Information for shareholders and creditors of:
- Uglii Corporation Ltd (In Liquidation)
- Traralgon Technology Holdings Ltd (In Liquidation)
- Uglii Find Australia Limited (In Liquidation)
- BizMio Limited (In Liquidation)
- Projects Discovery Services Pty Ltd (In Liquidation)
- Global Ads System Pty Ltd (Provisional Liquidator Appointed) (formerly Uglii Ads System Pty Ltd) (Collectively, the Uglii companies)
- ASIC was concerned that the Uglii companies were unable to pay their debts and ASIC lacked confidence in the management of the companies.
ASIC filed an application in the Federal Court seeking orders to appoint a provisional liquidator to the Uglii companies.
The Court ordered that a provisional liquidator be appointed to the Uglii companies. The provisional liquidator conducted an independent investigation into the Uglii companies and a report of which was presented to the Court.
The Court determined the Uglii companies, except Global Ads System Pty Ltd, should be wound-up.
The Court will determine in March 2017 whether Global Ads System Pty Ltd should be wound-up.
ASIC is Australia’s corporate, markets and financial services regulator. We are an independent government agency.
Why did ASIC take this action?
ASIC was concerned that the Uglii companies are unable to pay their debts and we lack confidence in the management of the companies. ASIC was also concerned that current and potential shareholders and creditors are not being informed about the financial position of the Uglii companies.
It is a serious (and potentially criminal) breach of the Corporations Act for a director to allow a company to trade while it is insolvent.
ASIC took action in the public interest, which includes the protection of shareholders and creditors.
On 8 September 2016 the Federal Court of Australia ordered the appointment of Ms Robyn Erskine and Mr Adrian Hunter of Brooke Bird as joint and several provisional liquidators of the Uglii companies.
On 24 October 2016 the provisional liquidators provided to the Court a report which included:
- the identification of the assets and liabilities of each of the companies; and
- an opinion as to the solvency of each of the companies;
On 6 December 2016 the Federal Court of Australia ordered the appointment of Ms Robyn Erskine and Mr Adrian Hunter of Brooke Bird as joint and several liquidators of the Uglii companies, except Global Ads System Pty Ltd.
What happens next?
On 9 December 2016 the Court ordered that a further hearing be held at 10.15am on 2 March 2017 to determine whether Global Ads System Pty Ltd should be wound up. The hearing will be conducted at 305 William Street, Melbourne and will be open to members of the public. After the hearing, the Court will decide whether the provisional liquidation should cease or whether a liquidator should be appointed and Global Ads System Pty Ltd wound-up.
Sometimes the Court will make its decision on the day, but sometimes they need more time to consider the matter and decide on another day. At this stage, ASIC does not know whether the Court will decide immediately or later.
The main purpose for seeking to appoint a provisional liquidator was to preserve the assets of the companies and maintain the status quo pending the determination of the petition for a winding up order. The word 'provisional' is a qualification not of the liquidator's powers, but of the tenure of the office; he or she is a liquidator but the appointment is temporary, pending the hearing of the petition to wind up.
The appointment of a provisional liquidator displaces the powers of directors and other officers of the company. Directors may only act with the provisional liquidator’s written approval or with the approval of the Court. Proceedings in court against the companies or property may not be commenced except with leave of the court.
The provisional liquidators and liquidators are neither agents nor employees of ASIC. They are completely independent of ASIC. The provisional liquidators and liquidators are officers of the Court and bound to act in accordance with any orders made. The costs of the provisional liquidation and liquidations are met from the assets of the companies.
The purpose of liquidation of an insolvent company is to have an independent and suitably qualified person (the liquidator) take control of the company so that its affairs can be wound up in an orderly and fair way for the benefit of all creditors.
Now that liquidators are appointed, they will conduct further investigations into the affairs of each of the companies and determine whether there are any claims which may be made, or any transactions which may be recoverable for the benefit of creditors. Any likely return to creditors' will depend on the outcome of these further investigations.
Getting help and advice
If you are experiencing financial hardship, a free and independent financial counsellor can talk through your situation and suggest ways to help. You can call the Financial Counselling Hotline on 1800 007 007 (9:30am to 4.30pm, Monday to Friday) or visit MoneySmart for more information.
Where can I get more information?
Creditors and shareholders seeking further information about the Uglii companies that are in provisional liquidation and liquidation should contact Brooke Bird, Chartered Accountants:
- Website: http://www.brookebird.com.au/
- Address: 471 Riversdale Road, Hawthorn East, VIC 3123
- Telephone: +61 3 9882 6666
ASIC will provide further updates via its website as the matter progresses in the Court.
Issued: 9 December 2016
Media releases and Court proceedings
- 16-427MR Court orders wind-up of Uglii Corporation Limited and related companies
- 16-300MR Court appoints provisional liquidator to Uglii Corporation Limited and other related companies
- 16-217MR Uglii Group provides undertaking to Court
- 16-196MR ASIC applies to appoint provisional liquidators to Uglii Corporation Limited