Revocation of existing approval and granting of new approval to hold a stake in a financial sector company of more than 20% No. 4 of 2023

Financial Sector (Shareholdings) Act 1998

To: Mr Matthew Lancaster (Mr Lancaster)

Farmcove Investment Holdings Pty Ltd ACN 159 553 330 as trustee for Farmcove Investment Trust III (Farmcove)

St Andrew’s Australia Services Pty Ltd ABN 75 097 464 616 (SAAS)

Latitude Insurance Holdings Pty. Ltd. ABN 37 619 174 926 (LIH) Since:

1. on 19 October 2021:

1. Mr Lancaster and Farmcove were granted approval under subsection 14(1) of the Financial Sector (Shareholdings) Act 1998 (the Act) to hold a 50% stake in SAAS, St Andrew’s Life Insurance Pty Ltd ABN 98 105 176 243 (SALI) and St Andrew’s Insurance (Australia) Pty Ltd ABN 89 075 044 656 (SAI), each a financial sector company under the Act; and

b.      SAAS was granted approval under subsection 14(1) of the Act to hold a 100% stake in SALI and SAI,

(the Existing Approval1)

B.            Mr Lancaster, Farmcove and SAAS requested that the Existing Approval be revoked;

C.            Mr Lancaster and Farmcove applied to the Treasurer under section 13 of the Act for approval to hold a 100% stake in each of the financial sector companies listed in Schedule 1;

D.            SAAS applied to the Treasurer under section 13 of the Act for approval to hold a 100% stake in each of the financial sector companies listed in Schedule 1, except for the financial sector company listed in item 1 of Schedule 1;

E.            LIH applied to the Treasurer under section 13 of the Act for approval to hold a 100% stake in Hallmark Life Insurance Company Ltd. ABN 87 008 446 884 (Hallmark Life) and Hallmark General Insurance Company Ltd ABN 82 008 477 647 (Hallmark General);

F.             I am satisfied it is in the national interest for:

1. Mr Lancaster and Farmcove to hold a 100% stake in each of the financial sector companies listed in Schedule 1;

1 F2021N00268

b.      SAAS to hold a 100% stake in each of the financial sector companies listed in Schedule 1, except for the financial sector company listed in item 1 of Schedule 1; and

c.       LIH to hold a 100% stake in Hallmark Life and Hallmark General, I, Sean Carmody, a delegate of the Treasurer:

(a)          under subsection 18(3) of the Act, revoke the Existing Approval;

(b)          under subsection 14(1) of the Act, approve:

1. Mr Lancaster and Farmcove to hold a 100% stake in each of the financial sector companies listed in Schedule 1;

b.      SAAS to hold a 100% stake in each of the financial sector companies listed in Schedule 1, except for the financial sector company listed in item 1 of Schedule 1; and

c.       LIH to hold a 100% stake in Hallmark Life and Hallmark General;

(c)           under subsection 16(1), impose the condition set out in Schedule 2.

The instrument commences on the day it is made and remains in force indefinitely. Dated: 26 May 2023

Sean Carmody Executive Director Insurance Division

Australian Prudential Regulation Authority

Interpretation

Act means the Financial Sector (Shareholdings) Act 1998.

financial sector company has the meaning given in section 3 of the Act.

stake in relation to a company, has the meaning given in clause 10 of Schedule 1 to the Act.

Schedule 1 – the financial sector companies

1. St Andrew’s Australia Services Pty Ltd ABN 75 097 464 616
2. St Andrew’s Life Insurance Pty Ltd ABN 98 105 176 243
3. St Andrew’s Insurance (Australia) Pty Ltd ABN 89 075 044 656
4. Latitude Insurance Holdings Pty. Ltd. ABN 37 619 174 926
5. Hallmark General Insurance Company Ltd ABN 82 008 477 647
6. Hallmark Life Insurance Company Ltd. ABN 87 008 446 884

Schedule 2 – condition imposed on the Approval

Mr Lancaster and Farmcove must not hold a direct control interest of more than 40% in the financial sector companies listed in Schedule 1.