Hi Guys
Just wanted to add some clarity if possible to this MSO mess. The
current directors (and therefore management) of MSO are responsible
for ensuring that the Payment Summaries prior to administration are
completed for the period 1/7/07 to 21/8/07. They do have the
information, all the financial records were up to date at the time
administration commenced.
The last time we worked on the database was at the Neutral Bay office
so maybe they have "misplaced it in the move".
However I am sure a copy could be located given the right incentives.
The last time Richard worked on the database was to do the financials
for JS ready for the second creditors meeting as they messed up the
first financials. Richard completed the statements from the MSO
database in the presence of Anthony from JS, who then took credit for
the work. Interesting that they can rely on the database for their
own
use yet discredit it to others.
It is not a big deal to produce payment summaries, very simple in
fact
if you know what you are doing and how to operate a MYOB database.
Perhaps that's the problem.. Either way no one has contacted us to
ask
if the information is available or for our help.
The administrators are responsible for any wages reporting during the
period of administration. I assume you all have received those
summaries. It is a simple calculation to work out the July/Aug
wages.
We are happy to help if required.
Best wishes
Danielle Plaskitt
On behalf of Danielle and Richard Plaskitt
Former MSO accountants
--- In otmushrooms@..., nick4mony <no_reply@...> wrote:
>
> These are more colloquially known as Group Certificates (for
permanent
> employees).
>
> I've got two summaries, and an ETP certificate, but I'm missing a
> third one for the one month's salary that was paid in July, which
I've
> never received. Do other people have the same issue?
>
> The two PAYG payment summaries are for the part-payments we received
> in August and September 2007, and the final dividend we received in
> January 2008.
>
> My question is whether anyone else is also missing the summary for
the
> July payment?
>
> Nick Bishop.
>
--- In otmushrooms@..., nick4mony <no_reply@...> wrote:
> That's right. I don't think anyone has received pay summaries for July
> 2007 as the current "management" says they dont have the records - that
> the administrators do - and the administrators say it's not for them to
> do - or something like that.
I think the ATO needs to point a gun at these guys (at times like this
you admire the IRS's style). At best they are being cheeky.
My information tells me that the records were in good order, and in
addition to this Payment Summary debacle, they've misinterpreted the
information on various occasions.
I can say, for the OpenTel case that Group Certificates were issued by
the administrators for the period before they took control (but those
administrators screwed up by not sending any ETP forms, which caused
quite a bit of grief on my tax return).
Antony, what was the situation at Swish, with Group Certificates?
I'm also going to ask the Commander mushrooms (
http://forums.whirlpool.net.au/forum-replies.cfm?t=1031035 ) about
their summaries.
> My accountant said I could "legitimately forget" that bit of income and
> if the payment summary turned up some time later I could "remember
> without penalty", but I chose to declare it anyway using my pay slip as
> a reference.
That is really woeful.
The most likely result is that it will take a while for a person to
get a new job, so in the financial year they'll earn less than normal.
The PAYG tax should be about even when you're employed fully through
the year, therefore it will be TOO MUCH when put against the reduced
income in the year.
If you declare it, you'll most likely get a refund: the excess of the
PAYG tax over & above the tax on the extra declared income.
I'm also sure the ATO will pick up on the mismatch in a millisecond,
and start hounding you about it.
Anyone actually thinking of taking that accountant's advice had better
get their own advisor to issue a written statement of that advice.
> ===== Second person =====
> have you already contacted
> them about it?
No, but I'll certainly send JS a form-letter (email). So if the ATO
asks, I can say I did ask them. And it gives me one more excuse to
hassle JS.
> ... fill out a stat
> dec stating this fact and estimating the tax withheld by Mobilesoft
> prior to the appointment of the administrators.
No need to estimate: the payslip has the exact figure.
I can understand administrators might have difficulties if they had to
take over from a plain lazy or rogue director who never kept proper
records, but these cases (Mobilesoft & OpenTel) are fairly clean-cut,
and there should be no excuses.
