Minemakers Limited - Panel Receives Application

The Panel has received an application from Minemakers Limited in relation to its affairs.  Minemakers is currently the subject of an off-market takeover bid from UCL Resources Limited, announced on 18 May 2012.

Details of the application, as submitted by the applicant, are below.

A sitting Panel has not been appointed at this stage and no decision has been made whether to conduct proceedings. The Panel makes no comment on the merits of the application.

MacarthurCook Property Securities Fund 01 & 02

The Panel, Stephanie Daveson, Hamish Douglass (sitting President) and Francesca Lee, consented to Laxey Partners Ltd withdrawing its application (01) and declined to conduct proceedings on an application from Pelorus Private Equity Limited (02) -both of which related to the affairs of MacarthurCook Property Securities Fund. The applications concerned a 13 for 15 non-renounceable rights issue, to be fully underwritten by the responsible entity. Updated disclosure and amendments to the structure of the rights issue satisfied the Panel’s concerns.

MacarthurCook Property Securities Fund 01 & 02 – Panel Publishes Reasons

The Panel today published the reasons for its decision to consent to a request by Laxey Partners Ltd to withdraw its application to the Panel dated 18 April 2012 (01) and decline to conduct proceedings on an application dated 24 April 2012 from Pelorus Private Equity Limited (02), both of which related to the affairs of MacarthurCook Property Securities Fund.

Details of the Panel's decision can be found at TP12/29.

The Panel's reasons are on the Takeovers website.

MacarthurCook Property Securities Fund 01 & 02 - Panel Application Withdrawn and Panel Declines to Conduct Proceedings

The Panel has consented to a request by Laxey Partners Ltd to withdraw its application to the Panel dated 18 April 2012 (01) and declined to conduct proceedings on an application dated 24 April 2012 from Pelorus Private Equity Limited (02), both of which related to the affairs of MacarthurCook Property Securities Fund.

Bentley Capital Limited 01R - Withdrawal of Judicial Review Applications

On 2 August 2011, the Panel was served with two Federal Court applications, one by Mrs Ambreen Chaudhri and Data Base Systems Limited (DBS) and the other by Mr Azhar Chaudhri, seeking judicial review of the Panel's decision to accept undertakings in Bentley Capital Limited 01R (see TP11/56 and TP11/57) ("the Federal Court Proceedings").

MacarthurCook Property Securities Fund – Panel Receives Application

The Panel has received an application from Laxey Partners Ltd in relation to the affairs of MacarthurCook Property Securities Fund. The application concerns a 13 for 15 non-renounceable rights issue, announced by the responsible entity1 of MacarthurCook (the Responsible Entity) on 20 April 2012, to raise approximately $5.8 million at 3.5 cents per unit.

Details of the application, as submitted by the applicant, are below.

Panel Publishes Revised Guidance Note 18

The Takeovers Panel today published a revised version of Guidance Note 18: Bidder's Statements (renamed 'Takeover Documents' to reflect its broadened content).

On 7 December 2011, the Panel issued a consultation draft of Guidance Note 18. It received a submission from ASIC and has taken it into account and made further changes.

This is the last guidance note to be rewritten under the program of reviewing and simplifying the Panel guidance, which included a review of the currency and consistency of the guidance notes.

Some of the more important changes include:

Real Estate Capital USA Property Trust

The Panel, James Dickson, Alastair Lucas (sitting President) and John Story made a declaration of unacceptable circumstances in relation to the affairs of Real Estate Capital Partners USA Property Trust. The application concerned a 0.98 for 1 renounceable rights issue which was fully underwritten by Frost Holdings Pty Ltd. If none of the rights were taken up, Frost’s voting power in RCU had the potential to increase from 19.82% to 59.51%. The Panel concluded that the rights issue was likely to have a substantial impact on the control of RCU and all reasonable steps had not been taken to minimise the control effect. The Panel made orders providing unitholders with an opportunity to participate in any shortfall.