Chang Ku EE, a Malaysian national, entered into a conditional agreement to acquire 86% stake in Southern Charter Financial Group Limited (NZSE:SNC) from Golden Tower NZ Limited for NZD 3 million on November 6, 2018. The consideration will be paid in cash in full on completion. Under the terms of the acquisition, 442.8 million shares will be acquired. Upon completion, Chang Ku EE will become the majority shareholder of Southern Charter Financial Group Limited and Golden Tower NZ Limited will cease to hold any stake. Chang Ku EE will use Southern Charter Financial Group Limited as platform to acquire businesses either in New Zealand or offshore. No termination fee is payable in the event of termination. Two of the existing Directors of Southern Charter Financial Group Limited, Chong Hoi Sze and Ka Wo Chan, who is also the Chairperson, will resign and Chang Ku EE will be appointed as Director and Chairman of Southern Charter Financial Group Limited. Southern Charter Financial Group Limited’s other current Directors John Cilliers and Joseph van Wijk will remain in office as Directors. The transaction is conditional upon Southern Charter Financial Group Limited’ shareholders approving the acquisition and approving the appointment of Chang Ku EE as a Director of Southern Charter Financial Group Limited. The two resolutions are interdependent and must both be passed in order for either one of the resolutions to be effective. Golden Tower NZ Limited and its associates are not permitted to vote on the share acquisition resolution. The shareholders’ meeting is scheduled on December 7, 2018. If the condition is not fulfilled or waived off, the agreement will be terminated. As of November 22, 2018, the Board of Southern Charter Financial Group Limited unanimously recommends the shareholders to approve the transaction. In the opinion of the financial advisor to Southern Charter Financial Group Limited if the acquisition was to proceed, it would have no material negative aspects from the perspective of the non-associated shareholders. The transaction has been approved by the shareholders of Southern Charter Financial Group Limited on December 7, 2018. Completion of the acquisition is expected to take place by December 10, 2018. On December 13, 2018, parties have agreed to delay completion of the Transaction until such time that the completion deliverables can be provided. Peter Simmons of Simmons Corporate Finance Limited was engaged as financial advisor to Southern Charter Financial Group Limited on November 6, 2018. Link Market Services Limited acted as registrar for Southern Charter Financial.