Transfer of part of the life insurance business of Macquarie Life Limited to Zurich Australia Limited

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Ralph Collins
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1 Transfer of part of the life insurance business of Macquarie Life Limited to Zurich Australia Limited 1

2 Transfer of part of the life insurance business of Macquarie Life Limited to Zurich Australia Limited Summary of Scheme Introduction Macquarie Life Limited ABN ( Macquarie Life ) is proposing to transfer part of its life insurance business to Zurich Australia Limited ABN ( Zurich ). The proposed transfer is to be made under a Scheme that requires confirmation by the Federal Court of Australia under Part 9 of the Life Insurance Act 1995 (Cth) ( Act ). The Scheme will not take effect unless and until it is confirmed by the Federal Court. This summary, which has been approved by the Australian Prudential Regulation Authority, explains: the proposed transfer; how the transfer will occur; your rights as a policy owner; how the proposed transfer will affect you, and other aspects of the proposed transfer that you should know about. Who may be affected by the transfer? Under the Act, this summary must be given to every owner of a policy that is affected by the Scheme. You are receiving this summary because you are the policy owner of: a Macquarie Life policy referable to Macquarie Life s Statutory Fund No.4; or a Zurich policy referable to Zurich s Statutory Fund No.2. The summary is also being sent to members of superannuation funds (other than self-managed superannuation funds) who are insured under a transferring policy held within the superannuation fund. This is to promote greater disclosure of the scheme. Right of Affected Policy Owners to be heard by the Court Any person affected by the transfer may attend the Court hearing and can request to be heard by the Court. The Federal Court hearing will be heard in Sydney at the Law Court s Building located at Queen s Square on Thursday 22 September 2016 at 10:15am. If you wish to be heard at the hearing you may contact Macquarie Life s lawyers, King & Wood Mallesons (Attention: Jim Boynton), Level 61, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 (telephone and fax ) or Zurich s lawyers, MinterEllison (Attention: Pamela Madafiglio), Governor Macquarie Tower, 1 Farrer Place, Sydney NSW 2000 (telephone and fax ) before the hearing date. Affected policy owners are not required to take any action if they have no objection to the proposed Scheme. It is important that you assess how the Scheme will affect you and you may find it helpful to examine the Scheme document and the actuarial reports to gain a fuller understanding of the Scheme. 2

3 Proposed transfer Macquarie Life and Zurich are both registered life insurance companies under the Act. Macquarie Group has made the strategic decision to transfer part of its life insurance business to Zurich. The proposed transfer involves the transfer of all of the policies referable to Macquarie Life s Statutory Fund No.4 that at the proposed transfer date are in force (including expired policies under which benefits remain payable) or have a guaranteed renewal right. These are those policies known as: FutureWise Macquarie Life Active Macquarie Sumo Borrower Life Cover Jetstar Card Repayment Insurance Card Repayment Insurance National Seniors Life National Seniors Accident National Seniors Funeral Insurance Seniors Funeral Cover Essential cover Macquarie Term Life Insurance Macquarie Life MortgageGuard ING PortfolioOne Superannuation Service Insurance Cover OnePath PortfolioOne Superannuation Service Insurance Insurance Cover Superannuation Macquarie Superannuation Insurance Macquarie SuperOptions Insurance Macquarie Life Super Protector The effect of the proposed transfer will be that each Macquarie Life policy described above will become a Zurich policy. How the transfer will occur The terms of the proposed transfer are recorded in a document known as a Scheme. Macquarie Life and Zurich have applied to the Federal Court of Australia to seek its confirmation of the Scheme to effect the transfer. The Court has power to confirm the Scheme under Part 9 of the Act. The Court application will be heard before the Federal Court of Australia in Sydney on Thursday 22 September If the Court confirms the Scheme, the Macquarie Life policies being transferred will be treated as if they had been issued by Zurich rather than Macquarie Life. The Court will also determine the exact time and date of the transfer ( Transfer Date ) which we propose will be am on Saturday 1 October Zurich will also pay Macquarie Life a purchase price for the life insurance business. What is transferring to Zurich? The assets that are used to pay your benefits are kept in a pool known as a statutory fund. Each policy issued by a life insurance company is referable to a statutory fund. If the Scheme is confirmed, Zurich will acquire from the Transfer Date of the Scheme, Macquarie Life s rights and assume Macquarie Life s liabilities and obligations, including the liabilities to pay benefits, in respect of the policies being transferred. Under the Scheme, the assets from Macquarie Life s Statutory Fund No.4 on the Transfer Date will be transferred to Zurich s Statutory Fund No.2 and become part of Zurich s Statutory Fund No.2. 3