To be perfectly frank, getting the right payment summaries and ETP
certificates should be as easy/consistent as getting a McDonalds
burger. There's no particular science to it, unless the records are
bad. There's 275 companies a week that go under, so it SHOULD be a
well-oiled procedure for the insolvency industry.
(oh I nearly forgot, though, Deloitte did send out a bunch of empty
envelopes, so am I being too optimistic?)
((why aren't Silvers [the circus people] employing these characters???))
Nick Bishop.
"Everything that could be invented, has been invented"
-- Charles H. Duell, Commissioner US Patent office, 1899.
--- In otmushrooms@..., nick4mony <no_reply@...> wrote:
>
> My question is whether anyone else is also missing the summary for the
> July payment?
I've received two replies off-list, both saying the same thing as I've
said, and more.
I'll leave it up to the authors if they wish to join up and identify
themselves.
===== First person ======
That's right. I don't think anyone has received pay summaries for July
2007 as the current "management" says they dont have the records - that
the administrators do - and the administrators say it's not for them to
do - or something like that.
My accountant said I could "legitimately forget" that bit of income and
if the payment summary turned up some time later I could "remember
without penalty", but I chose to declare it anyway using my pay slip as
a reference.
===== Second person =====
Hi Nick,
I knew I had two summaries, and thought it was all good, until you
pointed it out and I checked the dates on them...
I'm missing a summary covering from July 1st 2007 - (end-date) 2007.
This should have been issued by Mobilesoft, have you already contacted
them about it?
===== Second person again =====
Quick update: I just called Mobilesoft and according to the
current Chairman, Phillip Blundell, "The administrator (Jirsch
Sutherland), could not find enough documented evidence to issue a
payment summary for July", and his advice was just to fill out a stat
dec stating this fact and estimating the tax withheld by Mobilesoft
prior to the appointment of the administrators.
And there I thought I had finished having to worry about Mobilesoft
and the administrators...:(
Have you already contacted the others?
===== End replies =====
Thanks to the two people who replied.
I've got the group set up as "open" (anyone can join, fully auto
procedure), so it's nice and easy (except I have to kick the 'bots off
occasionally).
I am a Defendant in a lawsuit brought by my former employer IceTV Pty Ltd.
One of the Directors of IceTV is Rod Sutherland, who was one of the
Administrators of Mobilesoft.
My company Vogel Ross was also a creditor of Mobilesoft when it went into
administration.
At a recent hearing of the IceTV matter, I attempted to get leave to
cross-claim against Rod Sutherland on the basis of losses I allege my
company suffered as a result of his administration of Mobilesoft including
an allegation that his statement of independence was misleading.
The judge said:
"It appears to me that the claims against Mr Sutherland and Mr Arnautovic in
the proposed fourth cross-claim raise separate and discrete matters under
the Corporations Act which ought not be brought by cross-claim in any
event."
So I will need to start separate proceedings. This will present opoprtunity
for others who feel they were disadvantaged by the way the administration
and DOCA were handled to join as plaintiffs.
Anyone who is interested in discussing this should contact me off-list.
Thanks,
Peter Vogel
[Non-text portions of this message have been removed]
These are more colloquially known as Group Certificates (for permanent
employees).
I've got two summaries, and an ETP certificate, but I'm missing a
third one for the one month's salary that was paid in July, which I've
never received. Do other people have the same issue?
The two PAYG payment summaries are for the part-payments we received
in August and September 2007, and the final dividend we received in
January 2008.
My question is whether anyone else is also missing the summary for the
July payment?
Nick Bishop.
Hello to the Mobilesoft Mushrooms,
There's a meeting on Friday 28 March 2008 (not on the Jirsch
Sutherland website).
I'm looking for a "general" proxy. If you are willing, please send me
your name and address (required for the proxy form).
Nick Bishop.
If anyone has the minutes of the 1st creditors meeting could they email them
to me please.
_____
From: nick4mony [mailto:no_reply@...]
Sent: Monday, 3 March 2008 11:44 PM
To: otmushrooms@...
