3 December 2004
Auckland Investment Properties Limited, Commercial Investment Properties Limited and Cheryl Macaulay offer enforceable
undertaking
The Securities Commission has accepted an enforceable undertaking from Auckland Investment Properties Limited,
Commercial Investment Properties Limited, and the sole director of both companies, Cheryl Macaulay.
Offer documents distributed by Auckland Investment Properties Limited during August and September 2004 did not comply
with securities legislation. In particular, the offers in the investment statement and the registered prospectus were
inconsistent and were for different securities. This effectively meant that there was no prospectus for the securities
offered in the investment statement.
In addition, the rate of return given in the investment statement and associated advertising was misleading as it was
not based on the total cost of the investment. Investors were required to take up both ordinary shares and redeemable
preference shares, but the rate of return was based on the cost of the redeemable preference shares only and was
therefore higher than the actual return investors were likely to receive.
The Commission cancelled the registration of the prospectus and prohibited distribution of the investment statement and
the advertising for the offer.
The company acknowledged the Commission’s concerns and immediately undertook to refund all money raised by the offer to
investors.
The enforceable undertaking relates to this offer by Auckland Investment Properties Limited, as well as any future
offers of securities involving Auckland Investment Properties Limited, Commercial Investment Properties Limited (who
promoted the offer) or Ms Macaulay.
Undertakings given by these parties include: ensuring that any future offer of securities to the public will be made in
an investment statement, registered prospectus or advertisement that complies with securities law; getting advertising
prepared or reviewed by professional advisers experienced in securities law; preparing and adhering to a compliance plan
to assist in ensuring future compliance with securities law.
The enforceable undertaking is on the Commission's website, www.sec-com.govt.nz.
ENDS