Ms Mary-Anne Greaves, of Mount Sheridan, Queensland, has been sentenced by the Brisbane Magistrates’ Court after earlier pleading guilty to one count of giving false or misleading information to ASIC. Ms Greaves was discharged without proceeding to conviction upon giving security in the sum of $5,000 conditional that she be of good behaviour for a period of two years.
The prosecution of Ms Greaves, a lawyer, followed an investigation conducted by ASIC into a 2015 takeover bid by G8 Education Limited (G8 Education) for ASX-listed Affinity Education Group Limited (Affinity). The investigation included enquiries into alleged undisclosed arrangements between G8 Education and West Bridge Holdings Pty Ltd (West Bridge) for the acquisition of Affinity shares as part of the takeover bid.
The charge related to Ms Greaves’ false denial on 2 June 2016, during an ASIC examination under oath, that she had not been provided information relating to the acquisition by West Bridge of Affinity shares at the time of the takeover bid by G8 Education.
‘ASIC views seriously any attempt by individuals to compromise its investigations, including giving false or misleading information during examinations. ASIC will hold to account persons who seek to obstruct or hinder its investigations’ ASIC Commissioner John Price said.
The sentence was delivered by Magistrate Ehric after discounting for matters in mitigation, including Ms Greaves giving cooperation in the prosecution of others. Magistrate Ehric indicated that a sentence of six months imprisonment with release forthwith would have been appropriate but for those matters.
The matter was prosecuted by the Commonwealth Director of Public Prosecutions.
Background
G8 Education is a childcare provider listed on the Australian Securities Exchange.
In July 2015, G8 Education announced a takeover bid for Affinity after acquiring shares in that company up to the takeover threshold. Following that announcement, West Bridge acquired 11,300,000 Affinity shares between 13 and 28 July 2015.
On 5 October 2015, the Takeovers Panel made a declaration of unacceptable circumstances in relation to G8’s takeover bid. As part of that declaration, the Panel found that there was an undisclosed association between G8 Education and West Bridge in the acquisition of Affinity shares.
ASIC has the power to compel a person to appear before it and give evidence under oath if ASIC suspects or believes that the person can give information relevant to an investigation. It is an offence to give false or misleading to ASIC during such an examination, with the maximum penalty being imprisonment for two years, 100 penalty units (currently $21,000) or both. Where, as in this case, the offence is heard and determined by the Magistrates’ Court, the maximum penalty is imprisonment for 12 months, a fine of 60 penalty units or both by reason of section 4J of the Crimes Act 1914.