Subject: [Unpaid Mushrooms] New info sheet from ASIC - Independence
In some circles, the independence of the administrators has been a hot
topic (particularly for Mobilesoft).
I still think that Australia should adopt a round-robin (or random)
allocation of Insolvency Practitioners to cases of insolvency, but
anyway, onto the real news ...
Jirsch Sutherland have quietly put ASIC's latest document on their web
server - titled "Independence of External Administrators - A guide for
creditors". This is an ASIC leaflet and contains no material from
Jirsch Sutherland.
URL on JS's server: http://shorterlink. <http://shorterlink.com/?8YFENU>
com/?8YFENU (redirects to:
http://www.jirschsu
<http://www.jirschsutherland.com.au/Upload/INDEPENDENCE%20OF%20EXTERNAL%20AD
MINISTRATORS%20-%20A%20GUIDE%20FOR%20CREDITORS1.pdf>
therland.com.au/Upload/INDEPENDENCE%20OF%20EXTERNAL%20ADMINISTRATORS%20-%20A
%20GUIDE%20FOR%20CREDITORS1.pdf
)
Various people may recall my message earlier (message #558, Tue Oct
16, 2007 6:11 am), URL
http://au.groups. <http://au.groups.yahoo.com/group/otmushrooms/message/558>
yahoo.com/group/otmushrooms/message/558 , raising
strong concerns about Rod Sutherland's conflict of interest.
While the leaflet does not mention the scenarios described in #558, it
does mention that they should treat the various groups of creditors
fairly. The way I see things, this isn't likely.
The question is ... what can we do about it?
-> I did make some enquiries of a second liquidator (Ken Stout - from
Antony's message #491), to replace the administrators at the first
meeting, but he was reluctant - and a point he made was the Blundall
Superannuation Fund (the secured creditor) could have put the company
into receivership if I was successful in replacing the administrator.
-> A few submissions to the Senate Enquiry a few years ago suggested
that a centralised round robin or random allocation reigime should
operate (the person(s) make a call to a central hotline and the
hotline allocates the next available administrator to the job).
-> In general, I think that it is a valid strategy to attempt to
replace the administrator at the first meeting. The leaflet points
out our rights to replace the administrator at the first meeting, at
the second meeting (either when a Deed is adopted or when Liquidation
is favoured), and as other circumstances arise. This is especially if
details like the Ice TV issues come out of the woodwork. The trouble
is, the Ice TV details took some time to surface, and it may have
swayed Ken if I was able to give him those details straight away.
-> At this (late) stage, there's not a lot that can be done, apart
from raising complaints with ASIC.
-> In these complaints, we should suggest a round-robin reigime (this
is strictly not relevant to the complaint, but it's always worth
throwing in there).
Nick Bishop.
[Non-text portions of this message have been removed]
In some circles, the independence of the administrators has been a hot
topic (particularly for Mobilesoft).
I still think that Australia should adopt a round-robin (or random)
allocation of Insolvency Practitioners to cases of insolvency, but
anyway, onto the real news ...
Jirsch Sutherland have quietly put ASIC's latest document on their web
server - titled "Independence of External Administrators - A guide for
creditors". This is an ASIC leaflet and contains no material from
Jirsch Sutherland.
URL on JS's server: http://shorterlink.com/?8YFENU (redirects to:
http://www.jirschsutherland.com.au/Upload/INDEPENDENCE%20OF%20EXTERNAL%20ADMINIS\
TRATORS%20-%20A%20GUIDE%20FOR%20CREDITORS1.pdf
)
Various people may recall my message earlier (message #558, Tue Oct
16, 2007 6:11 am), URL
http://au.groups.yahoo.com/group/otmushrooms/message/558 , raising
strong concerns about Rod Sutherland's conflict of interest.
While the leaflet does not mention the scenarios described in #558, it
does mention that they should treat the various groups of creditors
fairly. The way I see things, this isn't likely.
The question is ... what can we do about it?
