Standing Before the Panel – Changes to Pro-forma Application and Proposed Changes to Procedural Guidelines

Following discussions with the Corporations Committee of the Business Law Section of the Law Council of Australia, the Panel has amended its pro‑forma application to explicitly address the issue of standing of applicants before the Panel, by requiring an applicant to explain how its interests are affected by the relevant circumstances identified in the application under section 657C(2).

A copy of the updated version of the pro‑forma application is available on the Panel's website.

Southern Cross Media Group Limited 02R & 03R – Decision on Orders

The review Panel has set aside the initial Panel’s orders and made new orders (Annexure A). The review Panel previously affirmed the initial Panel’s decision to make a declaration of unacceptable circumstances (see TP23/46) in relation to the acquisition of 6.83% of Southern Cross Media Group Limited shares in contravention of s606 (the Relevant Shares).

Takeovers Panel Office Manager

After serving nearly 16 years in the role as Office Manager at the Panel, Karolina Ksiezak has decided to pursue a new opportunity at the Federal Department of Finance from February.

Karolina has made an outstanding contribution to the Panel in undertaking a variety of activities including dealing with the logistics of Panel days, liaison with the Department of Treasury in relation to finance, recruitment and procurement, and taking a leadership role in administration. 

Tempus Resources Limited 02R – Review Panel Declines to Conduct Proceedings

The review Panel has declined to conduct proceedings on a review application dated 11 January 2024 from Mr Matthew Bull seeking a review of the initial Panel’s decision to decline to conduct proceedings in Tempus Resources Limited (see TP24/02).

The review Panel concluded there was no reasonable prospect that it would make a declaration of unacceptable circumstances.  Accordingly, the Panel declined to conduct proceedings.

Whitehaven Coal Limited

Introduction

  1. The Panel, Jeremy Leibler, Ron Malek (sitting President) and Deborah Page, made a declaration of unacceptable circumstances in relation to the affairs of Whitehaven. The application concerned a failure by Bell Rock to disclose a derivative interest it held in Whitehaven.

Tempus Resources Limited – Panel Declines to Conduct Proceedings

The Panel has declined to conduct proceedings on an application dated 29 December 2023 from Mr Matthew Bull in relation to the affairs of Tempus Resources Limited.

The application concerned an entitlement issue announced by Tempus on 29 November 2023, being around the time that the applicant and others gave ss 203D and 249D notices to the company, as announced on 18 December 2023 (see TP24/01).

Tempus Resources Limited – Panel Receives Application

The Panel has received an application from Mr Matthew Bull in relation to the affairs of Tempus Resources Limited (ASX: TMR). 

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.

Details

The applicant is a shareholder in Tempus.

Southern Cross Media Group Limited 02R and 03R – Review Panel affirms Declaration of Unacceptable Circumstances

The review Panel has affirmed the initial Panel’s decision to make a declaration of unacceptable circumstances in Southern Cross Media Group Limited (see TP23/37).

The review Panel proposes to seek further submissions from the parties on orders in the first week of January 2024.

The review Panel is Bruce Cowley, Richard Hunt (sitting President) and John McGlue.

The review Panel will publish its reasons for the decision in due course on its website.

Southern Cross Media Group Limited

Introduction

  1. The Panel, Michael Borsky KC (sitting President), Sylvia Falzon and Marina Kelman, made a declaration of unacceptable circumstances in relation to the affairs of Southern Cross Media Group Limited. The application concerned contraventions of section 6061 by ARN Media Limited (ARN) and Allan Gray Australia Pty Limited (Allan Gray) and a contravention of the substantial holder provisions in section 671B by Allan Gray.