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RACQ and QT Mutual Bank Merger FAQs

Who is Club Finance Holdings? Show more

Club Finance Holdings is a subsidiary of RACQ incorporated on 28 April 2016. Club Finance Holdings has acquired the QT Mutual Bank shares and act as the APRA registered non-operating holding company. It will also be the issuer of the Legacy Shares for QT Mutual Bank members. It currently has no other business or activities.

Please refer to page 27 of the Scheme Booklet. For more information, refer to Section 5.4 (page 42) in the Scheme Booklet.

A Legacy Share is a redeemable preference share in Club Finance Holdings entitling QT Mutual Bank Constitution Members, for a period of seven years following the Merger, to receive a share of the accumulated QT Mutual Bank Constitution Member funds, as at 30 June 2016, if RACQ is demutualised, Club Finance Holdings or QT Mutual Bank become insolvent or are wound-up or QT Mutual Bank Constitution is sold by RACQ (called “trigger events”).

If a trigger event occurs, this amount will be paid to each of those QT Mutual Bank Constitution Members who have continuously held a QT Mutual Bank Constitution banking product from the time of the Merger up until the time of the trigger event.

A Legacy Share may be redeemed by Club Finance Holdings for $10 if the holder ceases to hold a banking product at any time following the Merger or otherwise will be redeemed at the end of seven years after the Merger.

Please refer to page 27 of the Scheme Booklet for the explanation about the Legacy Share. For more information, refer to See Section 7.3 and 7.4 on pages 50-51 of the Scheme Booklet.

As part of the Scheme, you will receive a Legacy Share in consideration of the $10 membership share previously held in QT Mutual Bank. A Legacy Share may be redeemed by Club Finance Holdings for $10 if the holder ceases to hold an eligible banking product at any time following the Merger, or the Legacy Share will otherwise be redeemed for $10 at the end of seven years after the Merger.

Overseas QT Mutual Bank members with a registered address outside of Australia will not receive a Legacy Share but will instead receive $10 on the Implementation Date and contractual rights giving them access to a share of the accumulated QT Mutual Bank Member funds as at 30 June 2016 if a trigger event occurs for the Legacy Shares. All QT Mutual Bank members, irrespective of their location, will be eligible for RACQ Membership as a consequence of holding a QT Mutual Bank banking product on the Implementation Date.

Please refer to Section 7.4 (page 51) in the Scheme Booklet. 

The regulatory costs of offer shares in various countries are very high and not justified by the number of members overseas.  Therefore, QT Mutual Bank has structured an alternative for overseas members so they have similar rights but without issuing a share.
All QT Mutual Bank members, irrespective of their location, will be eligible for RACQ Membership as a consequence of holding a QT Mutual Bank banking product on the Implementation Date.

For more information, refer to Section 7.4 (page 51) and Annexure D (pages 99 to 108) in the Scheme Booklet.

A Legacy Share will be issued (fully paid) by Club Finance Holdings on the 24 November 2016 (Implementation Date) to those persons who are QT Mutual Bank members as at the record date, 17 November 2016, other than to overseas QT Mutual Bank members. Legacy Shares will then be posted to all eligible QT Mutual Bank members.

No, as holders of Legacy Shares, QT Mutual Bank members will have no entitlement to vote at any general meeting of Club Finance Holdings except:

  • on a proposal that affects rights or privileges attaching to the Legacy Shares;
  • on a resolution to approve the terms of a buy-back agreement of Legacy Shares; or
  • during the winding up of Club Finance Holdings until payment is made to them of the Preserved Surplus Amount or their Legacy Share is otherwise redeemed.

For more information please refer to Section 7.3 – Voting (page 51) in the Scheme Booklet.

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Banking products and loans are issued by Members Banking Group Limited ABN 83 087 651 054 AFSL and Australian credit licence 241195 trading as RACQ Bank. This information does not take your personal objectives, circumstances or needs into account. Read the disclosure documents for your selected product or service, including the Financial Services Guide and the Terms and Conditions, before deciding.