-> I did make some enquiries of a second liquidator (Ken Stout - from
Antony's message #491), to replace the administrators at the first
meeting, but he was reluctant - and a point he made was the Blundall
Superannuation Fund (the secured creditor) could have put the company
into receivership if I was successful in replacing the administrator.
-> A few submissions to the Senate Enquiry a few years ago suggested
that a centralised round robin or random allocation reigime should
operate (the person(s) make a call to a central hotline and the
hotline allocates the next available administrator to the job).
-> In general, I think that it is a valid strategy to attempt to
replace the administrator at the first meeting. The leaflet points
out our rights to replace the administrator at the first meeting, at
the second meeting (either when a Deed is adopted or when Liquidation
is favoured), and as other circumstances arise. This is especially if
details like the Ice TV issues come out of the woodwork. The trouble
is, the Ice TV details took some time to surface, and it may have
swayed Ken if I was able to give him those details straight away.
-> At this (late) stage, there's not a lot that can be done, apart
from raising complaints with ASIC.
-> In these complaints, we should suggest a round-robin reigime (this
is strictly not relevant to the complaint, but it's always worth
throwing in there).
Nick Bishop.
To any ex-MSO employees who still have copies of emails from 2007
I am looking for an email which was sent to all staff sometime around maybe
March-June announcing that Duncan Ross and I had joined the staff.
I'd be most grateful if someone has a copy to fwd to me.
Best wishes,
Peter Vogel
peter.vogel@...
For permanent employees:
Summary:
1. Check your super account
2. Work out how much you're owed in super
3. Split the claim (before & after 21 Aug)
4. Submit/update claims with J.S.
5. Lodge "super shortfall" forms with ATO.
Elaboration:
You should log into your super account (or phone them up and make an
enquiry) and check for any Mobilesoft payments after 1 July 2007, and
then update your claims.
I wouldn't trust the Jirsch Sutherland calculations - check your super
accounts and work it out at 9% of salary.
The super claim needs to be split: super before 21 August and super
earned on/after that ("Before" and "After"). The Before super (earned
before 21 August 2007) goes on your claim form (according to Michael
Chan), but the After super IS A CLAIM AGAINST THE ADMINISTRATORS
(Personally) - it does NOT go on the claim form.
I recommend sending a normal email or letter for the After amount, and
also you can lodge a "shortfall in super" form with the Tax Office - I
would do this twice - Before and After.
If it's anything like mine, you should have got a payment about 1
August, which covered the period May-June, but there wouldn't have
been any further payments.
One thing to note is that super is worked on salary, and annual leave
that you took while your employment continued, but is not worked on
redundancy, cashed-up annual leave, or payment-in-lieu-of-notice.
It's worked at 9%. If you're unsure, you can check your calculations
for May-June against what you got.
The other thing is that super for the period 1 July - 30 Sept was due
on 28 Oct 2007 - given that they haven't paid, the super would now
normally be paid to the Tax Office as an SGC payment - lodging the
forms with the Tax Office will hopefully give you some visibility
if/when they do pay. But I'd also keep an eye on your super accounts
(at MLC or wherever).
Nick (old enough to care about Super).
Hi people,
I spoke to Michael Chan on Monday and he told me that payments were
being made that day - there is a 98% distribution, with the intention
to distribute the other 2% after some legal issues have been resolved.
I asked him about super (none of mine has been paid since 1 July), and
he stated that would be paid within one-two weeks. He asserts that
the due date for this hasn't passed yet, but I disagree (it was due 28
Oct 2007 for the period 1 July to 30 Sept).
I imagine some people would have been paid during the Christmas break
- if there were no problems with your claim.
I am told that they will only contact people if there is a
disagreement with your claim - which does leave the others in the dark.
Nick.
I have very grave concerns about this wording in Clause 16 of the
Deeds (both are identical).
It says:
----
16. Application of prescribed provisions
16.1 For the purposes of this Deed, clause 2 of the Prescribed
Provisions in Schedule 8A of the Corporations Regulations shall form
part of this Deed. Otherwise the Prescribed Provisions are excluded
from this Deed.
