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On 28 April 2025, at an extraordinary general meeting, Integrity Group Holdings Limited shareholders resolved to voluntarily wind the company up and appointed Phil Quinlan and Stephen Vaughan of ÀÖÓ㣨Leyu£©ÌåÓý¹ÙÍø as Liquidators. Each of the four subsidiary companies were also wound up.

Each of the Companies ceased trading on 28 April 2025. The Liquidators will complete closure and administrative tasks, including realising assets and settling liabilities. If any surplus is available, this will be distributed to shareholders.

This website will be updated periodically to reflect the status of the liquidations.

The liquidations are expected to take between 12 and 24 months. Once the liquidations are complete the companies will be deregistered.

We understand that shareholders in Integrity Group Holdings Limited will wish to know if you can realise a capital loss on your investments in the Company.

You may be able to claim a capital loss if the Liquidators declare in writing that they have reasonable grounds to believe there is no likelihood that shareholders will receive any further distribution for their shares and that any financial instrument has no value or negligible value.

The Liquidators will consider this issue and assess whether a declaration is appropriate. If so, we will endeavour to issue this prior to 30 June 2025, although there may be circumstances where this time frame cannot be met.

Integrity Group no longer has any in-force retail or group insurance policies.

The Retail Advised portfolio transferred to AIA Australia Limited on 1 March 2025 under Part 9 of the Life Insurance Act 1995 (Cth).

The Corporate Group portfolio has been transferred by their appointed intermediaries to alternate insurers or terminated at the Intermediary’s instruction.

Three alternate insurers (Assignee Insurers) were assigned to manage Integrity’s remaining liabilities under Section 27A of the Life Insurance Act 1995 (Cth). � ‘Assignment of liabilities to enable revocation�. This process is governed by a Deed agreed upon by the parties, which has also been approved by APRA (as required by the Act). The Assignee Insurers hold a register of the previous Integrity policies for which they have agreed to accept an assignment of liabilities using s27A.

The Assignee Insurers are AIAA Australia (AIAA), TAL Life Limited (TAL) and Hannover Life Re of Australasia Limited (HLRA).

For Corporate Group policies, determining which of these entities are assigned to Integrity’s remaining Corporate Group policy liabilities depends on a number of factors including:

• the insurer that the previous Integrity policy was moved to (i.e. TAL or another insurer),
• whether the previous Integrity policy was terminated outright (for example, it lapsed or was not renewed by the policy owner or intermediary),
• the method by which the previous Integrity policy was moved to an alternate insurer. This includes:
  • whether the policy was moved to TAL by way of the Special Offer to Corporate Group insurance policy owners (i.e. it was moved to TAL using the tri-partite agreement that formed part of that offer), or    
  • if it was terminated with Integrity and moved to another insurer, or
  • if it was moved to TAL by means other than the tri-partite deed (for example, it was moved prior to the Special Offer being made or was moved as a result of TAL successfully tendering for the business).

AIAA is the Assignee Insurer for the specific plans set out in the table below.

Where liability is accepted by an Assignee Insurer, the following is taken to have occurred:

• all policies accepted are to be treated for all purposes as if each policy had been transferred by novation from Integrity to the Assignee Insurer;
• a policy owner of a transferring policy is taken to have the same rights against the Assignee Insurer as the person would have against Integrity had the person’s policy been transferred by novation; and
• the rights of the Assignee Insurer against policy owner(s) of transferring policies are the same as they would be had the transferring policies been transferred by novation to the new insurer from Integrity.
  

What remaining liabilities were assigned?

Remaining liabilities refer to:

• ongoing claims (claims incurred whilst Integrity was on-risk. This includes open and re-opened claims);
• past declined claims where these claims may be in dispute;
• withdrawn claims which may be resubmitted;
• Reported but Not Advised (RBNA) claims; and
• Incurred But Not Reported (IBNR) claims (claims which happened during Integrity’s period of risk which are yet to be advised).

Liabilities that arise after the termination of the previous Integrity policy and during the period that any successor policy is in-force are the responsibility of the policy owner’s new insurer. Any ongoing operational issues related to the day-to-day administration of the policy should be directed to the new insurer. The s27A assignment only applies to liabilities that would have remained with Integrity if it had continued to operate as a registered life insurer.

Set out below are details of the transfer of Integrity’s remaining liabilities and the Assignee Insurers.

HLRA

Corporate Group Life and Group Salary Continuance policies now insured by TAL that did not transition to TAL by way of execution of a tri-partite deed in response to the Special Offer made by TAL and Integrity.

Corporate Group Life and Group Salary Continuance policies moved to another group insurer or which terminated. This includes:

• all group policies moved to an insurer other than TAL;
• a policy which was terminated outright, or
• policies that were moved to TAL other than by way of execution of the tri-partite deed (for example, as a result of a competitive tender).

Sub-plan policies of superannuation master trusts previously insured by Integrity.

Five+ Group Income and Life Insurance policies.

Any other previous Integrity liabilities not mentioned above (except where Integrity has provided individual advice to the intermediary or policy owner in regard to special circumstances related to a proprietary policy series).