Toi Foundation has entered into a conditional Merger Implementation Agreement with Heartland Group to give effect to the proposed merger, which is conditional on consultation and other regulatory and shareholder approvals. No decision has been made. Any updates will be available and shared on this webpage.
What is the TSB Heartland Bank merger?
The proposed TSB Heartland Bank merger would see TSB combine with Heartland Bank, with Toi Foundation selling its TSB shares as part of the transaction. The proposal aims to create a stronger bank while seeking feedback from Taranaki residents before any final decision on the TSB and Heartland Bank merger is made.
TSB and Heartland would amalgamate to form TSB Heartland Bank, a larger New Zealand challenger bank with a continued strong commitment to the Taranaki region, complementary products and services, and an improved long-term performance outlook.
The proposal aligns with Toi Foundation’s strategy to start diversifying its investment portfolio and grow philanthropic giving in Taranaki.
Toi Foundation has also completed its due diligence on the proposal. This is a standard commercial step in assessing a proposal of this kind. Completing this step does not change the proposal or pre-empt the consultation outcome.
No decision will be made by Toi Foundation until the trustees have genuinely considered the written feedback received from Taranaki residents through the consultation process.
15th July 2026: The FAQ contain supplementary information to that made publicly available during the first submission period.
Community consultation has now closed. Trustees will provide an update in due course.
Obligations under the Trust Deed on Consultation
7.4 Sale or disposal of Bank Shares: The Trustees may, at any time, in accordance with a resolution passed by not less than 75% of the Trustees, sell or otherwise dispose of all or any of the Bank Shares, provided that:
- in voting on such a resolution, the Trustees must have regard to the effect of the sale or disposal on the community in the Specified Area of the Trust;
- before voting on any resolution where the sale or disposal of Bank Shares would result in the Trust relinquishing a controlling interest in the Bank, the Trustees must give the prescribed notice and consider any submissions received in response to that notice;
- before voting on any resolution where the sale or disposal of Bank Shares would not result in the Trust relinquishing a controlling interest in the Bank, the Trustees may, but are not required to, give the prescribed notice; and
- the prescribed notice referred to in paragraphs (b) and (c) must be published in one or more principal newspapers circulating in the Specified Area of the Trust and must:
- state that the proposed resolution approving the sale or disposal will required to be passed by not less than 75% of the Trustees;
- specify the details of the proposed sale or disposal;
- state that any person residing in the Specified Area of the Trust may, within 28 days after the last publication of the notice, make written submissions to the Trustees regarding the proposed resolution;
- provide details of the address to which submissions may be sent; and
- state the date of the last publication of the notice.