4 What is the impact of the transfer on your policy? Mr Martin Paino, the appointed actuary of Macquarie Life, and Mr Tim Howell, the appointed actuary of Zurich, have each prepared an actuarial report on the Scheme. Impact on Macquarie Life s transferring policy owners In summary, Mr Paino has concluded that as a result of the Scheme, for Macquarie Life s transferring policy owners: there will be no reduction to the policy owners contractual benefit or rights; the policy owners overall reasonable benefit expectations will continue to be met; both Zurich s Statutory Fund No. 2 and Zurich as a whole will remain in a sound financial position and the policy owners benefit security will remain adequate with financial assets exceeding all regulatory requirements and internal Zurich targets after the proposed transfer; and there are practical long term benefit security advantages in transferring the policies to Zurich. In summary, Mr Howell has concluded that in relation to the impact of the proposed Scheme on Macquarie Life s transferring policy owners: the proposed transfer of Macquarie Life s transferring policies gives rise to no reduction to the transferring policy owners contractual benefit and rights; Zurich s intended basis of determining and implementing the non-contractually specified and/ or discretionary aspects of Macquarie Life s transferring policies will continue to meet the overall reasonable benefit expectations of the transferring policy owners; and Zurich s Statutory Fund No.2 and Zurich as a whole will remain in a sound financial position and the transferring policy owners benefit security will remain adequate after the proposed transfer. Impact on Macquarie Life s remaining policy owners In summary, Mr Paino has concluded that as a result of the Scheme, for Macquarie Life s remaining policy owners: there will be no adverse impact on the contractual benefits and rights or reasonable benefit expectations of the remaining policy owners; each of the Statutory Funds of Macquarie Life and Macquarie Life as a whole will remain in a sound financial position and the remaining policy owners benefit security will remain adequate with financial assets exceeding all regulatory requirements and internal Macquarie Life targets after the proposed transfer; and there are no material disadvantages to remaining policy owners. Impact on Zurich s existing policy owners In summary, Mr Howell has concluded that in relation to the impact of the proposed Scheme on Zurich s existing policy owners: there will be no adverse impact on the contractual benefits or rights, or reasonable benefit expectations, of the existing policy owners of Zurich arising from the proposed transfer; each of the Statutory Funds of Zurich and Zurich as a whole will remain in a sound financial position and the existing policy owners benefit security will remain adequate after the proposed transfer, with financial assets exceeding all regulatory requirements; and there are no material disadvantages to existing policy owners of Zurich as a result of the transfer of Macquarie Life s transferring policies to Zurich. 4

