Hi Nick,

Just so that you have a copy of this. I made a submission to ASIC on the 11 Dec
2003. This was rejected on 10 Feb 2004. I appealed this decision, which ASIC
took a
bit more seriously and ended up seeking legal opinion to whether someone could
be
charged. Then finally, without explanation on the 24 Aug 2004 they decided to
take no
action.

regards

Paul



-----Original Message-----
From: Philip Laird [mailto:philip.laird@...]
Sent: Tuesday, 24 August 2004 11:15 AM
To: PaulDavis
Subject: RE: Open Telecommunications



Paul

Apologies for the delay in responding to you.

ASIC has ultimately determined to take no action in regard to this.

Feel free to call me on (03) 9280 3556 if you want to discuss it further

Regards

Philip Laird


-----Original Message-----
From: Paul Davis
Sent: Monday, 23 February 2004 9:16 AM
To: Philip Laird
Cc: Paul Davis
Subject: RE: Your complaint Re: OPEN TELECOMMUNICATIONS LIMITED (ACN 056
010 121)


Hi Philip,

My argument for an appeal centres around the following areas that sight breaches
of
the Corporations Law Amendment (Employee Entitlements) Act 2000 Part 5.8A at two
separate points in the life of the Open Telecommunications Deed Of Company
Arrangement (DOCA):

1. The structure of the DOCA prevented terminated Open Telecommunications
empoyeesfrom accessing GEERS. DEWR claims that they informed all IPs that a
DOCA must preserve the priority of creditors (as per section 556 of the
Corporation
Act) for terminated employees for employees to be able to access GEERS under a
DOCA. Hence the Directors and IP deliberately and knowingly entered into a DOCA
that significantly diminished the employees ability to recover their
entitlements. Intent
can be established based on the IP and Directors disregard for the information
provided
by DEWR to the IP.

2. Before the DOCA was discharged the Directors had managed to raise $10M of
capital. The Directors had the terms of the DOCA varied so that some of these
funds
could be used to discharge the DOCA early. The Directors at the point of raising
the
$10M had the capacity to pay the terminated employees their full entitlements,
but
used the terms of the DOCA to only pay the terminated employees 43c in the
dollar.
Intent can be established based on the fact that the company clearly had the
capacity
to fund the payment of entitlements and the capacity to vary the DOCA. Also, the
Hon
Minister for Work Place Relations stated that GEERS could be paid if the DOCA
were
varied to fit the operational guidelines of GEERS. Intent can be established
that the
company had the capacity to vary the DOCA when it suited the company, but not
when it would benefit the terminated employees.

Regards

Paul Davis



-----Original Message-----
From: Paul Davis
Sent: Thursday, 11 December 2003 2:05 PM
To: philip.laird@...
Subject: Open Telecommunications
Importance: High


Dear Philip Laird,

I am a former employee of Open Telecommunication and I am working with Nick
Bishop in attempting to recover the full entitlements of terminated employees.

I believe a number of our group have lodged claims to ASIC about the behaviour
of
Open Telecommunications and the Insolvent Practiser (IP), which is Deloitte in
this
case.

We are now running out of time to take action, as the directors have successful
moved
at a creditors meeting a variation to the Deed Of Company Arrangement (DOCA)
which
will allow the DOCA to be discharged early. The DOCA variation is for an
establish of
a trust from which creditors will be paid at the "leisure" by the IP. OT has
managed to
raise $10M and the directors want to discharge the DOCA early so that they can
begin
trading again. This is one of the conditions of the capital raising. The
discharging of the
DOCA in Jan 2004 will mean the extinguishment of any of the former employees
rights.

Enough though the directors now have more capital at their disposal, there was
no
recommendation for the DOCA to be varied to allow the employees to be paid their
full
entitlements or to restore their priority creditor status (as per section 556 of
the
Corporation Act) which would allow them to access the Department Employment and
Work Place Relations (DEWR) General Employees Entitlements and Redundancy
Scheme (GEERS) as per the GEERS operational guidelines.
(http://www.workplace.gov.au/Workplace/WPDisplay/0,1494,a3%253D3649%2526a0%
253D0%2526a1%253D517%2526a2%253D623,00.html)


It is interesting to note that the CEO will fully recover secured loans to him
via the
capital raise scheme, where as the employees will be left with only 43c in the
dollar.
(http://www.opentelecommunications.com/Investor/Notice-GM-21Nov03.pdf)



It is clear to me that the DOCA was used by the directors of Open
Telecommunications as a tool to diminish the entitlements of the employees,
which is
a clear breach of the Corporations Law Amendment (Employee Entitlements) Act
2000
Part 5.8A.


I appeal to ASIC to please take action before our rights are extinguishment by
the
discharge of the DOCA. It is a great injustice thatthe hard working employees
will not
be pay their legal entitlements of Salary, Annual Leave, Notice, Redundancy and
Superannuation .



regards



Paul Davis