16.2 The terms of this Deed shall prevail to the extent of any
inconsistency between this Deed and the provisons of Schedule 8A of
the Corporations Regulations.
-----
Schedule 8A (which I thought was compulsory for a Deed of Company
Arrangement) deals with the priority of Creditors (in tandem with sec
556 & 560).
Perhaps someone with a more legal background could enlighten us with
what's going on?
Nick
--- In otmushrooms@..., nick4mony <no_reply@...> wrote:
>
> One of the issues apparant at the second creditors' meetings (which
> didn't really land in the minutes) is the lack of independence of one
> of the Administrators, being Rod Sutherland.
One of the points frequently raised at the Senate Enquiry a few years
ago: how Insolvency Practitioners are chosen (most often by the
company's directors).
Several submissions argued for a round-robin or random allocation of
I.P. professionals to cases (eg chosen by ASIC). Now I think of it,
perhaps a "panel of 3" could be appointed, with the first meeting used
by creditors to vote one of them in. Entirely workable in today's
society.
Nick.
One of the issues apparant at the second creditors' meetings (which
didn't really land in the minutes) is the lack of independence of one
of the Administrators, being Rod Sutherland.
As several creditors are already aware, Rod has a lot to do with Ice
TV. His involvement (discerned from public record)
* He is a director,
* He is a substantial shareholder
* He is the Company Secretary.
Rod had only disclosed the first of these points in the first two
reports/circulars.
The point is Rod has a vested interest against Mobilesoft for these
reasons:
* Ice TV are suing two trade creditors (Duncan Ross & Peter Vogel)
for "theft of I.P." (very common knowledge)
* Ice TV are a competitor of Mobilesoft (they supply similar
technology to the same pool of potential customers)
* Ice TV have a substantial relationship with Reeltime Infotainment,
who are suing Mobilesoft (ref sec 4.1.2 of the Supplementary Report):
they frequently mention each other in their web sites, and Reeltime
use Ice TV products and I.P.
* It is reasonable to assume Reeltime would prefer Mobilesoft to "go
away quietly" - it's a lot cheaper than a real court case.
It also seems that Jirsch Sutherland get involved in far more than
their fair share of I.T. insolvencies. That is to say, out of the 275
companies that go broke each week, only a small percentage are I.T.
related. However, Jirsch Sutherland are involved in many I.T. cases,
and hardly any non-I.T. cases.
Jirsch Sutherland know the I.T. industry well - while no-one has any
proof, it leaves enormous scope for them to take a biased view of this
company, because of a vested interest that arises from one of their
other appointments (solvency or forensics, etc).
*****
I think that creditors have a right to press questions about the
so-called independence of the Administrators whenever they can: at
Thursday's meetings, on this list, in formal complaints to ASIC, and
(futile as it might be) with the Administrators themselves.
Nick.
Hi people,
I'm looking for a proxy for the meeting next week. If you're in
Sydney and willing, please contact me off-list. Unscramble this email
address:
yahoo.com.au @ nick4mony
Thanks.
--- In otmushrooms@..., tdnorthey <no_reply@...> wrote:
>
> Wasn't the previous meeting adjourned?
> I suspect the proxies from the previous meeting are therefore valid
> for this meeting.
> Somebody involved (not me, thank god) should ring them up and ask -
Nick?
>
> OTT employees and ex-employees will remember receiving the report in
> Friday's post and being expected to vote on it on Monday morning. So
> any reports this mob are going to send out may well arrive the day
> before the meeting.
Yes, that is a good reminder from Tom.
I did ring them up, and they emailed the fresh report. It is available
from this direct link: http://shorterlink.com/?OOHZES (which forwards
to
http://home.lizzy.com.au/nick4mony/SUPPLEMENTARY_REPORT_TO_CREDITORS.pdf )
It seems the Mobilesoft Administrators are different: I think what
Deloitte did was a piece of grubby legal trickery (nothing more &
nothing less).