5 Findings of Independent Actuary Macquarie Life and Zurich also appointed an independent actuary, Caroline Bennet of Deloitte Touche Tohmatsu, who has concluded that the proposed Scheme: will not materially adversely affect any group of Macquarie Life s transferring policy owners in respect of: contractual rights; reasonable benefit or other policy owner expectations; benefit security; will not materially adversely affect any group of Macquarie Life s remaining policy owners in respect of: contractual rights; reasonable benefit or other policy owner expectations; benefit security; and will not materially adversely affect any group of Zurich s existing policy owners in respect of: contractual rights; reasonable benefit or other policy owner expectations; benefit security. Both the actuarial reports by Mr Paino and Mr Howell, and the independent actuarial report by Caroline Bennet, are available for you to inspect. Please see below under Further information. Access to documents about the Scheme As a policy owner affected by the proposed transfer or a member of a superannuation fund who is insured under such a policy, you may: Inspect a copy of the Scheme, this Scheme Summary, the actuarial reports and the Notice of Intention free of charge. You may do this at the places set out below under Further information between Friday 26 August 2016 and Thurdsday 15 September Obtain a copy of the Scheme, this Scheme Summary, the actuarial reports and the Notice of Intention free of charge. You may also obtain copies of these documents at the places set out below under Further information or by calling Macquarie Life s Insurance Contact Centre on if you are a Macquarie Life policy owner or Zurich s Customer Care Centre on if you are a Zurich policy owner during the hours of 9:00am to 5:00pm Monday to Friday AEST during the period Friday 19 August 2016 to Thursday 22 September 2016 (except public holidays in New South Wales). You will be asked to confirm that you are an affected policy owner or such a superannuation fund member. This Scheme Summary, the Scheme, the actuarial reports and the Notice of Intention are available free of charge on the website and How will your policy be affected? For Macquarie Life policy owners, the effect of the Scheme is that your policy will become a Zurich policy rather than a Macquarie Life policy. In addition to transferring the policies from Macquarie Life to Zurich, the proposed Scheme will make some amendments to all of the transferring Macquarie Life policies. All references in a Macquarie Life policy referable to Macquarie Statutory Fund No.4 will be amended as follows: Macquarie Life should be read as a reference to Zurich; and Macquarie Life s Statutory Fund No.4 should be read as a reference to the Zurich Statutory Fund No.2. For Zurich policy owners, there will be no change to your policy. 5

6 Costs of the transfer - how will they be met? The total cost of the transfer, including the Court application, will be met by Macquarie Life and Zurich. Further information You may inspect a copy of this Scheme Summary, the Scheme, actuarial reports and the Notice of Intention from Friday 26 August 2016 to Thursday 15 September 2016 at the places set out below during the hours of 9:00am and 5:00pm Monday to Friday (excluding public holidays in the relevant State or Territory): ACT: NSW: NT: QLD: SA: TAS: VIC: WA: King & Wood Mallesons Level 5 NICTA Building 7 London Circuit ACT 2601 Contact: Receptionist King & Wood Mallesons Level 61, Governor Phillip Tower, 1 Farrer Place, SYDNEY NSW 2000 Contact: Manager, Applied Legal Technology MinterEllison Level 1, 60 Smith Street Darwin, NT 0800 Contact: Lhia-Clare Davis Macquarie Bank Limited L16A 345 Queen St Brisbane, QLD Contact: Branch Manager Macquarie Bank Limited L2 151 Pirie St Adelaide, SA Contact: Branch Manager Dobson Mitchell Allport 59 Harrington Street Hobart, TAS Contact: Damon Symes, Principal Macquarie Bank Limited L Collins St Melbourne, VIC Contact: Branch Manager Macquarie Bank Limited L3 235 St Georges Terrace Perth, WA Contact: Branch Manager 6

7 Enquiries If you have any concerns or you would like to obtain more information about the proposed Scheme, please feel free to contact: for Macquarie Life policy owners, the Macquarie Life Insurance Contact Centre on ; or for Zurich s policy owners, the Zurich Customer Care Centre on , between 9:00am to 5:00pm AEST Monday to Friday during the period Friday 19 August 2016 to Thursday 22 September 2016 (except public holidays in New South Wales). Contact details after the proposed transfer If the Court confirms the Scheme, then from the Transfer Date, all claims, enquiries and other questions about your policy should be directed to Zurich. The contact details are as follows: Telephone: client.service@zurich.com.au Mailing address: Locked Bag 994, North Sydney NSW

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ACE INSURANCE LIMITED ABN and CHUBB INSURANCE COMPANY OF AUSTRALIA LIMITED ABN

ACE INSURANCE LIMITED ABN and CHUBB INSURANCE COMPANY OF AUSTRALIA LIMITED ABN ACE INSURANCE LIMITED ABN 23 001 642 020 and CHUBB INSURANCE COMPANY OF AUSTRALIA LIMITED ABN 69 003 710 647 SUMMARY OF SCHEME UNDER DIVISION 3A OF PART III OF THE INSURANCE ACT 1973 (CTH) FOR THE TRANSFER