3D Oil Limited – Panel Application Withdrawn

The Panel has consented to a request by Veritas Securities Limited to withdraw its application to the Panel dated 25 May 2009, in relation to the affairs of 3D Oil Limited. The application concerned the alleged failure of Drillsearch Energy Limited to send copies of the bidder's statement and acceptance form in relation to its takeover bid for 3D Oil to the holders of formerly escrowed shares in 3D Oil (see TP09/037).

Gloucester Coal Limited 01R(a) and (b)*

The review Panel, Michael Ashforth, Geoff Brunsdon and Alison Lansley (sitting president) made a declaration of unacceptable circumstances in relation to the affairs of Gloucester. The review Panel considered that there was insufficient evidence of a control block to conclude that the Merger amounted to a change of control of Gloucester giving rise to unacceptable circumstances or had an effect on control to warrant a shareholder vote. But, contrary to the principles in ss602(a) and (c), the Merger had an effect on control in that it acted as a lock-up device of Gloucester by preventing other control transactions. The Panel ordered that the Merger be subject to a "fiduciary out".
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