Michael Chan at Jirsch Sutherland explained that their web site
updating facility is down, but they were quite willing to email it to
me, so I've placed it in my ISP account (as above).
I've got a couple of other files there as well:
1. Minutes of the second creditors' meeting:
http://shorterlink.com/?KID1J4 (forwarding to
http://home.lizzy.com.au/nick4mony/MINUTES.17SEP073.pdf )
2. Report tabled at second meeting (OLD):
http://shorterlink.com/?P55REP (forwarding to
http://home.lizzy.com.au/nick4mony/REPORT_TO_CREDITORS.7SEP07.pdf )
The last two files are also available from the group website: follow
the link at the bottom of this email, then select Files (at left),
then select the Mobilesoft folder (at centre), then pick your file.
Just note the current report is not on the group website, so go to my
ISP account link (1st link above) to get it.
Nick Bishop.
--- In otmushrooms@..., nick4mony <no_reply@...> wrote:
>
> According to the Jirsch Sutherland web site, the next meeting of
> creditors has been called:...
> I don't see any reports or formal notices, though. ...
> However, proxies are only valid for one meeting...
Wasn't the previous meeting adjourned?
I suspect the proxies from the previous meeting are therefore valid
for this meeting.
Somebody involved (not me, thank god) should ring them up and ask - Nick?
OTT employees and ex-employees will remember receiving the report in
Friday's post and being expected to vote on it on Monday morning. So
any reports this mob are going to send out may well arrive the day
before the meeting.
According to the Jirsch Sutherland web site, the next meeting of
creditors has been called:
Sofitel Wentworth Sydney, 61-101 Phillip Street, Sydney NSW 2000 on
Thursday 18 October 2007 at 9.00 am
I don't see any reports or formal notices, though.
If you've lodged a Proof of Debt form before, you don't need to lodge
it again for this meeting, but if you haven't done so, you can use a
proof of debt form from a previous meeting.
However, proxies are only valid for one meeting (subject to any legal
trickery!), so they need to publish their Notice of Meeting, and the
report that must accompany that notice.
Nick.
Hi people,
It looks like the final creditors' meeting could be just around the
corner, so it is wise to check the Administrators' web site once a day.
And if you're the first one to notice, do everyone a favour and send a
message to this group.
While we wait, I'm gathering some unofficial details about what
transpired at the second meeting, although anyone can contribute their
version.
Address to check:
http://jirschsutherland.com.au/Media.aspx?mid=4&crid=6
Nick
Hi everyone,
The Administrators have posted the minutes of the Second Meeting, held
17 Sept, on their web site.
Direct link to PDF file (192kiB)
http://www.jirschsutherland.com.au/Upload/MINUTES.17SEP073.pdf
Highlights:
1. Conflict of Interest
Rod Sutherland (the other administrator) is a director of ICE TV,
who are a business partner of Reeltime. They are a competitor of
Mobilesoft (informal note: they are also in litigation against
Mobilesoft).
Sule Arnautovic denied there was a conflict of interest.
2. Acquisition of Secure e-Solutions (Zannelle P/L)
a. There is a liability of $3,267,824.12 owing for this acquisition.
b. This acquisition is under investigation
3. Ten day notice of reconvened meeting
4. Adjournment of meeting.
Creditors voted to adjourn the meeting, for a maximum of 60 days
(16 Nov 2007, or earlier). [informal note: it is possible for them to
seek an extension from the Supreme Court].
Nick Bishop.
Hi,
Just got an answer to one of my questions... they will accept emailed
proxies in PDF format. Send them to this (despammified, reversed)
address:
jirschsutherland.com.au {at} lam
Many thanks to Lam Bao at Jirsch Sutherland for being prompt with the
answer.
Nick Bishop.
Hi guyz,
Just got news of the second creditors' meeting for Mobilesoft to be
held 17 September 2007 at the Sofitel Wentworth, 61-101 Phillip
Street, Sydney NSW 2000 at 11.00 am.
It seems they had written their report on Fri 7 September, but took
until Tue 11 September to post it out.
