Proposed variation to undertakings given by Toll Holdings Ltd
Type of assessment
Variation to Undertakings
Reference
26608
Acquirer(s)
Toll Holdings Ltd
Industry
Transport
Summary
The fifth variation to the Toll undertakings, originally offered to the Commission in March 2006, is a result of Toll's planned restructure of its group businesses. The restructure is proposed by Toll to involve the creation of a new listed company, Asciano Limited, and the transfer of the assets, entities and/or businesses that comprise Toll's infrastructure assets, including Pacific National, to this company.
The fifth Variation amends Toll's undertakings so that, if the restructure of the Toll business occurs and if certain pre-conditions are met, then Toll is relieved of its obligations to divest 50 per cent of Pacific National, the Vehicle Transport Business and the PrixCar Interest. If the restructure does not occur, or the pre-conditions are not met, Toll's obligations will not be waived and it must still carry out the divestments.
The obligations in the original undertakings to make available the 'Starter's Kit' of East West Rail Assets and not to discriminate in the operation of Pacific National or at Patrick's container terminals will, however, remain in place and will be assumed by Asciano if the restructure occurs.
Further, if the restructure occurs, Toll and Asciano will become subject to new obligations to ensure the separation of Toll and Asciano.
The ACCC's decision to consent to a waiver of Toll's obligations will be given effect through the following documents:
o a variation to Toll's undertakings
o a new undertaking from Asciano Lim
Outcome of assessment
Not opposed
Total review days *
84
Commenced public review
13th December 2006
Date completed
18th April 2007
Undertakings
Undertaking of Asciano Limited. 18th April 2007 D07+34969.pdf (2.9 MB)
Fourth variation to the undertakings given by Toll Holdings Ltd to the ACCC on 11 March 2006 accepted by the ACCC on 13 December 2006. A procedural variation which amends the Initial Sale Period for the divestment of a 50% interest in Pacific National (PN) while market inquiries are being made in relation to Toll's request to have its obligation to divest that 50% interest waived. 18th April 2007 D07+37138.pdf (207.3 KB)
Fifth variation to the undertakings given by Toll Holdings Ltd to the ACCC on 11 March 2006 accepted by the ACCC on 13 December 2006. 18th April 2007 D07+37121.pdf (4.3 MB)
Undertaking of Mr Whye Yee Lee, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35501.pdf (529.5 KB)
Undertaking of Mr Vidyanath Niamidipudi, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35500.pdf (536.9 KB)
Undertaking of Mr Tang Wai Yee, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35497.pdf (525.0 KB)
Undertaking of Mr Tan Tit Chee, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35494.pdf (667.1 KB)
Undertaking of Mr Mohamad Hir Ismail, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35492.pdf (522.9 KB)
Undertaking of Mr Lye Fei, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35489.pdf (523.7 KB)
Undertaking of Mr Loi Kum Sai, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35487.pdf (559.5 KB)
Undertaking of Mr Liu Thai Ker, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35485.pdf (546.4 KB)
Undertaking of Mr Lim Yeow Beng, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35483.pdf (534.9 KB)
Undertaking of Mr Koh Soo Keong, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35481.pdf (519.3 KB)
Undertaking of Mr Goon Kok Loon, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35480.pdf (521.1 KB)
Undertaking of Mr Eakchat Ratanasila, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35479.pdf (592.1 KB)
Undertaking of Dr Peng Chung Mien, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35478.pdf (580.1 KB)
Undertaking of Mr Billy Lee, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35477.pdf (520.3 KB)
Undertaking of Mr Azman bin Mohamad Zin, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35475.pdf (522.0 KB)
Undertaking of Mr Arivananthan A/L Thanjan, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35455.pdf (554.5 KB)
Undertaking of Mr Amir Hasrat bin Abd Kadir, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35454.pdf (518.7 KB)
Undertaking of Mr Jonathan Irving Mayson, a director of Asciano Limited and/or its related bodies corporate. 18th April 2007 D07+35450.pdf (613.3 KB)
Undertaking of Mr Saul Richard Cannon, a director of Asciano Limited and/or its related bodies corporate. 18th April 2007 D07+35448.pdf (559.4 KB)
Undertaking of Mr David Jackson, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35447.pdf (615.0 KB)
Undertaking of Mr Grant Devonport, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35446.pdf (622.4 KB)
Undertaking of Mr Shane O'Neill, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35443.pdf (585.1 KB)
Undertaking of Mr John Ludeke, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35439.pdf (654.8 KB)
Undertaking of Mr Bernard McInerney, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35437.pdf (579.6 KB)
Undertaking of Mr Peter George, a director of Asciano Limited and/or its related bodies corporate. 18th April 2007 D07+35435.pdf (673.6 KB)
Undertaking of Mr Harry Boon, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35432.pdf (773.0 KB)
Undertaking of Mr Raymond Horsburgh, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35428.pdf (656.1 KB)
Undertaking of Mr John Moule, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35427.pdf (604.0 KB)
Undertaking of Mr Mark Rowsthorn, a director of Asciano Limited and/or its related bodies corporate. 18th April 2007 D07+35425.pdf (757.5 KB)
Undertaking of Mr Neil Chatfield, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35423.pdf (576.3 KB)
Undertaking of Mr Paul Little, a director of Toll Holdings Ltd and/or its related bodies corporate. 18th April 2007 D07+35420.pdf (568.9 KB)
Consolidated Toll undertakings, incorporating the first, second, third, fourth and fifth variations. 18th April 2007 D07+37147.pdf (5.9 MB)
Other
Side letter dated 18 April 2007 from the ACCC to Clayton Utz and countersigned by Clayton Utz. 18th April 2007 D07+36304.pdf (61.3 KB)
Review timeline
Date
Event
13th December 2006
ACCC commenced market inquiries.
20th December 2006
Closing date for submissions on the proposed variation in relation to the East-West Rail Assets.
19th January 2007
Closing date for submission on all other aspects of the proposed variation.
18th April 2007
ACCC announced it would consent to the 5th Variation and accepted the additional undertakings.
* Total Review days = Total business days less public holidays and time during which the review was suspended.
