset Value$352,736,204
ApplicantThe Royal Bank of Scotland Group plc
United Kingdom Public (80.57%)
Various overseas persons (14.81%)
United States Public (4.62%)
VendorExisting Shareholders of RFS Holdings B.V other than The Royal Bank of Scotland Group plc
State of the Netherlands (54.7785%)
United States Public (4.8432%)
Various overseas persons (40.3783%)
Background

On 17 October 2007, RFS Holdings B.V., a company jointly owned at that time by a consortium comprising the Applicant, Fortis N.V. and Fortis S.A/N.V. (the State of the Netherlands (Dutch State) has since acquired the Fortis shareholding) and Banco Santander S.A. (Santander) completed the acquisition of ABN AMRO Holding N.V. (ABN AMRO) now known as RFS Holdings N.V.

Since the completion of the ABN AMRO acquisition, restructuring work has been ongoing to give legal effect to the allocations of the assets and businesses agreed to by the consortium members. This work has predominantly involved transferring out the assets and businesses allocated to Santander and the Dutch State.

The Applicant, who currently owns 38.278% of RFS Holdings N.V., proposes to acquire all of the remaining shares in RFS Holdings B.V. The acquisition will result in the Applicant continuing to hold, through RFS Holdings B.V., interests in a number of New Zealand companies.

The investment will facilitate the restructuring of the ABN AMRO group of companies agreed to by the consortium members.

The overseas investment transaction has satisfied the criteria in section 18 of the Overseas Investment Act 2005.

More informationMatthew Mallett/Emma Matson
Russell McVeagh (Wellington)
PO Box 10-214
WELLINGTON