Axa Asia Pacific Holdings (Axa APH) has rejected an $11 billion takeover proposal from its Paris-based parent company and rival financial services giant AMP.

In a statement this morning, Melbourne-based Axa APH says it received the “unsolicited and conditional” proposal from AMP and Axa SA on Saturday morning.

Under the scheme AMP would buy all the APH shares and then sell the Asian assets to Axa SA. The bid values Axa APH at $5.34 a share – about 24% above its last previous closing price.

Axa APH Chairman Rick Allert says the proposal “significantly undervalues” the company, but he appears to have left the door open for higher bids from AMP and Axa SA. He says his company’s independent directors “will continue to appropriately and carefully consider all compelling strategic options available that are in the interests of shareholders”.

It’s not the first time Axa SA has tried to take over Axa APH’s lucrative Asian operations. In October 2004 the local independent directors rejected the parent company’s offer of $4.05 per share– worth at that time about $3.4 billion – to buy up the remaining 48% of stock it didn’t already own.

Under this latest proposal, AMP agreed with Axa SA to acquire off-market the 53% of Axa APH stock held by the French parent prior to on-selling the Asian assets.

Axa SA Chairman Henri de Castries says the latest bid offers to Axa APH’s minority shareholders “a significant premium and the opportunity to become shareholders of a larger and stronger AMP Group which will permit them to share directly in the significant synergies that this transaction would create”.

“Axa has chosen to partner with AMP as we believe that a combined AMP/Axa APH Australian business represents a very strong investment proposition going forward, as the leading listed pure play life insurer and wealth manager in the Australian market.

“The proposed transaction would also reinforce the growth profile of Axa [SA] by doubling its exposure to the Asian life and savings market and further optimise the corporate structure of the group.”

But Mr Allert says the proposal “has been received against the backdrop of recent weakness in global financial markets and before the growth of our Asian operations is fully reflected in our profitability”.

“The non-financial terms of the proposal also imposed excessive uncertainty and risk on Axa APH’s minority shareholders,” he said.

“Axa APH has an impressive stand-alone growth profile, with an enviable position in Asia delivering strong growth, and an Australian and New Zealand business that is well positioned to take advantage of the recovery in markets and to respond to the anticipated future regulatory changes.”