You can also get their report from the Administrators' info page here:
http://www.jirschsutherland.com.au/Media.aspx?mid=4&crid=6
(PDF direct link http://shorterlink.com/?OXB49K which redirects to
http://www.jirschsutherland.com.au/Upload/REPORT%20TO%20CREDITORS.7SEP07.pdf
, it's a 1.5MiB PDF file).
I've got a few questions of the administrators - I'll ask them now by
email, and post their answers here as soon as I hear.
Nick.
Hi People,
For the benefit of Mobilesoft members, I'll highlight some useful
resources here.
First off, you can use this group by email only, or you can visit the
group's home page (URL http://au.groups.yahoo.com/group/otmushrooms/
at the bottom of every message).
From the home page, there are many features.
On the Public File Archives ( http://au.geocities.com/nick4mony/otm/ )
there are some key files:
* admin.pdf - a short run down of the VA process
* theissues.htm - explains how creditors could be short-changed
* deed_company_arrangement.pdf - how they work
You can also view previous messages: try these message numbers
* 491 - Swish - why I'm a little wary
* 375 - GEERS and Deeds - the requirements explained
* 453 - A sad story about GEERS
* 487 - My article in BRW
* 488 - Another article in the same BRW
* 508 - Humorous
* 503/504/506 - When ION went broke.
===== CUT HERE IF YOU'RE IN A HURRY =====
Back to the Public File Archives - if you've had a dark day:
* Busstop.jpg (humour)
* why_didnt_we_think_of_this.jpg (humour)
If you can't sleep at night, the Corporations Act as it stood in 2002
is there - but if you have a Yahoo ID, please get it from here:
http://au.groups.yahoo.com/group/otmushrooms/files
What I was doing while I couldn't sleep:
* sub036.doc and sub036a.doc - my submission to a Senate inquiry
* The Corporate Law Stocktake PDF file contains the results of the
Senate inquiry - but if you have a Yahoo ID, please get it from here:
http://au.groups.yahoo.com/group/otmushrooms/files
There are also various media stories (including my photo in The Age).
I'll leave it at that so you can digest it all.
Nick Bishop.
Hi people,
In discussions with an insolvency practitioner this morning (Ken
Stout) I learned that a Deed must comply with Schedule 8A of the
Corporations Act.
Amongst other things, this refers to Sec. 556 and Reg. 5.3(A) point 06
clause 4 - which stipulates the priorities to which creditors must be
paid.
This is news to most of us, so I'm going to investigate this further.
If someone is willing to delve into the Corp Act files (on the Files
section of Yahoo Groups), they are still the old versions from 2002
... the question is: did this law exist when the non-compliant OT (or
Swish) Deed was drawn up?
Nick Bishop.
-----
I'm going home now, It's a fr3aking long trip to Vermont South :-(
-oOo-
I will describe briefly (?) below how the VA process runs. You will
find there is more detail toward the start, because we need to know
that now.
A separate email will describe helpful files and information on this
email group.
PROCESS
=======
Step 1:
Either the company directors, or a secured creditor, can appoint a
Voluntary Administrator(s) if the company does not have enough cash to
pay debts "as and when they fall due" (insolvent). In the Mobilesoft
case, it was the secured creditor that made the appointment.
Step 2:
Directors lose their power of control over the company. The
Administrator can decide to continue or stop trading. If they
continue, they are personally liable for costs incurred from their
appointment.
In Mobilesoft's case, this means that they will pay wages from Tuesday
onwards (whether they will take Tuesday as a half day or whole day is
a bit murky). The wages from 1 Aug to 20 Aug are very much in limbo.
Trade creditors will be asked to close off accounts and re-open new
accounts under a slightly different name.
In most cases, the Administrators can use the company assets to pay
these new debts.
Shareholders are prohibited from trading their MSO shares (EVEN
OFF-MARKET). This will impact anyone trying to shuffle assets to
family members, etc, or realise a capital loss.
