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Standard Life plc - Annual Report and Accounts 2007
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Significant agreements

The following significant agreements contain provisions which entitle the counterparties to exercise termination or other rights in the event of a change of control of the Company:

  • Under a £600,000,000 credit facility agreement dated 7 June 2006 between the Company and the banks and financial institutions named therein as lenders, the facility agent must, upon a change of control of the Company and at the request of the majority lenders (as defined), cancel the total commitments of the lenders under the facility and declare all outstanding loans, together with accrued interest and any other amounts payable in respect of the facility, to be immediately due and payable.
  • Under a £450,000,000 revolving loan agreement dated 10 June 2005 between Standard Life Bank Limited and the banks and financial institutions named therein as lenders, the loan agent must, upon a change of control of the Company and at the request of the majority lenders (as defined) request prepayment of the loans in full within 10 business days (as defined) of the request.
  • Under a £350,000,000 term facility agreement dated 20 November 2006 between Standard Life Bank Limited and the banks and financial institutions named therein as lenders, the facility agent must, upon a change of control of the Company and at the request of the majority lenders (as defined), cancel the total commitments of the lenders under the facility and declare all outstanding loans, together with accrued interest and any other amounts payable in respect of the facility, to be immediately due and payable.
  • Under a shareholders' agreement dated 15 January 2002 between The Standard Life Assurance Company and Housing Development Finance Corporation Limited (HDFC), pursuant to which the Group holds its interest in HDFC Standard Life Insurance Limited (HDFC SL), upon a change of control of the Company, HDFC potentially has the right to terminate the joint venture and to compulsorily acquire the Group's shares in HDFC SL on termination of the joint venture, although the enforceability of these rights is not certain under Indian law.
  • Under a shareholders' agreement dated 10 June 2003 (as amended) between Standard Life Investments Limited (SLI) and HDFC, pursuant to which the Group holds its interest in HDFC Asset Management Company Limited (HDFC AMC), upon a change in the ownership structure of SLI which results in the acquisition by a third party, either directly or indirectly, of more than 20% of the issued, subscribed and paid up capital of SLI, HDFC will have 90 days from the date upon which SLI notifies it in writing of the occurrence of such a change to purchase the Group's shares in HDFC AMC at a mutually agreed price.
  • Under a joint venture agreement dated 28 April 2003 (as amended) between The Standard Life Assurance Company and Tianjin TEDA Investment Holding Co. Ltd. (TEDA), pursuant to which the Group holds its interest in Heng An Standard Life (Heng An SL), upon a change of control of the Company, TEDA has the right to terminate the joint venture and to purchase or nominate a third party to purchase the Group's shares in Heng An SL for a price determined in accordance with the agreement.

There are also a number of other agreements that contain provisions which entitle the counterparties to exercise termination or other rights in the event of a change of control of the Company. None of these, other than the above, is considered significant in terms of its likely impact on the business of the Group as a whole.