• About
• Publications
• Exemptions
• Notices
• What's new?
• International
• Speeches
• Information for investors
• Contact us
• Site map
• Home

Summary of

Securities Act (The "Shell" Transport and Trading Company plc and Others) Exemption Amendment Notice 2004

2004/9

Gazetted on 12 February 2004
Expires on 31 July 2005

Effects of the exemption
This notice amends the Securities Act (The "Shell" Transport and Trading Company plc and Others) Exemption Notice 2000 (the principal notice) to extend the application of the principal notice to the Shell Employee Share Purchase Plan (US) (US Plan).

Background
Under the principal notice, offers of interests in a savings scheme associated with an employee share purchase scheme could only be made to employees of certain specified Shell Group companies. Only specified Shell Group companies could act as savings scheme issuers. Shell Group sought amendments to the principal notice to provide more flexibility for Shell Group's employee share schemes. The amendment would enable Shell Group's United States employees to participate in the savings scheme and would enable National Financial Services LLC to act as a savings scheme issuer.

The exemption
Clause 4(1) of the principal notice is amended to include "National Financial Services LLC" and "a specified employer" in the definition of the term "savings scheme issuer".

Clause 4(1) is amended to include "any subsidiary of The "Shell" Transport and Trading Company plc or any subsidiary of Royal Dutch Petroleum Company or Shell Todd Oil Services Limited" in the definition of "specified employer".

Clause 5(2) of the principal notice is amended so that the person to whom the offer is made has received, before subscribing for the debt security an English version or English translation of the information set out in clause 5(2) of the principal notice, or a notice stating that the information is available on an Internet or intranet site, the address of that site and that the information will be sent to an offeree, without fee, on request and how and to whom a request can be made.

Schedules 1 and 2 of the principal notice are revoked.

Reasons
The amendments extend the principal notice to enable United States employees on assignment in New Zealand to participate in the US Plan. The amendments recognise the particular structuring of, and enable more flexibility for the operation of, the employee share plans for the Shell Group of companies.

The amendments are within the policy of the principal notice and the class exemption notice for overseas employee share purchase schemes.