Step 2a:
Within five days, the Administrators must hold a meeting of creditors.
At this meeting, creditors have the right to vote on an alternative
administrator, and/or to set up a "Creditors' Committee".
Salient points:
1. You can teleconference in. The law says you must meet the costs
of the teleconference (ie costs lie where they fall), and you are not
entitled to add this cost onto your claim.
1a. My intent at this stage is to use my own calling card to make
the call from the voicepoint in the conference room in Melbourne,
which others can attend. This is unless the Administrator offers to
set up a teleconference.
2. While there is a natural apprehension that the Administrator will
be biased in favour of the secured creditor, there is a serious
practical issue with creditors trying to replace the Administrator: if
they are successful, the secured creditor is very likely to appoint a
Receiver.
This means that creditors lose most of their rights, and most
receiverships will wind up the company.
3. I recommend joining the Committee of Creditors unless you're
TOTALLY uninterested - you cannot join later. You can always drop
out, or write out a power of attorney.
4. I'm not entirely sure what powers the Creditors' Committee has.
Step 3:
The Administrators have 21 days to prepare a report and recommend one
of four options:
1. Return control to directors (if solvent)
2. Liquidation
3. Deed of Company Arrangment
4. Adjournment of up to 60 more days.
They send this out with five days' notice of a meeting to vote on the
options. A liquidation is fairly obvious, but a Deed is not so
obvious - I will comment on this later.
Step 4:
This depends on the outcome from Step 3.
Along various points of the process there can be various actions by
creditors/directors/administrators - this is what can make the process
complex.
One of the major problems is it is hard for creditors to know their
rights - most creditors do not deal with this process more than once,
but this email group is a partial redress for that.
Hopefully that will get most people started, but people may also like
to look at "admin.pdf", available at
http://au.geocities.com/nick4mony/otm/
Nick Bishop, +613 96966800, Mob: +61438 366342
-----
Has Hird's herd heard about The Hurd?
[Explanation: James Hird is a footy player with the Essendon FC, The
Hurd is a system similar to Linux]
-oOo-
We've got enough members from Mobilesoft, so I'll get started.
The purpose of this group is to help members communicate, particularly
if the administrators decide to send staff home.
This group is actually a fairly large group, that I've been running
for several years (although it's been fairly quiet in recent months).
Most of the rest of the group consists of members of the Open
Telecommunications Voluntary Administration.
I imagine the old hands will stick around, and give hints and advice
for the newcomers (also expect the odd wacky comment). There's also
some information and leaflets, and of course some humour, in the Files
section.
I will be sending a few more emails that highlights useful resources
here, and also a quick-and-dirty run-down on the VA process.
The OpenTel and Swish members should also stay tuned: I've stumbled on
some rather interesting information ....
Nick Bishop
-----
Nick Bishop, +613 96966800, Mob: +61438 366342
Has Hird's herd heard about The Hurd?
[Explanation: James Hird is a footy player with the Essendon FC, The
Hurd is a system similar to Linux]
-oOo-
--- In otmushrooms@..., tdnorthey <no_reply@...> wrote:
>
> Anyone know what the outcome of this vote was?
I called Sallie, she told me the two motions were carried. She also
told me my dissenting proxy was specifically noted in the minutes.
It mystifies me which creditors voted in favour, or why.
Nick.
Hi all
Unrelated to OT's failure to pay us...
On behalf of a project called "Big Brother Mouse"
(http://www.laobooks.com/support.htm and
http://www.bigbrothermouse.com/) which is producing books for kids in
Laos, I am looking for a Windows programmer for a small project.
The guy who is running the project has developed a new font to typeset
Lao, and needs a program for his Lao people typesetting the books to
easily switch the system font between English and the Lao font. His idea
is to have it run as a background program in Windows (XP), which starts
at startup, with an icon on the task bar to click to toggle between
English and Lao.
If you have the skills and are happy to do a small project to help out,
please drop me a line. Alternatively, feel free to pass this on to
people you know who might have the skills to help out! :-)
Cheers, Jane.
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