LEGAL & DISCLAIMERS

Invest As You Earn

Invest As You Earn Terms and Conditions

By applying to take part in Invest As You Earn (IAYE), you acknowledge that you have read and agreed to these Terms and Conditions.

  1. Eligibility

    IAYE is available to all Shareholders who receive Milk Payments from us, excluding Shareholders who:

    1. have ceased to supply us and are in a "Reduction Period";
    2. have redirected their total Milk Payments to their sharemilker; or
    3. have an address outside New Zealand.

  2. How to participate

    To participate in IAYE, you must enter your monthly investment amounts by completing the online form in the IAYE section at nzfarmsource.co.nz.

    You can also make any change to your investment or withdraw from IAYE in the same place at nzfarmsource.co.nz.

    Any application or change takes effect from the Milk Payment in the month after the month in which you make the online application or change.

    For example, if you want to change the amount in July, you will need to make the change before the end of June.


  3. How much will be invested
    1. If you want to acquire Shares through IAYE, the minimum monthly investment is $200. There is no maximum monthly investment at the moment, but we may introduce one without prior notice.
    2. The cash amount you want to invest may change by month, subject to the timeframes in section 2 above.
    3. If an investment is made that would take you over your Maximum Holding, then you will only receive Shares up to your Maximum Holding.
    4. The acquisition of Shares in any month is not guaranteed. For example, if there are insufficient funds in your Milk Payment for the deduction to be made in full, no investment will be made on your behalf. No partial deductions will be made. Instances may arise where the Appointed Broker cannot buy any or all of the Shares.
    5. The deduction from your Milk Payment for the purposes of IAYE occurs after all other deductions.
    6. If the total investment across all Shareholders participating in IAYE in respect of any Milk Payment reaches a size that might, in our or the Appointed Broker’s opinion, unnecessarily affect the traded price of Shares, scaling may occur. Where scaling occurs, amounts invested by all participating Shareholders will be scaled back pro-rata.
    7. Unused cash is refunded to Shareholders in the month following allocation of Shares via Milk Payments.
    8. No interest will be paid to you on any amounts invested into IAYE (including where funds are unused in a month for any reason).

  4. Duration

    Your investment will take place according to your chosen monthly investment amounts. The amounts you enter will repeat each season until you change them or stop participating.

    To stop participating, go to the IAYE section at nzfarmsource.co.nz and set your future investment amounts to zero or leave them blank.

    You can also choose the following, which put a limit on your overall participation:

    1. "Stop investing at the end of this season - I don’t want the monthly amounts to repeat each season"
    2. "Stop investing when I reach my Maximum Holding"
    3. "Stop investing when I hold a total of (insert number) Shares" The last two choices will not necessarily result in you holding that exact number of Shares as, in any month, your full investment amount will be invested unless it would take you over your Maximum Holding, so you may end up with more Shares than a limit chosen under (c) above.


  5. Operation of IAYE

    IAYE operates as follows:

    1. The amount you elect to invest is deducted from your monthly Milk Payment;
    2. The Appointed Broker purchases Shares over the Trading Period; and
    3. You receive Shares prior to the following month’s Milk Payment (i.e., on the 14th of the month following the month in which the Milk Payment was made).

    Where the number of Shares you would receive is not a whole number, we round down to the nearest Share.

    If, after the allocation to Shareholders, there are any leftover Shares held by the Appointed Broker (e.g. as a result of the rounding process described above, or if you would exceed the Maximum Holding), they are sold by the Appointed Broker and the sale proceeds paid back to participating Shareholders the next month.

    In the months when we pay a dividend, the Trading Period is abbreviated to aim to allocate all Shares on or before the record date so they are eligible for any dividend.

    The Registrar sends a statement of Shareholdings the week after each allocation of Shares under IAYE.

    The IAYE section at nzfarmsource.co.nz shows you the number of Shares acquired for you and the price paid for them each Trading Period.

    We also provide a six-monthly statement to you showing the Shares acquired for you and the price paid for the Shares.


  6. Price of Shares and no brokerage

    The price that you pay to acquire Shares each month is the average price paid for Shares purchased on-market by the Appointed Broker for the purposes of IAYE in the relevant Trading Period.

    You do not have to pay any brokerage fees on the Shares acquired.


  7. Termination, suspension or change of IAYE

    We may at any time, at our discretion:

    1. terminate IAYE;
    2. suspend the operation of IAYE so that it will not apply to a Milk Payment(s);
    3. change these Terms and Conditions (in which case your participation in IAYE will continue under the changed Terms and Conditions); or
    4. decide that any application to participate will cease to be of any effect.

    Where any change is made to these Terms and Conditions, two months’ notice will be given to all participating Shareholders in the IAYE section at nzfarmsource.co.nz.

    However, we will not be required to give prior notice of:

    1. any change that we think is needed to comply with laws (including any applicable listing rules) or any provision of the Constitution or the Shareholding Rules; or
    2. any change to these Terms and Conditions that is of an administrative, procedural or clarifying nature.

  8. Acknowledgements and authorisations

    You authorise us and the Appointed Broker to take all actions as are necessary to give effect to these Terms and Conditions, including:

    1. the deduction by us of your elected investment amount from the relevant Milk Payment;
    2. the acquisition of Shares; and
    3. the transfer to you of those Shares and registration of the additional Shares in your name.

    You acknowledge and agree that none of Fonterra, our subsidiaries, the Appointed Broker or any of our or their employees, officers, agents or representatives shall be liable to you as a result of:

    1. the failure to achieve any particular Share price or number of Shares through the operation of IAYE;
    2. your failure to comply with the shareholding requirements set out in the Constitution or Shareholding Rules (including breaching the Maximum Holding through the operation of IAYE); or
    3. the suspension, termination or amendment of IAYE in accordance with paragraph 7.

  9. Definitions

    The terms set out below have the following meanings:

Appointed Broker means the registered volume provider, market-maker or other person appointed by us to acquire Shares for the purposes of IAYE.

Constitution means the constitution of Fonterra.

Fonterra or we/us/our means Fonterra Co-operative Group Limited.

Registrar means the Share registrar, being, as at the date of this Booklet, Computershare Investor Services Limited.

Share means a co-operative share in Fonterra.

Shareholder means a registered holder of Shares.

Shareholding Rules means our shareholding rules made under the Constitution.

Maximum Holding means the maximum number of Shares a Shareholder is permitted to hold under the Constitution and Shareholding Rules.

Minimum Holding means the minimum number of Shares a Shareholder is required to hold under the Constitution and Shareholding Rules.

Milk Payment means a payment to be made by us to our Shareholders for the supply of milk.

Trading Period means, in respect of each Milk Payment for which IAYE operates, the trading period agreed between us and the Appointed Broker, during which the Appointed Broker is to acquire Shares for the purposes of IAYE.